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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
February 8, 1999
WESTERN WIRELESS CORPORATION
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(Exact Name of Registrant as Specified in
Charter)
Washington
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(State or Other Jurisdiction of Incorporation)
000-28160 91-1638901
(Commission File Number) (IRS Employer Identification No.)
3650 131st Avenue SE, Suite 400
Bellevue, WA 98006
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(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (425) 586-8700
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On February 8, 1999, Western Wireless Corporation issued the following press
release:
FOR IMMEDIATE RELEASE
FOR FURTHER INFORMATION CONTACT:
Investment Community: Media:
Ken Prussing John Snyder
Western Wireless Corporation The Snyder Buscher Group
(425) 586-8072 (206) 652-9704
[email protected] [email protected]
WESTERN WIRELESS RECEIVES FAVORABLE INTERNAL REVENUE SERVICE LETTER RULING
- BOARD OF DIRECTORS AUTHORIZES TRANSACTION -
BELLEVUE, Wash. (February 8, 1999) -- Western Wireless Corporation (NASDAQ:
WWCA), a leading provider of cellular and personal communications services
(PCS), announced today it had received a favorable ruling from the Internal
Revenue Service regarding the tax free nature of a potential spin off of its
80.1 percent ownership of VoiceStream(R) Wireless Corporation. On February 5,
1999 the Board of Directors of Western Wireless approved such a spin off
transaction and authorized the management of the company to effectuate the
transaction. Completion of the spin off transaction is subject to conditions
including receipt of certain third party consents and the review of filings by
the Securities and Exchange Commission. It is anticipated that the spin off
transaction will be completed during the second quarter of 1999.
"We are excited by the prospect of creating two independent companies as a
result of the structural separation, both of which are among the fastest growing
wireless businesses in the United States" said John Stanton, chairman and chief
executive officer of Western Wireless. "I am extremely proud of the team, who in
a few short years have built VoiceStream Wireless from scratch, while at the
same time maintaining a leadership position in subscriber and cash flow growth
in our domestic Western Wireless cellular business and creating our Western
Wireless international business. This split is a testament to the quality of
individuals who work for both of these companies. The teams at Western Wireless
and VoiceStream Wireless understand that the creation of shareholder value is
best done by focusing on taking care of our customers."
Based in Bellevue, Wash., Western Wireless Corp. is a leading provider of
wireless communications services in the western United States. It currently
offers cellular service
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marketed under the Cellular One(R) name in 17 western states. Marketed under the
VoiceStream name, Western Wireless provides PCS service using the globally
dominant GSM technology in ten U.S. markets. In conjunction with joint ventures
Western Wireless provides VoiceStream PCS service in two additional markets.
Western Wireless' combined cellular and PCS licenses, along with its joint
ventures, cover 59 percent of the land in the continental United States.
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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.
WESTERN WIRELESS CORPORATION
Dated: February 8, 1999
By /s/ Alan R. Bender
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Alan R. Bender
Senior Vice President and
General Counsel
