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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
October 22, 2001
Date of Report (Date of earliest event reported)
United Pan-Europe Communications N.V.
(Exact name of Registrant as Specified in Charter)
THE NETHERLANDS 0-25365 98-0191997
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(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
Boeing Avenue 53, 1119 PE Schipol Rijk, 1070 BT Amsterdam, The Netherlands
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(Address of Principal
Executive Offices)
011-31-20-778-9840
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(Registrant's telephone number
including area code
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Item 5. Other Events
On October 19 and 22, 2001, United Pan-Europe Communications N.V. ("UPC")
sent a response statement to the holders of its 10 7/8% Senior Notes due 2007,
10 7/8% Senior Notes due 2007, 10 7/8% Senior Notes due 2009, 10 7/8% Senior
Notes due 2009, 12 1/2% Senior Discount Notes due 2009, 11 1/4% Senior Notes due
2009, 11 1/4% Senior Notes due 2009, 13 3/8% Senior Discount Notes due 2009, 13
3/8% Discount Senior Notes due 2009, 11 1/4% Senior Notes due 2010, 11 1/4%
Senior Notes due 2010, 11 1/2% Senior Notes due 2010 and 13 3/4% Senior Discount
Notes due 2010 (collectively, the "Notes"), announcing its position with respect
to the tender offer (the "Liberty Offer") commenced by Liberty UPC Bonds, Inc.,
a Delaware corporation ("Purchaser") and a wholly-owned subsidiary of Liberty
Media Corporation, a Delaware corporation ("Liberty"), to purchase up to
$60,000,000 10 7/8% Senior Notes due 2007, up to (euro)30,000,000 10 7/8% Senior
Notes due 2007, up to $240,000,000 10 7/8% Senior Notes due 2009, up to
(euro)90,000,000 10 7/8% Senior Notes due 2009, up to $220,500,000 12 1/2%
Senior Discount Notes due 2009, up to $75,600,000 11 1/4% Senior Notes due 2009,
up to (euro)30,300,000 11 1/4% Senior Notes due 2009, up to $143,400,000 13 3/8%
Senior Discount Notes due 2009, up to (euro)57,300,000 13 3/8% Discount Senior
Notes due 2009, up to $180,000,000 11 1/4% Senior Notes due 2010, up to
(euro)60,000,000 11 1/4% Senior Notes due 2010, up to $90,000,000 11 1/2% Senior
Notes due 2010, up to $300,000,000 13 3/4% Senior Discount Notes due 2010 of UPC
at a price designated by the holders of the Notes within the purchase price
ranges and otherwise upon the terms and subject to the conditions set forth in
Purchaser's Offer to Purchase, dated October 9, 2001. The response statement is
filed as Exhibit 99.1.
The response statement states that UPC is expressing no opinion and
remaining neutral toward the Liberty Offer.
UPC is taking no position with respect to the Liberty Offer because
(a) UPC has not participated in, and takes no responsibility for, the
Liberty Offer,
(b) UPC does not have sufficient information which would allow it to
determine whether the Liberty Offer is beneficial or detrimental to
the interests of UPC or the holders of the Notes, and
(c) each holder of the Notes and his, her or its financial advisor are in
a better position to decide whether tendering or refraining from
tendering would meet the investment objectives of such holder.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
99.1 Response Statement of UPC dated October 19, 2001.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused the report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: October 22, 2001 UNITED PAN-EUROPE COMMUNICATIONS N.V.
By:/s/ Anton A.M. Tuijten
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Name: Anton A.M. Tuijten
Title: Member of the Board of
Management and General Counsel