INTERMEDIA COMMUNICATIONS INC
8-K, 1998-08-04
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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<PAGE>
 
                      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): August 4, 1998
                          --------------


                        INTERMEDIA COMMUNICATIONS INC.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


               Delaware                                  59-2913586
       -------------------------                    -------------------
       (State or other jurisdic-                    (I.R.S. Employer
        tion of incorporation or                    Identification No.)
        organization)


                                    0-20135
                           ------------------------
                           (Commission File Number)


       3625 Queen Palm Drive, Tampa, Florida                  33619-1309
       -----------------------------------------------------------------
       (Address of principal executive offices)               (Zip Code)


       Registrant's telephone number, including area code (813) 829-0011
                                                          --------------
<PAGE>
 
ITEM 5.  OTHER MATERIALLY IMPORTANT EVENTS.
- -------------------------------------------

          On August 4, 1998, the Registrant issued the press releases attached
hereto as Exhibit 99.1 and Exhibit 99.2.

ITEM 7.  EXHIBITS
- -----------------

          Press Releases, dated August 4, 1998.

                                       2
<PAGE>
 
                                 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.


Date: August 4, 1998

                                        INTERMEDIA COMMUNICATIONS INC.
                                        ------------------------------
                                                  (Registrant)



                                        By:  /s/ Robert M. Manning
                                            ------------------------------
                                            Name:  Robert M. Manning
                                            Title: Senior Vice President and
                                                    Chief Financial Officer

                                       3
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------


  Exhibit
    No.      Description
  -------    -----------

   99.1      Press Release, dated August 4, 1998.

   99.2      Press Release, dated August 4, 1998.

<PAGE>
 
                                                                    EXHIBIT 99.1

                                                         N E W S   R E L E A S E

            [LETTERHEAD OF INTERMEDIA COMMUNICATIONS APPEARS HERE]

                                        CONTACTS:  Chris Brown
                                                   Senior Vice President,
                                                    Investor Relations
                                                   813/829-0011


          INTERMEDIA COMMUNICATIONS COMMENCEMENT OF PRIVATE OFFERING

Tampa, FL (August 4, 1998) -- Intermedia Communications Inc. (Nasdaq:ICIX) today
announced the commencement of a private offering of $200 million liquidation 
preference of Depositary Shares (each having a 1/100th interest in its Series F 
Junior Convertible Preferred Stock, liquidation preference $2,500 per share), 
pursuant to Rule 144A promulgated under the Securities Act of 1933, as amended.

The net proceeds from the offering of the Depositary Shares will be used to 
finance the continued expansion of the Company's telecommunications networks and
for general corporate purposes.  The Depositary Shares to be sold in the 
offerings will not be and have not been registered under the securities Act or 
any state securities or blue sky laws, and may not be offered or sold in the 
United States or in any state thereof absent registration or an applicable 
exemption from the registration requirements of such laws.

Intermedia Communications is one of the nation's fastest growing 
telecommunications companies, providing integrated telecommunications solutions 
to business and government customers.  These solutions include voice and data, 
local and long distance, and advanced network access services in major U.S. 
markets.  Intermedia's enhanced data portfolio, including frame relay 
networking, ATM, and a full range of business Internet connectivity and web 
hosting services, offers seamless end-to-end service virtually anywhere in the 
world.

Intermedia is headquartered in Tampa with sales offices in over 100 cities.  
Intermedia can be found on the World Wide Web at http://www.intermedia.com.


                                     # # #

<PAGE>
 
                                                                    EXHIBIT 99.2

                                                         N E W S   R E L E A S E

            [LETTERHEAD OF INTERMEDIA COMMUNICATIONS APPEARS HERE]

                                        CONTACTS:  Chris Brown
                                                   Senior Vice President,
                                                    Investor Relations
                                                   813/829-0011


                 INTERMEDIA COMMUNICATIONS ANNOUNCES EXCHANGE

TAMPA, Florida (August 4, 1998) -- Intermedia Communications Inc. 
(Nasdaq/NM:ICIX) today announced that it has exchanged (a) approximately 2.029 
million shares of its common stock for approximately 1.487 million Depositary 
Shares (cash representing a 1/100th interest in its 7% Series D Junior 
Convertible Preferred Stock) and (b) approximately 665,000 shares of its common 
stock for approximately 710,000 Depositary Shares (each representing a 1/100th 
interest in its 7% Series E Junior Convertible Preferred Stock), pursuant to 
exchange agreements with certain holders of such Depositary Shares.

Intermedia Communications is one of the nation's fastest growing 
telecommunications companies, providing integrated telecommunications solutions 
to business and government customers.  These solutions include voice and data, 
local and long distance, and advanced network access services in major U.S. 
markets.  Intermedia's enhanced data portfolio, including frame relay 
networking, ATM, and a full range of business Internet connectivity and web
hosting services, offers seamless end-to-end service virtually anywhere in the
world.

Intermedia is headquartered in Tampa with sales offices in over 100 cities.  
Intermedia can be found on the World Wide Web at http://www.intermedia.com.


                                     # # #

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