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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): July 16, 1996
METROCALL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-21924 54-1215634
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
6677 Richmond Highway, Alexandria, Virginia 22306
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(Address of principal executive offices)
Registrant's telephone number, including area code: (703) 660-6677
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITIONS OR DISPOSITIONS OF ASSETS
Parkway Paging, Inc.
On July 16, 1996, Metrocall, Inc. ("Metrocall" or the "Company")
completed a transaction pursuant to which the Company acquired substantially all
of the assets of Parkway Paging, Inc. ("Parkway") for approximately $28.0
million, including $22.7 million cash and the assumption of substantially all
Parkway's liabilities of $5.3 million. The acquisition of Parkway adds
approximately 140,000 subscribers to Metrocall's customer base. These customers
and the related infrastructure are located throughout the State of Texas,
primarily concentrated in the Dallas/Ft. Worth market. The transaction will be
accounted for as a purchase for financial reporting purposes.
In connection with the acquisition, the Company refinanced
approximately $5.2 million of indebtedness assumed in the Parkway transaction
under its existing credit facility.
Parkway operates multi-regional paging and wireless messaging networks
in the United States, primarily in the State of Texas. The primary assets of
Parkway include transmission equipment, subscriber paging units and licenses
issued by the Federal Communications Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS
Required financial statements and pro forma financial information have
been omitted here. All financial statements and pro forma financial
information required will be filed in an amendment to this Current Report on
Form 8-K within 75 days of the closing of the transaction discussed in Item 2
above.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned duly authorized.
METROCALL, INC.
/s/ Vincent D. Kelly
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Vincent D. Kelly
Chief Financial Officer, Treasurer
and Vice President
Date: July 31, 1996
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