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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
Date of Report (Date of earliest event
reported): November 7, 1996
BROOKS FIBER PROPERTIES, INC.
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(Exact Name of Registrant as Specified in Charter)
Missouri 0-28036 43-1656187
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification Number)
Incorporation)
425 Woods Mill Road South, Suite 300,
St. Louis, Missouri 63017
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(314) 878-1616
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ITEM 5. OTHER EVENTS.
On November 7, 1996, Brooks Fiber Properties, Inc. (the "Company")
completed the sale of $400,000,000 of its 11-7/8% Senior Discount Notes due
2006 (the "Notes") in a private offering exempt from the registration
requirements of the Securities Act of 1933, as amended (the "Act"), to Goldman,
Sachs & Co. and Salomon Brothers Inc for resale of the Notes in accordance with
Rule 144A and Regulation S of the Act. The net proceeds from the sale of the
Notes of approximately $217.2 million will be used to (1) increase the
geographic reach and robustness of the Company's networks to allow the Company
to serve a significantly higher percentage of the market by extending its
networks to serve most, if not all, of the incumbent local exchange carrier's
central offices in its markets and (2) more rapidly deploy switches with full
capabilities for local dial tone and switched access termination and
origination services. Pending such utilization, the Company has invested such
net proceeds in short-term, interest-bearing U.S. government securities and
other short-term, investment grade securities.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibit No. Description of Exhibit
4.1 Indenture dated as of November 7, 1996 between Brooks Fiber
Properties, Inc. and The Bank of New York, as Trustee (incorporated
by reference to Exhibit 4.6 to the Company's Registration Statement
on Form S-1 (File No. 333-16495) filed with the Commission on
November 20, 1996).
4.2 Exchange and Registration Rights Agreement dated as of November 7,
1996 by and between Brooks Fiber Properties, Inc. and Goldman,
Sachs & Co. and Salomon Brothers Inc (incorporated by reference
to Exhibit 4.7 to the Company's Registration Statement on Form
S-1 (File No. 333-16495) filed with the Commission on November
20, 1996).
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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 hereunto duly authorized.
BROOKS FIBER PROPERTIES, INC.
Date: November 22, 1996 By: /s/ David L. Solomon
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David L. Solomon
Executive Vice President
and Chief Financial
Officer (Principal
Financial Officer)
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
4.1 Indenture dated as of November 7, 1996 between Brooks Fiber
Properties, Inc. and The Bank of New York, as Trustee
(incorporated by reference to Exhibit 4.6 to the Company's
Registration Statement on Form S-1 (File No. 333-16495) filed
with the Commission on November 20, 1996).
4.2 Exchange and Registration Rights Agreement dated as of November 7,
1996 by and between Brooks Fiber Properties, Inc. and Goldman,
Sachs & Co. and Salomon Brothers Inc (incorporated by reference
to Exhibit 4.7 to the Company's Registration Statement on Form
S-1 (File No. 333-16495) filed with the Commission on November
20, 1996).
