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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
NEXTEL COMMUNICATIONS, INC.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
65332V103
(CUSIP Number)
May 27, 1999
(Date of Event Which Requires Filing of this Statement)
Robert A. Eshelman, Esq.
General Counsel, Finance & Operations
Microsoft Corporation
One Microsoft Way
Redmond, Washington 98052-6399
(425) 882-8080
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[_] Rule 13d-1(b)
[x] Rule 13d-1(c)
[_] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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<TABLE>
<CAPTION>
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CUSIP No.: 65332V103
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<S> <C>
1 NAME OF REPORTING PERSON
Microsoft Corporation
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
91-1144442
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [_]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Washington
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5 SOLE VOTING POWER
16,666,667
NUMBER OF SHARES --------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH --------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 16,666,667
WITH --------------------------------------------
8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,666,667. On May 27, 1999, Microsoft Corporation ("Microsoft")
purchased 16,666,667 shares of Class A Common Stock (the "Shares") of
Nextel Communications, Inc. ("Nextel") pursuant to the terms and
conditions of an Investment Agreement between the parties dated as of
May 7, 1999 (the "Agreement"). Pursuant to the Agreement, Microsoft
is subject to certain transfer and other restrictions regarding the
Shares for a period ending August 31, 2001 (the "Restriction
Period"). The Restriction Period is subject to extension or earlier
termination upon the happening of certain events specified in the
Agreement.
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.99%
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12 TYPE OF REPORTING PERSON
CO
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</TABLE>
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Item 1.
(a) Name of Issuer: Nextel Communications, Inc.
(b) Address of Issuer's Principal Executive Offices:
2001 Edmund Halley Drive
Reston, VA 20191
Item 2.
(a) Name of Person Filing: Microsoft Corporation
(b) Address of Principal Business Office:
One Microsoft Way
Redmond, Washington 98052-6399
Attention: General Counsel, Finance and Operations
(c) Citizenship: State of Washington
(d) Title of Class of Securities: Class A Common Stock
(e) CUSIP Number: 65332V103
Item 3. Not Applicable.
Item 4. Ownership
(a) Amount Beneficially Owned: 16,666,667. On May 27, 1999,
Microsoft Corporation ("Microsoft") purchased 16,666,667 shares of Class A
Common Stock (the "Shares") of Nextel Communications, Inc. ("Nextel") pursuant
to the terms and conditions of an Investment Agreement between the parties dated
as of May 7, 1999 (the "Agreement"). Pursuant to the Agreement, Microsoft is
subject to certain transfer and other restrictions regarding the Shares for a
period ending August 31, 2001 (the "Restriction Period"). The Restriction Period
is subject to extension or earlier termination upon the happening of certain
events specified in the Agreement.
(b) Percent of Class: 5.99%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 16,666,667
(ii) shared power to vote or to direct the vote -0-
(iii) sole power to dispose or to direct the disposition of
16,666,667
(iv) shared power to dispose or to direct the disposition of
-0-.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable.
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Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of a Group
Not Applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
[Remainder of page intentionally blank]
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
June 4, 1999
MICROSOFT CORPORATION
By /s/ Robert A. Eshelman
----------------------------------
Robert A. Eshelman
General Counsel, Finance & Operations
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