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 25, 2000
Arch Wireless, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 000-23232/001-14248 31-1358569
_________________________________ ________________________ __________________
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Numbers) Identification No.)
1800 West Park Drive, Suite 250 01581
Westborough, MA
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (508) 870-6700
Arch Communications Group, Inc.
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On September 25, 2000, Arch Communications Group, Inc. (the "Company") issued
a press release announcing the following corporate name changes in connection
with a company-wide repositioning strategy:
o Arch Communications Group, Inc. was renamed "Arch Wireless, Inc.";
o Arch Communications, Inc., a wholly owned subsidiary of the Company, was
renamed "Arch Wireless Communications, Inc."; and
o Arch Paging, Inc., a wholly owned subsidiary of Arch Communications, Inc.,
was renamed "Arch Wireless Holdings, Inc."
The full text of the Company's press release is filed as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by reference.
Commencing on September 25, 2000, the Common Stock of the Company, which
formerly traded on the Nasdaq National Market under the symbol "APGR", began
trading under the symbol "ARCH". In addition, the Company's Common Stock
Purchase Warrants, which formerly traded on the Nasdaq National Market under the
symbol "APGRW", began trading under the symbol "ARCHW". The Company's 10.875%
Senior Discount Notes due 2008 continue to trade on the American Stock Exchange
under the symbol "ARD".
The Company effected its corporate name change through a merger of Arch
Wireless, Inc., a wholly owned subsidiary formed solely for the purpose of
effecting the name change, with and into the Company, with the Company being the
surviving entity and retaining the name "Arch Wireless, Inc." A copy of the
Certificate of Ownership and Merger of the Company, which became effective as of
9:00 a.m. (EST) on September 25, 2000, is filed as Exhibit 2.1 to this Current
Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description
2.1 Certificate of Ownership and Merger merging Arch
Wireless, Inc. into Arch Communications Group, Inc., as
filed with the office of the Secretary of State of the
State of Delaware on September 20, 2000.
4.1 Specimen Certificate for shares of Common Stock, $.01
par value per share, of the Registrant.
4.2 Specimen Certificate for shares of Class B Common
Stock, $.01 par value per share, of the Registrant.
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4.3 Specimen Certificate for shares of Restricted Common
Stock, $.01 par value per share, of the Registrant.
4.4 Specimen Certificate for shares of Series C Convertible
Preferred stock, $.01 par value per share, of the
Registrant.
4.5 Specimen Certificate for Common Stock Purchase Warrants
of the Registrant.
99.1 Press release dated September 25, 2000 announcing the
change of the corporate name of the Registrant to Arch
Wireless, Inc.
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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.
Date: September 25, 2000 ARCH WIRELESS, INC.
By: /s/ J. Roy Pottle
__________________________
Name: J. Roy Pottle
Title: Executive Vice President,
Chief Financial Officer
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Exhibit Index
Exhibit No. Description
___________ ___________
2.1 Certificate of Ownership and Merger merging Arch
Wireless, Inc. into Arch Communications Group, Inc., as
filed with the office of the Secretary of State of the
State of Delaware on September 20, 2000.
4.1 Specimen Certificate for shares of Common Stock, $.01
par value per share, of the Registrant.
4.2 Specimen Certificate for shares of Class B Common
Stock, $.01 par value per share, of the Registrant.
4.3 Specimen Certificate for shares of Restricted Common
Stock, $.01 par value per share, of the Registrant.
4.4 Specimen Certificate for shares of Series C Convertible
Preferred stock, $.01 par value per share, of the
Registrant.
4.5 Specimen Certificate for Common Stock Purchase Warrants
of the Registrant.
99.1 Press release dated September 25, 2000 announcing the
change of the corporate name of the Registrant to Arch
Wireless, Inc.
