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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
September 1, 2000
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Intermedia Communications Inc.
(Exact name of registrant as specified in its charter)
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<S> <C>
Delaware 59-2913586
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
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0-20135
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(Commission File Number)
One Intermedia Way
Tampa, FL 33647
(Address of principal executive offices)
(813) 829-0011
(Telephone Number)
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ITEM 5. Other Events
On September 1, 2000, Intermedia Communications Inc. ("Intermedia")
entered into a merger agreement (the "Merger Agreement") with WorldCom, Inc.
("WorldCom"). In connection with the execution of the Merger Agreement,
WorldCom and certain Stockholders (the "Stockholders") of Intermedia entered
into a Stockholders Agreement, dated as of September 1, 2000 (the "Stockholders
Agreement") pursuant to which, among other things, the Stockholders have agreed
to vote their shares of Intermedia Common Stock and 7% Series G Junior
Convertible Participating Preferred Stock to approve the transactions
contemplated by the Merger Agreement. A copy of the Stockholders Agreement is
attached hereto as Exhibit 10.1 and is incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits
Exhibit 10.1 Stockholders Agreement among WorldCom, Inc., ICI Ventures LLC,
David Ruberg, John C. Baker, Philip A. Campbell, Ralph J.
Sutcliffe, James H. Greene, Jr., and Alexander Navab, Jr., dated
as of September 1, 2000.
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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 thereunto duly authorized.
Dated: September 14, 2000
INTERMEDIA COMMUNICATIONS, INC.
(Registrant)
/s/ ROBERT M. MANNING
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Senior Vice President and Chief
Financial Officer
