1
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) November 5, 1999
----------------
GLOBIX CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware 0-25615 13-3781263
- --------------------------------------------------------------------------------
(State or other juris- (Commission (IRS Employer
diction of Incorporation) File number) Identification No.)
139 Centre Street, New York, New York 10013
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (212) 334-8500
--------------
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
2
Item 5. Other Events.
- ------- -------------
On November 5, 1999, Globix Corporation (the "Company")
entered into a Stock Purchase Agreement to sell to HMTF-IV Acquisition Corp.
(the "Buyer"), an affiliate of Hicks, Muse, Tate & Furst Incorporated, $80
million in a new Series A Convertible Preferred Stock ("Preferred Stock"). The
transaction is anticipated to close before year-end.
The Preferred Stock is redeemable, in whole or part, by the
Company at any time after November 15, 2004 and is subject to mandatory
redemption on November 15, 2014. Each share of Preferred Stock has an annual
dividend rate of 7.5% payable on March 31, June 30, September 30 and December
31, of each year, in cash or in additional shares of Preferred Stock at the
option of the Company. Additionally, each share of Preferred Stock is
convertible, at any time and at the holder's option, into shares of the
Company's common stock, $0.01 par value per share ("Common Stock"), at a
conversion price of $40 per share. The Preferred Stock has a liquidation
preference of $1,000 per share. Each share of the Preferred Stock entitles the
holder to vote on an "as converted" basis on all matters that the holders of
Common Stock are entitled to vote upon at a meeting of stockholders of the
Company. With respect to the election of directors of the Company, holders of
the Preferred Stock will vote proportionately.
Pursuant to the terms of the Stock Purchase Agreement, for so
long as affiliates of the Buyer own certain specified percentages of the
securities issued to it, Hicks Muse shall be
3
entitled to nominate and elect up to two additional directors to serve on the
Company's Board of Directors. The Preferred Stock has not been registered under
the Securities Act of 1933, as amended. The holders of the Preferred Stock have
been granted registration rights for both the Preferred Stock and the shares of
Common Stock issuable upon the conversion of the Preferred Stock.
The foregoing summary of the transaction is qualified in its
entirety by reference to the full text of the exhibits filed with this Report.
The Company intends to use the net proceeds of the transaction
to continue its development of SuperPOP Internet data centers in Europe and the
United States and for general corporate purposes.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
Number
4.1 Stock Purchase Agreement between the
Company and HMTF-IV Acquisition
Corp., dated November 5, 1999.
3
4
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.
GLOBIX CORPORATION
By /s/ Marc H. Bell
---------------------------
Marc H. Bell, President
Dated: November 29, 1999
4
5
EXHIBIT INDEX
Exhibit Description
------- -----------
4.1 Stock Purchase Agreement between the Company and
HMTF-IV Acquisition Corp., dated November 5, 1999.
5