SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 25, 1999
AMERICAN TELECASTING, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-23008 54-1486988
(Commission File Number) (I.R.S. Employer Identification No.)
5575 Tech Center Drive, Suite 300 80919
Colorado Springs, Colorado
(Address of Principal Executive offices) (Zip Code)
(719) 260-5533
(Registrant's Telephone Number, Including Area Code
Item 5. Other Events.
On June 25, 1999, the stockholders of American Telecasting, Inc. (the
"Company") approved the Company's proposed acquisition by Sprint
Corporation ("Sprint") at the Company's special meeting. Completion of the
proposed acquisition remains subject to the grant of applications from the
Federal Communications Commission ("FCC") approving the transfer of control
of FCC authorizations.
As previously announced, on April 26, 1999, the Company, Sprint, a Kansas
corporation, and DD Acquisition, Corp., a Delaware corporation and a wholly
owned subsidiary of Sprint ("Acquisition"), entered into an Agreement and
Plan of Merger, pursuant to which Acquisition would be merged with and into
the Company, with the Company being the surviving corporation of such
merger.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
Exhibit No. Exhibit
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99.1 Press Release dated June 25, 1999
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 thereunto duly authorized.
AMERICAN TELECASTING, INC.
By: /s/ David K. Sentman
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Date: June 28, 1999 Name: David K. Sentman
Title: Senior Vice President and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release dated June 25, 1999
Exhibit 99.1
AMERICAN TELECASTING, INC.
FOR IMMEDIATE RELEASE Contact:
David K. Sentman
Senior Vice President and
Chief Financial Officer
American Telecasting, Inc.
Tel. (719) 260-5533
AMERICAN TELECASTING STOCKHOLDERS
APPROVE MERGER WITH SPRINT
Colorado Springs, Colorado, June 25, 1999. American Telecasting,
Inc. ("ATI") (OTC Bulletin Board: ATEL) announced today that stockholders
of ATI approved ATI's proposed acquisition by Sprint Corporation at ATI's
Special Meeting on Friday, June 25, 1999. Such stockholder approval was
one of the conditions to the proposed acquisition. Completion of the
proposed acquisition remains subject to the grant of applications from the
Federal Communications Commission ("FCC") approving the transfer of control
of FCC authorizations. The proposed acquisition was initially announced
on April 27, 1999.
* * * * *
American Telecasting, Inc. is one of the largest operators of wireless
cable television systems in the United States, serving approximately
102,400 video subscribers in 32 markets as of March 31, 1999. ATI also
provides commercial high-speed Internet access in three markets and is a
leader in testing MDS wireless broadband access services. ATI's wireless
services use microwave frequencies licensed by the FCC.
5575 Tech Center Drive, Suite 300 Colorado Springs, CO 80919
Telephone (719) 260 -5533 Fax (719) 260 - 5010
