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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
October 25, 1996
(Date of Report)
Western Wireless Corporation
(Exact name of registrant as specified in its charter)
Washington 0-28160 91-1638901
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
2001 NW Sammamish Road, Issaquah, Washington 98027
(Address of principal executive offices, including zip code)
(206) 313-5200
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On October 24, 1996, Western Wireless Corporation (the "Company")
completed a private sale of $200,000,000 principal amount of its newly issued 10
1/2% Senior Subordinated Notes Due February 1, 2007 ("Notes"). The Notes, which
were sold at par, pay interest on February 1 and August 1 of each year,
commencing February 1, 1997. The Notes were privately placed in domestic and
international transactions exempt from the registration requirements of the
Securities Act of 1933, as amended ("Securities Act"), pursuant to the SEC's
Rule 144A and Regulation S. The initial purchasers were Goldman, Sachs & Co.,
Donaldson, Lufkin & Jenrette Securities Corporation, Salomon Brothers Inc,
and Toronto Dominion Securities.
The Notes have been rated B3/B- by Moody's and Standard and Poor's,
respectively. Net proceeds from the sale of the Notes will be used to acquire,
construct or improve assets in the wireless communications business and to
retire $45,000,000 of debt previously borrowed by the Company for the purpose of
acquiring, constructing or improving assets in the wireless communications
business.
In connection with the private placement of the Notes the Company
committed to register for sale pursuant to the Securities Act a like principal
amount of notes ("Exchange Notes") having the same terms and conditions as
the Notes, and to offer the same to the holders of the Notes in exchange
therefor. To fulfill its obligation, on October 25, 1996 the Company filed a
Registration Statement on Form S-4 covering $200,000,000 principal amount of
10 1/2% Senior Subordinated Notes Due February 1, 2007 and containing the
terms of the exchange offer. The S-4 was filed under Registration
Number 333-14859. The Company anticipates completing the exchange
within 45 days after the effectiveness of the S-4 Registration Statement.
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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.
WESTERN WIRELESS CORPORATION
Date November 5, 1996 /s/ Theresa E. Gillespie
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Theresa E. Gillespie, Chief Financial Officer
