<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 4, 2000
PINNACLE HOLDINGS INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-24773 65-0652634
---------------------------- ------------------------ -------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
301 North Cattlemen Road, Suite 300 Sarasota, Florida 34232
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (941) 364-8886
N/A
--------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 5. OTHER EVENTS
Filed as Exhibit 99.1, 99.2, 99.3, 99.4 and 99.5 are the
financial statements and unaudited pro forma consolidated financial
data, of the following respective businesses acquired, or currently
anticipated to be acquired, by the Registrant: (i) Microcell
Management, Inc. (acquired as of March 3, 2000), (ii) Tucker-Valley
Communications (acquired as of July 3, 2000), (iii) Tower Ventures II
(acquired as of June 23, 2000) and (iv) Beverly Hills Center, LLC
(pending acquisition).
-2-
<PAGE> 3
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c)EXHIBITS.
<TABLE>
<CAPTION>
Exhibit Number Description
-------------- -----------
<S> <C>
23.1 Consent of PricewaterhouseCoopers LLP, independent
certified public accountants.
99.1 Financial statements of Microcell Management, Inc.
99.2 Financial statements of Tucker-Valley Communications.
99.3 Financial statements of Tower Ventures II, LLC.
99.4 Financial statements of Beverly Hills Center, LLC.
99.5 Unaudited Pro Forma Consolidated Financial Data.
</TABLE>
-3-
<PAGE> 4
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 hereunto duly authorized.
PINNACLE HOLDINGS INC.
(Registrant)
By: /s/ JEFFREY CARD
--------------------------------------------
Jeffrey Card, Chief Financial Officer
Date: September 19, 2000
-4-
<PAGE> 5
INDEX TO FINANCIAL STATEMENTS INCLUDED
Page
----
MICROCELL MANAGEMENT, INC. FINANCIAL STATEMENTS
Report of Independent Certified Public Accountants .................. 1
Balance Sheet as of December 31, 1999 ............................... 2
Statement of Operations for the Year Ended December 31, 1999 ........ 3
Statement of Changes in Shareholders' Equity for the Year
Ended December 31, 1999 ........................................... 4
Statement of Cash Flows for the Year Ended December 31, 1999 ........ 5
Notes to Financial Statements for the Year Ended December 31, 1999 .. 6
TUCKER-VALLEY COMMUNICATIONS COMBINED FINANCIAL STATEMENTS
Report of Independent Certified Public Accountants .................. 13
Combined Statements of Financial Position as of December 31,
1999 and June 30, 2000 (unaudited) ................................ 14
Combined Statements of Operations and Members' Deficit
for the Year Ended December 31, 1999 and the Six Months
Ended June 30, 2000 (unaudited) and 1999 (unaudited) .............. 15
Combined Statements of Cash Flows for the Year Ended
December 31, 1999 and the Six Months Ended June 30, 2000
(unaudited) and 1999 (unaudited) .................................. 16
Notes to Combined Financial Statements .............................. 17
TOWER VENTURES II, LLC FINANCIAL STATEMENTS
Report of Independent Certified Public Accountants .................. 20
Statement of Financial Position as of December 31, 1999 and
March 31, 2000 (unaudited) ........................................ 21
Statements of Operations and Members' Deficit for the
Year Ended December 31, 1999 and the Three Months Ended
March 31, 2000 (unaudited) and 1999 (unaudited) ................... 22
Statements of Cash Flows for the Year Ended December 31, 1999
and the Three Months Ended March 31, 2000 (unaudited) and
1999 (unaudited) .................................................. 23
Notes to Combined Financial Statements .............................. 24
BEVERLY HILLS CENTER, LLC FINANCIAL STATEMENTS
Report of Independent Certified Public Accountants .................. 27
Statements of Financial Position as of December 31, 1999 and
June 30, 2000 (unaudited) ......................................... 28
Statements of Operations and Retained Earnings for the
Year Ended December 31, 1999 and the Six Months Ended June
30, 2000 (unaudited) and 1999 (unaudited) ......................... 29
Statements of Cash Flows for the Year Ended December 31, 1999,
and the Six Months Ended June 30, 2000 (unaudited) and 1999
(unaudited) ....................................................... 30
Notes to Financial Statements ....................................... 31
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL DATA........................... 35
