NEXTEL COMMUNICATIONS INC
8-K, 2000-01-21
RADIOTELEPHONE COMMUNICATIONS
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<PAGE>   1
                       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):          January 21, 2000
                                                   ----------------------------


                           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
                                                       ------------------------


- -------------------------------------------------------------------------------
                (Former name or former address, if changed since last report)




<PAGE>   2



ITEM 5.     OTHER EVENTS.

      On January 21, 2000, Nextel issued a press release announcing the private
placement of $1.0 billion in 5.25% Convertible Senior Notes due 2010, a copy of
which is being filed as Exhibit 99.1 hereto and is incorporated herein 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 issued January 21, 2000


<PAGE>   3


                                    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: January 21, 2000          By: /s/ THOMAS J. SIDMAN
                                ---------------------------------
                                    Thomas J. Sidman
                                    Senior Vice President and General Counsel


<PAGE>   4


                                  EXHIBIT INDEX

           Exhibit No                  Exhibit Description
           ---------                   -------------------
             99.1                      Press Release issued January 21, 2000



<PAGE>   1
                                                            EXHIBIT 99.1


January 21, 2000

For Immediate Release

NEXTEL ANNOUNCES $1.0 BILLION CONVERTIBLE DEBT OFFERING

RESTON, Va., - January 21, 2000 - Nextel Communications, Inc., (NASDAQ: NXTL),
announced today that it has entered into an agreement providing for the issuance
of $1.0 billion of its 5 1/4% Convertible Senior Notes due January 15, 2010 in a
private placement. The Company has also granted the underwriters a right to
purchase up to $200 million of additional Convertible Notes. The Convertible
Notes are convertible at the option of the holders, prior to redemption or
maturity, into the Company's common stock at a conversion price of $148.80 per
share (subject to adjustment upon the occurrence of certain events).

Nextel intends to use the net proceeds it expects to receive to fund strategic
investments, capital expenditures, working capital needs and for other general
corporate purposes.

The securities offered will not be or have not been registered under the
Securities Act of 1933 and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.

Nextel Communications, based in Reston, Virginia, is a leading provider of
fully integrated wireless communications services and has built the largest
guaranteed all-digital wireless network across the United States. Nextel and
Nextel Partners, Inc., currently serve 92 of the top 100 U.S. markets. In
addition, through Nextel International, Inc., Nextel has wireless operations
and investments in Canada, Mexico, Argentina, Brazil, the Philippines, Peru,
Japan and Shanghai, China.

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