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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): October 1, 1997
Metrocall, Inc.
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(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 0-21924 54-1215634
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
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6677 Richmond Highway, Alexandria, Virginia
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(Address of Prinicpal 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 5. OTHER EVENTS
On October 1, 1997, Metrocall, Inc. issued a press release announcing
a proposed private offering of $150 million in Senior Subordinated Notes due
2007. The press release is attached as Exhibit 99.1.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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<CAPTION>
Exhibit Description
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<S> <C>
99.1 Press Release dated October 1, 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 hereunto duly authorized.
Date: October 8, 1997
METROCALL, INC.
By: /s/ Vincent D. Kelly
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Vincent D. Kelly
Chief Financial Officer, Executive Vice
President and Treasurer
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EXHIBIT INDEX
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Exhibit Description
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<S> <C>
99.1 Press Release dated October 1, 1997
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EXHIBIT 99.1
[METROCALL LETTERHEAD]
PRESS RELEASE
OCTOBER 1, 1997
FOR IMMEDIATE RELEASE
CONTACT: PAUL J. LIBERTY
VP, INVESTOR RELATIONS
703-660-6677 x6260
[email protected]
VINCENT D. KELLY
CHIEF FINANCIAL OFFICER
703-660-6677 ext. 6650
METROCALL, INC. ANNOUNCES PRIVATE SECURITIES OFFERING
ALEXANDRIA, VA, October 1, 1997 - Metrocall, Inc. ("Metrocall") (Nasdaq:
MCLL) announced today a proposed private offering of $150 million in Senior
Subordinated Notes (the "Notes"). The Notes will have a maturity of 2007 and
will be offered only to "qualified institutional buyers" (as defined in Rule
144A under the Securities Act of 1933, as amended); other institutional
"accredited investors" (as defined in Rule 501(a)(1), (2), (3) and (7) under
the Securities Act); and outside the United States in compliance with
Regulation S under the Securities Act.
Metrocall intends to use the net proceeds of the proposed private offering
to repay outstanding senior secured bank debt.
The Notes proposed to be offered by Metrocall have not been and will not be
registered under the Securities Act of 1933, as amended, or any state
securities or blue sky laws and may not be offered or sold in the United States
or in any state thereof absent registration or an applicable exemption from
the registration requirements of such laws. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy the proposed
Notes.
