More lesson on NEGATIVE Cash Flow: "Exodus Communications Inc : 8-K 6/20/2000Jun 21 2000 17:22
[cash flow negative comapnies must keep coming back to the well]:
DESCRIPTION>FORM 8-K TEXT>
PAGE>
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
June 20, 2000 --------------------------------------------------------- Date of Report (Date of earliest event reported) Exodus Communications, Inc. --------------------------------------------------------- (Exact name of Registrant as Specified in its Charter) Delaware 0-23795 77-0403076 ------------------------ ------------------------ ------------------- (State of Incorporation) (Commission file number) (I.R.S. Employer Identification No.) 2831 Mission College Boulevard Santa Clara, California 95054 --------------------------------------------------------- (Address of Principal Executive Offices, including zip code) (408) 346-2200 --------------------------------------------------------- (Registrant's telephone number, including area code) <PAGE> ITEM 5: OTHER EVENTS. On June 20, 2000, the Company issued a press release announcing that it intends, subject to market and other conditions, to raise a total of $600 million gross proceeds through a private offering of senior notes. The senior notes will be offered within the United States to qualified institutional buyers and outside the United States to certain non-U.S. investors. A copy of the press release is filed as Exhibit 99.01 and incorporated herein by reference. On June 20, 2000, the Company issued a press release announcing that it intends to file a "Universal Shelf" registration statement with the Securities and Exchange Commission. Under the registration statement, Exodus will be able to sell up to $2.0 billion of new debt and equity securities in one or more public offerings over the next two years. A copy of the press release is filed as Exhibit 99.02 and incorporated herein by reference. On June 20, 2000, the Company issued a press release announcing that it expects to receive a commitment from a syndicate of banks under which it may obtain up to $750 million of financing under secured revolving and term loan arrangements. Under the facilities, Exodus would be permitted to borrow up to $250 million over the next five years on a revolving basis, and a wholly- owned subsidiary of Exodus could borrow up to $500 million in two tranches under secured term loans due in five and seven years, respectively. A copy of the press release is filed as Exhibit 99.03 and incorporated herein by reference. ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.01 Press release dated June 20, 2000. 99.02 Press release dated June 20, 2000. 99.03 Press release dated June 20, 2000. <PAGE> 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 thereunto duly authorized. Date: June 20, 2000 EXODUS COMMUNICATIONS, INC. By: /s/ R. Marshall Case -------------------------------------- R. Marshall Case Executive Vice President, Finance and Chief Financial Officer (Duly Authorized Officer and Chief Accounting Officer) </TEXT> </DOCUMENT> <DOCUMENT> <TYPE>EX-99.01 <SEQUENCE>2 <FILENAME>0002.txt <DESCRIPTION>PRESS RELEASE DATED JUNE 20, 2000 <TEXT> <PAGE> EXHIBIT 99.01 FOR IMMEDIATE RELEASE Contact: Maureen O'Connell (media) Exodus Communications, Inc. (408) 346-2218 maureen.oconnell@exodus.net Damon Wright (investors) Allen & Caron, Inc., for Exodus (949) 474-4300 damon@allencaron.com EXODUS COMMUNICATIONS, INC. ANNOUNCES PROPOSED PRIVATE OFFERING OF SENIOR NOTES SANTA CLARA, California, June 20, 2000 - Exodus Communications(TM), Inc. (Nasdaq: EXDS) today announced that it intends, subject to market and other conditions, to raise a total of $600 million gross proceeds through a private offering of senior notes. The private offering of senior notes will be within the United States to qualified institutional buyers and outside the United States to certain non-U.S. investors. Exodus(R) stated that it intends to use the net proceeds of the senior note offering to finance the purchase of assets or businesses to be used in its business of providing sophisticated system and network solutions for enterprises with mission-critical Internet operations. The senior notes are expected to have a ten-year term, and interest would be paid semi-annually in cash. A portion of the senior notes is expected to be denominated in Euros. The securities have not been registered under the Securities Act of 1933 or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. . . . end . . . Exodus and Exodus Communications are trademarks of Exodus Communications, Inc. and may be registered in certain jurisdictions. </TEXT> </DOCUMENT> <DOCUMENT> <TYPE>EX-99.02 <SEQUENCE>3 <FILENAME>0003.txt <DESCRIPTION>PRESS RELEASE DATED JUNE 20, 2000 <TEXT> <PAGE> EXHIBIT 99.02 FOR IMMEDIATE RELEASE Contact: Maureen O'Connell (media) Exodus Communications, Inc. (408) 346-2218 maureen.oconnell@exodus.net Damon Wright (investors) Allen & Caron, Inc., for Exodus (949) 474-4300 damon@allencaron.com EXODUS COMMUNICATIONS, INC. ANNOUNCES PROPOSED SHELF REGISTRATION SANTA CLARA, California, June 20, 2000 - Exodus Communications(TM), Inc. (Nasdaq: EXDS) today announced that it intends to file a "universal shelf" registration statement with the Securities and Exchange Commission. Under the registration statement, Exodus(R) will be able to sell up to $2.0 billion of new debt and equity securities in one or more public offerings over the next two years. Exodus stated that the registration statement should provide flexibility and efficiency in accessing the public securities markets should Exodus decide to offer any securities for sale to the public in the future, although it has no immediate plans to do so. Exodus expects to use the net proceeds of any offerings under the "universal shelf" to fund the expansion of its operations and for general corporate purposes, or to finance the acquisition of assets or businesses to be used in its system and network management business. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. . . . end . . . Exodus and Exodus Communications are trademarks of Exodus Communications, Inc. and may be registered in certain jurisdictions. </TEXT> </DOCUMENT> <DOCUMENT> <TYPE>EX-99.03 <SEQUENCE>4 <FILENAME>0004.txt <DESCRIPTION>PRESS RELEASE DATED JUNE 20, 2000 <TEXT> <PAGE> EXHIBIT 99.03 FOR IMMEDIATE RELEASE Contact: |