<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED JUNE 30, 1997 COMMISSION FILE NUMBER 0-21840
------------- -------
PITTENCRIEFF COMMUNICATIONS, INC.
---------------------------------
(Exact name of registrant as specified in its charter)
STATE OF DELAWARE 75-2609476
---------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification no.)
1 VILLAGE DRIVE, SUITE 500, ABILENE, TEXAS 79606
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (915) 690-5800
--------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.
Yes _____X_____ No ___________
The number of shares outstanding on the Registrant's common stock as of
August 8, 1997, was 26,163,225 shares of common stock.
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC.
INDEX TO FORM 10-Q
JUNE 30, 1997
PART I. FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
Consolidated Condensed Balance Sheets
as of December 31, 1996 and June 30, 1997. 3
Consolidated Condensed Statements of Operations
for the Three Months and Six Months Ended
June 30, 1996 and 1997. 4
Consolidated Condensed Statements of Cash Flows
for the Six Months Ended June 30, 1996 and 1997. 5
Notes to Consolidated Condensed Financial Statements 6-8
ITEM 2: Management's Discussion and
Analysis of Financial Condition and
Results of Operations. 9-12
PART II. OTHER INFORMATION
ITEM 6: Exhibits and Reports on Form 8-K 12
2
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands, except share data)
ASSETS
December 31, June 30,
1996 1997
------------------- -----------
(Derived from (Unaudited)
audited statements)
Current Assets:
Cash and cash equivalents.................. $ 4,552 $ 4,467
Accounts receivable:
Trade, less allowance for doubtful
accounts of $150 in 1996 and $121 in
1997.................................... 2,603 2,645
Inventories................................ 4,072 3,555
Deferred income taxes...................... 286 286
Prepaid expenses and other current assets.. 553 464
-------- --------
Total current assets..................... 12,066 11,417
Property and equipment, net.................. 38,494 36,353
FCC licenses and other assets, net........... 116,197 114,403
Goodwill, net of accumulated amortization
of $766 in 1996 and $1,138 in 1997.......... 18,746 18,374
-------- --------
$185,503 $180,547
-------- --------
-------- --------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Notes payable.............................. $ 1,584 $ 2,075
Current portion of long-term debt and
finance obligation........................ 1,853 1,774
Accounts payable........................... 960 549
Accrued liabilities........................ 2,371 2,791
-------- --------
Total current liabilities................ 6,768 7,189
-------- --------
Long-term debt, excluding current portion.... 581 330
Finance obligation, excluding current
portion..................................... 11,544 11,083
Deferred income taxes........................ 14,226 12,500
Shareholders' equity
Common stock, $.01 par value, authorized
50,000,000 shares:
outstanding 26,163,225 shares in 1996
and 1997................................ 262 262
Additional paid-in capital................. 175,352 175,352
Accumulated deficit........................ (23,230) (26,169)
-------- --------
Total shareholders' equity............... 152,384 149,445
-------- --------
$185,503 $180,547
-------- --------
-------- --------
See accompanying notes to consolidated condensed financial statements
3
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share data)
<TABLE>
Three months ended Six months ended
June 30, June 30,
------------------ ------------------
1996 1997 1996 1997
------- ------- ------- -------
<S> <C> <C> <C> <C>
Revenues:
Radio services revenue............................ $ 5,754 $ 5,792 $11,134 $11,299
Rental income..................................... 483 362 997 759
Equipment and parts sales......................... 3,890 2,523 7,136 4,812
------- ------- ------- -------
10,127 8,677 19,267 16,870
Costs and expenses related to revenues:
Cost of operations................................ 4,700 4,445 9,507 8,738
Cost of equipment and parts sales................. 3,423 2,059 6,156 4,013
General and administrative........................ 1,853 1,570 3,706 3,268
Depreciation and amortization..................... 2,315 2,307 4,408 4,397
------- ------- ------- -------
12,291 10,381 23,777 20,416
------- ------- ------- -------
Operating loss.................................. (2,164) (1,704) (4,510) (3,546)
Other income (expense):
Interest expense.................................. (548) (436) (1,107) (1,373)
Gain on sales of assets, net (note 2)............. 197 30 1,084 154
