American Communications Services, Inc. ('ACSI') Completes $75 Million Private Unit
Offering and Announces Private Debt Offering
PR Newswire, Friday, July 11, 1997 at 09:35
ANNAPOLIS JUNCTION, Md., July 11 /PRNewswire/ -- American Communications
Services, Inc. (NASDAQ:ACNS) announced today that it completed a private
offering yielding gross proceeds of $75 million of units, consisting of
14-3/4% redeemable preferred stock due 2008 and warrants to purchase shares of
ACSI common stock to certain qualified investors. The exercise price per
share of each warrant is $7.15. The warrants initially are exercisable for
approximately 11% of ACSI common stock outstanding on a fully diluted basis
and, based on the occurrence of certain contingencies, may be exercisable for
approximately 13.5% of ACSI common stock outstanding on a fully diluted basis.
ACSI also has obtained all necessary consents from the holders of its two
outstanding public debt issues for, among other items, the incurrence by ACSI
of additional indebtedness consisting of a new issue of ACSI unsecured notes.
The Company has commenced a private offering of debt securities to certain
qualified investors yielding up to $150 million gross proceeds to the Company
(exclusive of any cash proceeds from the sale of such debt securities placed
in escrow by the Company for the benefit of the purchasers of such debt
securities). The proceeds from the unit offering, and the debt offering (if
any), will be used to fund sales, marketing and product development costs
incurred in connection with the Company's growth, to expand voice and data
networks, to fund negative operating cash flow, to pay in full outstanding
ordinary course trade accounts payable that are more than 60 days overdue and
to pay the consent solicitation fee.
The units, the redeemable preferred stock and the warrants have not been,
and the debt securities, if issued and sold, will not be, registered under the
Securities Act of 1993, as amended, and may not be offered or sold within the
United States absent registration or an available exemption from such
registration requirements.
This announcement of the debt offering 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.
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