- -------------------------------------------------------------------------------- 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): May 3, 2001 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. On May 3, 2001, Primus Telecommunications Group, Incorporated announced its financial results for the three months ended March 31, 2001. The press release is filed herewith as Exhibit 99.1 ITEMS 6. NOT APPLICABLE. ITEMS 7. c) Exhibits Exhibit 99.1 Press Release dated May 3, 2001, 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: May 4, 2001