SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
September 16, 1997
ELECTRONICS COMMUNICATIONS CORP.
(Exact name of Registrant as specified in its Charter)
Delaware 1-13764 11-2649088
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
10 Plog Road, Fairfield, New Jersey 07004
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(Address of principal executive offices) (Zip Code)
(201) 808-8862
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Registrant's telephone number, including area code
None
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(Former name or former address, if changed since last report)
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Item 5.
On September 16, 1997, the Company's Board of Directors unanimously
adopted Resolutions conforming the Company's Class A Warrant with the Company's
previously announced 12 to 1 reverse split of the Company's Common Stock. As an
inducement to the Warrant Holders, the exercise price of the Class A Warrant was
reduced to $.1875. As a result, a Class A Warrant Holder will be able to
purchase a share of the Company's Common Stock for $2.25 for 12 Class A Warrants
tendered to the Company (i.e. 12 times the exercise price of $.1875 of each
Class A Warrant for each share of $.60 par value Common Stock to be purchased.)
EXHIBIT TO FORM 8-K
September 16, 1997 press release regarding the reduction in the
exercise price of the Class A Warrant to $.1875. Twelve Class A Warrants must be
tendered to purchase 1 share of the Company's $.60 par value Common Stock,
together with a $2.25 conversion price.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
Date: September 19, 1997 By: /s/ Les Winder
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Name: Les Winder
Title: Executive Vice President
<PAGE>
EXHIBIT A
PRESS RELEASE: For Immediate Distribution
CONTACT: Les Winder
(201) 808-8862
ELECTRONICS COMMUNICATIONS CORP. ANNOUNCES
REDUCTION OF EXERCISE PRICE OF CLASS A WARRANTS
FAIRFIELD, N.J., September 16, 1997. Electronics Communications Corp. (NASDAQ;
ELCC) today announced that its board of directors, acting to conform the
Company's Class A Warrant (NASDAQ; ELCWD) with the Company's previously
announced 12 to 1 reverse split of the Class A Warrant, and as an inducement to
the warrant holders to convert, has unanimously authorized the reduction of the
exercise price of the Class A Warrant to $.1875 cents.
After the 12 to 1 reverse split, each warrant holder will be able to purchase
one share of the Company's common stock for $2.25.
Electronics Communications Corp., located in Fairfield, New Jersey, is a
wireless communications service provider which owns and operates a digital
state-of-the-art Glenayre (NASDAQ; GEMS) Flex (TM) paging network which covers
the greater New York-New Jersey metropolitan area. Electronics Communications
Corp. also holds six (6) Federal Communications Commission personal
communications services (PCS) licenses for areas of Vermont, Maine, New
Hampshire, New York and Pennsylvania. These licenses cover approximately 1.6
million people and may allow the Company to build and operate a wireless PCS
telephone system. PCS is often referred to as the next generation of wireless
communications.
For more information, please contact Les Winder, executive Vice President of
Electronics Communications Corp. at (201) 808-8862.