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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): SEPTEMBER 16, 1998
HIGHWAYMASTER COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 0-26140 51-0352879
(State of other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
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16479 DALLAS PARKWAY, SUITE 710, DALLAS, TEXAS 75248
(Address of principal executive offices) (Zip code)
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Registrant's telephone number, including area code: (972) 732-2500
NOT APPLICABLE
(Former name or former address if changed from last report)
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ITEM 5. OTHER EVENTS.
HighwayMaster Corporation ("HighwayMaster"), the sole operating subsidiary
of HighwayMaster Communications Inc., announced today a number of key management
and structural changes and a downsizing of its workforce by approximately
one-fourth.
For additional information regarding the foregoing matters, reference is
made to the press release issued by HighwayMaster on September 17, 1998, a copy
of which is attached as an exhibit hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit
Number Description
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99 Press Release dated September 17, 1998
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SIGNATURES
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.
HIGHWAYMASTER COMMUNICATIONS, INC.
(Registrant)
By: /S/ JANA AHLFINGER BELL
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Jana Ahlfinger Bell
President
Date: September 17, 1998
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INDEX TO EXHIBITS
EXHIBIT SEQUENTIAL
NUMBER DESCRIPTION PAGE NUMBER
99 Press Release dated September 17, 1998
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EXHIBIT 99
FOR IMMEDIATE RELEASE: CONTACT: Jana Bell
(972) 930-7283
HIGHWAYMASTER ANNOUNCES ORGANIZATIONAL CHANGES
NEAR TERM PRIORITIES CREATE SHARPER FOCUS
DALLAS, SEPT. 17, 1998- HighwayMaster Corp., a wholly owned subsidiary
of HighwayMaster Communications, Inc. (NASDAQ:HWYM) announced today a
number of key management and structural changes designed to sharpen the
company's focus on its core products and achieve increased operating
efficiency. Jana Bell, who joined the company in June 1998 as executive
vice president and chief financial officer, has assumed the role of
president and chief executive officer.
Bell, whose previous experience includes public accounting and regional
chief financial officer of AT&T Wireless Services, will lead the company in
the execution of a tightly focused plan toward profitable growth.
"I have been impressed by the potential of the HighwayMaster system
and the depth of talent on the HighwayMaster team," said Bell. "Our system
can be enhanced to allow a wide variety of service offerings in the future,
but for 1999 the primary focus will be continued revenue creation and solid
customer service."
Bell also announced that she will flatten the organizational structure
to facilitate necessary changes. Concurrently with management changes, the
company downsized its workforce by approximately one-fourth.
In two previous announcements, HighwayMaster indicated that it is
sharpening its focus on the commercial dispatch and tracking business. On
August 31, 1998, the company announced that it was halting the development
of its AutoLink service. On the same day, the company announced a major
contract with three subsidiaries of SBC Communications, Inc. to install
HighwayMaster units in 11,500 fleet vehicles. "We already have a proven
platform for long-haul trucking, trailer tracking, and management of local
or regional fleets," explained Bell. "In the near term I intend to broaden
our emphasis on commercial fleets rather than expanding into consumer
applications."
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HWYM ORGANIZATIONAL CHANGES-PAGE 2
Bill Saunders, former president and chief executive officer, has
accepted the position of chairman. "Bell has quickly demonstrated that she
is a skillful operator and a natural leader," said Saunders. "With Bell
steering the company toward profitability, I will be able to concentrate on
supporting her in business development and sales efforts. I am pleased that
she agreed to join HighwayMaster and that she has now accepted this broader
role."
In related changes, William C. Kennedy has resigned from his role as
chairman of HighwayMaster, but has retained a board seat and will serve as
vice chairman of the board. Bell stated that Kennedy may be called upon as
a consultant in transportation industry matters.
ABOUT HIGHWAYMASTER
HighwayMaster is the only nationwide mobile communication system that
offers the trucking industry both voice and data communications, combined
with Global Positioning System (satellite) vehicle location technology.
HighwayMaster's award-winning Series 5000 mobile communications system is
one of the most advanced products available to the transportation industry.
Recent product enhancements such as Rolling ETA, in-cab fax capabilities,
and the industry's only end-to-end, automated fuel tax reporting system
continue to distinguish the patented HighwayMaster technology. Since
entering the market, HighwayMaster has been widely recognized as a top
technological innovator by both the North American transportation and
telecommunication industries.
Through strategic alliances with wireless industry leaders such as
GTE, Southwestern Bell Mobile Systems and more than 70 cellular providers,
HighwayMaster has created the world's largest enhanced-cellular network in
existence today, providing seamless wireless services in more than 99
percent of the available cellular coverage areas in the United States and
100 percent of the A-side cellular coverage areas in Canada.
HighwayMaster Corp. sells and markets its patented system throughout
the United States and Canada.
Legal notice to investors: Except for the historical information in
this press release, the matters discussed, such as profitability goals, are
forward-looking statements
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HWYM ANNOUNCES ORGANIZATIONAL CHANGES-PAGE 3
that are subject to risks and uncertainties. Additional risks relate to
typical complications and costs associated with workforce downsizing and
management reorganization. For a listing of risks applicable to the future
prospects of HighwayMaster, please refer to reports filed with the SEC such
as recent 10K and 10Q reports.
# # #
(HWYM219)
(R)HighwayMaster is a federally registered trademark and service mark of
HighwayMaster Corporation. This product is covered by U.S. Patent Numbers
5,155,689; 5,299,132; 5,398,190; 5,454,027; 5,513,111; 5,519,621;
5,539,810; 5,544,225; 5,579,376; 5,694,322; 5,699,275;5,724,243;5,734,981;
5,652,707; 5,771,455 and 5,799,249 as well as other U.S. and international
patents pending and issued.