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): April 11, 1995
ACC CORP.
(Exact Name of Registrant as specified in its Charter)
Delaware 0-14567 16-1175232
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
400 West Avenue, Rochester, New York 14611
(Address of Principal Executive Offices)
Telephone Number, including area code: (716) 987-3000
Not Applicable
(Former name or former address, if changed since last report.)
The Index of Exhibits filed with this Report is at page __.
The total number of pages in this Report is __.
ITEM 5. Other Events.
On April 11, 1995, ACC Corp. (the "Company") completed an offshore
offering of its Common Stock made pursuant to Regulation S under the
Securities Act of 1933, as amended. In this offering, the Company sold a
total of 825,000 shares of its Common Stock at an average price of $14.53
per share, raising a total of approximately $11,990,500 before deduction
of related expenses and commissions. To avail itself of the "safe harbor"
provided by Rule 902(b)(7) of Regulation S, the Company today issued a
press release complying with the requirements of Securities Act Rule 135c.
To comply with the requirements of Rule 135c(d), the Company is filing under
cover of this Form 8-K a copy of this press release which is attached as
Exhibit 99 hereto.
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 thereunto duly authorized.
ACC CORP.
(Registrant)
Date: April 13, 1995 By: /s/ John J. Zimmer
John J. Zimmer, Vice President-Finance
EXHIBIT INDEX
Exhibit
Number Description Pages
99 Press Release dated April 13, 1995, re
Completion of Regulation S Offering
Exhibit 99
PRESS RELEASE
FOR IMMEDIATE RELEASE
Contact: Michael R. Daley (716) 987-3175
Richard T. Aab (716) 987-3150
ACC ANNOUNCES EQUITY PLACEMENT
Rochester, NY, April 13, 1995 -- ACC Corp. (Nasdaq-NMS: ACCC) today
announced that it had completed an offering of 825,000 shares of its common
stock at an average price of $14.53 per share in an offshore offering made
during the past two weeks under SEC Regulation S, through which the Company
raised a total of approximately $11,990,500 before deduction of related
expenses and commissions. This offering was placed primarily with large
institutional investors in Europe through a placement agent.
ACC plans to use the proceeds from this offering for reduction of
indebtedness, for working capital needs and for general corporate purposes.
The shares sold in this offering were not registered under the Securities Act
of 1933 and cannot be offered or sold in the United States absent
registration under the Securities Act or an applicable exemption from such
registration requirements.
ACC Corp. is an international telecommunications company headquartered
in Rochester, New York. Through its subsidiaries, ACC provides domestic and
international long distance telecommunications services to business and
residential customers in the United States, Canada and the United Kingdom, as
well as specialized programs for colleges, universities and hospitals. ACC
has annualized revenue of over $150 million.
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