<PAGE>
________________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
______________
Date of Report (Date of earliest event reported): July 26, 1999
PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE 0-29092 54-1708481
(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
1700 OLD MEADOW ROAD, SUITE 300, MCLEAN, VIRGINIA 22102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 902-2800
________________________________________________________________________________
<PAGE>
ITEMS 1-4. NOT APPLICABLE.
ITEM 5.
Primus Telecommunications Group, Incorporated (the "Company") announced
today that it has extended its exchange offer of its outstanding unregistered 11
1/4% Senior Notes due 2009 for registered 11 1/4% Senior Notes due 2009. The
exchange offer will now expire at 5:00 p.m., New York City time, Thursday,
August 12, 1999, or such later date and time to which it may be subsequently
extended.
ITEMS 6. NOT APPLICABLE.
ITEMS 7. c) Exhibits
Exhibit 99.1 Press Release dated July 26, 1999, issued by the
Company.
ITEMS 8. NOT APPLICABLE.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PRIMUS TELECOMMUNICATIONS
GROUP, INCORPORATED
By: /s/ Neil L. Hazard
------------------------
Neil L. Hazard
Executive Vice President
and Chief Financial Officer
Date: July 26, 1999
<PAGE>
Exhibit 99.1
[LOGO OF PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED]
FOR IMMEDIATE RELEASE
Contact:
- --------
Jordan Darrow
Vice President, Investor Relations
PRIMUS Telecommunications
(212) 703-0116
PRIMUS TELECOMMUNICATIONS ANNOUNCES EXTENSION OF EXCHANGE OFFER
McLean, VA, July 26, 1999 - PRIMUS Telecommunications Group, Incorporated
(Nasdaq: PRTL), a global facilities-based voice, data, and Internet
telecommunications provider, announced today that it has extended its exchange
offer of its outstanding unregistered 11 1/4% Senior Notes due 2009 (the "Senior
Notes") for registered 11 1/4% Senior Notes due 2009. The Senior Notes were
issued in January 1999 and are being exchanged for registered notes as required
by a registration rights agreement.
Primus is extending the exchange offer in order to complete the pro forma
financial statements that are required by securities regulations, which will
reflect Primus' acquisition of the retail business of Telegroup, Inc. The
exchange offer will now expire at 5:00 p.m., New York City time, Thursday,
August 12, 1999, or such later date and time to which it may be subsequently
extended.
This announcement is not an offer to exchange or a solicitation of an offer
to exchange with respect to any of the Senior Notes. The exchange offer is made
solely by the Prospectus dated May 7, 1999, as the same may be amended or
supplemented from time to time.
-- END --
