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): July 5, 1996 (June 5, 1996)
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NEXTEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-19656 36-3939651
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
201 ROUTE 17 NORTH, RUTHERFORD, NJ 07070
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 438-1400
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
Nextel Communications, Inc. ("Nextel") and Motorola, Inc. ("Motorola")
have entered into Amendment 004 to Enhanced Specialized Mobile Radio System
Purchase Agreement (the "Fourth Amendment"), which amends the existing equipment
purchase agreements between Nextel and Motorola first entered into in 1991 (as
amended, the "Equipment Purchase Agreements"). The Fourth Amendment establishes
payment terms for all purchases made by Nextel under the Equipment Purchase
Agreements and confirms certain warranty coverages and commencement dates for
system infrastructure equipment and software. The Fourth Amendment also provides
assurances by Motorola regarding access to vendor financing by Nextel for
purchases of Motorola equipment under the Equipment Purchase Agreements. A copy
of the Fourth Amendment is attached to this Current Report as Exhibit 99.1,
which is incorporated herein by reference, and the description contained herein
is qualified in its entirety by reference thereto.
Nextel and Motorola have reached an understanding regarding certain
basic terms of the financing arrangements expected to be associated with the
Company's nationwide deployment of its advanced mobile communications systems
employing digital technology ("Digital Mobile" networks). Nextel and Motorola
have agreed in principle to make the existing financing facility totaling
$685,000,000, previously extended by Motorola to Nextel, available to Nextel for
purchases on a nationwide basis. The existing financing facility is currently
available for purchases in selected Nextel markets. The expanded financing
availability would be paired with an expansion of the collateral pool securing
the financing facility to encompass Nextel's nationwide Digital Mobile networks.
Motorola has agreed to share this expanded collateral pool ratably, with other
prospective lenders who may provide financing to Nextel in the future, up to a
maximum of $2,000,000,000. Nextel's public indentures contain provisions that
may operate to limit Nextel's ability to incur debt beyond certain amounts,
characterized as "permitted debt" under such indentures. The parties contemplate
negotiating and entering into a definitive agreement implementing the concepts
and approach summarized herein.
On June 17, 1996, Nextel announced that it had placed an order of more
than $100,000,000 for Motorola's enhanced iDEN infrastructure equipment and
handsets. The equipment order was described in a Press Release issued by Nextel
on June 17, 1996, a copy of which is attached to this Current Report as Exhibit
99.2 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(C) EXHIBITS.
Exhibit No. Exhibit Description
99.1 - Amendment 004 to Enhanced Specialized Mobile Radio System
Purchase Agreement, dated as of April 28, 1996, between
Nextel Communications, Inc. and Motorola, Inc.*
99.2 - Press Release issued June 17, 1996.
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* Confidential portions of this exhibit have been omitted and
filed separately with the Securities and Exchange Commission.
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.
NEXTEL COMMUNICATIONS, INC.
Date: July 5, 1996 By: THOMAS J. SIDMAN
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Thomas J. Sidman
Vice President and General Counsel
EXHIBIT INDEX
Exhibit No. Exhibit Description
99.1 - Amendment 004 to Enhanced Specialized Mobile Radio System Purchase
Agreement, dated as of April 28, 1996, between Nextel
Communications, Inc. and Motorola, Inc.*
99.2 - Press Release issued June 17, 1996.
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* Confidential portions of this exhibit have been omitted and filed separately
with the Securities and Exchange Commission.