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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): August 12, 1999
(August 10, 1999)
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NEXTEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-19656 36-3939651
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2001 EDMUND HALLEY DRIVE, RESTON, VIRGINIA 20191
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 433-4000
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(Former name, former address and former fiscal year, if changed since last
report)
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ITEM 5. OTHER EVENTS.
Nextel Communications, Inc. today announced that it had reached agreement with
the United States Department of Justice and the Federal Communications
Commission ("FCC") concerning the terms and conditions that would apply to
resolution of claims asserted by the FCC against NextWave Personal
Communications Inc. and certain of its affiliates ("NextWave") in the context
of a plan of reorganization for NextWave contemplated to be proposed and
sponsored by Nextel. NextWave sought protection by commencing a voluntary
bankruptcy proceeding under Chapter 11 in June 1998 after failing to make
required payments to the FCC for the personal communications services ("PCS")
licenses that NextWave had been awarded in PCS spectrum auction proceedings
conducted in 1996. The NextWave bankruptcy proceedings currently are pending
in the United States Bankruptcy Court for the Southern District of New York.
Nextel already has been in contact with appropriate representatives of the
creditor and equity groups of NextWave regarding the potential treatment of such
parties and their claims under a consensual plan of reorganization that would be
sponsored by Nextel. Nextel has not yet reached agreement with either of such
groups, and cannot predict whether or when it will do so with either or both of
such parties. The final terms of any plan of reorganization for the NextWave
debtors that is proposed and sponsored by Nextel will not be determinable until
Nextel has developed those terms through agreement with either or both of such
creditor and equity groups. Any such plan of reorganization that ultimately
may be developed and proposed by Nextel would be subject to various conditions
to its successful implementation, including consideration and approval of such
plan through the normal bankruptcy court procedures for such purposes and
Nextel's receipt of all required regulatory approvals, consents and waivers.
Nextel issued a press release treating the above matters in further detail, a
copy of which is being filed as Exhibit 99.1 hereto and is incorporated herein
by reference. Nextel does not presently intend to update the status of matters
relating to its efforts to accomplish a consensual reorganization of the
NextWave debtors or to issue any further public statements on such matters
unless and until it believes further developments, if any, warrant such
disclosures or it believes it is required to do so to comply with its
disclosure obligations under applicable laws.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: A number of the matters and subject areas discussed in this report and in
the press release filed as Exhibit 99.1 to this report that are not historical
or current facts deal with potential future circumstances and developments. The
ability of Nextel to successfully structure a plan of reorganization for the
NextWave debtors and to obtain access to the personal communications services
spectrum originally awarded to them will depend on a number of factors,
including Nextel's ability to reach agreement on plan terms with relevant
creditor and/or equity constituencies. Successful implementation of such a
plan also would involve additional risks, including those relating to obtaining
required regulatory and judicial approvals and potentially resolving or
prevailing against challenges that may be asserted by third parties.
Additionally, Nextel's existing digital mobile network business remains subject
to those risk factors and uncertainties that Nextel currently believes may
cause actual future experience and results in its digital mobile network
business to differ from Nextel's current expectations and such risks and
uncertainties are described from time to time in Nextel's reports filed with
the Securities and Exchange Commission, including Nextel's Annual Report on
Form 10-K for the fiscal year ended December 31, 1998 and in Nextel's Quarterly
Report on Form 10-Q for the quarter ended March 31, 1999.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
NOT APPLICABLE
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(b) PRO FORMA FINANCIAL INFORMATION.
NOT APPLICABLE
(c) EXHIBITS.
Exhibit No. Exhibit Description
99.1 Press Release issued August 11, 1999
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: August 12, 1999 By: /s/ Thomas J. Sidman
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Thomas J. Sidman
Vice President and General Counsel
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EXHIBIT INDEX
Exhibit No. Exhibit Description
99.1 Press Release issued August 11, 1999
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EXHIBIT 99.1
NEWS RELEASE
[LOGO]
NEXTEL COMMUNICATIONS, INC.
2001 Edmund Halley Drive
Reston, VA 20191
703 433-4000
For Immediate Release
CONTACTS:
INVESTORS: PAUL BLALOCK (703) 433-4300
MEDIA: BEN BANTA (703) 433-4700
NEXTEL RECEIVES GOVERNMENT AGREEMENT
TO PURSUE NEXTWAVE SPECTRUM
RESTON, Va. - August 11, 1999 - Nextel Communications, Inc. (NASDAQ: NXTL)
today announced that it had reached agreement with the United States Department
of Justice and the Federal Communications Commission, and received their
endorsement of Nextel's contemplated plan to obtain the spectrum that currently
is entangled in the NextWave Personal Communications, Inc., voluntary
bankruptcy proceedings.
Nextel views the pursuit of a resolution of the NextWave bankruptcy
proceedings, which will provide Nextel with additional spectrum, as a positive
step for all stakeholders and a particularly attractive opportunity for Nextel
to apply its substantial experience in constructing and operating nationwide
wireless network services. Nextel is uniquely positioned to facilitate a
reorganization of the NextWave debtors. Such a reorganization will provide
assured value to the FCC, the creditor constituencies and other stakeholders,
which could be far superior to the continued delay and uncertainty associated
with the ongoing adversarial proceedings in the bankruptcy and appellate
courts. Nextel considers such a reorganization of the NextWave debtors to be
in the public interest. Additionally, Nextel intends to work with other
interested parties to structure a workable plan and attain a satisfactory and
speedy resolution of NextWave bankruptcy proceedings.
Nextel believes that its existing spectrum position is ample to meet the needs
of its current business plan. Access to the NextWave spectrum would allow
Nextel greater flexibility in the pursuit of new strategic initiatives and in
the deployment of future generations of wireless and telecommunications
services.
The spectrum at issue covers areas of the United States where approximately 165
million people live, and consists of so-called "C-Block" licenses covering 63
Basic Trading Areas (BTAs), as well as "D, E, and F Block" licenses covering 32
BTAs. Most of the licensed markets were not constructed by NextWave prior to
the commencement of the bankruptcy proceedings, and this spectrum has been
largely unutilized in the two and one-half years since it was awarded to
NextWave.
NextWave sought protection by commencing a voluntary bankruptcy proceeding
under Chapter 11 in June 1998, after failing to make required payments to the
FCC for the personal communications services licenses that NextWave had been
awarded in the spectrum auction proceedings conducted in 1996. The bankruptcy
proceedings currently are pending in the United States Bankruptcy Court for the
Southern District of New York.
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Nextel already has been in contact with appropriate representatives of the
creditor and equity groups of NextWave to explore Nextel's potential role as
the sponsor of a consensual reorganization of the NextWave Debtors. Nextel has
not yet reached agreement with the parties and cannot predict whether or when
it will do so. Any such plan of reorganization that may ultimately be reached
would remain subject to conditions to its successful implementation, including
the normal bankruptcy court plan consideration and confirmation process and the
receipt of necessary regulatory approvals.
Nextel Communications, based in Reston, Virginia, is the leading provider of
fully integrated wireless communications services and has built the largest
guaranteed all-digital wireless network covering thousands of communities
across the United States. The Nextel National Network currently serves
approximately 3.6 million business subscribers offering a communications tool
with digital cellular service including an innovative speakerphone feature,
text and numeric messaging services and Nextel Direct Connect (SM) - an instant
digital two-way radio feature. Nextel and Nextel Partners, Inc., currently
serve 92 of the top 100 U.S. markets. Nextel International has wireless
operations and investments in Canada, Mexico, Argentina, the Philippines, Peru,
Japan and Shanghai, China. Please visit our website at http://www.nextel.com.
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