<PAGE> 1
Filed by World Access, Inc.
Commission File No. 0-29782
Pursuant to Rule 425 under the Securities
Act of 1933 and deemed filed pursuant
to Rule 14a-12 of the Securities
Exchange Act of 1934
Subject Company: TelDaFax AG
WORLD ACCESS' CHAIRMAN AND CEO, JOHN D. PHILLIPS, JOINS TELDAFAX BOARD
World Access' Treasurer, Michael Mies, Is Appointed CFO Of TelDaFax
Atlanta, Georgia - November 6, 2000 - World Access, Inc. (NASDAQ: WAXS)
announced today that World Access' Chairman and CEO, John D. Phillips, has been
elected to TelDaFax's Supervisory Board and will serve as a director effective
immediately. The Supervisory Board is equivalent to the Board of Directors in
the United States.
Additionally, Michael F. Mies, Senior Vice President and Treasurer of World
Access, has been appointed as CFO of TelDaFax effective immediately, a position
that was previously held by Dr. Henning F. Klose, who remains as CEO of
TelDaFax.
World Access currently owns 33% of the outstanding shares of TelDaFax and is
expecting to launch a tender offer for the remaining shares before the end of
the year.
ABOUT TELDAFAXAG
TelDaFax is a leading facilities-based provider of bundled fixed line,
wireless, Internet and e-Commerce services to business and residential customers
in Germany. In addition to the call-by-call business, TelDaFax is especially
targeting small- and medium-sized enterprises and self-employed persons. The
TelDaFax sales organization, with more than 800 service partners throughout
Germany guarantees personal service to the more than 80,000 contracted
customers. For additional information on TelDaFax, please refer to the company's
website at www.teldafax.de.
ABOUT WORLD ACCESS
World Access is focused on being a leading provider of bundled voice,
data and Internet services to small- to medium-sized business customers located
throughout Europe. In order to accelerate its progress toward a leadership
position in Europe, World Access is acting as a consolidator for the highly
fragmented retail telecom services market, with the objective of amassing a
substantial and fully-integrated business customer base. Located strategically
throughout the United States and 13 European countries, World Access provides
end-to-end international communication services over an advanced asynchronous
transfer mode internal network that includes gateway and tandem switches, an
extensive fiber network encompassing tens of millions of circuit miles and
satellite facilities. For additional information regarding World Access, please
refer to the Company's website at www.waxs.com.
THIS PRESS RELEASE MAY CONTAIN FINANCIAL PROJECTIONS OR OTHER
FORWARD-LOOKING STATEMENTS MADE PURSUANT TO THE SAFE HARBOR PROVISIONS
OF THE SECURITIES REFORM ACT OF 1995. SUCH STATEMENTS INVOLVE RISKS AND
UNCERTAINTIES WHICH MAY CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY.
THESE RISKS INCLUDE: POTENTIAL INABILITY TO IDENTIFY, COMPLETE AND
INTEGRATE ACQUISITIONS; DIFFICULTIES IN EXPANDING INTO NEW BUSINESS
ACTIVITIES;
<PAGE> 2
DELAYS IN NEW SERVICE OFFERINGS; THE POTENTIAL TERMINATION OF CERTAIN
SERVICE AGREEMENTS OR THE INABILITY TO ENTER INTO ADDITIONAL SERVICE
AGREEMENTS; AND OTHER RISKS DESCRIBED IN THE COMPANY'S SEC FILINGS,
INCLUDING THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED
DECEMBER 31, 1999, AS AMENDED, THE COMPANY'S QUARTERLY REPORT ON FORM
10-Q FOR THE QUARTER ENDED MARCH 31, 2000, AS AMENDED, THE COMPANY'S
QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2000, AS
AMENDED, AND THE COMPANY'S REGISTRATION STATEMENTS ON FORMS S-3 (NO.
333-79097) AND S-4 (NO. 333-37750), ALL OF WHICH ARE INCORPORATED BY
REFERENCE INTO THIS PRESS RELEASE.
WORLD ACCESS CONTACT: MICHELE WOLF
(404-231-2025) V.P. OF INVESTOR RELATIONS
HTTP://WWW.WAXS.COM
World Access has filed a proxy statement/prospectus and other relevant
documents concerning the transaction with the United States Securities and
Exchange Commission (the "SEC"). WE URGE INVESTORS TO READ THE PROXY
STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC,
BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain the
documents free of charge at the SEC's website, www.sec.gov. In addition,
documents filed with the SEC by World Access will be available free of charge by
writing to: Investor Relations, World Access, Inc., 945 E. Paces Ferry Road,
Suite 2200, Atlanta, Georgia 30326, or by telephone request to (404) 231-2025.
READ THE PROXY STATEMENT/PROSPECTUS CAREFULLY BEFORE MAKING A DECISION
CONCERNING THE TRANSACTION.
The participants (as defined in Instruction 3 to Item 4 of Schedule
14A) in the solicitation of proxies from the World Access stockholders for the
approval of the transaction include World Access and Walter J. Burmeister, Kirby
J. Campbell, Bryan Cipoletti, Stephen J. Clearman, John P. Imlay, Jr., Massimo
Prelz Oltramonti, John D. Phillips, John P. Rigas, Carl E. Sanders, Dru A.
Sedwick and Lawrence C. Tucker, each a director of World Access. PLEASE SEE
WORLD ACCESS' ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1999,
FILED ON MARCH 30, 2000, FOR A DESCRIPTION OF THE WORLD ACCESS SECURITY HOLDINGS
OF EACH OF THE WORLD ACCESS DIRECTORS.
