GEOTEK COMMUNICATIONS INC
8-K, 1999-07-01
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                    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 15, 1999
                                                           -------------

                           GEOTEK COMMUNICATIONS, INC.
               --------------------------------------------------
               (Exact name of registrant as specified in charter)

         Delaware                       0-17581                   22-2358635
- ----------------------------     ------------------------    -------------------
(State of other jurisdiction     (Commission File Number)      (IRS Employer
  of incorporation)                                          Identification No.)


102 Chestnut Ridge Road, Montvale, New Jersey                        07645
- ---------------------------------------------                  -----------------
(Address of principal executive offices)                          (Zip Code)


         Registrant's telephone number, including area code 201-930-9305
                                                            ------------


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


<PAGE>

Item 5.           Other Events

         As previously reported by Geotek Communications,  Inc. (the "Company"),
on February 12, 1999 the Company  agreed to sell all of its 191 900 MHz licenses
to Nextel Communications,  Inc. for a purchase price of $150 million, subject to
Bankruptcy Court and regulatory approvals.

         On June 15, 1999,  Nextel sent a letter to the Company  indicating that
Nextel had determined not to continue its efforts to obtain regulatory approvals
allowing  Nextel to acquire  certain of Geotek's FCC Licenses  located in cities
subject to a Consent  Decree  between  Nextel  and the United  States of America
("Phase  II  Licenses").  The Phase II  Licenses  were to be sold to Nextel  for
$130,839,000 (in cash or Nextel common stock) of the $150 million total purchase
price.  To date,  the  Agreement  has not been  terminated.  If the Agreement is
terminated as to the Phase II Licenses,  then,  pursuant to the Debtors'  Second
Amended  Consolidated Plan of Liquidation dated as of May 21, 1999 (the "Plan"),
the unsecured creditors of Geotek shall not receive or retain any property under
the Plan.

         Pursuant to the Plan,  the  Debtors'  Preferred  Stock and Common Stock
will be canceled  upon the effective  date of the Plan.  The holders of Debtors'
Preferred  Stock and Common Stock will not receive or retain any property  under
the Plan.


<PAGE>

                                   SIGNATURES


         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.

                                                     GEOTEK COMMUNICATIONS, INC.


Date:   July 1, 1999                                By:   /s/ Anne E. Eisele
        ------------                                      ---------------------
                                                   Name:      Anne E. Eisele
                                                   Title      President and CFO




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