UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Dated as of November 21, 2002
NETIA HOLDINGS S.A.
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(Translation of registrant's name into English)
UL. POLECZKI 13
02-822 WARSAW, POLAND
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(Address of principal executive office)
[Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.]
Form 20-F |X| Form 40-F |_|
[Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.] Yes |_| No |X|
EXPLANATORY NOTE
Attached is the following item:
1. Press Release, dated November 20, 2002.
This current report on Form 6-K is hereby incorporated by reference into our
Registration Statement on Form F-3 filed with the Securities and Exchange
Commission on May 9, 2001 (File No. 333-13480).
FOR IMMEDIATE RELEASE
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Contact: Anna Kuchnio (IR)
+48-22-330-2061
Jolanta Ciesielska (Media)
+48-22-330-2407
Netia
- or -
Alexandra Jones
Taylor Rafferty, London
+44-(0)20-7936-0400
- or -
Jeff Zelkowitz
Taylor Rafferty, New York
212-889-4350
DATE SET FOR HEARING APPROVING THE NETIA SOUTH ARRANGEMENT PLAN
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WARSAW, Poland - November 20, 2002 - Netia Holdings S.A. ("Netia") (WSE: NET),
Poland's largest alternative provider of fixed-line telecommunications services
(in terms of value of generated revenues), today announced that the court
hearing to approve the arrangement plans for Netia South Sp. z o.o. ("Netia
South"), a wholly owned subsidiary of Netia, in the Polish arrangement
proceedings will be held on December 4, 2002. The arrangement plan for Netia
South was unanimously adopted by its creditors entitled to vote at the
creditors' meeting on August 29, 2002.
The ratification hearing with respect to Netia South's arrangement plan in
Poland is the final stage of the arrangement and composition proceedings, in
connection with Netia's ongoing restructuring. On November 6, 2002, the Dutch
court ratified the composition plans of Netia Holdings B.V., Netia Holdings II
B.V. and Netia Holdings III B.V., Netia's three Dutch finance subsidiaries. The
Dutch court's decisions became unappealable on November 15, 2002. The
arrangement plans for Netia and Netia Telekom S.A., a wholly owned subsidiary of
Netia, were approved on August 9, 2002 and June 25, 2002, respectively. Once all
Polish and Dutch court decisions approving the arrangement plans and composition
plans become final and unappealable, Netia will be able to complete the
restructuring in accordance with the Restructuring Agreement, dated March 5,
2002.
Some of the information contained in this news release contains forward-looking
statements. Readers are cautioned that any such forward-looking statements are
not guarantees of future performance and involve risks and uncertainties, and
that actual results may differ materially from those in the forward-looking
statements as a result of various factors. For a more detailed description of
these risks and factors, please see Netia's filings with the Securities and
Exchange Commission, including its Annual Report on Form 20-F filed with the
Commission on March 28, 2002, its Current Report on Form 6-K filed with the
Commission on April 3, 2002, its Current Reports on Forms 6-K filed with the
Commission on May 6, 2002, its Current Report on Form 6-K filed with the
Commission on May 7, 2002, its Current Report on Form 6-K filed with the
Commission on May 20, 2002, its Current Report on Form 6-K filed with the
more
Commission on May 24, 2002, its Current Report on Form 6-K filed with the
Commission on June 28, 2002, its Current Report on Form 6-K filed with the
Commission on July 2, 2002, its Current Report on Form 6-K filed with the
Commission on July 31, 2002, and its Current Report on Form 6-K filed with the
Commission on August 2, 2002, its Current Reports on Form 6-K filed with the
Commission on August 6, 2002, its Current Report on Form 6-K filed with the
Commission on August 9, 2002, its Current Report on Form 6-K filed with the
Commission on August 15, 2002 its Current Report on Form 6-K filed with the
Commission on August 16, 2002, its Current Report on Form 6-K filed with the
Commission on August 28, 2002, its Current Report on Form 6-K filed with the
Commission on August 30, 2002, its Current Report on Form 6-K filed with the
Commission on September 16, 2002, its Current Report on Form 6-K filed with the
Commission on September 20, 2002, its Current Report on Form 6-K filed with the
Commission on September 24, 2002, its Current Report on Form 6-K filed with the
Commission on October 1, 2002, its Current Report on Form 6-K filed with the
Commission on October 15, 2002, its Current Report on Form 6-K filed with the
Commission on October 17, 2002, its Current Report on Form 6-K filed with the
Commission on October 22, 2002, its Current Report on Form 6-K filed with the
Commission on October 25, 2002, its Current Report on Form 6-K filed with the
Commission on November 5, 200, its Current Report on Form 6-K filed with the
Commission on November 5, 2002 Current Report on Form 6-K filed with the
Commission on November 6, 2002 and Current Report on Form 6-K filed with the
Commission on November 18, 2002. Netia undertakes no obligation to publicly
update or revise any forward-looking statements.
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2
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: November 21, 2002
NETIA HOLDINGS S.A.
By: /S/ AVRAHAM HOCHMAN
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Name: Avraham Hochman
Title: Chief Financial Officer
Vice President, Finance
By: /S/ EWA DON-SIEMION
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Name: Ewa Don-Siemion
Title: Vice President, Legal