Interest income and other......................... 104 91 143 100
------- ------- ------- -------
(247) (315) 120 (1,119)
------- ------- ------- -------
Loss before income taxes............................ (2,411) (2,019) (4,390) (4,665)
Income tax benefit.................................. (892) (747) (1,624) (1,726)
------- ------- ------- -------
Net loss........................................ $(1,519) $(1,272) $(2,766) $(2,939)
======= ======= ======= =======
Net loss per common share and
share equivalent................................... $ (0.06) $ (0.05) $ (0.11) $ (0.11)
======= ======= ======= =======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands, except per share data)
Six months ended
June 30,
------------------
1996 1997
Cash flows from operating activities: ------- -------
Net loss.................................................. $(2,766) $(2,939)
Adjustments to reconcile net loss to
net cash provided by (used in) operating activities:
Depreciation............................................ 2,700 2,470
Amortization of FCC licenses and other assets........... 1,480 1,555
Amortization of goodwill................................ 228 372
Provision for doubtful accounts......................... 325 109
Provision for inventory obsolescence.................... 150 150
Accretion and amortization of debt discount............. 89 517
Gain on sale of assets, net............................. (1,084) (154)
Deferred income taxes................................... (1,624) (1,726)
Change in assets and liabilities, net of effects
from acquisitions:
Accounts receivable................................... 581 (176)
Inventories, prepaid expenses and
other current assets................................. 1,144 527
Accounts payable and accrued liabilities.............. (3,101) 9
------- -------
Net cash provided by (used in) operating activities....... (1,878) 714
Cash flows from investing activities:
Acquisitions, net of cash acquired........................ (1,725) --
Capital expenditures...................................... (675) (390)
FCC licenses and other assets............................. (146) (3)
Proceeds from sale of assets.............................. 643 411
------- -------
Net cash provided by (used in) investing activities....... (1,903) 18
Cash flows from financing activities:
Payments on notes payable................................. (3,038) --
Payments on other long-term debt.......................... (826) (455)
Payments on finance obligation............................ (501) (553)
Proceeds from other long-term debt and notes payable...... 8,562 --
Proceeds from finance obligation.......................... 191 191
Net proceeds from issuance of common stock................ 250 --
------- -------
Net cash provided by (used in) financing activities....... 4,638 (817)
------- -------
Net increase (decrease) in cash and cash equivalents........ 857 (85)
Cash and cash equivalents at beginning of period............ 568 4,552
------- -------
Cash and cash equivalents at end of period.................. $ 1,425 $ 4,467
======= =======
See accompanying notes to consolidated condensed financial statements.
5
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(1) GENERAL
(a) Description of Business
Pittencrieff Communications, Inc. and subsidiaries ("Company") are
engaged in the acquisition and operation of Specialized Mobile Radio
("SMR") wireless communication systems, primarily in the southwestern
United States. The Company also engages in sales of radios, equipment
service, radio rental, paging and microwave services.
(b) Principles of Consolidation
The consolidated financial statements include the accounts of
Pittencrieff Communications, Inc. and its subsidiaries. All
significant intercompany balances and transactions have been
eliminated in consolidation.
(c) Interim Financial Information
In the opinion of management, the accompanying unaudited consolidated
condensed financial information of the Company contains all
adjustments, consisting only of those of a recurring nature, necessary
to present fairly the Company's financial position as of June 30,
1997, the results of operations for the three months and six months
ended June 30, 1997 and 1996, and the consolidated condensed
statements of cash flows for the six months ended June 30, 1997 and
1996. These financial statements are for interim periods and do not
include all detail normally provided in annual financial statements
and should be read in conjunction with the Company's 1996 Annual
Report on Form 10-K. The results of operations for the six months
ended 1997 and 1996 are not necessarily indicative of the results to
be expected for the respective full years.
