UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):October 27, 2005
NII HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation) | 000-32421 (Commission File Number) | 91-1671412 (I.R.S. Employer Identification No.) |
| 10700 Parkridge Boulevard, Suite 600 Reston, Virginia (Address of principal executive offices) | 20191 (Zip Code) |
Registrant’s telephone number, including area code:(703) 390-5100
Not Applicable
(Former name or former address, if changed since last report)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||
| o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||
| o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||
| o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
Third Quarter 2005 Results.On October 27, 2005, we issued a press release announcing certain financial and operating results for the period ended September 30, 2005. A copy of the press release is being furnished as Exhibit 99.1 to this report and is incorporated by reference into this Item 2.02.
Item 8.01 Other Events.
Stock Split.On October 26, 2005, our Board of Directors approved a two-for-one stock split to be effected in the form of a dividend of one share of our common stock, par value $0.001 per share (“Common Stock”), payable on November 21, 2005, for each share of common stock held by holders of record on November 11, 2005.
Item 9.01 Financial Statements and Exhibits.
| (c) | Exhibits. The following exhibit is being furnished pursuant to Item 2.02 above. |
| Exhibit No. | Description | |
| 99.1 | Press Release dated October 27, 2005. |
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.
| NII HOLDINGS, INC. | ||||
| Date: October 27, 2005 | By: | /s/ ROBERT J. GILKER | ||
| Robert J. Gilker | ||||
| Vice President and General Counsel | ||||
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release dated October 27, 2005. |