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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) July 15, 1998
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American Telecasting, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-23008 54-1486988
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(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
5575 Tech Center Drive, Suite 300, Colorado Springs, Colorado 80919
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (719) 260-5533
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NOT APPLICABLE
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(Former name or former address, if changed since last report.)
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ITEM 2. DISPOSAL OF ASSETS
On March 18, 1997, American Telecasting, Inc. ("ATI" or the "Company")
entered into a definitive agreement (the "BellSouth Agreement") with BellSouth
Corporation and BellSouth Wireless Cable, Inc. ("BellSouth Wireless") which
provides for the sale of all of the Company's Florida and Louisville, Kentucky
wireless cable assets (the "Southeastern Assets") to BellSouth Wireless. The
Southeastern Assets include operating wireless cable systems in Orlando,
Lakeland, Jacksonville, Daytona Beach, Ft. Myers, Florida, and Louisville,
Kentucky and wireless cable channel rights in Naples, Sebring and Miami,
Florida. The Company has previously completed several closings with respect to
the Florida markets of Orlando, Jacksonville, Ft. Myers and Daytona Beach,
along with the Louisville, Kentucky market and certain rights in Miami, Florida.
On July 15, 1998, the Company completed the closing for the Lakeland,
Florida market (the "Lakeland Closing") under the BellSouth Agreement, which
involved transferring to BellSouth Wireless the Company's operating wireless
cable systems and current channel rights in the Lakeland, Florida market. At
the Lakeland Closing the Company received payment of $9,884,320, and an
additional $2,165,060 was placed in escrow. The Company's Lakeland wireless
cable system had approximately 8,400 subscribers as of June 30, 1998, and
accounted for revenue of approximately $1,400,000 for the six month period
ending June 30, 1998. Under the terms of the BellSouth Agreement, additional
closings are anticipated over the next approximate one year period.
The BellSouth Agreement contains customary conditions for each closing,
including the satisfaction of all applicable regulatory requirements. There can
be no assurance that all of such conditions will be satisfied or that further
sales of assets to BellSouth Wireless will be consummated.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1934, THE REGISTRANT
HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED.
AMERICAN TELECASTING, INC.
/S/ DAVID K. SENTMAN
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DAVID K. SENTMAN
SENIOR VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
DATED: JULY 16, 1998
