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UNITED STATES
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) April 2, 1998
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IXC Communications, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-20803 74-2644120
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1122 Capital of Texas Highway South, Austin, Texas 78746
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (512) 328-1112
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Not applicable
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
Attached as Exhibit 99.1 is a press release issued by IXC
Communications, Inc. dated April 2, 1998, which is hereby incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Press release dated April 2, 1998
2.
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SIGNATURE
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.
Date: April 6, 1998
IXC Communications, Inc.
By: /s/ STUART K. COPPENS
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Stuart K. Coppens
Vice President of Finance and
Chief Accounting Officer
3.
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<C> <S>
99.1 Press release dated April 2, 1998
</TABLE>
4.
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EXHIBIT 99.1
IXC
NEWS RELEASE
________________________________________________________________________________
IXC COMMUNICATIONS RECEIVES CONSENT TO AMEND
12 1/2% SENIOR NOTE INDENTURE AND PRICES TENDER OFFER
AUSTIN, Texas - April 2, 1998 - IXC Communications, Inc. (Nasdaq: IIXC)
announced today that consents to certain amendments to the indenture relating to
its 12 1/2% Senior Notes due 2005 (the "Notes") have been received from holders
of more than a majority of the $285 million outstanding principal amount.
Consents to the amendments are being solicited by IXC Communications, Inc.
pursuant to an Offer to Purchase and Consent Solicitation Statement dated March
20, 1998, and a Consent and Letter of Transmittal dated March 20, 1998.
As a result, the Consent Date (as defined in the Offer to Purchase and Consent
Solicitation Statement) with respect to the Notes will be 5:00 p.m., EST, on
April 3, 1998. Holders who wish to receive the Consent Payment of $20 per $1,000
in principal amount of Notes upon consummation of the tender offer must tender
their Notes and provide their consents to the amendments to IBJ Schroder Bank &
Trust Company, as Depositary, no later than 5:00 p.m., EST, April 3, 1998.
Tendered Notes may not be withdrawn and related consents may not be revoked
after such time.
Additionally, the offer price for each $1,000 principal amount of the Notes is
$1,178.81 (the "Offer Price") plus accrued and unpaid interest to, but not
including April 21, 1998 (the "Payment Date"). The total consideration (the
"Total Consideration") for the offer is the Offer Price plus a consent payment
of $20.00 per $1,000 principal amount of Notes (the "Consent Payment"), for a
total of $1,198.81 per $1,000 in Note principal, plus accrued interest. The
Total Consideration was determined by reference to a spread of 0.50% (50 basis
points) over the yield of the 5.75% U.S. Treasury Note due October 31, 2000.
The tender offer will expire at 11:59 p.m. EST, on April 16, 1998 unless
otherwise extended. Consummation of the tender offer, and payment of the
consideration for properly tendered consents and Notes, is subject to the
satisfaction or waiver of various conditions.
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IXC
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This news release is neither an offer to purchase nor a solicitation of an offer
to sell securities. The offer is only made pursuant to the Offer to Purchase
and Consent Solicitation Statement and the Consent and Letter of Transmittal.
Questions concerning the terms of the tender offer or consent solicitation may
be directed to Credit Suisse First Boston Corporation, the Dealer Manager and
Solicitation Agent, at (212) 325-3290 or (800) 221-1037. Questions concerning
the procedures for tendering notes or requests for the Offer to Purchase and
Consent Solicitation Statement and the Consent and Letter of Transmittal may be
directed to MacKenzie Partners, Inc., the Information Agent, at (800) 322-2885
or (212) 929-5500.
Austin, Texas-based IXC Communications, Inc. is one of the largest and fastest-
growing suppliers of network-based information delivery solutions for the
global communications market. The company owns and operates one of the nation's
newest and most technologically advanced digital networks and makes network
capacity available to local telephone companies, national and regional long-
distance carriers, cable and utility companies, and Internet Service Providers.
IXC also offers a complete line of telecommunications products and services
to both wholesale and retail customers, including private line, broadband, and
switched and dedicated inbound and outbound calling products, and calling card
and debit card services. IXC is a publicly traded company listed on NASDAQ
under the symbol of IIXC. IXC's Web site is located at www.ixc-comm.com.
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Investor Contact:
James F. Guthrie
Executive Vice President, Chief Financial Officer
(512) 427-3731
[email protected]
