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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): April 14, 2000
METROCALL, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware 0-21924 54-1215634
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(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
6677 Richmond Highway, Alexandria, Virginia 22306
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (703) 660-6677
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Item 5 - Other Events.
On April 20, 2000, Metrocall, Inc. issued approximately 1.5 million
shares of common stock in exchange for approximately $19.5 million in principal
amount of its outstanding senior subordinated notes. The exchange was made
pursuant to an exchange offer made to all holders of Metrocall's outstanding
senior subordinated notes, which expired on April 14, 2000. The issuance of
common stock was exempt from registration under Section 3(a)(9) of the
Securities Act of 1933, as amended.
After completion of the exchange, the total number of issued and
outstanding shares of Metrocall common stock was approximately 81.8 million
shares.
Metrocall has had and may continue to have discussions with holders of
its outstanding senior subordinated notes about exchanging their notes for new
shares of common stock of Metrocall in negotiated transactions. Those exchanges
would also be made pursuant to an exemption from registration under Section
3(a)(9) of the Securities Act of 1933, as amended.
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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.
METROCALL, INC.
By: /s/ VINCENT D. KELLY
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Vincent D. Kelly
Chief Financial Officer and Treasurer
Date: April 21, 2000
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