UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000, OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
COMMISSION FILE NUMBER 0-29375
SAVVIS COMMUNICATIONS CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 43-1809960
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
12851 WORLDGATE DRIVE
HERNDON, VA 20170
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
(703) 234-8000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements
for the past 90 days. Yes /X/ No /_/
COMMON STOCK, $.01 PAR VALUE - 93,742,687 SHARES
OUTSTANDING AS OF NOVEMBER 6, 2000
(INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES
OF COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE)
<PAGE>
EXPLANATORY NOTE:
SAVVIS Communications Corporation hereby amends and supplements its
Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2000,
as filed with the Securities and Exchange Commission on November 14, 2000,
solely to file the Nortel Networks Global Purchase Agreement, effective as of
June 30, 2000, between SAVVIS Communications Corporation, a Missouri corporation
and Nortel Networks Inc. as an exhibit and to amend and restate the Exhibit
Index contained in Part II, Item 6(a) of the Form 10-Q.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits. The following exhibits are either provided with this Form 10-Q or
are incorporated herein by reference.
EXHIBIT INDEX
<TABLE>
<CAPTION>
NUMBER EXHIBIT DESCRIPTION
<S> <C>
3.1* Amended and Restated Certificate of Incorporation of the Registrant
3.2* Certificate of Amendment to Amended and Restated Certificate of
Incorporation of the Registrant
3.3* Amended and Restated Bylaws of the Registrant
4.1* Form of Common Stock Certificate
10.1+** Amended and Restated Credit Agreement, dated as of September 5, 2000,
by and among the Registrant, as guarantor, SAVVIS Communications
Corporation, a Missouri corporation, as borrower, and Nortel Networks
Inc., as administrative agent, and the lenders named therein.
10.2** Pledge Agreement, dated as of September 5, 2000, by and between the
Registrant and Nortel Networks Inc., as administrative agent for the
lenders.
10.3** Amended and Restated Pledge and Security Agreement, dated as of
September 5, 2000, by and between SAVVIS Communications Corporation, a
Missouri corporation and Nortel Networks Inc., as administrative agent
for the lenders.
10.4** Pledge and Security Agreement, dated as of September 5, 2000, by and
between Global Network Assets, LLC and Nortel Networks Inc., as
administrative agent for the lenders.
10.5** Amended and Restated Guaranty Agreement, dated as of September 5, 2000,
delivered by the Registrant to and in favor of Nortel Networks Inc., as
administrative agent for itself and the other lenders.
10.6** Amended and Restated Guaranty Agreement, dated as of September 5, 2000,
delivered by Global Network Assets, LLC to and in favor of Nortel
Networks Inc., as administrative agent for itself and the other
lenders.
10.7+** Long Haul IRU Agreement, dated as of August 2, 2000, between SAVVIS
Communications Corporation, a Missouri corporation and Level 3
Communications, LLC.
10.8+** Metro IRU Agreement, dated as of August 2, 2000, between SAVVIS
Communications Corporation, a Missouri corporation and Level 3
Communications, LLC.
10.9+** Arena Naming Rights Agreement, dated as of August 17, 2000, among the
Registrant, Kiel Center Partners, L.P. and Bridge Information Systems,
Inc.
10.10+** Master Agreement, dated as of June 30, 2000, between SAVVIS
Communications Corporation, a Missouri corporation and Winstar
Wireless, Inc., as amended by that certain Letter Agreement dated
September 29, 2000.
10.11+ Nortel Networks Global Purchase Agreement, effective as of June 30,
2000, between SAVVIS Communications Corporation, a Missouri corporation
and Nortel Networks Inc.
11.1** Calculation of Basic and Diluted per share and weighted average shares
used in EPS calculation for the three months ended September 30, 2000
11.2** Calculation of Basic and Diluted per share and weighted average shares
used in EPS calculation for the nine months ended September 30, 2000
27.1** Financial Data Schedule for the three- and nine-months ended September
30, 2000.
</TABLE>
* Incorporated by reference to the same numbered exhibit to SAVVIS' Registration
Statement on Form S-1, as amended (File No. 333-90881).
** Previously filed as part of the Form 10-Q for the quarterly period ended
September 30, 2000.
+ Confidential treatment has been requested with respect to certain portions of
this agreement.
(b) Reports on Form 8-K.
None.
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<PAGE>
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 thereunto duly authorized.
November 16, 2000 SAVVIS Communications Corporation
-----------------
Date
By: /s/ Robert McCormick
---------------------
Robert McCormick
Chief Executive Officer
November 16, 2000 By: /s/ David J. Frear
----------------- -------------------
Date David J. Frear
EVP & Chief Financial Officer
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