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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): April 3, 2000
BELL ATLANTIC CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 1-8606 23-2259884
<S> <C> <C>
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
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1095 Avenue of the Americas
New York, New York 10036
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 395-2121
Not applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events
------------
Attached as an exhibit is a press release issued on April 3, 2000, announcing
that, upon FCC approval of their merger, Bell Atlantic Corporation and GTE
Corporation have selected Verizon as the new name of the combined company.
Also attached as an exhibit is a press release issued on April 4, 2000,
announcing the launch of Verizon Wireless, a new nationwide wireless company
combining Bell Atlantic Corporation's and Vodafone Airtouch plc's U.S. cellular,
paging and PCS businesses.
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits.
99.1 Press Release, dated April 3, 2000, issued by Bell Atlantic Corporation
and GTE Corporation.
99.2 Press Release, dated April 4, 2000, issued by Bell Atlantic Corporation
and Vodafone Airtouch plc.
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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 hereunto duly authorized.
BELL ATLANTIC CORPORATION
By: /s/Doreen A. Toben
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Doreen A. Toben
Vice President - Controller
Date: April 5, 2000
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EXHIBIT INDEX
Exhibit
Number Description
- ------ -----------
99.1 Press Release, dated April 3, 2000, issued by Bell Atlantic
Corporation and GTE Corporation.
99.2 Press Release, dated April 4, 2000, issued by Bell Atlantic
Corporation and Vodafone Airtouch plc.
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EXHIBIT 99.1
[LOGO OF BELL ATLANTIC] [LOGO OF GTE]
NEWS RELEASE
FOR IMMEDIATE RELEASE Contact:
April 3, 2000 Susan Kraus
212-395-0500
[email protected]
Peter Thonis
972-507-5367
[email protected]
VERIZON SELECTED AS NEW NAME FOR COMBINATION OF BELL ATLANTIC AND GTE
NEW YORK and IRVING, TX (April 3, 2000) -- Contingent upon FCC approval of
their merger, Bell Atlantic and GTE have selected Verizon as the new name of the
combined company.
Bell Atlantic and GTE said the new name and its associated logo will become
the master brand under which the combined company will market its services to
residential and business customers. The companies announced the name and brand
strategy to employees today in anticipation of the launch of the wireless
venture between Bell Atlantic and Vodafone-AirTouch, which is planned for
tomorrow. The joint venture, to be known as Verizon Wireless, will be the first
entity to use the new name.
- more -
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Bell Atlantic News Release, page2
The word Verizon (pronounced vurr-EYE-zon) was selected from more than
8,500 names. The new name comes from the Latin word "veritas," which means
truth, and also connotes certainty and reliability; and "horizon," which
signifies the possibilities ahead. The new logo is a bold red, black and white
rendition of the name with strong graphic accents highlighting the V and the Z.
Bell Atlantic and GTE said that Verizon differentiates them from the rest
of the Bell operating companies and the other players in the telecommunications
industry, and it is capable of assimilating significant brand equity over time.
Furthermore, Verizon signifies a company that will provide customers with both
stability and a forward-looking vision.
The companies said they will adopt the name and support it with significant
marketing upon FCC approval of their merger. Immediately following merger
closing, the name and logo will appear on buildings, payphones, vehicles,
customer bills and other materials. The companies are targeting completion of
the merger in the second quarter of 2000, and said the full re-branding will
take from 12 to 24 months, although the new name and logo will be visible in key
locations quickly.
# # #
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NEWS RELEASE
EXHIBIT 99.2
FOR IMMEDIATE RELEASE:
April 4, 2000
MEDIA CONTACTS: INVESTOR CONTACTS:
Jim Gerace John Killian
Verizon Wireless Wireless Company and Bell Atlantic
800-214-3555 212-395-1152
908-306-7508
Susan Kraus Melissa Stimpson
Bell Atlantic Vodafone AirTouch
212-395-0500 44-16-3568-2465
Kathy Reinhart Terry Barwick
Vodafone AirTouch Vodafone AirTouch
415-658-2042 44-16-3568-2465
BELL ATLANTIC AND VODAFONE AIRTOUCH LAUNCH
VERIZON WIRELESS
Companies Begin Planning Initial Public Offering
NEW YORK AND LONDON - With the launch today of Verizon Wireless, Bell
Atlantic Corp. (NYSE:BEL) and Vodafone AirTouch Plc (NYSE and LSE: VOD) also
announced they are planning an initial public offering of part of their wireless
business. Yesterday marked the formal combination of Bell Atlantic's and
Vodafone AirTouch's U.S. cellular, paging and PCS businesses to form Verizon
Wireless, a new nationwide wireless competitor.
