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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
AMENDMENT NO. 1
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): March 31, 1998
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INTERMEDIA COMMUNICATIONS INC.
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(Exact name of registrant as specified in its charter)
Delaware 59-2913586
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(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
0-20135
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(Commission File Number)
3625 Queen Palm Drive, Tampa, Florida 33619-1309
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (813) 829-0011
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Item 2. Acquisition or Disposition of Assets
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Item 2 of the Current Report on Form 8-K, dated March 31,
1998, of Intermedia Communications Inc., a Delaware corporation
("Intermedia"), is hereby deleted.
Item 5. Other Events
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On March 31, 1998, Intermedia consummated its acquisition of
the Long Distance Savers group of companies ("LDS"). Pursuant to that certain
Acquisition Agreement dated as of December 17, 1997 among Intermedia and the
Sellers listed on Schedule A thereto, Intermedia acquired LDS for a purchase
price of approximately $153 million (of which approximately $137 million was
paid by delivering approximately 2.68 million shares of Intermedia Common
Stock, par value $.01 per share, and approximately $16 million was paid in
cash) plus the retirement of approximately $15 million of LDS's long-term
debt. Intermedia funded the cash portion of the purchase price through its
existing cash reserves.
LDS is an established regional interexchange carrier,
providing long distance services and Internet access to more than 45,000
business subscribers and employing over 100 sales and customer service
professionals in Louisiana, Texas, Oklahoma, Mississippi and Florida.
Intermedia intends to continue operating LDS's assets as an
interexchange carrier providing long distance services and Internet access to
various subscribers.
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Item 7. Financial Statements and Exhibits
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Item 7 of the Current Report on Form 8-K, dated March 31,
1998, of Intermedia is hereby amended and restated in its entirety as follows:
(c) Exhibits
The following Exhibits are filed herewith:
Exhibit 2.1 Acquisition Agreement, dated as of
December 17, 1997, among Intermedia and
the Sellers listed on Schedule A thereto.
Exhibit 2.3 to Amendment No. 1 to
Intermedia's Registration Statement Form
S-3 filed with the Commission on
January 14, 1998 is incorporated herein
by reference.
Exhibit 99.1 Press Release dated March 31, 1998.
Exhibit 99.1 to Intermedia's Current
Report on Form 8-K filed with the
Commission on April 6, 1998 is
incorporated herein by reference.
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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.
Date: May 12, 1998
INTERMEDIA COMMUNICATIONS INC.
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(Registrant)
By: /s/ Robert M. Manning
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Name: Robert M. Manning
Title: Senior Vice President and
Chief Financial Officer
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Exhibit Index
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Exhibit No. Description
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2.1 Acquisition Agreement, dated as of
December 17, 1997, among Intermedia
and the Sellers listed on Schedule
A thereto. Exhibit 2.3 to Amendment
No. 1 to Intermedia's Registration
Statement Form S-3 filed with the
Commission on January 14, 1998 is
incorporated herein by reference.
99.1 Press Release dated March 31, 1998.
Exhibit 99.1 to Intermedia's
Current Report on Form 8-K filed
with the Commission on April 6,
1998 is incorporated herein by
reference.
