SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
July 1, 1998
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Date of Report (Date of earliest event reported)
360 COMMUNICATIONS COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 1 - 14108 47-0649117
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(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
8725 W. Higgins Road, Chicago, Illinois 60631
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(Address of principal executive offices) (Zip Code)
(773) 399-2500
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(Registrant's telephone number, including area code)
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Item 5. Other Events.
On July 1, 1998, 360 Communications Company and ALLTEL Corporation
issued a press release announcing the completion of the previously announced
merger of the two companies. A copy of such press release is attached hereto as
Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 99.1: Press Release issued by 360 Communications Company and
ALLTEL Corporation on July 1, 1998 announcing the completion of the previously
announced merger of the two companies.
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SIGNATURE
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.
360 Communications Company
By: /s/ Kevin C. Gallagher
Kevin C. Gallagher
Senior Vice President,
General Counsel & Secretary
Date: July 1, 1998
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EXHIBIT INDEX
Exhibit
No. Description of Exhibits
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99.1 Press Release issued by 360 Communications Company and ALLTEL
Corporation on July 1, 1998 announcing the completion of the
previously announced merger of the two companies.
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For additional information contact: Shawne S. Leach (501) 905-8991
Vice President-Investor Relations
George S. Smith (501) 905-8117
Vice President-Media Services
Release Date: July 1, 1998
ALLTEL, 360 COMPLETE $6 BILLION MERGER
FOR IMMEDIATE RELEASE
LITTLE ROCK -- ALLTEL and 360 Communications Company completed their $6
billion merger today, creating a dominant, full-service communications provider
primarily located in the Southeast and Midwest United States.
Under terms of the agreement, each share of 360 common stock is being
exchanged for .74 of an ALLTEL share of common stock. The transaction is being
accounted for as a pooling of interests. The companies announced the merger in
March. Shareholders approved all matters related to the merger on June 23. All
necessary regulatory approvals have been received.
"ALLTEL and 360 have been committed to delivering excellent customer
service and an expanding selection of products and services," said Joe T. Ford,
ALLTEL chairman and chief executive officer. "Together, we are better positioned
to continue in our efforts to achieve this goal while becoming a more formidable
competitor in our markets. There is no cellular license overlap between the
territories that ALLTEL and 360 serve, which gives us a much larger footprint
for wireless service."
"360 and ALLTEL each bring considerable strengths to the combined
company," said Dennis Foster, vice chairman of ALLTEL and former president and
chief executive officer of 360. "We are eager to begin operating as one company
and to offer our customers a full array of communications products and services.
Our team of associates is working hard to ensure a smooth transition, and our
commitment to being the best communications services provider is stronger than
ever. We are excited about the future of our combined company and what it will
mean for our customers, associates, shareholders and the communities in which we
operate."
-more-
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ALLTEL, 360 Merge
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In conjunction with the merger, ALLTEL has expanded the membership of
its board of directors from 11 to 15. In addition to Foster, two other members
of 360's board of directors have been appointed to serve on ALLTEL's board. They
are Michael Hooker, chancellor of the University of North Carolina, and Frank E.
Reed, former 360 chairman. Also joining the expanded ALLTEL board is Charles H.
Goodman, vice president of Henry Crown and Co. of Chicago.
The merged company has more than $4.6 billion in annual revenues, $8.6
billion in assets and $12 billion in market capitalization. It serves more than
5.6 million communications customers in 22 states and operates more than 700
retail outlets. It employs more than 20,000 people worldwide and has more than
1,000 information services clients in 47 countries.
The company's communications business, which includes cellular, PCS,
local telephone, paging, long-distance, Internet and competitive local exchange
carrier services, will be organized into nine new market areas: the Central
Market (Arkansas, Iowa, Illinois, Mississippi, Missouri and Oklahoma); the
Mid-Atlantic Market (Tennessee, Virginia and southern West Virginia); the
Midwest Market (Indiana, Kentucky, Ohio and northern West Virginia); the
Northeast Market (New York and Pennsylvania); the Southwest Market (Nevada, New
Mexico and Texas); the Southern Market (Alabama and Florida); the North Carolina
Market; the South Carolina Market; and the Georgia Market.
The new company, which will be known as ALLTEL, will be headquartered
in Little Rock, Ark. 360 will change its name to ALLTEL later this year.
ALLTEL is a customer-focused, information technology company that
provides wireline and wireless communications and information services.
*ALLTEL, NYSE: AT
www.alltel.com
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