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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): July 2, 1997
MFS COMMUNICATIONS COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-21594 47-0714388
(State or Other (Commission File (I.R.S. Employer
Jurisdiction of Number) Identification Number)
Incorporation)
11808 Miracle Hills Drive
Omaha, Nebraska 68154
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (402) 231-3000
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ITEM 5. OTHER EVENTS.
On July 2, 1997, WorldCom, Inc., the parent of MFS Communications
Company, Inc. (the "Company"), announced that the Company has elected to begin
the accrual and payment of cash interest on its 9-3/8% Senior Discount Notes
due January 15, 2004 and its 8-7/8% Senior Discount Notes due January 15, 2006.
Cash interest on each issue of Notes will accrue from July 15, 1997 and will be
paid semi-annually in arrears starting on January 15, 1998. Prior to making
this election, cash interest on the 9-3/8% Notes was scheduled to accrue from
January 15, 1999 and be paid semi-annually in arrears starting July 15, 1999
and cash interest on the 8-7/8% notes was scheduled to accrue from January 15,
2001 and be paid semi-annually in arrears starting July 15, 2001.
Pursuant to the terms of the Notes, upon making this election, the
principal amount of each Note is reduced to the Accreted Value (as defined in
the Note) of the Note as of July 15, 1997. The Accreted Value as of July 15,
1997 of the 9-3/8% Notes and the 8-7/8% Notes will be $871.60 and $737.91,
respectively, per $1,000 original principal amount at stated maturity of each
Note. Cash interest will be computed on the reduced principal amount of each
Note at the stated rate interest on the Note.
A copy of the press release is filed as an exhibit to this Current
Report on Form 8-K and incorporated herein by reference.
ITEM 7 (c) EXHIBITS.
Exhibit 99.1 Press Release dated July 2, 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.
MFS COMMUNICATIONS COMPANY, INC.
By: /s/ Robert J. Ludvik
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Robert J. Ludvik
Vice President and Controller
July 9, 1997
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INDEX TO EXHIBITS
EXHIBIT
NO. DESCRIPTION
- ------- -----------
99.1 Press Release dated July 2, 1997.
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EXHIBIT 99.1
[WORLDCOM LETTERHEAD]
FOR IMMEDIATE RELEASE
Media Contacts: Investor Contact:
Josh Howell Gary Brandt
601-360-8750 601-360-8544
WORLDCOM ANNOUNCES INTENT TO COMMENCE
THE ACCRUAL OF CASH INTEREST ON MFS SENIOR DISCOUNT NOTES
JACKSON, MISS. , July 2, 1997 - WorldCom, Inc. announced today that its wholly
owned subsidiary, MFS Communications Company, Inc. (MFS), has elected to begin
the accrual and payment of cash interest on its 9-3/8% Senior Discount Notes
due January 15, 2004 and its 8-7/8% Senior Discount Notes due January 15, 2006.
Cash interest on each issue of Notes will accrue from July 15, 1997 and will be
paid semi-annually in arrears starting on January 15, 1998. Prior to making
this election, cash interest on the 9-3/8% Notes was scheduled to accrue from
January 15, 1999 and be paid semi-annually in arrears starting July 15, 1999
and cash interest on the 8-7/8% Notes was scheduled to accrue from January 15,
2001 and be paid semi-annually in arrears starting July 15, 2001.
Pursuant to the terms of the Notes, upon making this election, the principal
amount of each Note is reduced by a factor to the Accreted Value (as defined in
the Note) of the Note as of July 15, 1997. The Accreted Value as of July 15,
1997 of the 9-3/8% Notes and the 8-7/8% Notes will be $871.60 and $737.91,
respectively, per $1,000 original principal amount at stated maturity of each
Note. Thus, the principal amount at stated maturity of each 9-3/8% Note will be
reduced by a factor of 0.87160 and the principal amount at stated maturity of
each 8-7/8% Note will be reduced by a factor of 0.73791. Cash interest will be
computed on the reduced principal amount of each Note at the stated rate of
interest on the Note. Thus, for example, for the 9-3/8% Notes, $100,000 of
original principal amount will have a reduced principal amount of $87,160 and
will pay $4,085.63 of interest semi-annually starting on January 15, 1998 and
for the 8-7/8% Notes, $100,000 of original principal amount will have a reduced
principal amount of $73,791 and will pay $3,274.48 of interest semi-annually,
also starting on January 15, 1998.
WorldCom understands that in response to this announcement, The Depository
Trust Company (DTC) will not change the principal amount of Notes that is shown
on its records as being held by each of its participants. Instead, it will use
the factors indicated above to adjust the amount of interest that each
participant would otherwise receive on each interest payment date and it will
pay interest on the additional interest payment dates indicated above. In
addition, it will use the factors to adjust the amount of principal that each
participant would otherwise receive upon stated maturity of the Notes.
The 9-3/8% Notes (CUSIP No. 55272T-AA-9) were issued on January 26, 1994, and
the 8-7/8% Notes (CUSIP No. 55272T-AB-7) were issued on January 23, 1996.
WorldCom is a global business telecommunications company. Operating in more
than 50 countries, the company is a premier provider of facilities-based and
fully integrated local, long distance, international and Internet services.
WorldCom subsidiary, UUNET Technologies, Inc., is the world's largest provider
of Internet services. WorldCom's World Wide Web address is http://www.wcom.com.
The common and depositary shares of WorldCom trade on the Nasdaq National
Market (U.S.) under the symbol WCOM and WCOMP, respectively.
