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Supplement Dated July 13, 1998
To
Prospectus Dated June 15, 1998
CELLULARVISION USA, INC.
3,600,000 SHARES OF COMMON STOCK
The following information amends and supplements the Offering Memorandum dated
June 30, 1998 (the "Offering Memorandum").
CellularVision Announces $32.5 Million Sale of Selected Frequencies
July 13, 1998 (Brooklyn, NY) -- CellularVision USA, Inc. (NASDAQ:CVUS) announced
today that it has entered into an agreement with WinStar Communications, Inc. to
sell 850 MHz of contiguous LMDS spectrum throughout its licensed territory for
$32.5 million in cash. The transaction is subject to regulatory and shareholder
approval, as well as the consent of certain lenders, and is expected to close in
the fourth quarter of this year. WinStar has also agreed to lend CellularVision
$3.5 million as soon as lenders consents are obtained, and an additional $2.0
million when stockholder approval is obtained, so long as all required FCC
filings have been made by that time. The loan is to be repaid as an offset
against the purchase price. CellularVision will use the loan proceeds to meet
outstanding obligations and finance its operations pending the closing,
following which it intends to repay all of its outstanding debt obligations.
Following the sale, CellularVision will retain 450 MHz of LMDS
spectrum, which will be reduced to 300 MHz when the first Ka band satellite
becomes operational. As a result, CellularVision will replace its currently
operational multichannel television service with other services prior to the
closing of the spectrum sale, and will consider a number of possible alternative
future business strategies. These alternatives will include operating of the
Company's high-speed Internet access service on its existing infrastructure,
utilizing its retained frequencies, entry into the Ka band satellite business,
and sale of the Company's remaining assets to a third party, with proceeds to be
distributed to stockholders.
CellularVision USA, Inc. is the first Super-Wireless Local Multipoint
Distribution Service (LMDS) provider licensed by the FCC. CVUS serves the 1,100
square mile New York Primary Metropolitan Statistical Area, which encompasses
approximately 8.6 million people. CVUS provides Super-Wireless high-speed
Internet access and multichannel subscription television service to its customer
base. For more information about CVUS, please visit our web site at
www.cellularvision.com.
