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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) October 29, 1999
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IXC Communications, Inc.
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(Exact name of registrant as specified in its charter)
California 0-20803 74-2644120
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
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 the press release issued by IXC
Communications, Inc. dated October 29, 1999 which is hereby incorporated
by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
99.1 Press release dated October 29, 1999.
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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.
IXC Communications, Inc.
Dated: November 2, 1999 By: /s/ JEFFREY C. SMITH
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Jeffrey C. Smith
Senior Vice President,
Chief Administrative Officer,
General Counsel and Secretary
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press release dated October 29, 1999.
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EXHIBIT 99.1
[CINCINNATI BELL LOGO] [IXC COMMUNICATIONS, INC. LOGO]
CONTACTS:
CINCINNATI BELL IXC
Wayne Buckhout (media) Melissa Jackson (media)
(513) 397-1081 (512) 231-5247
wbuckhout @ cinbell.com mjackson @ ixc-comm.com
Hugh Anderson (investors) Greta Wiechman (investors)
(513) 397-7877 (512) 427-3751
handerson @ cinbell.com gwiechman @ ixc-comm.com
SHAREHOLDERS APPROVE CINCINNATI BELL-IXC MERGER
FOR IMMEDIATE RELEASE
CINCINNATI, OHIO, AND AUSTIN, TEXAS, October 29, 1999 -- Shareholders
of Cincinnati Bell Inc. (NYSE: CSN) and IXC Communications, Inc. (NASDAQ:IIXC)
today approved proposals clearing the way for Cincinnati Bell to acquire IXC.
Cincinnati Bell shareholders meeting in Cincinnati voted overwhelmingly
in favor of a proposal to issue additional Cincinnati Bell common shares to IXC
shareholders in the merger. The share authorization was the only issue voted on
at the meeting.
At a separate meeting in Austin, IXC shareholders overwhelmingly
approved each of two proposals submitted for their vote. One proposal was to
adopt the merger agreement; the second was to approve a reorganization of IXC
that will facilitate the merger.
"Rick Ellenberger, president and CEO of Cincinnati Bell, said "I
welcome the support of Cincinnati Bell and IXC shareholders for our plan to
combine these two companies into a leading national provider of communications
services. We are ready to complete this transaction and create more value for
our customers and our shareholders."
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The Federal Communications Commission and most states have approved the
merger. Cincinnati Bell expects to complete it soon, but in any case before the
end of 1999.
* * * * * *
Cincinnati Bell provides competitive local, long distance, wireless,
data, e-commerce, Internet and directory services to communications customers in
the Cincinnati, Ohio, metropolitan area and in other Midwest and southeast
markets. Cincinnati Bell is on the web at www.cinbellinc.com
IXC's network-based delivery solutions are designed to address the
speed and capacity requirements of the communications market. IXC offerings
include private line, fast packet (ATM and frame relay), Internet and long
distance switched and dedicated services. IXC Communications, Inc. is at the
forefront of the industry's new class of emerging domestic carriers. IXC is a
publicly traded company listed on Nasdaq under the symbol IIXC. For more
information, visit IXC's Web site at www.ixc-comm.com.
Note:
Information included in this news release contains forward-looking statements
that involve potential risks and uncertainties for Cincinnati Bell and for IXC
Communications. The future results of Cincinnati Bell or IXC could differ
materially from those discussed herein. Factors that could cause or contribute
to such differences include, but are not limited to, difficulties in completing
or integrating acquisitions, Year-2000 compliance, and other factors disclosed
in Cincinnati Bell's and IXC's most recent S-4, 10-Q and 10-K reports to the
SEC.
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