-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ODPn57wyQH0mD5WJ3908pVVl9+biUxjHmyncCynYDz7NUBs7qO4KTIRr6qtSY3XT JPgaCEXFZjBvvIuLL5uxvQ== /in/edgar/work/20000823/0000950131-00-005062/0000950131-00-005062.txt : 20000922 0000950131-00-005062.hdr.sgml : 20000922 ACCESSION NUMBER: 0000950131-00-005062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000717 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IFX CORP CENTRAL INDEX KEY: 0000792861 STANDARD INDUSTRIAL CLASSIFICATION: [7370 ] IRS NUMBER: 363399452 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-15187 FILM NUMBER: 708474 BUSINESS ADDRESS: STREET 1: 707 SKOKIE BLVD 5TH FLOOR CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8474129411 MAIL ADDRESS: STREET 1: 707 SKOKIE BLVD 5TH FLOOR CITY: NORTHBROOK STATE: IL ZIP: 60062 FORMER COMPANY: FORMER CONFORMED NAME: CARL JACK 312 FUTURES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: 312 FUTURES INC DATE OF NAME CHANGE: 19860916 8-K 1 0001.txt FORM 8-K UNITED STATES 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): July 17, 2000 IFX Corporation --------------- (Exact name of Registrant as Specified in Its Charter) Delaware 0-15187 36-3399452 - ------------------------------- ------------------------ ------------------- (State or Other Jurisdiction of (Commission file number) (I.R.S. Employer Incorporation or Organization) Identification No.) IFX Corporation 707 Skokie Blvd., 5th Floor Northbrook, Illinois 60062 ----------------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) (847) 412-9411 ---------------- (Registrant's Telephone Number, Including Area Code) ------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. As previously reported on Registrant's Report on Form 8-K dated June 15, 2000, Registrant secured a commitment for $25 million in funding ($14.9 million payable on June 15, 2000 and $10.1 million payable on the subsequent closing date) from UBS Capital Americas III, L.P. and UBS Capital LLC (collectively, the "Purchasers"), to be used for working capital purposes. Pursuant to the Stock Purchase Agreement dated as of June 15, 2000, by and among Registrant and the Purchasers (the "Stock Purchase Agreement"), the Purchasers purchased 1,210,398 shares of IFX Class I Series A Preferred Stock. On July 17, 2000, the Purchasers purchased an additional 820,471 shares of IFX Class II Series A Preferred Stock (for an aggregate purchase price of $10.1 million). ITEM 7. FINANCIAL STATEMENT AND EXHIBITS Exhibit Number Description of Exhibit - -------------- ---------------------- 4.1* Certificate of Designation, Powers, Preferences and Rights of Series A Convertible Preferred Stock of the Registrant 10.2* Stock Purchase Agreement dated as of June 15, 2000 among the Registrant, UBS Capital Americas III, L.P. and UBS Capital LLC 99.1 Press release dated July 19, 2000 *Incorporated by reference to Registrant's Report on Form 8-k dated June 15, 2000 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. IFX Corporation By: /s/ Joel Eidelstein ------------------------ Joel Eidelstein, President Date: August 22, 2000 IFX CORPORATION EXHIBIT INDEX Exhibit Number Description of Exhibit - -------------- ---------------------- 4.1* Certificate of Designation, Powers, Preferences and Rights of Series A Convertible Preferred Stock of the Registrant 10.2* Stock Purchase Agreement dated as of June 15, 2000 among the Registrant, UBS Capital Americas III, L.P. and UBS Capital LLC 99.1 Press release dated July 19, 2000 *Incorporated by reference to Registrant's Report on Form 8-k dated June 15, 2000 EX-99.1 2 0002.txt PRESS RELEASE DATED JULY 19, 2000 EXHIBIT 99.1 Company Press Release IFX Corp. Closes $25 Million Investment from UBS Capital Americas MIAMI--July 19, 2000--IFX Corporation (Nasdaq:FUTR - news), one of the fastest growing Internet service providers in Latin America, announced today that it has closed on $25 million in private equity financing from UBS Capital Americas III, L.P. This funding is in addition to the planned $20 million investment to be led by UBS in Tutopia.com, Inc., IFX's free Internet access subsidiary. The proceeds will be used to further expand IFX's network, which now extends across 14 countries, to increase the products and services offered by the company, and to expand the IFX sales force to enhance assistance to small and medium businesses across the region. With