<PAGE>
UNITED STATES
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: March 17, 2000
ACT Teleconferencing, Inc.
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C> <C>
Colorado 0-27560 84-1132665
(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
</TABLE>
1658 Cole Boulevard, Suite 130, Golden, Colorado 80401
(Address of principal executive offices) Zip Code
(303) 235-9000
(Registrant's telephone number)
<PAGE>
Item 5. Other Events. On March 10, 2000 Registrant ACT Teleconferencing, Inc.
-------------
announced that it had filed a registration statement with the U.S. Securities
and Exchange Commission for a public offering of 2 million shares of common
stock. The offering is being underwritten by John G. Kinnard and Company,
Incorporated and Kaufman Bros., L.P.
Item 7(c). Exhibits. The press release with respect to this transaction is
---------
filed with this Form 8-K as Exhibit 99.1.
Number Description
- ------ -----------
99.1 Press release dated March 10, 2000.
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.
ACT Teleconferencing, Inc.
(Registrant)
Date: March 17, 2000 --------------------------------------
By:/s/ Gavin Thomson
Gavin Thomson
Chief Financial Officer
EXHIBIT INDEX
Number Description
- ------ -----------
99.1 Press release dated March 10, 2000.
2
<PAGE>
Exhibit 99.1
FOR IMMEDIATE RELEASE: NEWS
March 10, 2000 Nasdaq-ACTT
ACT TELECONFERENCING FILES REGISTRATION STATEMENT
FOR 2 MILLION SHARE COMMON STOCK OFFERING
DENVER, Colorado -- ACT Teleconferencing, Inc. (Nasdaq-ACTT), a full-service
global provider of audio, video, data and Internet conferencing products and
services, today announced it has filed a registration statement with the
Securities and Exchange Commission relating to the public offering of 2 million
shares of its common stock. The offering is being managed by John G. Kinnard
and Company, Inc. and Kaufman Bros., L.P.
The offering represents new financing by ACT Teleconferencing to fund its
expansion and ongoing operations.
ACT Teleconferencing, Inc. is an independent provider of audio, video, data and
Internet conferencing products and services to multinational corporations
worldwide. ACT's headquarters are located in Denver with sales and operations
centers in New Jersey, Dallas, Denver, Toronto, Ottawa, London, Paris, Brussels,
Amsterdam, Frankfurt, Hong Kong, Sydney and Adelaide.
A registration statement relating to the aforementioned securities has been
filed with the Securities and Exchange Commission but has not yet become
effective. These securities may not be sold nor may offers to buy be accepted
prior to the time the registration statement becomes effective. This press
release shall not constitute an offer to sell or the solicitation of an offer to
buy nor shall there be any sale of these securities in any state in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
A copy of the registration statement filed with the Securities and Exchange
Commission (SEC) may be obtained through the public reference facilities
maintained by the SEC, or at the SEC's home page on the Internet at
http://www.sec.gov. When it becomes available, a preliminary prospectus
relating to these securities may be obtained from John G. Kinnard and Company,
Inc., 920 Second Avenue South, Minneapolis, MN, 55402, Ph: 612/370-2700, and
Kaufman Bros., L.P., 800 Third Avenue, 25th Floor, New York, NY, 10022, Ph:
212/292-8100.
Statements made in this news release that are not historical facts may be
forward-looking statements. Actual results may differ materially from those
projected in any forward-looking statement. Important factors that could cause
actual results to differ materially from those anticipated by any forward-
looking information include, but are not limited to, future economic conditions,
competitive services and pricing, new competitor entry, the delivery of services
under existing contracts and other factors.
<PAGE>
# # #
CONTACTS:
ACT Teleconferencing, Inc. Pfeiffer Public Relations, Inc.
Gavin Thomson, Chief Financial Officer KC Ingraham or Jay Pfeiffer
Ph: 303/235-9000 Ph: 303/393-7044
