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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
March 25, 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)
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Delaware 0-23695 73-1435149
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer Identification No.)
of Incorporation)
200 Chisholm Place, Suite 200, Plano, Texas 75075
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(Address of Principal Executive Offices) (Zip Code)
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(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 certain press release issued by
and on behalf of the Registrant on March 25, 1997, which such press release is
specifically incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Exhibits.
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Exhibit No. Document Description
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99.1 Press release issued by the Registrant on March 25, 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: March 25, 1997 By: /s/ J. Curtis Henderson
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J. Curtis Henderson
Vice President and General Counsel
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EXHIBIT INDEX
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Exhibit No. Document Description
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99.1 Press release issued by the Registrant on March 25, 1997
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
For further information contact:
Russell J. Iorio
Director of Investor Communications
972/633-4042
HEARTLAND ANNOUNCES CHANGES IN BOARD OF DIRECTORS
Dallas, Texas - March 25, 1997 - Heartland Wireless Communications, Inc.
(Nasdaq NMS -- HART), America's largest wireless cable television company,
today announced that David E. Webb, President and Chief Executive Officer of
CS Wireless Systems, Inc., has resigned from the Board of Directors of
Heartland. Mr. Webb commented, "My departure from Heartland's Board will allow
me to devote my full attention to my current duties at CS Wireless and the
completion of various strategic projects including the implementation of the
wireless programming cooperative among CS Wireless, Heartland, Wireless One,
Inc. (Nasdaq NMS -- WIRL) and CAI Wireless Systems, Inc. (Nasdaq NMS -- CAWS).
As a stockholder and CEO of a Heartland affiliate, I remain a strong supporter
of the Company and will actively work with management in their endeavors to
improve cash flow and profitability."
Separately, Heartland today announced that J.R. Holland, Jr. has stepped down
from his position as Chairman of the Board of Heartland, but will remain a
director. Mr. Holland stated, "My resignation as Chairman in no way lessens my
commitment to the Company now or in the future or my belief in Heartland's core
business; rather, it reflects my belief in, support for and cooperation with
the Board and management in our collective restructuring efforts. I intend to
remain an active director of the Company and continue to represent Heartland on
the Boards of Wireless One, CS Wireless and Telinor, our Mexican partner, and
on various Heartland committees."
John Fanning, interim President and CEO, stated, "The Company will not fill the
Chairman's position at this time; instead, each Board member has undertaken
various projects to expedite the Company's restructuring efforts."
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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 the
Company believes can be served by line-of-sight transmissions. Furthermore,
Heartland estimates that 20% to 40% of its line of sight households currently
are unpassed by traditional hard-wire cable systems. In addition, Heartland
owns a 20% equity interest in Wireless One, Inc. (Nasdaq NMS--WIRL), the
largest rural wireless cable television operator in the southeastern United
States, and a 37% pro forma equity interest in CS Wireless Systems, Inc., one
of the largest wireless cable television companies in the United States in
terms of subscribers and line-of-sight households.
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