FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 29549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
December 16, 1994 (December 1, 1994)
C-TEC CORPORATION
(Exact name of Registrant as specified in its
charter)
Pennsylvania 01-11053 23-2093008
(State of other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
105 Carnegie Center, Princeton, NJ 08540-6215
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (609)
734-3700
ITEM 5. Other Events
C-TEC Corporation completed its rights offering of
14,858,634
shares of its Common Stock on December 1, 1994. Shareholders of
record at
the close of business on November 10, 1994 received nine rights
for every ten
shares of Common Stock or Class B Common Stock held. Rights
holders were
permitted to purchase one share of Common Stock for each right
held at a
subscription price of $20 per share and each right also carried
the right to
"oversubscribe" for shares of Common Stock that were not
otherwise purchased
pursuant to the exercise of the rights. The offering resulted
in the
exercise of 10,935,574 rights, including rights exercised
pursuant to the
oversubscription privilege . Proceeds from the rights offering,
after
deducting estimated expenses of the offering, will be
approximately $217
million. C-TEC expects to use the net proceeds from the rights
offering to
finance the pending acquisition of Twin County Trans Video,
Inc., to prepay
certain indebtedness, to develop full-service telecommunication
networks, and
for potential acquisitions, joint ventures and similar strategic
investments
in the telecommunications industry.
RCN Corporation, which owned approximately 34.5 percent of
the aggregate
number of outstanding shares prior to the rights offering,
exercised the
5,125,494 rights it received in respect of the shares it held at
an aggregate
subscription price of $102,509,880 and oversubscribed for 2.5
million
additional shares of Common Stock at an aggregate subscription
price of $50
million. RCN and each other holder exercising the
oversubscription privilege
was allotted 100 percent of the shares subscribed for pursuant
to the
oversubscription privilege.
ITEM 7. Exhibits
(c) Exhibits
99. Press release of C-TEC Corporation dated as of
December 1,
1994 announcing conclusion of rights offering.
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 hereto duly authorized.
C-TEC
Corporation
(Registrant)
By: /s/ Bruce
Godfrey
Executive
Vice President
and Chief
Financial Officer
Date: December 16, 1994
FOR IMMEDIATE RELEASE
December 1, 1994
Contact: Carrie Thorpe
(717) 825-1177
"C-TEC Letterhead"
C-TEC SUCCESSFULLY CONCLUDES RIGHTS OFFERING
Company Raises Approximately $217 Million
PRINCETON, NJ - C-TEC Corporation announced that its
rights offering
of 14,858,634 shares of its Common Stock expired at 5:00p.m. EST
today.
Shareholders of record at the close of business on November
10,1994 received
nine rights for every ten shares of Common Stock or Class B
Common Stock held.
Rights holders were permitted to purchase one share of Common
Stock for each
right held at a subscription price of $20 per share and each
right also
carried the right to "oversubscribe" for shares of Common Stock
that were not
otherwise purchased pursuant to the exercise of rights. Although
the final
allocations have not been completed, the Company expects the net
proceeds from
the rights offering to be approximately $217 million. C-TEC
expects to use the
net proceeds from the rights offering to finance the pending
acquisition of
Twin County Tans Video, Inc., to prepay certain indebtedness, to
develop
full-service telecommunication networks, and for potential
acquisitions, joint
ventures and similar strategic investments in the
telecommunications industry.
RCN Corporation, which owned approximately 34.5% of the
aggregate number
of outstanding shares prior to the rights offering, exercised
the 5,125,494
rights it received in respect of the shares it held at an
aggregate
subscription price of $102,509,880 and oversubscribed for 2.5
million
additional shares of Common Stock at an aggregate subscription
price of $50
million. The Company expects that RCN and each other holder
exercising the
oversubscription privilege will be allotted 100 percent of the
shares
subscribed for pursuant to the oversubscription privilege.
C-TEC Corporation is a diversified telecommunications and
high
technology company which traces its origins to 1897. C-TEC
currently provides
cable television service to more than 250,000 subscribers in New
Jersey, New
York and Michigan through its C-TEC Cable Systems
subsidiaries,and telephone
service to over 212,000 access lines in Eastern Pennsylvania
through its
Commonwealth Telephone Company subsidiary. Commonwealth Long
Distance, a
long-distance telephone service provider, and Commonwealth
Communications
Inc., the engineering and technical services branch of the
business, are also
part of the C-TEC family of businesses.
STOCK INFORMATION
Common Stock Class B Common Stock
Traded Over the Counter Traded Over the Counter
NASDAQ/National Market NASDAQ/Bid & Asked
System Quotations
Symbol: CTEX Symbol: CTEXB
