FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 20, 1996
TELEPHONE AND DATA SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Iowa 1-8251 36-2669023
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
30 North LaSalle Street, Chicago, Illinois 60602
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 630-1900
Not Applicable
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(Former name or former address, if changed since last report)
The Exhibit Index is Located on Page 4 of 5 Total Pages.
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Item 5. Other Events.
On February 20, 1996, the Company announced that its subsidiary
American Portable Telecom, Inc. filed a registration statement with the
Securities and Exchange Commission covering an initial public offering of 11.0
million Common Shares.
This Current Report on Form 8-K is being filed for the purpose of
filing the news release issued by the Company relating to such announcement as
an exhibit.
Item 7. Financial Statements and Exhibits
(c) Exhibits
The exhibits accompanying this report are listed in the accompanying
Exhibit Index.
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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, thereto duly authorized.
Telephone and Data Systems, Inc.
(Registrant)
Date: February 23, 1996
By: /s/ GREGORY J. WILKINSON
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Gregory J. Wilkinson
Vice President and Controller
(principal accounting officer)
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EXHIBIT INDEX
Exhibit Number Description of Exhibit Sequentially Numbered Page
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99 News Release dated 5
February 20, 1996
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Exhibit 99
Contacts: Karen M. Stewart Murray L. Swanson
Vice President - Executive Vice President -
Investor Relations--TDS Finance--TDS
(312) 630-1900 Chicago (312) 630-1900
(608) 828-8316 Madison e-mail: [email protected]
e-mail: [email protected]
FOR RELEASE: IMMEDIATE
AMERICAN PORTABLE TELECOM FILES
FOR INITIAL PUBLIC OFFERING
February 20, 1996, Chicago, Illinois -Telephone and Data Systems, Inc.
[AMEX:TDS] announced that its subsidiary, American Portable Telecom, Inc. ("APT"
or the "Company") has filed a registration statement today with the Securities
and Exchange Commission covering an initial public offering of 11.0 million
Common Shares, all of which will be issued and sold by APT. The Company will
also grant to the underwriters an over-allotment option for up to 1,650,000
additional Common Shares. Upon completion of the offering, TDS will own 84.3%
(82.4% if the over-allotment option is exercised) of the capital stock of APT.
It is estimated that the initial public offering price will be between $15.00
and $18.00 per Common Share.
A portion of the net proceeds of the offering will be used to repay
approximately $60.2 million of outstanding indebtedness to TDS. APT expects to
use the balance of the net proceeds of the offering to partially finance
construction, development and operating costs associated with the establishment
of personal communications services ("PCS") networks in the Minneapolis,
Tampa-St. Petersburg-Orlando, Houston, Pittsburgh, Kansas City and Columbus
Major Trading Areas ("MTAs").
The offering will be managed by Donaldson, Lufkin & Jenrette Securities
Corporation, Merrill Lynch & Co., and Salomon Brothers Inc.
American Portable Telecom is the fifth-largest licensee of PCS in the United
States in terms of population equivalents ("POPs"), with licenses to provide
service in six MTAs in the United States including approximately 27.3 million
POPs. The Company plans to construct networks for its PCS markets using Global
System for Mobile Communications ("GSM") technology. The Company intends to
commence marketing efforts and launch commercial service in early 1997 and
expects to complete initial construction of its PCS networks by the end of 1998.
A registration statement relating to these securities has been filed with the
Securities and Exchange Commission but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be any sale of
these securities in any State in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any
such State.
TDS is a Chicago-based telecommunications company with established cellular
telephone, local telephone and radio paging operations and developing PCS
operations. TDS strives to build value for its shareholders by providing
excellent communications services in attractive, closely related segments of the
telecommunications industry.
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