FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of January 2005
Commission File Number 333-114196
AXTEL, S.A. DE C.V.
(Translation of Registrant's name into English)
Blvd. Gustavo Diaz Ordaz 3.33 No. L-1
Col. Unidad San Pedro
San Pedro Garza Garcia, N.L.
Mexico, LP 66215
(52)(81) 8114-0000
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F ____
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1): _________
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of
a Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7): _________
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of
a Form 6-K if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public under the laws of
the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information
contained in this Form, the registrant 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
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-_____
Press Release
AXTEL S.A. DE C.V. ANNOUNCES PRICING OF SENIOR NOTES OFFERING
San Pedro Garza Garcia, N.L. (January 6, 2005) - Axtel S.A. de C.V. ("Axtel"), a
Mexican telecommunications company, announced that on January 6, 2005 it priced
$75 million in aggregate principal amount of its senior notes due 2013 for gross
proceeds of approximately $80 million. The notes were priced at 106.75%. The
notes will bear interest at a rate of 11%. The notes will be guaranteed by each
of Axtel's current subsidiaries.
The notes were offered within the United States only to qualified institutional
investors pursuant to Rule 144A under the Securities Act of 1933 ("Securities
Act") and outside the United States in compliance with Regulation S of the
Securities Act.
The net proceeds of the offering will be used for general corporate purposes
including the continued expansion of our network.
The notes have not been registered under the Securities Act of 1933, as amended
(the "Securities Act"), or any state securities laws, and unless so registered,
may not be offered or sold in the United States, except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
On Axtel
Axtel is a Mexican telecommunications company that provides local telephone
services, national and international long distance services, data, Internet,
virtual private networks, and value added services. Axtel has provided Mexico
with a basic telecommunications infrastructure through an intelligent network
that offers wide coverage to all markets. At present, it is operating in Mexico
City, Monterrey, Guadalajara, Puebla, Leon, Toluca, Queretaro, San Luis Potosi,
Aguascalientes, Saltillo, Ciudad Juarez, and Tijuana.
Axtel has brought to the market various access technologies that include fixed
wireless telephony, point-to-point radio links, point-to-multipoint radio links,
copper and fiber optics, all of which are offered to match the communication
solutions that its customers require.
Sixty percent of Axtel's capital is Mexican. The remaining forty percent belongs
to foreign investors, among which are, mainly, AIG-GE Capital Latin American
Infrastructure Fund (LAIF); AIG Latin American Equity Partners; Blackstone
Group; American International Underwriters Overseas Ltd., and Soros Group.
This press release does not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offering would be unlawful.
Statements in this press release, other than statements of historical
information, are forward-looking statements that are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that forward-looking statements are inherently
uncertain. Actual performance and results may differ materially from those
projected or suggested herein due to certain risks and uncertainties including,
without limitation, operating risks. Those and other risks are described in the
Axtel's filings with the Securities and Exchange Commission (the "SEC") made
over the last 12 months, copies of which are available from the SEC or may be
obtained upon request from Axtel's Chief Financial Officer.
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Other Information
The Company expects that its adjusted EBITDA for the fourth quarter of 2004
will be greater than adjusted EBIDTA for the comparative period in 2003 but will
be less than its adjusted EBIDTA for the third quarter of 2004. This decrease,
relative to third quarter adjusted EBIDTA in 2004, is primarily due to an
increase in expenses associated with the expansion of the Company's network and
launch of operations in four new cities (Tijuana, Ciudad Juarez, Aguascalientes
and Saltillo) during this period.
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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.
Axtel, S.A. de C.V.
By: /s/ Patricio Jimenez Barrera
-------------------------------------
Patricio Jimenez Barrera
Chief Financial Officer
Date: January 6, 2005
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