SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 11, 1997
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ICG COMMUNICATIONS, INC.
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(Exact name of registrant as specified in charter)
Delaware 1-11965 84-1342022
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
9605 E. Maroon Circle, P.O. Box 6742, Englewood, Colorado 80155-6742
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(Address of principal executive offices)
ICG HOLDINGS (CANADA), INC.
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(Exact name of registrant as specified in charter)
Canada 1-11052 Not Applicable
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
1710-1177 West Hastings Street, Vancouver, British Columbia V6E 2L3
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(Address of principal executive offices)
ICG HOLDINGS, INC.
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(Exact name of registrant as specified in charter)
Colorado 33-96540 84-1158866
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification
No.)
9605 E. Maroon Circle, P.O. Box 6742, Englewood, Colorado 80155-6742
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(Address of principal executive offices)
Registrants' telephone numbers, including area codes (800) 650-5960
or (303) 572-5960
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N/A
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(Former name or former address, if changed since last report.)
<PAGE>
ITEM 5. OTHER EVENTS.
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In a press release dated September 11, 1997, ICG
Communications, Inc., a Delaware corporation, announced that it
will form a Delaware limited liability company subsidiary to be
called ICG Funding, LLC ("Funding") and that Funding will offer
approximately $100 million of Exchangeable Limited Liability
Company Preferred Securities.
ITEM 7. EXHIBITS.
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(c) Exhibits
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99.1 Press Release, dated September 11, 1997.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrants have duly caused this report to be
signed on their behalf by the undersigned hereunto duly
authorized.
Dated: September 18, 1997 ICG COMMUNICATIONS, INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President
and Chief Financial Officer
ICG HOLDINGS (CANADA), INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President
and Chief Financial Officer
ICG HOLDINGS, INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President
and Chief Financial Officer
<PAGE>
EXHIBIT INDEX
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Exhibit Number Description of Exhibit
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99.1 Press Release, dated September 11, 1997.
EXHIBIT 99.1
ICG COMMUNICATIONS, INC.
9605 East Maroon Circle
Englewood, CO 80112
NEWS RELEASE
Contacts: Scott Chase (303) 626-3417
Steve Smith (303) 575-6595
ICG COMMUNICATIONS, INC. ANNOUNCES APPROXIMATELY $100 MILLION
OFFERING OF EXCHANGEABLE PREFERRED SECURITIES
ENGLEWOOD, COLORADO (September 11, 1997) -- ICG Communications,
Inc. (NASDAQ: ICGX, "ICG"), today announced that a new wholly-
owned subsidiary, ICG Funding, LLC, is offering approximately
$100 million of Exchangeable Limited Liability Company Preferred
Securities ("Preferred Securities"). The Preferred Securities
will be exchangeable, at the option of the holder, into shares of
common stock of ICG Communications, Inc.
ICG Funding will offer two million shares of Preferred Securities
which will be redeemable on November 15, 2009 at a liquidation
preference of $50.00 per share. The Preferred Securities will
not be redeemable by ICG Funding until November 18, 2000, and
dividends will be payable quarterly beginning November 15, 1997.
Proceeds from the offering will be used for general corporate
purposes, including funding the expansion of ICG's network, which
may include acquisitions, and to further improve its operating
and financing flexibility over the near term.
The Preferred Securities being offering will not be, and have not
been, registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.
ICG is a leading national competitive local exchange carrier
("CLEC") publicly traded on The Nasdaq National Market under the
symbol "ICGX." The operations of ICG Communications, Inc.
consist of Telecom Services provided primarily through ICG
Telecom Group, Inc., Network Services provided primarily through
ICG Fiber Optic Technologies, Inc. ("FOTI"), and Satellite
Services provided primarily through ICG Satellite Services, Inc.
ICG Telecom Group, Inc. is ICG's CLEC and enhanced services
business. ICG Fiber Optic Technologies, Inc. provides network
integration and support services. ICG Satellite Services, Inc.
provides maritime telecommunications network and international
end-to-end voice and data services, and operates VSAT (very small
aperture terminal) private data networks.
