SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Event Reported):
December 7, 2000
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TELIGENT, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of incorporation or organization)
000-23387 54-18665620
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(Commission File Number) (IRS Employer Identification No.)
8065 Leesburg Pike
Suite 400
Vienna, Virginia 22182
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code (703) 762-5100
Item 5. Other Events
On December 7, 2000, the Registrant entered into a Common Stock
Purchase Agreement (the "Agreement") with RGC International Investors, LDC
("RGC"). Under the terms of the Agreement, RGC committed to purchase up to $250
million of Registrant's common stock, at Registrant's option, over a period of
18 months, subject to certain conditions. In addition, pursuant to the
Agreement, the Registrant has issued warrants to RGC to purchase 4,972,370
shares of common stock at a price of $3.62 per share. Proceeds from the
Agreement will finance operations and construction of the Registrant's fixed
wireless and fiber optic voice and data networks.
The foregoing information does not purport to be complete and is
qualified in its entirety by reference to the Exhibits to this Report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Exhibits
10.1 Common Stock Purchase Agreement, dated as of December 7, 2000, between
Teligent, Inc. and the investor named on Schedule A thereto, relating to
the purchase and sale of Class A Common Stock of Teligent, Inc.
10.2 Registration Rights Agreement, dated as of December 7, 2000, between
Teligent, Inc. and RGC International Investors, LDC.
10.3 Stock Purchase Warrant, dated as of December 7, 2000, issued to RGC
International Investors, LDC by Teligent, Inc.
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.
TELIGENT, INC.
Dated: December 21, 2000 By: /s/ John C. Wright
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Name: John C. Wright
Title: Senior Vice President
and Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description
10.1 Common Stock Purchase Agreement, dated as of December 7, 2000, between
Teligent, Inc. and the investor named on Schedule A thereto, relating to
the purchase and sale of Class A Common Stock of Teligent, Inc.
10.2 Registration Rights Agreement, dated as of December 7, 2000, between
Teligent, Inc. and RGC International Investors, LDC.
10.3 Stock Purchase Warrant, dated as of December 7, 2000, issued to RGC
International Investors, LDC by Teligent, Inc.