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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of
earliest event reported): August 14, 1997
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OPTEL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 95-4495524
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(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or organization) Number)
333-24881
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(Commission File Number)
1111 West Mockingbird Lane, Suite 1000, Dallas, Texas 75247
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 634-3800
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ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS.
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On August 14, 1997, the Registrant issued the press release attached
hereto as Exhibit "A" announcing that the Registrant has entered into a
definitive agreement to purchase from Phonoscope Ltd. and its affiliates the
residential cable television business and associated fiber optic network of
Phonoscope in the Houston - Clear Lake, Texas area for a purchase price of $35.3
million, subject to adjustment.
ITEM 7. EXHIBITS.
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Press Release, dated August 14, 1997.
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SIGNATURE
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.
Date: August 14, 1997
OPTEL, INC.
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(Registrant)
By: /s/ MICHAEL E. KATZENSTEIN
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Name: Michael E. Katzenstein
Title: Vice President and General Counsel
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EXHIBIT INDEX
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Exhibit
No. Description Page No.
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99 Press Release, dated August 14, 1997
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EXHIBIT 99
EXHIBIT A
OPTEL, INC AND PHONOSCOPE AGREE TERMS FOR HOUSTON ACQUISITION
DALLAS, August 14, 1997 - OpTel, Inc ("OpTel") and Phonoscope, Ltd. today
jointly announced that they had entered into a definitive agreement for the
purchase by OpTel of the Phonoscope residential cable television business and
associated fiber optic network in the Houston - Clear Lake area for a purchase
price of $35.3 million, subject to adjustment. The transaction, which is
conditioned upon, among other things, receipt of antitrust approvals and other
consents, is scheduled to close by October 27, 1997.
Louis Brunel, President and Chief Executive Officer of OpTel, stated, "The
addition of the Phonoscope video network and business reinforces OpTel's
position as the largest private cable operator in the country. The transaction
significantly increases our presence in the important Houston market as we
launch our Houston telephone switch and advance our telecommunications
strategy."
Lee Cook, Chief Executive Officer and founder of Phonoscope, stated, "Phonoscope
will remain Houston's leading provider of telecommunications services to
businesses in Houston and will retain its significant fiber optic network. It
plans to expand its network and increase its presence in the commercial
telecommunications market."
OpTel is the largest provider of private cable television services to residents
of multi-dwelling unit ("MDU") developments in the United States and is
expanding the telecommunications services it offers to MDU residents. The
Company provides cable television services and (in certain markets)
telecommunications services, to MDU residents principally under long term
contracts with owners of MDUs in eleven major cities (Houston, Dallas - Fort
Worth, San Diego, Phoenix, Chicago, Denver, San Francisco, Los Angeles, Miami -
Ft. Lauderdale, Tampa and Austin). OpTel is majority owned by Le Groupe
Videotron Ltee, owner of the second largest cable television operator in Canada.
Phonoscope, Ltd., a Houston-based company, has been providing cable and
television and telecommunications services in the Greater Houston area since
1953. Currently, Phonoscope's business services include leased fiber networks,
videoconferencing, high speed internet, intranet, distance learning, and custom
satellite uplinks and downlinks.
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For further information, please contact:
OpTel:
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Richard Alden Stephen Dube
Treasurer VP Marketing and Corporate Development
214-879-8257 214-634-3856
Phonoscope:
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Rhonda Druke Gary Weik
713-272-4600 713-272-4600