(e) Net Loss Per Common Share
Net loss per common share and share equivalent is based on the net
loss applicable to the weighted average number of common and common
equivalent shares outstanding of 26,163,225 and 26,133,841 for the
three months ended June 30, 1997 and 1996, respectively, and
26,163,225 and 25,077,183 for the six months ended June 30, 1997 and
1996 respectively. Common stock equivalents were excluded because the
effect would be antidilutive.
6
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
(2) ACQUISITIONS AND DISPOSITIONS
On January 16, 1996, the Company completed its Agreement and Plan of
Merger with Pittencrieff Communications, Inc., a Delaware corporation ("New
PCI"), pursuant to which the Company merged into New PCI, with New PCI as the
surviving corporation. Also on January 16, 1996, the Company finalized the
Contribution Agreement among New PCI, Advanced MobileComm, Inc., a Massachusetts
corporation, and a number of related and unrelated companies and individuals
(collectively, the "AMI Parties"), pursuant to which the AMI Parties contributed
to New PCI certain SMR assets and all the capital stock of certain of the AMI
Parties in exchange for 11,909,842 unregistered shares of the common stock $0.01
par value of New PCI.
In May 1996, the Company completed the acquisition of 26 800 MHz SMR
channels in Phoenix for additional cash consideration of $1.5 million. The
acquisition, as originally structured, had an initial closing in 1994 pending
FCC approval, but the Company was relieved of its obligation to complete the
transaction because of the lack of timely FCC action. The FCC subsequently
approved the transfer of certain licenses, and the acquisition was restructured
on that basis.
The Company used the purchase method to account for these acquisitions.
The results of the acquired operations have been included in the Company's
consolidated condensed statements of operations from the acquisition dates.
In June 1996, the Company transferred certain 2 GHz licenses located in
Arizona as the result of FCC auctions for Personal Communications Service
licenses. The compensation received for these licenses was paid with cash of
$375,000 and short-term notes receivable of $775,000 which have been fully paid.
In September 1996, the Company completed the sale of 70 900 MHz channels
located in San Diego, California for cash consideration of $9 million. Under
the terms of the sale, the purchaser has the right to utilize the SMR equipment
associated with the channels for a period of three years, at which time the
equipment will be returned to the Company or the purchaser will reimburse the
Company for the fair market value of the equipment.
The unaudited fair values assigned to assets acquired and liabilities
assumed, net of cash acquired in these acquisitions, are as follows (in
thousands):
1996 1997
-------- --------
Net working capital...................... $ 199 $ --
Property and equipment................... 2,317
FCC Licenses and other assets............ 61,557
Goodwill................................. 19,512
Deferred income tax liability............ (19,353)
-------- --------
Net purchase price....................... $ 64,232 $ --
======== ========
The acquisitions were paid for as follows (in thousands):
1996 1997
-------- --------
Cash..................................... $ 1,725 $ --
Notes payable and long-term debt......... 341
Common stock............................. 62,166
-------- --------
$ 64,232 $ --
======== ========
7
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
(2) ACQUISITIONS AND DISPOSITIONS (CONTINUED)
Unaudited pro forma financial information for the six months ended June 30,
1996 and 1997 as though the 1996 acquisitions and dispositions had occurred as
of January 1, 1996, is as follows (in thousands, except per share amounts):
1996 1997
-------- --------
Revenues................................. $ 19,684 $ 16,870
Operating loss........................... (4,501) (3,546)
Loss before income taxes................. (4,098) (4,665)
Net loss................................. (2,582) (2,939)
Net loss per common share and
share equivalent........................ (0.10) (0.11)
The pro forma financial information does not purport to present the results
of operations that would have occurred had the transactions been consummated on
the date indicated or the Company's results for any future period.
