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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): March 6, 2000
TOTAL-TEL USA COMMUNICATIONS, INC.
(Exact name of Registrant as specified in its charter.)
NEW JERSEY
(State or other jurisdiction of incorporation.)
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0-2180 22-1656895
(Commission File Number) (I.R.S.) Employer
Identification Number
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OVERLOOK AT GREAT NOTCH
150 CLOVE ROAD
LITTLE FALLS, NEW JERSEY 07424
(Address of principal executive offices.) (Zip Code)
Registrant's telephone number, including area code: (973) 812-1100
NONE
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
Total-Tel USA Communications, Inc. (the "Company") announced on March 6, 2000,
that Dennis J. Spina, will resign as its President and Chief Executive Officer
effective March 17, 2000. Mr. Spina will remain on the Board of Directors of the
Company. A copy of the Company's Press Release dated March 6, 2000 is filed
herewith as Exhibit 99 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. See Exhibit Index attached hereto.
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: March 24, 2000 TOTAL-TEL USA COMMUNICATIONS, INC.
(Registrant)
By: /s/ Salvatore M. Quadrino
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Salvatore M. Quadrino,
Vice President and Chief Financial
Officer
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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99 Press Release Dated: March 6, 2000 entitled, "TOTAL-TEL PRESIDENT RESIGNS"
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EXHIBIT 99
CONTACT: For more information, contact:
Thomas P. Gunning, (973) 812-1100
FOR IMMEDIATE RELEASE
TOTAL-TEL PRESIDENT RESIGNS
LITTLE FALLS, NJ, MARCH 6, 2000: TotalTel USA Communications, Inc. (TELU)
announced today that Mr. Dennis Spina, its Chief Executive Officer, has resigned
to take a senior executive position with an Internet company. Mr. Sal Quadrino,
the CFO of TotalTel will serve as interim COO pending the hiring of Mr. Spina's
successor for whom an active search will be undertaken immediately.
In submitting his resignation, Mr. Spina stated that he leaves TotalTel in a
strong position to compete effectively as a super-regional provider of
telecommunications service in the Northeast, the task for which he was
originally engaged by TotalTel in early 1999. He stated that, in addition to its
historical long distance telephone service, TotalTel now offers facility based
Internet service, DSL and frame relay. It also expects to be providing local
phone service as well by early spring, 2000 so that TotalTel could become a
"one-stop" service for the small to medium sized business user market.
Total-Tel USA Communications, Inc. (www.totaltel.com) is a leading integrated
communications provider offering services to commercial and wholesale customers
in the domestic and international markets. Through an extensive facilities-based
network and IP backbone, Totaltel offers traditional dedicated and switched
voice services, high-speed Internet access, web hosting applications and
advanced data networking solutions, including frame relay, private line and
ISDN. TotalTel is publicly traded on the NASDAQ National Market System under the
symbol TELU.
Certain matters discussed in this release are "forward-looking statements"
intended to qualify for the safe harbors from liability by the Private
Securities Litigation Reform Act of 1995. These forward-looking statements can
generally be identified as such because the context of the statement will
include words such as the Company "believes", "anticipates", "expects", or words
of similar import. Such forward-looking statements are subject to certain risks
and uncertainties which are described in close proximity to such statements and
which could cause actual results to differ materially from those anticipated as
of the date of this report. Shareholders, potential investors and other readers
are urged to consider these factors in evaluating the forward-looking statements
and are cautioned not to place undue reliance on such forward-looking
statements. The forward-looking statements included herein are only made as of
the date of this release and the Company undertakes no obligation to update such
forward-looking statements to reflect subsequent events or circumstances.
