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): May 14, 1998
D & E COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-20709 23-2837108
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
Brossman Business Complex, 124 East Main Street, Ephrata, PA 17522
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code: 717-733-4101
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Item 5. Other Events
On May 14, 1998 D & E Holdings, L.P. ("Holdings") entered into an
Instrument of Assignment with Cellco Partnership, d.b.a. Bell Atlantic Mobile
("BAM"), whereby Holdings assigned its fifteen percent (15%) interest in Berks &
Reading Area Cellular Enterprises ("BRACE") to BAM for $2.4 million. BRACE is a
joint venture formed in 1985 with Conestoga Enterprises, Inc. and 360 (degrees)
Communications Company, the purpose of which was to provide cellular radio
telecommunications services in certain portions of Berks County, Pennsylvania as
authorized by the Federal Communications Commission ("FCC").
Holdings is a Pennsylvania limited partnership for which D & E
Marketing Corp. ("Marketing") serves as the general partner and Denver and
Ephrata Telephone and Telegraph Company ("D & E Telephone") serves as the sole
limited partner. Both Marketing and D & E Telephone are wholly-owned
subsidiaries of D & E Communications, Inc., the Registrant.
Item 7(c) Exhibits
Exhibit
Number
Description
99.01 Press release dated May 14, 1998 regarding Registrant's
assignment of its 15% interest in Berks & Reading Area
Cellular Enterprises to Cellco Partnership, d.b.a. Bell
Atlantic Mobile.
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.
D & E COMMUNICATIONS, INC.
(Registrant)
Date: June 2, 1998 By: /s/ W. Garth Sprecher
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W. Garth Sprecher, Vice President and
Corporate Secretary
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EXHIBIT INDEX
Exhibit Document
Number Description Pages
- ------- ----------- --------
99.01 Press release dated May 14, 1998 regarding 4
Registrant's assignment of its 15% interest
in Berks & Reading Area Cellular Enterprises
to Cellco Partnership, d.b.a. Bell Atlantic
Mobile.
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EXHIBIT 99.01
May 14, 1998 Contact: W. Garth Sprecher
(717) 738-8304
FOR IMMEDIATE RELEASE
D & E Communications, Inc.
Announces the Sale of Its Cellular Interests
EPHRATA, PA, May 14, 1998 D & E Communications, Inc. (D & E) (NASDAQ/NMS:DECC)
today announced that D & E Holdings, L.P., a Pennsylvania limited partnership
comprised of wholly-owned subsidiaries of D & E, effectively sold its 15%
interest in Berks and Reading Area Cellular Enterprises (BRACE) for
approximately $2.4 million, through BRACEs sale of its 39% limited partnership
interest in the Reading SMSA Limited Partnership, which provides cellular
service in the Reading and Berks County area, to Cellco Partnership, d.b.a. Bell
Atlantic Mobile.
This sale which completes D & Es withdrawal from the cellular business is in
line with our corporate strategy of focusing more of our resources into
developing Personal Communications Services (PCS) through PCS ONE, our joint
venture with Omnipoint, said W. Garth Sprecher, Vice President and Corporate
Secretary of D & E.
D & E is the parent company of five wholly-owned subsidiaries: D & E Telephone
Company; D & E Telephone and Data Systems; D & E Wireless, Inc.; D & E Marketing
Corp.; and D & E Investments, Inc. These subsidiaries furnish a wide variety of
telecommunications services to south central Pennsylvania.
D & E Telephone Company, the 33rd largest telephone company in the United
States, provides feature-rich advanced local telephone service through more than
54,000 access lines in an area of approximately 227 square miles in parts of
Lancaster, Berks, and Lebanon counties using a modern digital fiber optic
telecommunications network.
In addition to local telephone service and PCS, D & E also offers long distance
telephone service, Internet access, computer networking services, and a host of
business-oriented telephone and data systems.
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