FASTCOMM COMMUNICATIONS CORP
8-K, 1999-04-08
TELEPHONE & TELEGRAPH APPARATUS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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)  MARCH 30, 1999

                    FASTCOMM COMMUNICATIONS CORPORATION
- --------------------------------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<TABLE>

<S>                                              <C>                             <C>

        VIRGINIA                                        0-17168                         54-1289115
- -------------------------------------------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION OF CORPORATION)     (COMMISSION FILE NO.)           ( IRS EMPLOYER IDENTIFICATION NO.)
</TABLE>


                  45472 HOLIDAY DRIVE, STERLING, VIRGINIA 20166
- --------------------------------------------------------------------------------
              (ADDRESS OF PRINCIPAL EXECUTIVE OFFICERS) (ZIP CODE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:   (703) 318-7750

                                      NONE
- --------------------------------------------------------------------------------
             (FORMER NAME AND ADDRESS, IF CHANGED SINCE LAST REPORT)


<PAGE>   2

Page 2
                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.

FASTCOMM COMMUNICATIONS CORPORATION

                                                     (Registrant)







                                        
     
Date: April 8, 1999               By:     /s/ Mark H. Rafferty
                                     --------------------------------
                                     Mark H. Rafferty
                                     Vice President, Chief Financial Officer
                                     Treasurer  and Director
                                    (Principal Financial and Accounting Officer)







<PAGE>   3





Page 3

ITEM 5.                            OTHER EVENTS

       On March 30, 1999, the Registrant's plan of reorganization under Chapter
11 of the Bankruptcy Code was confirmed by the U.S. Bankruptcy Court, Eastern
District of Virginia, Alexandria Division.

ITEM 7.                  FINANCIAL STATEMENTS AND EXHIBITS

     Financial Statements

              NONE.

     Exhibits:

     Exhibit No.                                  Description
     ----------                            ----------------------------
        99.2                               March 31, 1999 Press Release






<PAGE>   1
                                                                 [FASTCOMM LOGO]

[FASTCOMM LETTERHEAD]

                                             For Release:            IMMEDIATELY

    Investor contact: Phil DuBois            Company contact: Mark Rafferty

                      DuBois Consulting Grp.                  Vice President

                      (757) 229-0666                          (703) 318-4303
                      [email protected]                      Symbol: FSCX
                                                              OTC Bulletin Board

                        FASTCOMM EMERGES FROM CHAPTER 11

       STERLING, VA, March 31, 1999. FastComm Communications Corp. reported
today that its Plan of Reorganization has been approved by the Bankruptcy Court
and, effective with the court's final order, it will emerge from Chapter 11. The
Company filed for protection under Chapter 11 on June 2, 1998 because of
litigation with a former employee. All litigation with this former employee has
since been settled. The Company's plan of reorganization provides for cash and
debenture payments equal to 100% of each allowed claim. Since the plan provides
for payment in full to all general unsecured creditors, the positions of the
shareholders are preserved.

       "Despite the fact that this process has been exceptionally draining on
both the Company's cash flow and management time, it has been gratifying to have
employees at all levels of the Company support our reorganization," said Peter
Madsen, President and CEO of FastComm. "I am extremely pleased to have this
behind us so that we can now focus on business and on improving shareholder
value."

       As previously disclosed, the Company believes that the Chapter 11 filing
negatively impacted its selling efforts. With the settlement and the
confirmation of the Plan of Reorganization by the Court today, the Company plans
to begin announcing contract wins shortly.

       "Skepticism by customers over perceived solvency issues are common when
there is a bankruptcy tagged to your Company name," Madsen stated. "In fact,
certain large companies have policies that preclude doing business with
companies in Chapter 11."

       The Company's plan was filed electronically and is available on the World
Wide Web at www.vaeb.uscourts.gov/index.html. Interested parties may view the
Plan by contacting this site and clicking Bankruptcy Cases; search by name;
enter name "FastComm"; case number; view docket. For more information, consult
the Company's SEC filings available on the World Wide Web at
www.sec.gov/edgar.htm.

                                    --MORE--
<PAGE>   2
       Forward looking statements are made in this release pursuant to the safe
harbor provisions of the Private Securities Litigation reform Act of 1995.
Investors are cautioned that all forward looking statements are subject to risk
and uncertainties, including, without limitation, the timing of new
announcements or introductions by the company and its competitors, the hiring
and retention of key employees, competitive pricing pressure, dependence on
third parties for components and products, and general economic conditions in
the United States and international markets, and the risk factors detailed from
time to time in the Company's periodic reports and registration statements filed
with the Securities and Exchange Commission.

       FastComm is a designer developer and manufacturer of a complete family of
access products which provide a single seamless transport in multi-protocol
environments for Voice / Data and Video networking over LAN / WAN and Global
networks.

       For more information, or to request a data sheet of any FastComm product,
please contact us via phone 703-318-7750; fax 703-787-4625; email
[email protected]; or visit FastComm on the World Wide Web at
HTTP:\\WWW.FASTCOMM.COM.

       Our products include the WEB ROUTER(TM), ECX-ROUTER(TM), ETHERFRAD(TM),
RINGFRAD(TM), VOICEFRAD(TM), QUICK II(TM), CHANLCOMM(R) and GLOBALSTACK(TM).
These products provide routed and switched Voice / Data and Video access
solutions that require variable bandwidth from 9.6 Kbps to full T1/E1 over
Leased Line, Frame Relay, X.25 and dial-up analog networks.

   FastComm, stylized logo, WEB.router, ECX-Router, FrameProtect, LAN+Legacy,
MaximumPriority, FastRATE, MonoFRAD, EtherFRAD, RingFRAD, QUICK II, GlobalStack,
          and SuperView are trademarks of FastComm Communications Corp.

 FastComm is the exclusive licensee of ChanlComm(R)products by KG Data, Corp. 
                              All rights reserved.

                                        #



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