Prospectus Supplement No. 5 Filed Pursuant to Rule 424(b)(3)
(To Prospectus Dated November 2, 1999) Registration No. 333-89345
Prospectus Supplement
Dated December 30, 1999
This prospectus relates to the resale by the holder of our:
o $300,000,000 principal amount of 6.25% convertible notes due 2009,
o $425,500,000 principal amount at maturity of 2.25% convertible notes
due 2009, and
o the shares of Class A common stock issuable upon conversion of the
notes.
This prospectus supplement should be read in conjunction with, and may
not be delivered or utilized without, the prospectus dated November 2, 1999,
including any amendments or supplements thereto. The terms of the notes are set
forth in the prospectus.
The information in the table appearing under the heading "Selling
Securityholders" on page 42 in the prospectus is hereby amended by adding the
information below with respect to selling securityholders not previously listed
in the prospectus or in any amendments or supplements thereto, and by
superceding the information with respect to selling securityholders previously
listed in the prospectus or in any amendments or supplements thereto that are
listed below:
Principal Percentage Number of
Amount at of 6.25% Shares of Class Percentage of
Maturity of Notes A Common Stock Number of Class A Common
6.25% Notes Outstanding Issuable Upon Shares of Stock
Beneficially as of Conversion of Class A Outstanding as
Owned That December 29, the 6.25% Notes Common of December
Selling Securityholders May Be Sold 1999 That May Be Sold Stock Owned 29, 1999**
----------------------- ----------- ------------ ---------------- ----------- --------------
Barclays Capital Securities Limited $1,000,000 * 40,983 --
Global Bermuda Limited Partnership $1,000,000 * 40,983 35,730 *
Lakeshore International, Ltd. $2,000,000 1.00 81,967 71,470 *
========== ====== ======== ======= =====
TOTAL $4,000,000 1.99 163,933 107,200 *
Principal Percentage Number of
Amount at of 2.25% Shares of Class Percentage of
Maturity of Notes A Common Stock Number of Class A Common
2.25% Notes Outstanding Issuable Upon Shares of Stock
Beneficially as of Conversion of Class A Outstanding as
Owned That December 29, the 2.25% Notes Common of December
Selling Securityholders May Be Sold 1999 That May Be Sold Stock Owned 29, 1999**
----------------------- ----------- ----------- ---------------- ----------- --------------
Chrysler Corporation Master Retirement Trust $7,215,000 2.91 300,625 -- *
Delta Air Lines Matser Trust c/o $2,930,000 1.18 122,083 -- *
Oaktree Capital Management, LLC
Motion Picture Industry Health Plan - $845,000 * 35,208 -- *
Active Member Fund
Motion Picture Industry Health Plan - $425,000 * 17,708 -- *
Retiree Member Fund
OCM Convertible Trust $3,890,000 1.57 162,083 -- *
Partner Reinsurance Company, Ltd. $1,470,000 * 61,250 -- *
State Employees' Retirement Fund of $3,665,000 1.48 152,708 -- *
the State of Delaware
State of Connecticut Combined Investment Funds $8,765,000 3.53 365,208 -- *
Vanguard Convertible Securities Fund, Inc. $4,955,000 2.00 206,458 -- *
========== ===== ========= ======== =====
TOTAL $34,160,000 13.75 1,423,331 -- 1.00
* Less than 1%.
** Includes shares issuable upon conversion of the notes and shares beneficially owned as of December 29, 1999.
