Cellular America Inc, Freehold, New Jersey is to propose to shareholders that the company liquidate. Under the plan, Cellular America will wind up its operations, providing for the satisfaction of liabilities and contingencies, and distribute its net assets to shareholders within one year. It already has definitive agreement to sell to Alltel Corp most of its operating interests for 195,919 new Alltel shares. The agreement covers all its interests in paging and improved mobile telephone systems, licences and applications for licences in New Jersey and New York; its 40% interest in Cellular Phone of Aiken-Augusta Inc which owns and operates a cellular telephone system in the Aiken Augusta, Georgia metropolitan area; and some contract rights and arrangements that relate to the Aiken-Augusta system. The Alltel shares will be distributed to Cellular America shareholders under the plan. Commenting on the sale, Cellular America president Justin Kolb said The cellular telephone industry is in the process of substantial consolidation with a small number of well financed entities emerging as the dominant parties. After careful consideration, the board has determined that the interests of the shareholders would best be served by the tax free transfer of substantially all the assets of the company in return for stock in an entity which has the technical and financial resources to compete in a consolidated marketplace. The estimated value of the proposed transaction is about $5.9m.
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