SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report May 17, 2000
(Date of earliest event reported) (May 17, 2000)
CTC COMMUNICATIONS GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-27505 04-3469590
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification
No.)
220 Bear Hill Rd., Waltham, Massachusetts 02451
(Address of principal executive offices) (Zip Code)
(781) 466-8080
(Registrant's telephone number including area code)
(Former name or former address if changed since last
report)
<PAGE>
Item 5. Other Events
On May 17, 2000, the Registrant issued the following press release:
CTC Communications Group Closes $200 Million Strategic Equity Investment by
Bain Capital, Thomas H. Lee Partners and CSFB Private Equity
- -Parties Sign Closing Documents Following Legal and Regulatory Approvals-
WALTHAM, Mass., May 17, 2000-CTC Communications Group Inc. (NASDAQ:CPTL)- a
rapidly expanding provider of state-of-the-art integrated communications
solutions for medium-to-large enterprises-today announced funding is complete
for its previously announced $200 million preferred stock financing with Bain
Capital Inc., Thomas H. Lee Partners, L.P. and CSFB Private Equity. Following
certain regulatory and legal approvals, the parties executed closing
documents.
As previously announced, the investment is in the form of 8.25% Series B
convertible preferred stock which converts to common stock at $50.00 per
share. Bain Capital and Thomas Lee have each invested $75 million and CSFB
Private Equity has invested $50 million. Toronto Dominion Securities acted as
exclusive advisor and placement agent to CTC Communications Group Inc. and
its Board of Directors in this transaction.
CTC officials noted that the $200 million would be used to fund strategic
marketing and technology initiatives that form the cornerstones of the
Company's accelerated business plan which includes, the purchase of dark
fiber and optronics, branch sales office and Integrated Communications
Network (ICN) expansion and new ICN product and application development.
These fully funded initiatives are engineered to broaden the geographic reach
of CTC's Cisco powered Integrated Communications Network, enhance its product
portfolio and substantially boost bandwidth availability for both the Company
and its customers.
About CTC Communications
CTC is a rapidly growing, full-service Integrated Communications Provider
(ICP) delivering converged voice, data, Internet and video solutions to
medium and larger business customers in the most robust telecommunications
region in the world-the Washington D.C. to Boston corridor. Recently
designated by Bloomberg Personal Finance Magazine as one of the top "one
hundred fastest growing U.S. technology companies," CTC was serving more than
13,000 customers with 314,000+ access lines as of March 31, 2000. Central to
the Company's performance and future growth is its Cisco-powered IP+ATM
Integrated Communications Network (ICN) named IntelliNET(SM), which is deployed
throughout the northeast states.
CTC markets its full portfolio of services through its over 450 member sales
and service representatives located in 34 branch offices throughout the New
England States, New York, New Jersey and Maryland. The Company, through its
dedicated commitment to exceptional customer service, has achieved an
industry-leading market share in the northeast and an industry-leading line
retention rate in excess of 99 percent. CTC can be found on the worldwide
web at www.ctcnet.com
The statements in this press release that relate to future plans, events or
performance are forward-looking statements that involve risk and
uncertainties that could cause actual results to differ materially from those
reflected in the forward-looking statements including branch sales office and
ICN Network expansion and fiber network build-out. Readers are, accordingly,
cautioned not to place undue reliance on these forward-looking statements,
which speak only as to the date hereof. Additional information about these
risks and uncertainties is set forth in the Company's most recent report on
Form 10-Q. CTC undertakes no obligation to release publicly the results of
any revisions to these forward-looking statements that may be made to reflect
results, events or circumstances after the date hereof.
Contact: John Dinsmore John Pittenger
Feldman Communications Inc. CTC Communications
410-571-8900 (t) 781-522-8731 (t)
[email protected] (e) [email protected]
www.FeldmanCommunications.com www.ctcnet.com"
# # #
Reference is made to the Current Report on Form 8-K and the exhibits to the
Form 8-K filed by the Registrant on April 19, 2000 for additional terms and
conditions of the preferred stock financing.
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 hereunto duly authorized.
CTC COMMUNICATIONS GROUP, INC.
By: /s/ John D. Pittenger
John D. Pittenger,
Executive Vice President, Finance and Administration
Dated: May 17, 2000
