UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998.
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to .
Commission File Number 000-23387
TELIGENT, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 54-1866562
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
8065 LEESBURG PIKE
VIENNA, VIRGINIA 22182
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (703) 762-5100
Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days: Yes [X] No [_].
The number of shares outstanding of each of the registrant's classes of common
stock as of November 11, 1998 was as follows:
Common Stock, Class A 8,178,610
Common Stock, Class B 44,426,299
TABLE OF CONTENTS
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 3
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TELIGENT, INC
EXPLANATORY NOTE
This form 10-Q/A amends Item 6 (Exhibits and Reports on Form 8-K) to add
the following exhibit that was inadvertantly omitted from the Company's Form
10-Q:
27.1 Financial Data Schedule for the nine months ended September 30, 1998
(filed only electronically with the Securities and Exchange
Commission).
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------
(a) Exhibits
Exhibit Index
(b) Reports on Form 8-K
On October 30, 1998, the Company filed a report on Form 8-K
comprising items 5 and 7. The Report, dated October 27, 1998,
announced the launch of the Company's services in its first
ten markets.
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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 thereunto duly authorized.
TELIGENT, INC.
(Registrant)
Date: November 19, 1998 By: /s/ Abraham L. Morris
----------------------
Abraham L. Morris
Senior Vice President,
Chief Financial Officer
and Treasurer (Principal Financial
Officer)
Date: November 19, 1998 By: /s/ Cindy L. Tallent
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Cindy L. Tallent
Vice President and Controller
(Principal Accounting Officer)
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
- ----------- ----------------------
3.1 Form of Certificate of Incorporation of Registrant, filed as
Exhibit 3.1 to the Company's Registration Statement on Form S-1
(Registration No. 333-37381), dated November 26, 1997, and
incorporated herein by reference.
3.2 Form of By-laws of Registrant, filed as Exhibit 3.2 to the
Company's Registration Statement on Form S-1 (Registration No.
333-37381), dated November 26, 1997, and incorporated herein by
reference.
4.1 Form of Indenture between the Registrant, as issuer, and First
Union National Bank, as Trustee, relating to Registrant's Senior
Discount Notes due 2008, including form of Note, filed as Exhibit
4.4 to the Company's Form of Annual Report on Form 10-K, filed on
March 31, 1998, and incorporated by reference herein.
4.2 Form of Indenture between the Registrant, as issuer, and First
Union National Bank, as Trustee, relating to Registrant's Senior
Notes due 2007, including form of Note, filed as Exhibit 4.2 to
the Company's Registration Statement on Form S-1 (Registration No.
333-37381), dated November 26, 1997, and
incorporated herein by reference.
10.1 Registration Rights Agreement dated as of March 6, 1998, by and
between Teligent, Inc., and Microwave Services, Inc. filed as
Exhibit 10.16 to the Company's Form of Annual Report on Form 10-K,
filed on March 31,1998, and incorporated herein by reference.
10.2 Credit Agreement, dated July 2, 1998 among Teligent, Inc.,
several banks and other financial institutions or entities, Chase
Securities Inc., Goldman Sachs Credit Partners L.P. and TD
Securities (USA) Inc., as advisers and arrangers, Goldman Sachs
Credit Partners L.P., as syndication agent, The Chase Manhattan
Bank, as administrative agent and Toronto Dominion (Texas), Inc.
as documentation agent. Filed as Exhibit 10 to the Company's Form
8-K, filed on August 13, 1998, and incorporated herein by
reference.
27.1 Financial Data Schedule for the nine months ended September 30,
1998 (filed only electronically with the Securities and Exchange
Commission).
99.1 Press release of Teligent, Inc. dated November 11, 1998
(filed herein).
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