(3) MERGER TRANSACTION
On October 2, 1996, the Company signed an Agreement of Merger and Plan of
Reorganization (the "Agreement") with Nextel Communications, Inc., Nextel
Finance Company and DCI Merger, Inc., (collectively referred to as "Nextel")
whereby the Company would become a wholly owned subsidiary of Nextel in a tax-
free transaction which calls for the exchange of one registered Nextel share for
3.17 PCI shares, subject to certain adjustments. The Agreement was subsequently
amended and restated in December 1996 ("Restated Agreement"). Completion of the
transaction is subject to satisfaction of various conditions contained in the
Agreement, approval by the Company's stockholders and approval by the
appropriate regulatory bodies.
(4) RECENT AUTHORITATIVE PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 128, EARNINGS PER SHARE. FASB
Statement No. 128 supersedes APB Opinion No. 15, EARNINGS PER SHARE, and
specifies the computation, presentation, and disclosure requirements for
earnings per share ("EPS") for entities with publicly held common stock or
potential common stock. It replaces Primary EPS and Fully Diluted EPS with
Basic EPS and Diluted EPS, respectively. Basic EPS, unlike Primary EPS,
excludes all dilution while Diluted EPS, like Fully Diluted EPS, reflects the
potential dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock or resulted in the
issuance of common stock that then shared in the earnings of the entity. The
Company's adoption in 1997 of Statement No. 128, EARNINGS PER SHARE, had no
effect on stated earnings per share for the three month and six month periods
ended June 30, 1996 and 1997.
8
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
JUNE 30, 1997
RESULTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 1997, COMPARED TO SIX MONTHS ENDED JUNE 30, 1996
Total revenues for the first six months of 1997 decreased 12% to $16.9 million
compared to the same period in 1996. The decrease was primarily due to reduced
equipment and parts sales and rental revenues. Equipment and parts sales
declined 33% to $4.8 million from $7.1 million in the first six months of 1996.
The decrease was primarily due to the consolidation and closure of certain of
the Company's sales and service centers. Rental revenues decreased by 24% from
$997,000 in 1996 to $759,000 during the first six months of 1997 which reflects
the continued decrease in the company's emphasis on rental programs.
Cost of operations during the six month period ended June 30, 1997, decreased to
$8.7 million, down 8% compared to $9.5 million in the same period of 1996. This
decrease can be attributed to the realization of savings related to the
consolidation and closure of certain of the Company's sales and service centers.
Cost of equipment and parts as a percentage of sales decreased from 86% in 1996
to 83% in 1997 which reflects an easing of the pricing competition which the
Company has experienced in certain of its markets.
General and administrative expenses in the first six months of 1997 decreased
12% to $3.3 million compared with $3.7 million in the first six months of 1996.
This decrease is primarily attributable to the continued realization of
efficiencies related to the implementation of a new information system and a
reduced administrative burden resulting from the consolidation and closure of
sales and service centers.
EBITDA for the period ended June 30, 1997 increased to $851,000 compared to
($102,000) during the same period in 1996. This improvement is principally due
to the combined operating and administrative efficiencies related to the
consolidation and closure of sales and service centers along with increased
profit margins on sales of equipment and parts. ("EBITDA" is defined as
earnings before interest, taxes, depreciation, amortization and other income
(expense)).
Depreciation and amortization expenses for the first six months of 1997 remained
substantially unchanged at $4.4 million when compared to the same period of
1996. This reflects the absence of additional acquisition related activity over
the period and a relative balance between capital expenditures and retirements.
Other income (expense) includes interest expense, interest income and gains on
sales of assets. Interest expense increased $266,000 to $1.4 million in the
first six months of 1997 as a result of the accelerated amortization of debt
discount associated with warrants issued in connection with the Company's
revolving line of credit. The principal factor contributing to the $1.2 million
decrease in other income (expense) is $1.1 million in gain on sales of assets
related to the sale of certain 2 GHz licenses which occurred in the first six
months of 1996.
Income tax benefit for the first six months of 1996 and 1997 reflects the
Company's income taxes at combined U.S. federal and state tax rates.
