________________________________________________________________________________ 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 ______________ Date of Report (Date of earliest event reported): July 26, 1999 PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED (Exact name of registrant as specified in its charter) DELAWARE 0-29092 54-1708481 (State or Other Jurisdiction of (Commission (IRS Employer Incorporation) File Number) Identification No.) 1700 OLD MEADOW ROAD, SUITE 300, MCLEAN, VIRGINIA 22102 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 902-2800 ________________________________________________________________________________
ITEMS 1-4. NOT APPLICABLE. ITEM 5. Primus Telecommunications Group, Incorporated (the "Company") announced today that it has extended its exchange offer of its outstanding unregistered 11 1/4% Senior Notes due 2009 for registered 11 1/4% Senior Notes due 2009. The exchange offer will now expire at 5:00 p.m., New York City time, Thursday, August 12, 1999, or such later date and time to which it may be subsequently extended. ITEMS 6. NOT APPLICABLE. ITEMS 7. c) Exhibits Exhibit 99.1 Press Release dated July 26, 1999, issued by the Company. ITEMS 8. NOT APPLICABLE. 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. PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED By: /s/ Neil L. Hazard ------------------------ Neil L. Hazard Executive Vice President and Chief Financial Officer Date: July 26, 1999
Exhibit 99.1 [LOGO OF PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED] FOR IMMEDIATE RELEASE Contact: - -------- Jordan Darrow Vice President, Investor Relations PRIMUS Telecommunications (212) 703-0116 PRIMUS TELECOMMUNICATIONS ANNOUNCES EXTENSION OF EXCHANGE OFFER McLean, VA, July 26, 1999 - PRIMUS Telecommunications Group, Incorporated (Nasdaq: PRTL), a global facilities-based voice, data, and Internet telecommunications provider, announced today that it has extended its exchange offer of its outstanding unregistered 11 1/4% Senior Notes due 2009 (the "Senior Notes") for registered 11 1/4% Senior Notes due 2009. The Senior Notes were issued in January 1999 and are being exchanged for registered notes as required by a registration rights agreement. Primus is extending the exchange offer in order to complete the pro forma financial statements that are required by securities regulations, which will reflect Primus' acquisition of the retail business of Telegroup, Inc. The exchange offer will now expire at 5:00 p.m., New York City time, Thursday, August 12, 1999, or such later date and time to which it may be subsequently extended. This announcement is not an offer to exchange or a solicitation of an offer to exchange with respect to any of the Senior Notes. The exchange offer is made solely by the Prospectus dated May 7, 1999, as the same may be amended or supplemented from time to time. -- END --