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) February 24, 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.)
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ITEM 5. OTHER EVENTS.
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In a press release dated February 24, 1997, ICG Communications,
Inc., a Delaware corporation, announced that its indirectly owned
subsidiary, ICG Holdings, Inc., a Colorado corporation, is offering
approximately $100 million of Senior Discount Notes and $100 million of
Exchangeable Preferred Stock.
ITEM 7. EXHIBITS.
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(c) Exhibits
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99.1 Press Release, dated February 24, 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: February 25, 1997 ICG COMMUNICATIONS, INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President,
Chief Financial Officer
and Treasurer
ICG HOLDINGS (CANADA), INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President,
Chief Financial Officer
and Treasurer
ICG HOLDINGS, INC.
By:/s/ James D. Grenfell
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James D. Grenfell
Executive Vice President,
Chief Financial Officer
and Treasurer
<PAGE>
EXHIBIT INDEX
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Exhibit Number Description of Exhibit
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99.1 Press Release, dated February 24, 1997.
EXHIBIT 99.1
[LOGO OF ICG COMMUNICATIONS, INC.]
ICG Communications, Inc. Announces $200 Million Offering of Senior Discount
Notes and Exchangeable Preferred Stock
ENGLEWOOD, Colo., Feb. 24 /PRNewswire/ -- ICG Communications, Inc.
(AMEX: ICG), today announced that ICG Holdings, Inc. ("Holdings"), a
subsidiary of ICG, is offering approximately $100 million of Senior
Discount Notes and $100 million of Exchangeable Preferred Stock.
The Senior Discount Notes are ten-year notes maturing in the year
2007, will pay no interest in cash for the first five years, and are
guaranteed on a senior unsecured basis by ICG.
The Preferred Stock will be mandatorily redeemable in 2008, and is
exchangeable prior to that time, at the option of Holdings, into Senior
Subordinated Exchange Debentures which would be guaranteed on an unsecured
basis by ICG. Dividends on the Preferred Stock will be cumulative from the
date of issuance and payable in cash or, at the option of Holdings, in
additional shares of Preferred Stock for the first five years.
Proceeds from the offering will be used for general corporate
purposes, including funding the expansion of ICG's networks, which may
include acquisitions, and to further improve its operating and financial
flexibility over the near term.
The Senior Discount Notes and Preferred Stock being offered 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 American Stock Exchange under the symbol "ICG." 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 Communications 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.
SOURCE ICG Communications, Inc.
-0- 02/24/97
/CONTACT: Media: Tom Rafferty, 303-572-2094, or Investors: Steve
Smith, 303-575-6595 of ICG Communications/
(ICG)
-0-
9605 East Maroon Circle Englewood, Colorado 80112
P.O. Box 6742 Englewood, Colorado 80155-6742
303 572-5960
