SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported):
JANUARY 6, 1999
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POINTE COMMUNICATIONS CORPORATION
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NEVADA
(State or other jurisdiction of incorporation or organization)
00-20843 84-1097751
(Commission File No.) (I.R.S. Employer
Identification No.)
2839 PACES FERRY ROAD, SUITE 500
ATLANTA, GEORGIA 30339
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 432-6800
(Former address, if changed since last report)
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INFORMATION INCLUDED IN THIS REPORT
ITEM 5. OTHER EVENTS.
On January 6, 1999, the Company issued a press release complying with the
requirements of Rule 135(c) of the Securities Exchange Act of 1934 which
reported that the Company had engaged investment bankers to assist in a private
offering of $30 million of convertible preferred stock of the Company. The
Company intends to use the net proceeds of the offering to fund the development
of its domestic and international communications network, to repay indebtedness
and for working capital and other general corporate purposes. The private
placement is being co-managed by investment banking firms headquartered in New
York and Atlanta. The offering is being made only to qualified accredited
investors and there can be no assurance that the offering will be completed. In
the same release, the Company indicated that it had secured $4 million in bridge
financing to fund operations and network requirements for the period prior to
the closing of the proposed private placement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
A copy of the press release referenced in Item 5 above is attached hereto
as Exhibit 99.1
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: January 21, 1999
POINTE COMMUNICATIONS CORPORATION
By: /s/ Stephen E. Raville
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Chief Executive Officer
By: /s/ Patrick E. Delaney
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Chief Financial Officer
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[POINTECOM (TM) PRESS RELEASE LETTERHEAD]
FOR IMMEDIATE RELEASE
POINTE COMMUNICATIONS CORPORATION ANNOUNCES ENGAGEMENT OF INVESTMENT BANKERS FOR
$30 MILLION FINANCING AND $4 MILLION BRIDGE FUNDING
ATLANTA, GEORGIA -JANUARY 6, 1999 - POINTE COMMUNICATIONS CORPORATION (PCOM ON
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OTCBB)Chairman and CEO Stephen E. Raville today announced that the company has
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engaged investment bankers to assist in the private offering of $30 million of
the Company's convertible preferred stock. The Company intends to use the net
proceeds of the offering to fund the development of its domestic and
international communications network, to repay indebtedness and for working
capital and other general corporate purposes. The private placement is being
co-managed by investment banking firms headquartered in New York and Atlanta.
The offering is being made only to qualified accredited investors and there can
be no assurance that the offering will be completed. Raville stated that the
Company has also secured $4 million in bridge financing to fund the firm's
operations and network requirements in the period prior to the close of the
private placement transaction.
"Pointe Communications continues to grow its business by serving key Hispanic
markets in the U.S. and Central America. This funding, once complete, will give
us the resources to secure our near term operational and network expansion, as
well as achieve the buildout of certain competitive local exchange (CLEC)
markets in 1999," said Raville.
Except for historical data, some matters discussed in this news release contain
forward-looking statements that involve risks and uncertainties, many of which
are outside the Company's control, and accordingly, actual results may differ
materially. Factors that might cause such a difference include, but are not
limited to, unexpected delays in the introduction of services, competitive
developments, customer dissatisfaction with services, and the risk factors
listed from time to time in the Company's SEC reports.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy the convertible preferred securities or the underlying common
stock, the subject of the private placement referred to herein.
Pointe Communications Corporation, operating under its brand name PointeCom
(www.pointecom.net, information at [email protected]) provides Internet,
telecommunications and telecommuting products and services for businesses
operating in the Americas. The Company has offices in Houston, Atlanta and
Miami, and facilities and operations in Panama, Mexico, Costa Rica, El Salvador,
Nicaragua and Venezuela.
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CONTACT RICHARD AMES, DIRECTOR OF COMMUNICATIONS 1-800-296-2066 EX 305
