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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 7, 2000
VIATEL, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-21261 13-3787366
(State or Other (Commission (I.R.S. Employer
Jurisdiction File Number) Identification No.)
of Incorporation)
Viatel, Inc.
685 Third Avenue
New York, New York 10017
(Address of Principal Executive Offices, Including Zip Code)
Registrant's telephone number, including area code: 212-350-9200
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On April 7, 2000, Viatel, Inc. (the "Company") announced that it
had priced an offering of $150 million of trust convertible preferred
securities issued by Viatel Financing Trust I, a Delaware trust and
subsidiary of the Company. The transaction is scheduled to close on April 11,
2000. The trust convertible preferred securities are being sold to investors
in the United States pursuant to a private placement under Rule 144A.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
The following exhibits are filed with this Report.
Exhibit No. Description.
99.1 Press release of Viatel, Inc., dated April 7, 2000.
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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.
VIATEL, INC.
Date: April 7, 2000. By: /s/ JAMES P. PRENETTA
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Name: James P. Prenetta
Title: Senior Vice President and
General Counsel
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION.
99.1 Press Release of Viatel, Inc., dated April 7, 2000.
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FOR IMMEDIATE RELEASE
Contact: Glenn Davidson, Senior Vice President, Corporate Communications &
External Affairs
Cindy Glynn, Director, Investor Relations
VIATEL PRICES TRUST CONVERTIBLE PREFERRED SECURITIES
PROCEEDS TO BE USED FOR NETWORK EXPANSION
NEW YORK, NY (APRIL 7, 2000) - VIATEL, INC. (NASDAQ: VYTL) today announced
that it has priced its offering of 3,000,000 shares of trust convertible
preferred securities. The securities will be issued by Viatel Financing
Trust I, a Delaware trust and subsidiary of the Company.
The proceeds from the sale of the trust preferred securities - totaling $150
million - are being invested by Viatel Financing Trust in convertible
debentures to be issued by Viatel. Viatel will use the net proceeds
principally to fund the further expansion of its network as well as to fund
other general corporate and working capital purposes.
The terms of the trust preferred securities specify an annual dividend rate
of 7.75%, with a conversion price of $47.71 per share, representing a premium
of approximately 16% over the closing bid price of Viatel's common stock on
April 6, 2000.
The trust preferred securities are being sold to investors in the United
States pursuant to a private placement under Rule 144A. The trust preferred
securities will not be registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent such
registration or an applicable exemption from the registration requirements of
the Securities Act.
This press release shall not constitute an offer to sell or a solicitation of
an offer to buy the offered securities, nor shall there be any sale of the
offered securities in any state in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification of the
securities under the securities law of any such state.
# # #
THE MATTERS DISCUSSED IN THIS RELEASE ARE FORWARD-LOOKING STATEMENTS THAT
INVOLVE RISKS AND UNCERTAINTIES DETAILED FROM TIME TO TIME IN VIATEL'S
REGISTRATION STATEMENTS AND REPORTS FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THOSE CONTAINED IN ITS ANNUAL REPORT OR FORM 10-K.
VIATEL UNDERTAKES NO DUTY TO UPDATE SUCH FORWARD-LOOKING STATEMENTS.
