PENTASTAR COMMUNICATIONS INC
8-K, 2000-02-23
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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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) February 23, 2000

                         PentaStar Communications, Inc.
             (Exact Name of registrant as specified in its charter)

Delaware                            0-27709                   84-1502003
- --------------------------------------------------------------------------------
(State or other            (Commission File Number)          (IRS Employer
jurisdiction of                                            Identification No.)
incorporation)

1522 Blake Street, Denver CO                                    80202
- --------------------------------------------------------------------------------
(Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code  (303) 825-4400

                                      None
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.

<PAGE>   2

Item 5. Other Events

     On February 8, 2000, the Company announced that it has become a Certified
Internet Agent with Epoch Internet, a leading Tier-1 and full service business
Internet solutions provider. Attached to this Current Report on Form 8-K as
Exhibit 99 is a copy of the Company's related press release dated February 8,
2000.

Item 7. Financial Statements and Exhibits

     Exhibit 99 Press release of the Company dated February 8, 2000.

<PAGE>   3

                                    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: February 23, 2000            PENTASTAR COMMUNICATIONS, INC.

                                   By:   /s/ David L. Dunham
                                        -----------------------
                                            David L. Dunham
                                        Chief Financial Officer


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                                 EXHIBIT INDEX

EXHIBIT
  NO.                        DESCRIPTION
- -------                      -----------

  99           Press release of the Company dated February 8, 2000.

<PAGE>   1
                                                                      EXHIBIT 99


                     [PENTASTAR COMMUNICATIONS, INC. LOGO]

    PENTASTAR COMMUNICATIONS, INC. JOINS EPOCH INTERNET'S CERTIFIED INTERNET
            AGENT PROGRAM TO PROVIDE ISP SOLUTIONS FOR ITS CUSTOMERS

Denver, Colorado (February 8, 2000) - PentaStar Communications, Inc. (NASDAQ:
PNTA), a communications services agent, today announced that it has become a
Certified Internet Agent with Epoch Internet, a leading Tier-1 and full service
business Internet solutions provider.

As an Epoch Certified Internet Agent, PentaStar can market to its customers
quality, coast-to-coast Internet product and services, including dedicated
Internet access (DSL, 56Kbps to T-3), dial-up access, website and e-mail
hosting, server co-locations, firewalls and security products, and electronic
commerce solutions.

"With our strategy of providing total communications services to our customers,
we are pleased to partner with Epoch Internet. Our ability to provide turnkey
Internet solutions is critical to servicing our customers. Adding Epoch's
Internet services to our existing product offerings allows us to better provide
customized communication solutions to new and existing customers," said Neal
Tomblyn, President and Chief Operating Officer of PentaStar.

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
communications services agent. Concurrently with its IPO on October 26, 1999,
PentaStar acquired ICM Communications Integration, Inc., a Seattle, Washington
based communications services agent, and DMA Ventures, Inc., d/b/a Access
Communications, a Denver, Colorado based communications services agent, and
commenced its business operations. PentaStar's common stock is traded on the
Nasdaq Small Cap 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]

ABOUT EPOCH INTERNET

Founded in 1994, Epoch offers high-speed, dedicated access (DSL, 56Kbps to T-3)
and dial-up access coast-to-coast from more than 800 points of presence. A
full-service business solutions provider, Epoch provides website and e-mail
hosting, server co-locations, firewalls and security products, and electronic
commerce solutions. In addition,

<PAGE>   2

Epoch has established a comprehensive Certified Internet Agent program and
offers an entire spectrum of brandable Internet services for telecommunications
companies. Epoch can be reached at 888-77-EPOCH or www.epoch.net.

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 current report
on Form 8-K dated December 9, 1999 and its Quarterly Report on Form 10-Q dated
December 10, 1999 and all other Securities and Exchange Commission filings
submitted as of this date.

                                      # # #

CONTACT INFORMATION:

         Nancy Shipp
         PentaStar Communications Inc.
         E-mail: [email protected]
         Phone: 303-825-4400

         Nancy McHugh
         Epoch Internet
         E-Mail: [email protected]
         Phone: 714-327-2055



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