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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) May 18, 2000
PentaStar Communications, Inc.
(Exact Name of registrant as specified in its charter)
Delaware 0-27709 84-1502003
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1522 Blake Street, Denver CO 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 825-4400
None
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(Former name or former address, if changed since last report.
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Item 5. Other Events
On May 18, 2000, PentaStar Communications, Inc. completed the
acquisition of the business and assets of VSI Network Solutions, Inc., dba
Eastern Telecom ("ETI"). Attached to this Current Report on Form 8-K as Exhibit
99 is a copy of the Company's related press release dated May 19, 2000.
Item 7. Financial Statements and Exhibits
Exhibit 99 Press release of the Company dated May 19, 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 its behalf by the
undersigned hereunto duly authorized.
Date: 5/23/2000 PENTASTAR COMMUNICATIONS, INC.
By: /s/ David L. Dunham
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David L. Dunham
Chief Financial Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99 Press Release of the Company dated May 19, 2000.
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EXHIBIT 99
[PENTASTAR LOGO]
PENTASTAR COMMUNICATIONS, INC. COMPLETES
ACQUISITION OF EASTERN TELECOM AGENT BUSINESS
* * *
ACQUISITION SOLIDIFIES PENTASTAR'S MARKET PRESENCE IN THE NORTHEAST
Denver, Colorado (May 19, 2000) - PentaStar Communications, Inc. (NASDAQ: PNTA),
one of the largest communications services agents in the country, announced
today that it has completed the acquisition of the business and assets of VSI
Network Solutions, Inc., dba Eastern Telecom ("ETI"). ETI is a full-service
communications agent focusing on small business customers located in Bell
Atlantic's 13 state region with annualized revenue run rate of approximately
$6.5 million. Effective immediately, ETI will integrate with PentaStar's earlier
announced acquisitions of USTelecenters, Inc. and Vermont Network Services
Corporation (collectively referred to as "UST"), and begin operating as
PentaStar. PentaStar is now Bell Atlantic's largest communications services
agent.
The total consideration was $3.05 million in cash and PentaStar common stock,
plus the assumption of certain liabilities. In addition, there is a potential
earnout payment based upon the combined earnings of ETI and UST for the year
ending December 31, 2000.
PentaStar's acquisition plan has continued at an accelerated pace with six
acquisitions announced in the last six months, of which five have been
completed. The remaining announced acquisition is the communications services
agent business of Telecomm Industries, Corp. ("TCMM") (OTC: TCMM), which is
expected to close in June 2000 upon the receipt of TCMM shareholder approval.
Upon completion of the TCMM acquisition, PentaStar will be the largest
communications services agent in the country with annualized revenue run rate of
approximately $38 million, coverage in over 22 metropolitan markets and
servicing over 40,000 small and medium-sized business customers.
ETI, founded in 1992, is a full-service communications agent primarily servicing
customers in Boston, New York, Albany, Providence and Warwick. ETI is an
authorized agent for Bell Atlantic and Bell South. ETI is a wholly-owned
subsidiary of VSI Enterprises, Inc. (OTCBB: VSIN). VSI Enterprises develops,
manufactures, markets and supports software based audio/visual command and
control systems and videoconferencing products that operate on PC platforms.
ABOUT PENTASTAR COMMUNICATIONS, INC.
PentaStar designs, procures and facilitates the installation and use of
communications services solutions that best meet customers' specific
requirements and budgets. PentaStar was formed in March 1999 to become a
national communications services agent and specializes in being the single
source provider of total communication solutions for its business customers.
PentaStar's common stock is traded on the Nasdaq SmallCap Market under the
ticker symbol PNTA. For more complete information about PentaStar, contact
PentaStar Communications, Inc., 1522 Blake Street, Denver, Colorado 80202, (303)
825-4400, visit the company's website at www.pentastarcom.com or send an e-mail
to [email protected]
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This press release may contain forward-looking statements. Such forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results or outcomes to differ materially from those currently
anticipated. Factors that could affect actual results or outcomes include those
described in PentaStar's Registration Statement on Form SB-2, its Form 10-KSB
dated March 30, 2000, its Form 8-K dated March 31, 2000, its Form 8-K dated
April 17, 2000 , its Form 10Q-SB dated May 15, 2000 and all other Securities and
Exchange Commission filings submitted as of this date.
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CONTACT INFORMATION:
Nancy Shipp
PentaStar Communications Inc.
E-mail: [email protected]
Phone: 303-825-4400
