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 12, 1998
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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 February 12, 1998, ICG
Communications, Inc., a Delaware corporation, announced that ICG
Services, Inc., a new wholly-owned subsidiary, completed its
previously announced private placement of approximately $300
million of 10% Senior Discount Notes.
ITEM 7. EXHIBITS.
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(c) Exhibits
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99.1 Press Release, dated February 12, 1998.
<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 17, 1998 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
Exhibit Description
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99.1 Press Release, dated February 12, 1998
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 Services, Inc. Completes $300 Million Private Placement
of Senior Discount Notes
ENGLEWOOD, Colo., Feb. 12 -- ICG Communications, Inc.
(Nasdaq: ICGX) ("ICG"), today announced that ICG Services, Inc.,
a new wholly-owned subsidiary of ICG, completed its previously
announced private placement of approximately $300 million of 10%
Senior Discount Notes. The Senior Discount Notes mature in 2008
and pay no interest in cash for the first five years.
The proceeds will be used by ICG Services, Inc. in order to
acquire telecommunications and related equipment and services for
the purpose of lease or sale to other subsidiaries of ICG. In
addition, a portion of the proceeds from the Offering may be used
for strategic acquisitions.
The Senior Discount Notes have not been registered under the
Securities Act of 1933, as amended, and may not be offered or
sold absent registration or an applicable exemption from
registration requirements.
ICG Communications, Inc. (Nasdaq: ICGX), headquartered in
Englewood, Colorado, is a leading national competitive local
exchange carrier (CLEC) and premier provider of high-quality
communications services. ICG has extensive switched fiber-optic
networks and offers local, long distance and enhanced telephony
and data services in California, the Ohio Valley and parts of the
Southeastern United States. The Company provides Internet
communication solutions, connectivity and Website hosting to
individuals and small and medium-sized businesses through its
subsidiary, NETCOM On-Line Communication Services, Inc. (a
subsidiary of ICG Services, Inc.). Further information is
available on ICG's Website located at http://www/icgcomm.com.
