-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OXKodQQy99Eg6z0u302D9uZOf6mELpXIqt78AjHau8ClUS1mI02ioOWWBd13TBMn AR6LhYB3avkKEsNLwSF9zw== 0000912057-02-017827.txt : 20020501 0000912057-02-017827.hdr.sgml : 20020501 ACCESSION NUMBER: 0000912057-02-017827 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020430 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VELOCITA CORP CENTRAL INDEX KEY: 0001116563 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 522197932 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-39646 FILM NUMBER: 02629417 BUSINESS ADDRESS: STREET 1: 1800 ALEXANDER BELL DRIVE 4TH FL CITY: RESTON STATE: VA ZIP: 20191 BUSINESS PHONE: 7037969028 FORMER COMPANY: FORMER CONFORMED NAME: PF NET COMMUNICATIONS INC DATE OF NAME CHANGE: 20000613 8-K 1 a2078582z8-k.txt 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ==================== FORM 8-K ==================== VELOCITA CORP. CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 April 30, 2002 ---------------------------- Date of report (Date of earliest event reported) VELOCITA CORP. (exact name of registrant as specified in its charter) DELAWARE 333-39646 52-2197932 -------------------- ---------------------- ---------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number) 2941 Fairview Park Dr, Suite 200, Falls Church, VA 22042 ----------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (703) 564-7200 ----------------------------------------------------------------- (Registrant's telephone number, including area code) ----------------------------------------------------------------- (Former name or former address, if changed since last report.) ================================================================================ ITEM 5. OTHER EVENTS. On April 30, 2002, Velocita Corp. (the "Company") announced in a press release that it had reached agreement with a consortium of banks for a third extension on its waiver of certain financial covenants in the company's credit agreement. This waiver extends through May 15, 2002. A copy of the Company's press release has been filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) and (b) None. (c) The following document is furnished as an Exhibit to this Current Report on Form 8-K pursuant to Item 601 of Regulation S-K: 99.1 Press Release, dated April 30, 2002. 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. VELOCITA CORP. By: /s/ W. Terrell Wingfield Jr. ----------------------------------- Name: W. Terrell Wingfield Jr. Title: Senior Vice President And General Counsel Date: April 30, 2002 EXHIBIT INDEX EXHIBIT NO. DOCUMENT DESCRIPTION 99.1 Press Release, dated April 30, 2002. EX-99.1 3 a2078582zex-99_1.txt EXHIBIT 99.1 s Exhibit 99.1 [LOGO OMITTED] VELOCITA Fast Forward --------------------------------------------------------------- FOR IMMEDIATE RELEASE - --------------------- VELOCITA ANNOUNCES THIRD BANK WAIVER FALLS CHURCH, VA, APRIL 30, 2002 - Velocita Corp, a national broadband networks provider, today announced that it has reached agreement with a consortium of banks for a third extension on its waiver of certain financial covenants in the company's credit agreement. This waiver extends through May 15, 2002. The original agreement between Velocita and the banks, announced March 28, provided for the waiver of certain financial covenants through April 15, 2002. A second waiver was announced on April 15, and was set to expire today. As with the previous waiver extensions, the third waiver continues to require Velocita to comply with its other covenants in the credit agreement and forego further borrowing under the credit agreement. In addition, the waiver continues to limit the ability of PF.Net Corp., the Company's wholly-owned subsidiary, to make restricted payments to its affiliates, including payments to the Company that would be required for the Company to pay interest on its 13.75% senior notes due 2010. During this additional waiver period, Velocita will continue to move forward on its strategic alternatives and options. In addition, the company will continue ongoing discussions with its bank lenders regarding modification of the terms of its credit agreement. If, at the end of the waiver period, the company has not obtained an amendment to, or a waiver under, the credit agreement, the company will be in default with respect to certain financial covenants under the credit agreement. The Company is unable to predict when or if it will be able to obtain the necessary modifications of its credit agreement from its banks, or whether the banks will at any point pursue any or all remedies available to them. ABOUT VELOCITA Velocita Corp. (www.velocita.com), based in the greater Washington, D.C. area, is a broadband networks provider serving communications carriers, Internet service providers, and corporate and government customers. Founded in 1998 as a facilities-based provider of fiber optic communications infrastructure, Velocita has agreements with AT&T to construct approximately half of AT&T's nationwide fiber optic network. These construction agreements with AT&T serve as the foundation for Velocita, formerly known as PF.Net, to grow and expand its own network, as well as add service offerings. Cisco Systems provides all optical and IP equipment to power Velocita's network. # # # -- MORE -- VELOCITA ANNOUNCES BANK WAIVER PAGE 2 STATEMENTS MADE IN THIS DOCUMENT THAT ARE NOT HISTORICAL FACT ARE CONSIDERED "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. THESE INCLUDE, BUT ARE NOT LIMITED TO, STATEMENTS REGARDING THE COMPANY'S PLANS, INTENTIONS AND EXPECTATIONS. SUCH STATEMENTS ARE INHERENTLY SUBJECT TO A VARIETY OF RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED. THESE RISKS INCLUDE THE COMPANY'S ABILITY TO: OBTAIN AN AMENDMENT TO, OR WAIVER OF COMPLIANCE WITH, ITS CURRENT DEBT AGREEMENTS; REMAIN IN COMPLIANCE WITH ITS INDENTURE COVENANTS; OBTAIN ADDITIONAL CAPITAL AND FINANCING; EFFECTIVELY AND EFFICIENTLY MANAGE THE COMPLETION OF ITS FIBER NETWORK; AND SELL OR SWAP DARK FIBER OR LEASE HIGH-VOLUME CAPACITY ON ITS FIBER NETWORK; AND OTHER FACTORS, A FAILURE OF ANY OF WHICH MAY SIGNIFICANTLY DELAY OR PREVENT COMPLETION OF THE COMPANY'S FIBER NETWORK, WHICH WOULD HAVE A MATERIAL ADVERSE EFFECT ON ITS FINANCIAL CONDITION AND RESULTS OF OPERATIONS. GIVEN THESE CONCERNS, INVESTORS AND ANALYSTS SHOULD NOT PLACE UNDUE RELIANCE ON FORWARD-LOOKING STATEMENTS. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATIONS TO PUBLICLY RELEASE ANY REVISIONS TO ANY FORWARD-LOOKING STATEMENTS CONTAINED HEREIN TO REFLECT EVENTS AND CIRCUMSTANCES OCCURRING AFTER THE DATE HEREOF OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. Velocita Media/ Industry Analyst Contact: Velocita Financial Analyst Contact: Chris Swartz David Lerch 703.564.7342 703-564-7307 Chris.swartz@velocita.com David.lerch@velocita.com -----END PRIVACY-ENHANCED MESSAGE-----