its $25 million investment, UBS purchased Series A preferred stock issued by IFX. Additionally, two principals of UBS Capital Americas, Charles Moore and Mark Lama, have joined the IFX Board of Directors. "We are pleased to announce that we have cleared all the regulatory and closing issues and that UBS Capital Americas has now fully funded their $25 million investment" said Mike Shalom, CEO of IFX Corp. "This financing demonstrates UBS Capital Americas' belief in our business model and our management team and will allow us to move at a fast speed in our next stage of growth, enhancing what we have established to date." IFX (Nasdaq:FUTR - news; http://www.ifxcorp.com) started its Internet access business in November 1998 and since then has acquired 25 local and regional Internet service providers, making IFX one of the fastest-growing Internet service providers in Latin America. Under its Unete (http://www.unete.com) brand, IFX provides a broad range of Internet products and services to small and medium-sized businesses in Latin America. The company offers region-wide wholesale and private label Internet access, dedicated fixed wireline and wireless Internet access, unlimited dial-up roaming access to Unete's POPs throughout the region, web design, web-hosting and co-location, dial-up LAN services as well as VPN services, e-commerce solutions and full technical support. The Unete network provides pan Latin-American coverage in 14 countries, including Argentina, Bolivia, Brazil, Chile, Colombia, El Salvador, Guatemala, Honduras, Mexico, Nicaragua, Panama, Uruguay Venezuela and the United States. About IFX Corp. IFX (http://www.ifxcorp.com) is a Miami-based Internet company that has created one of the most extensive pan-regional platforms for providing Internet-based products and services throughout Latin America. IFX has subsidiaries in fourteen countries. Under its Unete (http://www.unete.com) brand, IFX services small and medium sized businesses and provides network services. Tutopia.com (http://www.tutopia.com), is the consumer-focused subsidiary of IFX and a leader in providing free pan-regional Internet access as well as content. IFX also has holdings in other Latin American Internet businesses, namely Yupi Internet Inc. ("Yupi") (http://www.yupi.com), Facilito.com Inc (http://www.facilito.com), and ePagos.com, Inc. ("ePagos") (http://www.ePagos.com). About UBS Capital UBS Capital has in excess of $2.5 billion of private equity under management. It currently manages UBS Capital Americas II, a $1.0 billion fund dedicated to North America, and UBS Capital Americas III, a $500 million fund dedicated to Latin America. Both funds focus on emerging growth companies in a variety of industries including telecommunications, Internet and technology. UBS Capital is managed out of New York City, with offices in Buenos Aires, Argentina and Sao Paulo, Brazil. This news release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements related to the growth in IFX's Latin American network and IFX's expansion strategy in the Latin American region. These statements reflect IFX's current views with respect to future events and financial performance. Such forward- looking statements are subject to certain risks and uncertainties that could cause actual events or results to differ materially from those indicated from such forward-looking statements. The potential risk factors include, among others, IFX's limited operating history and experience in the free Internet business, IFX's ability to attract significant additional financing and continue to incur losses and negative cash flow from operations, and risks associated with international expansion, especially in Latin America. Additional risk factors that could affect IFX's financial results are set forth in IFX's reports and documents filed from time to time with the Securities and Exchange Commission. Local telephone communication charges may apply in some jurisdictions even to free Internet access service. This press release and prior releases are available on IFX Corporation website at http://www.ifxcorp.com Contact: Hill and Knowlton, Fort Lauderdale, Fla. Jack Gutt, 954/713-2813 jgutt@hillandknowlton.com ------------------------- or IFX Corp Barrie Moskowitz, 305/512-1100 investorrelations@ifxcorp.com ----------------------------- -----END PRIVACY-ENHANCED MESSAGE-----