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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): September 29, 2000
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CoreComm Limited
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(Exact name of registrant as specified in its charter)
Delaware 000-31359 23-3032245
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(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
110 East 59th Street
New York, NY 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 906-8485
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(Former name or former address, if changed since last report)
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This document consists of 3 pages.
The exhibit index is contained on page 3 of this document.
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Item 2. Acquisition or Disposition of Assets.
On September 29, 2000, the registrant (formerly known as "ATX
Telecommunications Services, Inc."), in connection with the transactions
described in its registration statement on Form S-4 (File No. 333-44028) under
the Securities Act of 1933, as filed with the Securities and Exchange Commission
on August 17, 2000 (the "S-4 Registration Statement"), completed two
transactions. In the first transaction, CoreComm Limited, a Bermuda corporation
("Pre-merger CoreComm"), merged with and into a wholly-owned Delaware
subsidiary, which merged with and into the registrant, which changed its name to
"CoreComm Limited". In the second transaction, a newly-formed, wholly-owned
subsidiary of the registrant merged with and into Voyager.net, Inc., a Delaware
corporation ("Voyager"). The shareholders of Pre-merger CoreComm hold the
majority of the outstanding stock of the registrant, and the board of directors
and senior management of the registrant are identical to those of Pre-merger
CoreComm.
ATX Telecommunications Services ("ATX") was acquired from ATX's
stockholders for the registrant's Series B senior convertible exchangeable
preferred stock with a liquidation value of $250.0 million, approximately
$108.7 million of senior unsecured notes due 2003, approximately $37.6 million
in cash and approximately 12.4 million shares of the registrant's common stock
(with an aggregate value of approximately $92.2 million, based on a price of
$7.438 per Pre-merger CoreComm common share at the time of closing).
Voyager was acquired by the registrant for approximately 19.4 million
shares of the registrant's common stock (with an aggregate value of
approximately $144.5 million based on a price of $7.438 per Pre-merger CoreComm
common share at the time of closing) and approximately $36.1 million in cash,
all of which merger consideration was paid to the stockholders of Voyager.
The cash portion of the merger consideration was funded in part from
cash on hand and in part through funds made available under a $150.0 million
senior secured credit facility extended by The Chase Manhattan Bank and other
lenders and through the issuance and sale of the registrant's 8.5% senior
convertible preferred stock, Series A, with a liquidation value of $50.0
million.
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Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
Financial statements and pro forma financial information required
by this item will be filed no later than 60 days after the date
hereof.
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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.
CORECOMM LIMITED
By /s/ Richard J. Lubasch
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Name: Richard J. Lubasch
Title: Senior Vice President, General
Counsel and Secretary
Dated: October 13, 2000
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