Current Report

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 15, 2009
RCN Corporation
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction of
incorporation) 		  001-16805
(Commission File Number) 		  22-3498533
(IRS Employer Identification No.)
     
196 Van Buren Street, Herndon, Virginia
(Address of principal executive offices) 		  20170
(Zip Code)
(703) 434-8200
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 5.02.   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     On October 15, 2009, the Board of Directors (the “Board”) of RCN Corporation (the “Company”) appointed Messrs. Casimir S. Skrzypczak and Kurt M. Cellar to serve on the Board. The Company issued a press release on October 16, 2009 to announce such appointments, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
     In addition, Mr. Skryzpczak was appointed to the Audit Committee and the Nominating/Corporate Governance Committee and Mr. Cellar was appointed to the Audit Committee and the Compensation Committee. Mr. Skryzpczak and Mr. Cellar will receive the standard compensation package for non-employee directors, which is described in the Company’s proxy statement for its 2009 Annual Meeting of Stockholders in the section entitled “Director Compensation.”
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibits.
99.1   Press release dated October 16, 2009 issued by RCN Corporation.

 

 

SIGNATURES
     Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  RCN CORPORATION
  		 
Date: October 20, 2009  By:   /s/ Michael T. Sicoli    
    Name:   Michael T. Sicoli   
    Title:   Executive Vice President and Chief Financial Officer   

 

 

         
EXHIBIT INDEX
     
Exhibit No.   Title
 
   
99.1
  Press release dated October 16, 2009 issued by RCN Corporation.

 

Exhibit 99.1
(RCN LOGO)
FOR IMMEDIATE RELEASE
Contact:
RCN
Richard Ramlall, SVP Strategic External Affairs and Programming, (703) 434-8430
Lippert/Heilshorn & Associates
Carolyn Capaccio, (212) 838-3777, ccapaccio@lhai.com
RCN Appoints Casimir Skrzypczak and Kurt Cellar to Board
HERNDON, Va., October 16, 2009 — RCN Corporation (NASDAQ: RCNI) announced today that Casimir S. Skrzypczak, 68, and Kurt M. Cellar, 39 have been named independent members of its board of directors, increasing the size of the board to eight seats.
RCN Corporation is a leading provider of all-digital and high definition video, high-speed internet, and premium voice services to residential and small-medium business customers, in Philadelphia, Lehigh Valley, PA, New York, Boston, Chicago and Washington D.C, as well as high-capacity transport services to carrier and large enterprise customers.
Lee S. Hillman, chairman of RCN’s Board of Directors, stated, “The board joins me in welcoming these two respected executives as independent directors. Casimir Skrzypczak is a recognized expert on telecommunications network planning and architecture, and Kurt Cellar brings extensive capital markets and finance experience. We look forward to the benefit of their insights and judgment.”
Mr. Skrzypczak is the former senior vice president of Customer Advocacy for Cisco Systems. Prior to assuming that position, he was corporate vice president and group president of Professional Services at Telecordia Technologies. Mr. Skrzypczak was formerly president of NYNEX Science & Technology and vice president — Network and Technology Planning. He serves on the board of directors of RF Microdevices (NASDAQ: RFMD) and JDS Uniphase Corporation (NASDAQ: JDSU). He holds a Bachelors degree in Mechanical Engineering from Villanova University and a Masters in Operations Research from Hofstra University.
Since January 2008, Mr. Cellar he has been a consultant to companies in the telecommunications, retail and insurance industries. He has extensive experience in telecommunications as both an investor and board member. As the lead director in Telcove, fka Adelphia Business Solutions, he was instrumental in the company’s turnaround, growth and eventual sale to Level 3 Communications. Mr. Cellar was a partner and portfolio manager with the hedge fund Bay Harbour Management, L.C. from 1999 to 2008. Prior to Bay Harbour, Mr. Cellar was with the private equity firm Remy Investors. Prior to that, he was a strategy consultant at LEK/Alcar. He is currently a director of Penn Traffic Company (Pink Sheets: PTFC) and the Home Buyers Warranty Corporation, a private company. Mr. Cellar has a Masters in Business Administration from the Wharton School of Business and is a Chartered Financial Analyst.
About RCN Corporation
RCN Corporation (NASDAQ: RCNI), www.rcn.com, is a competitive broadband services provider delivering all-digital and high definition video, high-speed internet and premium voice services to residential and small-medium business customers under the brand names of RCN and RCN Business Services, respectively. In addition, through its RCN Metro Optical Networks business unit, RCN delivers fiber-based high-capacity data transport services to large commercial customers, primarily large enterprises and carriers, targeting the metropolitan central business districts in the company’s geographic markets. RCN’s primary service areas include Washington, D.C., Philadelphia, Lehigh Valley (PA), New York City, Boston and Chicago. (RCNI-G)
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