9
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
THREE MONTHS ENDED JUNE 30, 1997, COMPARED TO THREE MONTHS ENDED
JUNE 30, 1996
Total revenues in the second quarter of 1997 decreased to $8.7 million from
$10.1 million in the same period of 1996, a decrease of 14%. The principal
factor in this decrease was a 35% decrease in equipment and parts sales which
declined due the consolidation and closure of certain of the Company's sales and
service centers. Additionally, rental revenues during the second quarter
decreased 25% from $483,000 to $362,000 in 1997 reflecting the continued
decrease in the Company's emphasis on rental programs.
Cost of operations decreased to $4.4 million for the three months ended June 30,
1997, a 5% decrease over the same period in 1996. This decrease reflects the
reduced operational costs related to the consolidation and closure of sales and
service centers. Cost of equipment and parts as a percentage of sales decreased
from 88% in 1996 to 82% in 1997 which reflects an easing of the pricing
competition which the Company has experienced in certain of its markets.
General and administrative expenses in the second quarter of 1997 decreased to
$1.6 million compared with $1.9 million in the same period of 1996. This 15%
decrease is attributable to the continued realization of efficiencies related to
the implementation of a new information system and a reduced administrative
burden resulting from the consolidation and closure of sales and service
centers.
EBITDA for the three month period ended June 30, 1997, increased to $603,000
compared to $151,000 in the same period in 1996. This increase is principally
due to the combination of operational and administrative efficiencies related to
the consolidation and closure of certain sales and service centers as well as
improved profit margins on sales of equipment and parts.
Depreciation and amortization expense in the second quarter of 1997 remained
substantially unchanged at $2.3 million when compared to the same period of
1996. This reflects the absence of additional acquisition related activity over
the period and a relative balance between capital expenditures and retirements.
Other income (expense) includes interest expense, interest income and gains on
sales of assets. Interest expense for the second quarter of 1997 declined to
$436,000 from $548,000 in the same period of 1996. This decrease reflects the
reduction in long term debt and the absence of interest expense related to debt
discounts which were fully amortized during the first quarter of 1997. Reduced
interest expense was offset by a decrease in gain on sales of assets of $167,000
from the same period in 1996.
Income tax benefit for the three months ended June 30, 1997 and 1996 reflects
the Company's income taxes at combined U.S. federal and state tax rates.
10
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
LIQUIDITY AND CAPITAL RESOURCES
CASH FLOWS FROM OPERATING ACTIVITIES:
During the first six months of 1997, the Company experienced positive cash flow
from operating activities of $714,000 compared to negative cash flow of $1.9
million during the same period in 1996. This increase can be attributed to the
significant use of working capital in 1996 to reduce accounts payable and
accrued liabilities which amounted to a $3.1 million net change between 1996 and
1997. Additionally, net income for the first six months of 1996 included a $1.1
million gain on sales of assets component compared with $154,000 during the
first six months of 1997.
CASH FLOWS FROM INVESTING ACTIVITIES
Positive cash flows from investing activities of $18,000 were realized during
the first six months of 1997 compared to negative cash flow of $1.9 million
during the same period of 1996. This increase is due to the absence of
acquisition related activity in 1997 along with a reduced level of capital
expenditures.
CASH FLOWS FROM FINANCING ACTIVITIES
During 1996, the Company utilized $7 million of its revolving line of
credit ("Revolving Loan") with Wells Fargo Bank (Texas), N.A. ("Wells Fargo"),
formerly First Interstate Bank of Texas, N.A., to fund excess working capital
and provide financing for acquisitions and the Company's participation in the
900 MHz Auctions. The Company subsequently utilized $5 million in proceeds from
the sale of assets to reduce this indebtedness. The remaining $2 million
payable under the Revolving Loan matured in March 1997 at the expiration of the
initial one year term of the credit facility. However, the revolving loan was
renewed for an additional six month term due September 1997 and will be repaid
prior to the closing of the pending merger with Nextel Communications, Inc.
