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 24, 1997
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
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80155-6742
(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 24, 1997, ICG Communications,
Inc., a Delaware corporation, announced that its new wholly-owned
subsidiary, ICG Funding, LLC ("Funding"), a Delaware limited liability
company, completed its previously announced private placement of $115
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 24, 1997.
<PAGE>
SIGNATURES
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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 29, 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 99.1 Press Release
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. COMPLETES $115 MILLION PRIVATE PLACEMENT
OF EXCHANGEABLE PREFERRED SECURITIES
ENGLEWOOD, COLORADO (September 24, 1997) -- ICG Communications, Inc.
(NASDAQ: ICGX) ("ICG"), today announced that its new wholly-owned
subsidiary, ICG Funding, LLC, completed its previously announced
private placement of $115 million of Exchangeable Limited Liability
Company Preferred Securities ("Preferred Securities"). The Preferred
Securities are mandatorily redeemable November 15, 2009 at the
liquidation preference of $50.00, plus accrued and unpaid dividends.
Dividends on the Preferred Securities will be cumulative at the rate
of 6.75 percent per annum and will be paid in cash through November
15, 2000 and, thereafter, will be paid in cash and/or shares of ICG
common stock.
The Preferred Securities are exchangeable, at the option of the
holder, into ICG Communications, Inc. common stock at an exchange
price of $24.025 per share. ICG Funding may, at its option, redeem the
Preferred Securities at any time on or after November 18, 2000. Prior
to that time, ICG Funding may redeem the Preferred Securities if the
current market value of ICG common stock equals or exceeds the
exchange price, for at least 20 days of any consecutive 30-day trading
period, by 170 percent prior to November 16, 1998; 160 percent from
November 16, 1998 through November 15, 1999; and 150 percent from
November 16, 1999 through November 15, 2000.
Net proceeds will be used to fund capital expenditures related to the
expansion and development of ICG's networks, which may include
acquisitions, and for general corporate purposes.
The Preferred Securities being offered 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."
ICG has extensive fiber-optic networks and offers local, long distance
and enhanced telephony and data services in California, Colorado, the
Ohio Valley and parts of the southeastern United States. 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.