Verizon Wireless will be further strengthened following the completion of
the Bell Atlantic - GTE Corp. (NYSE:GTE) merger, which is targeted for the
second quarter. Including additions from GTE's domestic wireless business, the
new company will rank as the nation's largest wireless company by far, serving
more than 24 million wireless and nearly 4 million paging customers. Its
nationwide footprint will cover over 90 percent of the U.S. population and 96 of
the top 100 U.S. wireless markets, with 232 million net POPs.
-more-
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Bell Atlantic and Vodafone AirTouch Combine U.S. Wireless Businesses/Page 2
The Bell Atlantic-Vodafone AirTouch wireless agreement and the Bell
Atlantic-GTE merger are independent transactions. The completion of one is not
contingent upon completion of the other.
Ivan Seidenberg, chairman and chief executive officer of Bell Atlantic,
said, "Today's announcement marks an important milestone for our companies and
the entire wireless industry. As the largest U.S. wireless company, we will
create a telecommunications powerhouse that will be instrumental in shaping the
future of our companies and our industry to the benefit of customers,
shareholders and employees. We intend to capitalize on the value of this
business, and at a recent board meeting , the board directed the management team
to begin the planning for an initial public offering of Verizon Wireless."
"Combining our U.S. wireless businesses with those of Bell Atlantic and GTE
positions us to succeed in a market poised for accelerating growth," said Chris
Gent, chief executive officer of Vodafone AirTouch. "With today's announcement,
we secure the essentials for success in the U.S. wireless market: a coast-to-
coast footprint; significant operating scale; a common digital technology
creating the nation's premier wireless network; and a distinct marketing
advantage of a single brand and nationwide service. We also look forward to
offering the public an opportunity to participate in the growth in value we
believe Verizon Wireless will create for both of its parents"
Denny Strigl, president and chief executive officer of Verizon Wireless,
said, "In just six months, we have combined our businesses by integrating our
best leaders with our best practices. We'll consistently demonstrate to
consumers and shareowners the speed-to-market that will be our hallmark in
providing new and innovative wireless products and services, starting today with
the launch of a new, nationwide flat-rate SingleRate pricing plan."
Verizon Wireless will have the national scale and scope to realize revenue
enhancements, cost savings and capital efficiencies. The company will achieve
expense savings through reduced roaming costs and increased economies of scale
in transport, billing volumes, handset purchases and advertising. Combining
common CDMA (Code Division-Multiple Access) technology platforms will also yield
capital efficiencies, simplified integration and superior network quality.
After the close of the Bell Atlantic - GTE Corp. merger, Bell Atlantic-GTE
will own 55 percent and Vodafone AirTouch will own 45 percent of the wireless
joint venture. The board has seven members, with four designated by Bell
Atlantic and three by Vodafone AirTouch. Headquarters are in New York City and
Bedminster, NJ.
###
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Bell Atlantic and Vodafone AirTouch Combine U.S. Wireless Businesses/Page 3
Note: This press release contains statements about expected future events and
financial results that are forward-looking and subject to risks and
uncertainties. For those statements, we claim the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995. The following important factors could affect future results
and could cause those results to differ materially from those expressed in the
forward-looking statements: the ability of the new wireless enterprise to
combine operations and obtain revenue enhancements and cost savings; materially
adverse changes in economic conditions in the markets served by us or by
entities in which we have substantial investments; material changes in available
technology; the extent, timing, success, and overall effects of competition; the
timing of the completion of the merger with GTE and the ability of the new
wireless enterprise to combine operations and obtain revenue enhancements and
cost savings following the addition of the GTE wireless assets.
