-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Oxp6HWAhfzZzGk30Dn3H+AZ0PqKyLAas9Ao8hAiQlEJmKnyVCFk7PoscLwjuZpFl f/8oeEB8oaV2Ox2nCXVn2A== 0000914749-96-000007.txt : 19960814 0000914749-96-000007.hdr.sgml : 19960814 ACCESSION NUMBER: 0000914749-96-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960702 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960813 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAI WIRELESS SYSTEMS INC CENTRAL INDEX KEY: 0000914749 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 061324691 STATE OF INCORPORATION: CT FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22888 FILM NUMBER: 96609564 BUSINESS ADDRESS: STREET 1: 18 CORPORATE WOODS BLVD STREET 2: THIRD FLOOR CITY: ALBANY STATE: NY ZIP: 12211 BUSINESS PHONE: 5184622632 MAIL ADDRESS: STREET 1: 18 CORPORATE WOODS BLVD STREET 2: 3RD FLOOR CITY: ALBANY STATE: NY ZIP: 12211 8-K 1 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) (August 12, 1996) August 13, 1996
CAI WIRELESS SYSTEMS, INC. (Exact name of registrant as specified in its charter)
Connecticut 0-22888 06-1324691 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation)
18 CORPORATE WOODS BLVD., ALBANY, NY 12211 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (518) 462-2632 (Former name or former address, if changed since last report) Page 1 Item 5 - OTHER EVENTS The following news release was issued on August 12, 1996: CAI WIRELESS SYSTEMS, INC. ANNOUNCES 1996 FIRST QUARTER RESULTS on August 12, 1996 (see exhibit 99.1). Item 7 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS C. Exhibits
Exhibit No. Exhibit Description Location 99.1 Media release - CAI Wireless Systems, Inc. announces 1996 first quarter results, dated August 12, 1996 Pages 4-6
2 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. SIGNATURE TITLE DATE
/S/ JARED E. ABBRUZZESE Chairman, Chief Executive Officer, August 13, 1996 Jared E. Abbruzzese and Director (Principal Executive Officer) /S/ JAMES P. ASHMAN Executive Vice President, Chief August 13, 1996 James P. Ashman Financial Officer and Director (Principal Financial Officer) /S/ CRAIG J. KESSLER Vice President and Controller August 13, 1996 Craig J. Kessler (Principal Accounting Officer)
3 EX-99 2 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Investor Relations Contact: Company Contacts: Jason Thompson Jared Abbruzzese Lippert/Heilshorn & Associates CEO, CAI Wireless Systems, Inc. 212/838-3777 518/462-2632 CAI WIRELESS SYSTEMS, INC. ANNOUNCES FIRST QUARTER RESULTS ALBANY, N.Y., August 12, 1996 - CAI Wireless Systems, Inc. ("CAI") (NASDAQ: CAWS) today announced results for the first quarter ended June 30, 1996. For the first quarter ended June 30, 1996, sales increased 133% to $9,305,000, versus $3,992,000 for the comparable year-ago quarter. The substantial revenue increase is primarily due to system acquisitions and subscriber additions. Operating loss before depreciation and amortization narrowed to $2,076,000, versus $3,363,000 for the comparable year-ago quarter. Net loss for the 1996 quarter was $16,620,000, or $0.51 per common share (38,859,743 weighted average common shares outstanding), versus $7,506,000, or $0.49 per common share (15,913,911 weighted average common shares outstanding) for the comparable year-ago quarter. The Company had 83,800 subscribers at the end of the 1996 quarter, of which 50,400 subscribers are attributable to systems acquired by CAI within the last year, versus 32,900 in the year-ago quarter. John Prisco, President and Chief Operating Officer of CAI said, "Our results continue to benefit from the acquisitions completed last September. In the near term, our goal is to maintain our subscriber base and improve our operating results as we continue to consolidate and integrate the acquisitions. At the same time, we have substantially completed the Norfolk, VA and Boston, MA digital systems for Bell Atlantic and NYNEX, respectively, and await their commercial roll-out of digital wireless cable services in those markets." -more- "Also during the quarter, we successfully demonstrated CAI's digital wireless cable transmission capabilities in Rochester, NY. Using five-to- one digital compression, the demonstration included digitally encoded satellite and local broadcast television programming. In addition, we demonstrated our high-speed Internet access service that will currently transmit information to the user at a rate of 10 megabits per second." Mr. Prisco concluded, "The Rochester test and the demonstration we recently completed in Norfolk, VA, which included the Thompson set-top converter, proves CAI's digital capabilities are here today." CAI currently operates six analog wireless cable systems in New York City, Rochester and Albany, NY, Philadelphia, PA, Washington, D.C. and Norfolk/Virginia Beach, VA and has a portfolio of wireless cable channel rights primarily in eight additional markets, including Long Island, Buffalo and Syracuse, NY, Boston, MA, Providence, RI, Hartford, CT, Baltimore, MD and Pittsburgh, PA. In addition, CAI owns approximately 54% of CS Wireless Systems, Inc., ("CS Wireless"). CS Wireless has approximately 5.7 million line-of-sight ("LOS") households and 55,800 subscribers in 12 markets located primarily in the Midwest and Southwest regions of the United States. - table follows - CAI WIRELESS SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Three Months Ended June 30, June 30, 1996 1995 REVENUES $ 9,305,000 $ 3,992,000 EXPENSES: Programming and license fees 3,893,000 1,665,000 Marketing 575,000 1,046,000 General and administrative 6,913,000 4,644,000 11,381,000 7,355,000 OPERATING LOSS BEFORE DEPRECIATION AND AMORTIZATION (2,076,000) (3,363,000) Depreciation and amortization 8,095,000 2,609,000 OPERATING LOSS (10,171,000) (5,972,000) OTHER INCOME (EXPENSE): Equity in net loss of affiliate (3,000,000) -- Other income 2,212,000 126,000 Interest expense (10,161,000) (1,940,000) (10,949,000) (1,814,000) LOSS BEFORE PROVISION FOR INCOME TAXES (21,120,000) (7,786,000) Provision for income tax benefit 4,500,000 -- LOSS BEFORE MINORITY INTEREST (16,620,000) (7,786,000) Minority interest -- 280,000 NET LOSS $(16,620,000) $(7,506,000) LOSS PER COMMON SHARE $ (0.51) $ (0.49) Weighted average common shares outstanding 38,859,743 15,913,911
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