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UNITED STATES
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
February 28, 1997
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Date of Report (Date of earliest event reported)
Heartland Wireless Communications, Inc.
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(Exact Name of registrant as specified in its charter)
Delaware 0-23695 73-1435149
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
200 Chisholm Place, Suite 200, Plano, Texas 75075
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(Address of Principal Executive Offices) (Zip Code)
(972) 423-9494
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
As permitted by General Instruction F to Form 8-K promulgated under
the Securities Exchange Act of 1934, as amended, Heartland Wireless
Communications, Inc., a Delaware corporation (the "Registrant") is filing as an
exhibit to this Current Report on Form 8-K that press release issued by and on
behalf of the Registrant on February 28, 1997, which such press release is
specifically incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Exhibits.
Exhibit No. Document Description
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99.1 Press release issued by the Registrant on
February 28, 1997
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report to be signed on its behalf
by the undersigned hereunto duly authorized.
HEARTLAND WIRELESS COMMUNICATIONS, INC.
Dated: February 28, 1997 By: /s/ J. Curtis Henderson
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J. Curtis Henderson
Vice President and General Counsel
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EXHIBITS
Exhibit No. Document Description
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99.1 Press release issued by the Registrant on
February 28, 1997
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
For further information contact:
John R. Bailey Russell J. Iorio
Senior Vice President and Director of Investor
Chief Financial Officer Communications
(972) 633-4037 (972) 633-4042
HEARTLAND'S RESULTS TO BE BELOW EXPECTATIONS FOR THE
FOURTH QUARTER ENDED DECEMBER 31, 1996
HEARTLAND NAMES NEW INTERIM PRESIDENT AND CHIEF EXECUTIVE OFFICER
Dallas, Texas - February 28, 1997 - Heartland Wireless Communications, Inc.
(Nasdaq NMS -- HART), America's largest wireless cable television company,
today announced that it anticipates that consolidated earnings before interest,
taxes, depreciation and amortization (EBITDA) for the fourth quarter of 1996
will be less than last quarter's results and below current analysts'
expectations. Based on preliminary results, Heartland expects that EBITDA for
the fourth quarter will be negative. Heartland expects to release results for
the fourth quarter and year ended December 31, 1996 within approximately three
weeks. In conjunction with the release, management will hold a conference call
to discuss the fourth quarter and year-end results. Additional information
regarding the release date and conference call will be provided in the near
future.
Separately, Heartland today announced that L. Allen Wheeler resigned as interim
President and Chief Executive Officer. Mr. Wheeler will remain a director of
the Company. John A. Fanning, formerly an operational consultant to the
Company, has been named interim President and Chief Executive Officer and has
been appointed to Heartland's Board of Directors. Mr. Fanning has extensive
top-level operational management experience in public companies, having served
as Chief Executive Officer of the Western Company and Chief Operating Officer
of Snyder Oil Corporation.
Mr. Fanning commented on the events by stating, "In an effort to improve cash
flow and profitability, we are taking steps to control expenses and are
currently reviewing and evaluating every aspect of our business."
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Heartland Wireless Communications, Inc. is America's largest wireless cable
television company. Pro-forma for previously disclosed acquisitions and
divestitures, Heartland currently holds wireless cable channel rights in 95
small to mid-size markets located in the central United States, representing
approximately 10.3 million households, approximately 9.2 million of which can
be served by line-of-sight transmissions. Furthermore, Heartland estimates
that within these markets approximately 3.7 million households are currently
unpassed by traditional hard-wire cable systems.
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