Worldwide Wireless, Inc.
Proposed Ticker:WWYD P.O. Box 470
Exchange:NASDAQ-Small Cap Market Ascutney, VT 05030
Industry:Service (SIC Code 4841) (802) 674-2206
# of Employees:15

Filing Information
Type of Shares:Common Shares Filing Date:8/15/97
U.S. Shares Filed:1,250,000 Filing Range:$6.00 - $7.00
Non-U.S. Shares Filed:0 Offering Amount: $8,125,000
Primary Shares:1,250,000 Expenses: -
Secondary Shares:0 Shares Out After:4,108,961

Primary Underwriting Group
ManagerTierPhone
Dupont Securities, Inc.Lead Manager

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Gravel and Shea
Bank's Law Firm: Lester Morse, P.C.
Auditor: Eisner, Richard A.
Registrar/Transfer Agent: Continental Stock Transfer & Trust Co

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/96 3/31/97 3/31/96 3/31/97
Revenue:$0.32$0.26$0.24Assets:$1.59
Net Income:$1.13-$1.22-$0.82Curr Assets:$0.08
EPS:-$0.40-$0.43-$0.29Liabilities:$3.63
Prior EPS:-$0.67$0.16Curr Liabilities:$3.56
Cash Flow/Oper:-$0.28$0.66$0.64Equity:-$2.04
Cash Flow/Fin:$1.09$0.01-$0.80Cash:
Cash Flow/Inv:-$0.82Working Cap:$0.01

Business Description
The company is a holding company for wireless cable systems and advanced telecommunications systems. The company has built and operates a wireless cable system located on Mount Mansfield, Vermont. The Company also seeks to support, finance and acquire new technologies for the wireless telecommunications industry and to secure and assemble rights to frequencies in other markets. It intends to transfer its technology to a digital, multi-platform capability which allows for the provision of other services, including wireless loop telephone service and Internet access capability.The Company provides wireless cable television services for single family residences, multiple dwelling units and commercial locations. The Company's initial wireless cable television system is located on top of Mount Mansfield, Vermont (the "Mount Mansfield System"). The Mount Mansfield System commenced operations in August 1994. As of May 31, 1997, the Company had approximately 1,200 subscribers in the Mount Mansfield System. There are approximately 121,000 households within the area served by the Mount Mansfield System's initial signal pattern. Of these households, approximately 65,300 54% households are not served by hard-wire cable television. The Company currently offers 23 channels through the Mount Mansfield System, consisting of 19 wireless cable channels and 4 local off-air VHF/UHF broadcast channels. The wireless cable channels include 3 pay/premium cable channels.

Competition
The pay television industry is highly competitive. Wireless cable television systems face or may face competition from several sources, such as traditional hard-wire cable companies, Satellite Receivers, Direct Broadcast Satellites ("DBS") and other alternative methods of distributing and receiving television transmissions. Further, premium movie services offered by cable television systems have encountered significant competition from the home video cassette recorder industry. In areas where several local off-air VHF/UHF broadcast signals can be receiving without the benefit of cable television, cable television systems have also experienced competition from the availability of broadcast signals generally and have found market penetration more difficult. Wireless cable programming is transmitted through the air via microwave frequencies that generally require a direct "line-of-sight" from the transmitter facility to the subscriber's receiving antenna. In communities with dense foliage, hilly terrain, tall buildings or other obstructions in the transmission path, transmission is blocked at certain locations. Traditional hard-wire cable systems deliver the signal to a subscriber's location through a network of coaxial cable and amplifiers and do not require a direct line-of-sight for transmission. Therefore, those systems may have a competitive advantage over the Company in those areas where the reception of wireless cable transmissions is difficult or impossible. In addition, in limited circumstances, extreme adverse weather could damage wireless cable transmission and receiving antennas as well as transmission site equipment. Such conditions would not similarly affect hard-wire cable systems. Wireless cable programming can only be transmitted on the frequencies made available for wireless cable by the FCC. Currently, the number of channels of cable television programming that can be provided to subscribers of wireless cable systems is limited to 33. The Company plans to utilize the proceeds of the offering to implement digital compression technology to allow it to expand the number of channels it makes available to subscribers to 56, and thereby compete more effectively with hard-wire cable systems. Current hard wire cable companies in the Company's market area offer between 20 and 60 channels to their subscribers compared to the 23 channels the Company currently offers through its Mount Mansfield System. Satellite Receivers and D.S. have the capability of delivering over 100 channels of programming. The Company expects to be capable of delivering over 100 channels of programming through digital technology. Unlike hard-wire operations, wireless cable operators like the Company generally have to lease the wireless cable channels on which they transmit their programming from channel license holders. Leases generally require the Company to pay the lessor a fee based on a percentage of subscription revenues, averaging approximately 5%, or, if greater, a minimum monthly fee. Although hard-wire operators do not have to lease channels, they do have to pay franchise fees generally on all gross revenues from cable system operations and leasing fees for cables on telephone poles (as compared to only subscription revenues in the case of wireless cable), typically in the range of 3% to 5%, an expense that is not incurred by wireless operators. Programming is generally available to traditional hard-wire and wireless operators on comparable terms, although operators that have a smaller number of subscribers often are required to pay higher per subscriber fees. Accordingly, operators in the initial operating stage generally pay higher programming fees on a per subscriber basis. Certain hard-wire cable operators have announced their intention to develop interactive features for use by their subscribers, such as shopping via video catalogs and playing video games with neighbors. Interactive services are not currently available for wireless cable. The Company believes that the same manufacturers who have developed digital compression converters for both hard-wire and wireless cable will also make new developments in interactivity available to both industry segments. The FCC has designated a return path channel for use in connection with interactive services which may be offered by wireless cable operators. The Company believes that, if it is economically feasible to do so, wireless cable systems can include two-way interactivity. There can be no assurance that interactive services will be made available for wireless cable systems and, therefore, to the extent such services are available on hard-wire cable systems, the Company could be at a competitive disadvantage. Legislative, regulatory, and technological developments may result in additional and significant new competition, including competition from local telephone companies. Many actual and potential competitors have greater financial, marketing, and other resources than the Company. No assurance can be given that the Company will compete successfully with hard-wire cable and other pay television systems, or other companies engaged in providing the media services provided by the Company.

Business Plan
The company's business strategy is to expand operation of its existing Mount Mansfield System through the addition of digital compression technology. Following completion of this offering, the company intends to purchase upgraded digital transmission equipment and to purchase subscriber reception equipment which will enable the company to install and service approximately 3,600 additional subscribers in the system within the next 12 months.

Use of Proceeds
The proceeds from the proposed offering will be used to repay indebtedness, to purchase additional capital equipment for the Mount Mansfield Systems for implementation of digital compression technology, to acquire equipment necessary to employ IDC's technology in its home market and for working capital and general corporate purposes.

Executive Officers and Directors
Officer NameTitleAge
Alan R. AckermanChairman of the Board66
Scott A. WendelPresident, CEO, Director42
Harold DoranSecretary-Treasurer, Director64

Additional Underwriter Compensation
Warrant to purchase 125,000 shares/units at a nominal price.

Warrant Information
# of Units:1,250,000
Unit Ticker: - Unit Price:
Warrant Ticker:WWYD Warrant Price:
Warrant Exercise Date: Warrant Exercise Price:
Warrant Expiration Date:
Warrant Detachable: Yes Warrant Detach Date:
Warrant Callable: No
Unit Composition: 1 Common Share + 1 Warrant
Warrant Entitlement: 1 Common Share


©1997 IPO Data Systems, Inc. - All rights reserved.