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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): December 7, 2000
(December 6, 2000)
WORLD ACCESS, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-29782 58-2398004
(State of (Commission File No.) (I.R.S. Employer
Incorporation) Identification No.)
945 E. PACES FERRY ROAD, SUITE 2200
ATLANTA, GEORGIA 30326
(Address of principal executive offices, including zip code)
(404) 231-2025
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On December 6, 2000, World Access announced that its planned tender offer for
the acquisition of all publicly traded shares in TelDaFax AG will be effected at
an increased exchange ratio of 1.16 World Access shares for each TelDaFax share.
The increase in the exchange ratio was made in order to comply with the German
Takeover Code, in light of recent trading activity in TelDaFax shares. The Apax
funds and Dr. Henning Klose, CEO of TelDaFax, have waived their rights under the
TelDaFax Purchase Agreement to get additional shares. World Access has agreed to
reimburse the Apax funds for certain expenses related to the transaction. At the
new ratio, if 100% of outstanding TelDaFax shares are tendered, World Access
will issue an aggregate of up to approximately 37.7 million shares of
World Access common stock in the TelDaFax transactions, including approximately
22.9 million shares in order to complete the tender.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
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EXHIBIT
NUMBER DESCRIPTION
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99 Press Release, issued December 6, 2000.
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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 behalf of the
undersigned hereunto duly authorized.
WORLD ACCESS, INC.
Date: December 7, 2000 By: /s/ MARTIN D. KIDDER
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Martin D. Kidder
Vice President
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
99 Press Release, issued December 6, 2000.
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