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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): June 16, 1997
PREMIERE TECHNOLOGIES, INC.
(Exact name of registrant
as specified in its charter)
Georgia 33-80547 59-3074176
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
3399 Peachtree Road, N.E.
The Lenox Building
Suite 400, Atlanta, Georgia 30326
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(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (404) 262-8400
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On June 16, 1997, Premiere Technologies, Inc. issued a press release
pursuant to Rule 135c under the Securities Act of 1933, as amended, announcing
its intention, subject to market and other conditions, to raise $125 million
(excluding the proceeds of the over-allotment option, if any) through a private
offering of convertible subordinated notes within the United States to qualified
institutional investors and outside the United States to non-U.S. investors.
This press release is filed as Exhibit 99.1 to this report and incorporated
herein by reference thereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(C) EXHIBITS.
Exhibit
No. Description
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99.1 Press Release dated June 16, 1997.
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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.
PREMIERE TECHNOLOGIES, INC.
By: /s/ Patrick G. Jones
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Patrick G. Jones
Senior Vice President of Finance and Legal
Dated: June 16, 1997
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated June 16, 1997.
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EXHIBIT 99.1
PRESS RELEASE
For More Information Contact:
Premiere Technologies, Inc. Dewe Rogerson, Inc.
Patrick G. Jones Debra Wasser/Corey Cutler
Senior Vice President Vice President
(404) 262-8429 (212) 688-6840
Premiere Technologies, Inc.
David Allison
Director, Corporate Communications
(404) 262-8464
PREMIERE TECHNOLOGIES ANNOUNCES PROPOSED PRIVATE OFFERING
OF CONVERTIBLE SUBORDINATED NOTES
(ATLANTA, JUNE 16, 1997) -- Premiere Technologies (NASDAQ: PTEK;
www.premtek.com) announced today that it intends, subject to market and other
conditions, to raise $125 million (excluding the proceeds of the over-allotment
option, if any) through a private offering of convertible subordinated notes
within the United States to qualified institutional investors and outside the
United States to non-U.S. investors.
The Company stated that it intends to use the net proceeds of the offering for
general corporate purposes, including capital expenditures and working capital.
In addition, the Company may apply a portion of the net proceeds to acquire
complementary businesses, products and technologies, none of which has of yet
been identified.
It is contemplated that the notes will be convertible into shares of common
stock and will have a seven year term. No other terms were disclosed.
THE SECURITIES TO BE OFFERED WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF
1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS AND,
UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES EXCEPT
PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE
REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES
LAWS.
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