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): June 2, 1997 (May 31, 1997)
NEXTEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-19656 36-3939651
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
1505 Farm Credit Drive, Suite 100, McLean, Virginia 22102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 394-3000
(Former name or former address, if changed since last report)
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Item 5. Other Events.
Nextel Communications, Inc. issued a press release on May 31, 1997
regarding a preliminary understanding concerning a bondholder consent
solicitation and continuation of its accelerated buildout plan which press
release is attached hereto as Exhibit 99.1 and is hereby incorporated by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(A) Financial Statements of Business Acquired.
Not applicable.
(B) Pro Forma Financial Information.
Not applicable.
(C) Exhibits
Exhibit No. Exhibit Description
99.1 Press Release dated May 31, 1997
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.
NEXTEL COMMUNICATIONS, INC.
Date: June 2, 1997 By: /s/Thomas J. Sidman
Thomas J. Sidman
Vice President and General Counsel
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Exhibit No. Exhibit Description
99.1 Press Release dated May 31, 1997
EXHIBIT 99.1
[LOGO] Nextel Communications, Inc.
1505 Farm Credit Drive
McLean, VA 22102
703 394-3000
Contact:
Investor Relations: Paul Blalock (703) 394-3500
Media: Ben Banta (703) 394-3573
NEXTEL REACHES PRELIMINARY UNDERSTANDING IN BONDHOLDER CONSENT PROCESS
-Accelerated Buildout Plan Continues -
-Solid Foundation For Financing Growth -
McLEAN, VA -- May 31, 1997 -- Nextel Communications, Inc. (NASDAQ: NXTL)
announced today that it has reached a preliminary understanding with a group of
significant bondholders which would allow for the accelerated buildout of the
Nextel National Network. The terms of the understanding contemplate amendments
to particular indenture provisions including access to $350 million of
additional permitted debt amounts, additional debt capacity based upon new
equity infusions and the transfer to McCaw International, Ltd., an unrestricted
subsidiary, of Nextel's approximate 17% equity interest in Clearnet
Communications, Inc. (NASDAQ: CLNTF). Based upon the preliminary support
indicated by the bondholder group, together with the consents already received
from bondholders, Nextel expects to obtain the requisite consents necessary to
approve the proposed amendments which in turn is expected to result in $257
million in new equity from the McCaw Family and greater flexibility in
financing future growth.
"The amendments sought in this process are those most critical to the
successful implementation of our business plan," said Steve Shindler, Nextel's
CFO. "We appreciate the continued support from our bondholders and now
believe that we have a solid foundation from which Nextel can access
significant financing to achieve our aggressive revised nationwide buildout
plans."
If the proposed amendments and waivers are approved and become effective,
Nextel will pay consenting bondholders a cash fee equal to 2.5% of the
principal amount of the Notes due at maturity (a maximum aggregate amount of
approximately $67.5 million, if consents of all bondholders are received on a
timely basis). Bondholders who submit timely consents, will be eligible to be
provided an opportunity to purchase registered Nextel common stock in lieu of
cash by means of a prospectus to be filed with the Securities and Exchange
Commission in the near future. If all bondholders were to submit timely
consents and elect to purchase shares from such registered offering, Nextel
estimates that a maximum aggregate amount of approximately 5.5 million shares
would be issued.
Nextel contemplates that the supplemental consent solicitation process will
expire on June 13, 1997 to provide ample time both for the preparation and
circulation of supplemental consent materials and other related items to
the relevant record date bondholders, as well as to permit bondholders who have
not yet submitted consents to do so and be entitled to receive consent
solicitation payments upon the execution and effectiveness of supplemental
indentures implementing the proposed amendments and waivers to each of the
indentures.
"Safe Harbor Statements under the Private Securities Litigation Reform Act of
1995." A number of the matters and subject areas discussed above that are not
historical or current facts deal with potential future
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circumstances and developments. The discussion of such matters and subject
areas is generally qualified by the inherent risks and uncertainties
surrounding future expectations. Nextel has attempted to identify, in context,
certain of the factors that it currently believes may cause actual future
experiences and results to differ from Nextel's current expectations regarding
the relevant matter or subject area. The operation of Nextel and its
affiliates' wireless communications business may produce actual results that
differ from these expectations regarding such matters due to the effects of
various risks and uncertainties. Such risks and uncertainties are described in
Nextel's periodic and other reports filed from time to time with the Securities
and Exchange Commission, including the discussion under the heading "Forward
Looking Statements" contained in Nextel's most recent Annual Report on Form
10-K for the year ended December 31, 1996 and in the Quarterly Report on Form
10-Q for the quarter ended March 31, 1997 filed on March 31, 1997 and May 15,
1997, respectively, with the Securities and Exchange Commission.
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