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) September 23, 1999
AMERICAN TELECASTING, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-23008 54-1486988
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
5575 Tech Center Drive, Suite 300, Colorado Springs, Colorado 80919
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (719) 260-5533
(Former name or former address, if changed since last report)
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Item 1. Changes in Control of Registrant.
(a) On September 23, 1999, pursuant to an Agreement and
Plan of Merger (the Merger Agreement), dated April 26, 1999, by
and among Sprint Corporation, DD Acquisition Corporation, a
wholly owned subsidiary of Sprint, and American Telecasting,
Inc., DD Acquisition Corporation was merged with and into
American Telecasting, and American Telecasting became a wholly
owned subsidiary of Sprint.
Pursuant to the Merger Agreement, the shareholders of
American Telecasting are entitled to receive $6.50 in cash for
each outstanding share of American Telecasting common stock. The
source of the consideration is commercial paper and general
working capital of Sprint.
Additional information concerning the merger is contained in
the Proxy Statement filed by American Telecasting, which is an
exhibit hereto and is incorporated herein by reference.
(b) There are no arrangements relating to changes in
control of the type described in Item 403(c) of Regulation S-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
2 Proxy Statement of American Telecasting, Inc. (which
includes the Merger Agreement) filed with the Securities
and Exchange Commission on May 27, 1999 and incorporated
herein by reference.
99 Press release of Sprint Corporation dated September 23,
1999.
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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.
AMERICAN TELECASTING, INC.
Date: September 28, 1999 By: /s/ Laura L. Ozenberger
Laura L. Ozenberger
Assistant Secretary
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EXHIBIT INDEX
Exhibit
Number Description Page
2 Proxy Statement of American Telecasting, Inc.
(which includes the Merger Agreement) filed with
the Securities and Exchange Commission on May 27,
1999 and incorporated herein by reference.
99 Press release of Sprint Corporation dated September
23, 1999.
www.sprint.com
Contact:
Russ Robinson, Sprint, (O) 913-624-3417
E-mail: [email protected]
For Immediate Release
SPRINT CLOSES ACQUISITION OF AMERICAN TELECASTING, INC.
Transaction Provides Fixed Wireless Access to 55 Markets
OVERLAND PARK, Kan., September 23, 1999 - Sprint today
completed the purchase of American Telecasting, Inc., a
Colorado Springs-based company with spectrum licenses that can
be used to provide high-speed Internet access and other data
services.
With the closing of the transaction, Sprint has the
potential to reach an estimated 10 million households in 55
markets including Seattle, Las Vegas, Denver, Portland, Ore.,
and Toledo, Columbus and Cincinnati, Ohio.
"Using the spectrum acquired through this transaction,
Sprint will immediately begin designing and building a fixed
wireless network capable of delivering a variety of broadband
services to residences and small businesses," said Tim Sutton,
president of Sprint's Broadband Wireless Group. "Early in
Year 2000, we plan to launch a high-speed Internet service
that will give users multi-megabit capabilities without the
constraints of copper telephone lines."
As Sprint expands the fixed wireless network and its
capabilities, the network will be used to deliver the Sprint
Integrated On-Demand Network (Sprint IONsm). Sprint ION will
offer local and long-distance voice service, high-speed
Internet access and other data services all over a single
connection.
"The purchase of American Telecasting, Inc., together
with our announced intentions to purchase People's Choice TV,
Videotron USA, WBS America, and Transworld Telecommunications,
Inc., gives Sprint the potential to offer fixed wireless
broadband services to almost 30 million households nationwide
without leasing lines from local telephone companies," said
Sutton. Sprint has obtained approval from the Federal
Communications Commission to complete all the purchases and
anticipates closing the remaining transactions within the next
three weeks. Other major cities that can be covered by the
fixed wireless broadband services when all the transactions
are closed include
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Chicago, Detroit, Houston, St. Louis, Milwaukee, San
Francisco, Sacramento, southeast Florida, Houston, St. Louis,
Knoxville, Tenn., and a total of more than 80 markets across
the nation.
Under the terms of the agreement originally announced on
April 27, 1999, Sprint purchased 26.3 million shares of
outstanding ATI stock at a total cost of $170.8 million. In
addition, ATI has outstanding debt in the face amount of $283
million.
Sprint is a global communications company - at the
forefront of integrating long- distance, local and wireless
communications services, and one of the largest carriers of
Internet traffic. Sprint built and operates the United
States' first nationwide all-digital, fiber-optic network and
is a leader in advanced data communications services. Sprint
has $17 billion in annual revenues and serves more than 20
million business and residential customers.