CURRENT LIQUIDITY AND FUTURE CAPITAL NEEDS
On June 30, 1997, the Company had cash and cash equivalents of
approximately $4.5 million. The Company also had $15.3 million in long-term
debt, notes payable, and a finance obligation at June 30, 1997. Third party
indebtedness predominantly consisted of the Wells Fargo credit facility, various
capital asset financings, the finance obligation related to the 1995 sale of the
Company's communications towers, and amounts due to sellers of acquired
companies or assets. Although the Company provides for deferred income taxes on
its financial accounting income, it has access to net operating loss
carryforwards for tax purposes of approximately $32.8 million as of December 31,
1996, of which $17.7 million is subject to a limitation under Section 382 of the
Internal Revenue Code of 1986. However, the available net operating losses are
expected to defer the payment of federal income tax in 1997.
Pursuant to the Restated Agreement entered into with Nextel, the Company
will become a wholly-owned subsidiary of a large public company. As a result of
this contemplated merger transaction, there should be no requirement for the
expenditure of funds for major capital projects or participation in any future
FCC spectrum auctions. However, there can be no assurance that the proposed
Nextel transaction will be consummated and, if not, the Company would be faced
with significant capital outlays in order to participate in the FCC's other
spectrum auctions and to implement an enhanced channel compression technology.
In such an event, the Company's financial resources would not be sufficient to
undertake projects of this magnitude. At present, other than the debt financing
arrangements that are currently in place as described herein, the Company has no
commitments with any third parties to obtain any additional debt or equity
financing that would be required. In the event new financing could not be
obtained on a timely basis, management's plans may include the sale of assets
and cost reductions. Results of operations for 1997 could be adversely impacted
if the Company was required to implement such plans.
11
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This Report includes "forward-looking statements" as that phrase is defined
in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended ("Exchange Act"). All statements
other than statements of historical or current facts, including, without
limitation, statements under the foregoing "Management's Discussion and Analysis
of Financial Condition and Results of Operations" section regarding the
Company's financial position, business strategy, and plans and objectives of
management of the Company for future operations, are forward-looking statements.
Although the Company believes that the expectations reflected in such forward-
looking statements are reasonable, such forward-looking statements are subject
to risks and uncertainties that could cause actual results to differ materially
from the Company's expectations. Such risks and uncertainties include, without
limitation, fluctuations in demand, loss of subscribers, the quality and price
of similar or comparable wireless communications services, regulatory delays,
termination of proposed transactions, access to sources of capital, and general
economic conditions in the Southwest and the United States.
PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedules
(b) Reports on Form 8-K.
None.
12
<PAGE>
PITTENCRIEFF COMMUNICATIONS, INC. AND SUBSIDIARIES
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.
PITTENCRIEFF COMMUNICATIONS, INC.
(Registrant)
Date: August 11, 1997 /s/ WARREN D. HARKINS
-----------------------------------------
Warren D. Harkins
President and Chief Executive Officer
Duly Authorized Officer of the Registrant
/s/ THOMAS R. MODISETT
-----------------------------------------
Thomas R. Modisett
Vice President - Finance
Chief Financial and Accounting Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 4,467
<SECURITIES> 0
<RECEIVABLES> 2,766
<ALLOWANCES> 121
<INVENTORY> 3,555
<CURRENT-ASSETS> 11,417
<PP&E> 54,861
<DEPRECIATION> 18,508
<TOTAL-ASSETS> 180,547
<CURRENT-LIABILITIES> 7,189
<BONDS> 0
0
0
<COMMON> 262
<OTHER-SE> 149,183
<TOTAL-LIABILITY-AND-EQUITY> 180,547
<SALES> 4,812
<TOTAL-REVENUES> 16,870
<CGS> 4,013
<TOTAL-COSTS> 20,416
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 109
<INTEREST-EXPENSE> 1,373
<INCOME-PRETAX> (4,665)
<INCOME-TAX> (1,726)
<INCOME-CONTINUING> (2,939)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,939)
<EPS-PRIMARY> (0.11)
<EPS-DILUTED> (0.11)
</TABLE>
