ELECTRONICS COMMUNICATIONS CORP
8-K, 1997-09-26
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
Previous: TCW DW TOTAL RETURN TRUST, N-30D, 1997-09-26
Next: SCUDDER PATHWAY SERIES /NEW/, 497, 1997-09-26



                       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
- --------------------------------------------------------------------------------
  (State or other            (Commission File Number)            (IRS Employer
  jurisdiction of                                                Identification
  incorporation)                                                    Number)



                    10 Plog Road, Fairfield, New Jersey 07004
- --------------------------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)


                                 (201) 808-8862
- --------------------------------------------------------------------------------
               Registrant's telephone number, including area code


                                       None
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)

<PAGE>
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.
<PAGE>
                                   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
                                                        ------------------------
                                                 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.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission