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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): June 12, 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 June 12, 1998 D&E Investments, Inc. ("Investments") announced it has
selected the Amnesty Option for the Lancaster, PA Basic Trading Area (BTA)
C-Block License in the Federal Communication Commission's (FCC) Personal
Communication Services (PCS) C-Block election notice.
The FCC offered several alternatives for the partial or full return of
PCS C-Block licenses. Under the terms of the option selected, the Company
returned the full license spectrum in return for cancellation of $13.3 million
of principal and interest financed by the FCC for the acquisition of the
license.
Returning spectrum does not effect current service or plans to continue
to build out the PCS network. The Company has sufficient spectrum available
through its joint venture with Omnipoint. The joint venture that markets its
services under the name PCS One, was formed to design, build and market a PCS
system in the Lancaster, Harrisburg, York-Hanover and Reading BTA's.
The Company will continue to develop the business while reducing the
future cash payment on the FCC loan. The return of the spectrum will require the
Company to record an extraordinary loss of approximately $7.9 million net of tax
effect. The second quarter results will include approximately $1.07 loss per
share as a result of the transaction.
Item 7(c) Exhibits
Exhibit
Number Description
99.01 Press release dated June 12, 1998 regarding Registrant's
return of FCC C-Block License to reduce debt by $13
million.
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 16, 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 June 12, 1998 regarding Registrant's 4
return of FCC C-Block License to reduce debt by $13
million.
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EXHIBIT 99.01
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June 12, 1998
FOR IMMEDIATE RELEASE CONTACT: W. Garth Sprecher
(717)738-8304
D&E Communications, Inc.
to reduce debt by $13 million under
new FCC C-Block License Option
D&E Investments, Inc., a wholly owned subsidiary of D&E Communications,
Inc. (D&E) (NASDAQ: DECC) today announced it has selected the Amnesty Option for
the Lancaster, PA Basic Trading Area (BTA) C-Block License in the Federal
Communications Commission's (FCC) Personal Communication Services (PCS) C-Block
election notice.
The FCC offered several alternatives for the partial or full return of
PCS C-Block licenses. Under the terms of the option selected, the Company
returned the full license spectrum in return for cancellation of $13.3 million
of principal and interest financed by the FCC for the acquisition of the
license.
D&E is part of a joint venture with Omnipoint (NASDAQ: OMPT) that was
formed to design, build and market a PCS system in the Lancaster, Harrisburg,
York-Hanover and Reading BTA's. The joint venture markets its services under the
name PCS One.
"'Returning spectrum does not effect our current service or plans to
continue our build out. We have sufficient spectrum available through our joint
venture with Omnipoint.' noted Mrs. Anne B. Sweigart, chairman, president and
chief executive officer of D&E. 'Our decision today to return this spectrum
will, however, result in significant long-term savings to D&E. We can continue
to provide a full contingent of services to our customers with our remaining
spectrum. Should yet unforeseen services require increased spectrum, we believe
we will have several options available to us at that time.'"
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Page 2
D&E Communications, Inc. to reduce debt
The return allows the continued development of the Company's business
while reducing the future cash payments on the FCC loan. The return of the
spectrum will require D&E to record an extraordinary loss, net of tax effect, of
approximately $7.9 million. The second quarter results will include
approximately $1.07 loss per share as a result of the transaction. D&E
Communications is a full-service telecommunications company based in Lancaster
County, PA. Through its subsidiaries and affiliated companies, D&E
Communications offers both local and long distance service, wireless service,
Internet service, paging, voice, data and video communications equipment, and
computer networking services.
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