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
Date of Report (Date of earliest event reported): September 16, 1997
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World Access, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-19998 65-0044209
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
945 E. Paces Ferry Road,
Suite 2240, Atlanta, Georgia 30326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (404) 231-2025
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Item 5. Other Events
On September 16, 1997, World Access, Inc. issued a press release announcing
that it was pursuing a private placement of $100,000,000 aggregate principal
amount of convertible subordinated notes.
Item 7. Exhibits
The following exhibit is filed herewith by direct transmission via "edgar."
99.1 Press release dated September 16, 1997.
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SIGNATURE
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, thereunto duly authorized.
WORLD ACCESS, INC.
By: /s/ Martin D. Kidder
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Martin D. Kidder
Its Vice President and
Controller
Dated as of September 19, 1997.
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Exhibit 99.1 Press release dated September 16, 1997.
News Release
SUMMARY: COMPANY ANNOUNCES PROPOSED
$100 MILLION CONVERTIBLE DEBT
OFFERING
CONTACT: Steven A. Odom Chairman & CEO
Hensley E. West President & COO
Mark A. Gergel Exec. VP & CFO
(404) 231-2025
FOR IMMEDIATE RELEASE
ATLANTA, GEORGIA -September 16, 1997 - WORLD ACCESS, INC. (NASDAQ: WAXS),
announced today that it is pursuing the private placement of $100 million
aggregate principal amount of convertible subordinated notes under Rule 144A of
the Securities Act of 1933 (plus up to an additional $15 million to cover
over-allotments, if any).
The net proceeds from the offering of the notes are expected to be used
primarily for potential acquisitions of businesses and technology licenses and
other strategic initiatives related to the growth and development of the
Company's telecommunications products business. The net proceeds will also be
used for general corporate purposes, including new product development, the
expansion of domestic and international sales and marketing efforts and working
capital.
The notes, which are convertible into common stock of the Company, will be due
on October 1, 2002. The Company may not call the notes prior to October 1, 2000.
The notes will not be registered under the United States Securities Act of 1933
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. The issuance of the notes
will be structured to allow secondary market trading under Rule 144A of the
Securities Act of 1933.
World Access, Inc. develops, manufactures and markets wireline and wireless
switching, transport and access products primarily for the United States,
Caribbean Basin and Latin American telecommunications markets. The Company
offers digital switches, cellular base stations, fixed wireless local loop
systems, intelligent multiplexers, digital loop carriers, microwave and
millimeterwave radio equipment and other wireless communications products. To
support and complement its product sales, the Company also provides its
customers with a broad range of design, engineering, manufacturing, testing,
installation, repair and other value-added services. The Company is
headquartered in Atlanta, Georgia and conducts its principal operations from
facilities located strategically throughout the United States.
This press release does not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation or
sales of any securities in any jurisdiction in which such offering would be
unlawful.