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
American Communications Services, Inc.
(Exact name of registrant as specified in its charter)
State of Delaware 0-25314 52-1947746
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification No.)
131 National Business Parkway
Annapolis Junction, Maryland 20701
(Address of Principal Executive (Zip Code)
Offices)
(301) 617-4200
(Registrant's telephone number,
including area code)
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Item 5. Other Events.
On October 9, 1997, the registrant distributed the press release filed
herewith as Exhibit 99.1 announcing the pricing of its private offering of
12-3/4% Junior Redeemable Preferred Stock due 2009.
The Company completed its private offering of 12-3/4% Junior Redeemable
Preferred Stock due 2009 on October 16, 1997.
Item 7. Financial Statements and Exhibits.
(c)
Exhibit Number Reference
(99) Additional Exhibits
Press Release dated October 9, 1997 . . . . . . . Exhibit 99.1
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
AMERICAN COMMUNICATIONS SERVICES, INC.
By
Date: October 24, 1997 /s/ Riley M. Murphy
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Riley M. Murphy, Executive Vice President
Legal and Regulatory Affairs and Secretary
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EXHIBIT INDEX
EXHIBIT NO.
99.1 Press Release dated October 9, 1997
<PAGE>
EXHIBIT 99.1
ACSI ANNOUNCES $150 MILLION OFFERING
ANNAPOLIS JUNCTION, MD, October 9, 1997 -- American Communications
Services, Inc. [NASDAQ: ACNS] today announced that it has priced an offering
on Monday, October 6, 1997, to institutional investors of $150 million of 12
3/4 % Junior Redeemable Preferred Stock due 2009. Closing is scheduled for
October 16, 1997.
Dividends on the Preferred Stock will accrue from the date of
issuance, are cumulative, and will be payable quarterly in arrears commencing
January 15, 1998. At the Company's option until October 15, 2002, dividends
may be paid in cash or in the form of additional shares of Preferred Stock.
After October 15, 2002, to the extent and for so long as the Company is not
precluded from paying cash dividends on the Preferred Stock by the terms of
any agreement governing any of its then outstanding indebtedness, it will pay
dividends in cash. The Preferred Stock will rank junior to the Company's
existing 14 3/4% Redeemable Preferred Stock due 2008.
Proceeds will be utilized to fund the Company's continuing sales,
marketing and product development costs incurred in connection with the
Company's growth, to expand its voice and data network density and
infrastructure, and to fund negative operating cash flow.
This announcement does not constitute an offer to sell or the
solicitation of offers to buy any security and shall not constitute an offer,
solicitation or sale of any security in any jurisdiction in which such offer,
solicitation or sale would be unlawful. This press release is being issued
pursuant to and in accordance with Rule 135c under the Securities Act of 1933,
as amended.
