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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) May 17, 2000
GST TELECOMMUNICATIONS, INC.
GST USA, INC.
GST NETWORK FUNDING, INC.
GST EQUIPMENT FUNDING, INC.
(Exact name of Registrants as specified in their charters)
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CANADA 4813 NOT APPLICABLE
DELAWARE (Primary Standard Industrial 83-0310464
DELAWARE Classification Code Number) 13-4001870
DELAWARE 91-1785734
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
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4001 Main Street, Vancouver, Washington 98663
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code (360) 356-7100
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On May 17, 2000, GST Telecommunications, Inc. and its subsidiaries (each of GST
Telecommunications, GST USA, GST Network Funding and GST Equipment Funding being
referred to as "Registrant") filed a voluntary petition for bankruptcy under
Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court of
the District of Delaware. Pursuant to the bankruptcy filing, the Registrants
have remained in possession of the Registrants' assets and properties, and their
business and affairs will continue to be managed by the Registrants' directors
and officers, subject in each case to the supervision of the Bankruptcy Court.
ITEM 5. OTHER EVENTS
On May 17, 2000, GST Telecommunications, Inc. issued a press release, a copy of
which is attached hereto as Exhibit 99.01 and incorporated herein in its
entirety by reference. The press release addresses the Registrants' voluntary
petition for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code, the
Registrant's letter of intent with Time Warner Telecom, Inc. for the sale of
substantially all of the Registrants' assets, and the Registrants' receipt of a
commitment for Debtor-In-Possession financing for up to $50 million and the
potential for up to an additional $75 million (subject to certain restrictions
and court approval) to continue day-to-day operations.
GST Telecommunications, Inc. has postponed its annual shareholders' meeting that
had been scheduled for June 8, 2000. The Registrant plans to hold an annual
shareholders' meeting in the course of its restructuring. On May 24, 2000, the
Registrant issued a press release regarding this matter, a copy of which is
attached hereto as Exhibit 99.02 and incorporated herein in its entirety by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
99.01 Press Release issued by GST Telecommunications, Inc. on May 17, 2000.
(Filed herewith).
99.02 Press Release issued by GST Telecommunications, Inc. on May 24, 2000.
(Filed herewith).
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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.
GST TELECOMMUNICATIONS, INC.
GST USA, INC.
GST NETWORK FUNDING, INC.
GST EQUIPMENT FUNDING, INC.
Date: May 24, 2000 By: /s/ Donald A. Bloodworth
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Donald A. Bloodworth
Chief Financial Officer
EXHIBIT INDEX
The following exhibits are hereby filed as part of this Form 8-K:
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Exhibit
Number Description
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99.01 Press Release issued by GST Telecommunications, Inc. on May 17, 2000.
99.02 Press Release issued by GST Telecommunications, Inc. on May 24, 2000.
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EXHIBIT 99.01
NEWS RELEASE
[GST TELECOMMUNICATIONS LOGO]
FOR IMMEDIATE RELEASE MAY 17, 2000
GST TELECOMMUNICATIONS FILES VOLUNTARY CHAPTER 11 PETITION;
EXECUTES LETTER OF INTENT WITH TIME WARNER TELECOM
(VANCOUVER, Wash.) GST Telecommunications, Inc. (Nasdaq: GSTX), an Integrated
Communications Provider (ICP) in California and the western United States, today
announced that it has filed this morning in the U.S. Bankruptcy Court for the
District of Delaware for protection under Chapter 11 of the U.S. Bankruptcy
Code.
In addition, the Company has executed a Letter of Intent with Time Warner
Telecom, Inc. (Nasdaq: TWTC) for the sale of substantially all the assets of GST
for $450 million in cash, subject to the approval of the bankruptcy court, the
execution and delivery of a definitive purchase agreement, satisfactory
completion of due diligence, state and federal regulatory approval, and other
customary terms and conditions.
The Company also announced that it has secured a commitment from Heller
Financial, Inc. to provide Debtor In Possession (DIP) financing for up to $50
million and the potential for up to an additional $75 million (subject to
certain restrictions and court approval) to continue day-to-day operations.
GST's filing was necessitated by escalating cash flow problems, a substantial
debt load, and an inability to secure other financing. "Given our recent
liquidity challenges, I believe we are taking all the right steps to preserve
the value of GST by continuing to provide quality service to our customers and
retain our employee base," stated Tom Malone, acting chief executive officer of
GST. "Looking to our future and that of our employees, the execution of this
Letter of Intent with Time Warner Telecom signals that we are not alone in our
belief that GST has a valuable network, skilled and dedicated employees, as well
as an attractive customer base."
GST Telecommunications, Inc., an Integrated Communications Provider (ICP)
headquartered in Vancouver, Wash., provides a broad range of integrated
telecommunications products and services including enhanced data and Internet
services and comprehensive voice services throughout the United States, with a
significant presence in California and the West. Visit GST's Web site at
www.gstcorp.com.
This release may contain forward-looking statements which involve risks and
uncertainties. Our actual results may differ materially from the projections
made here. Additional factors which may affect actual results are contained in
the Company's filings with the SEC, including the report on Form 10-K for the
period ended December 31,
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1999. Forward-looking statements in this release are made pursuant to the safe
harbor provisions contained in the Private Securities Litigation Reform Act of
1995.
For more information, please contact:
GST Telecommunications, Inc.
Investor & Public Relations
(800) 667-4366
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EXHIBIT 99.02
NEWS RELEASE
[GST TELECOMMUNICATIONS LOGO]
FOR IMMEDIATE RELEASE MAY 24, 2000
GST TELECOMMUNICATIONS POSTPONES JUNE 8, 2000 ANNUAL
SHAREHOLDERS' MEETING
(VANCOUVER, Wash.) GST Telecommunications, Inc. (Nasdaq: GSTXQ) today announced
that it has obtained an order of the Ontario Superior Court under the Companies'
Creditors Arrangement Act (Canada) recognizing the Chapter 11 proceedings
initiated by the Company in the U.S. As a result of these proceedings, the
Company will defer its annual shareholders' meeting and hold the meeting in the
course of the Company's restructuring.
GST Telecommunications, Inc., an Integrated Communications Provider (ICP)
headquartered in Vancouver, Wash., provides a broad range of integrated
telecommunications products and services including enhanced data and Internet
services and comprehensive voice services throughout the United States, with a
significant presence in California and the West. Facilities-based GST continues
to focus on its western regional strategy by anchoring its next generation
networks in local markets and connecting them via long haul fiber networks.
Visit GST's Web site at www.gstcorp.com.
For more information, please contact:
GST Telecommunications
Investor and Public Relations
(800) 667-4366
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