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 November 4, 1996 (October 28, 1996)
reported): -------------------------------------
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)
1505 Farm Credit Drive, McLean, VA 22102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including (703) 394-3000
area code: -------------------------------------
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 5. Other Events.
Nextel Communications, Inc. ("Nextel") has entered into an agreement and plan of
merger dated October 28, 1996 with Wireless Ventures of Brazil, Inc., an
operator of specialized mobile radio systems in Brazil ("WVB"), providing for
the merger of WVB with a wholly-owned subsidiary of Nextel. WVB is principally
owned by Telcom Ventures, LLC, the indirect majority shareholder of LCC
International, Inc., a wireless-engineering consulting firm. Nextel will issue
$186,300,000 of its Class A Common Stock ("Nextel Common Stock") to the WVB
shareholders in exchange for 81% of the outstanding shares of WVB stock. The
exact number of shares of Nextel Common Stock to be issued to the WVB
shareholders will be determined based on the average closing price of Nextel
Common Stock on the Nasdaq Stock Market during the 20-day trading period
beginning on October 29, 1996. The closing of the transaction is subject to U.S.
regulatory approvals, the approval of the WVB shareholders and customary closing
conditions.
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 - Press release dated October 29, 1996.
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: November 4, 1996 By: THOMAS J. SIDMAN
---------------------------------
Thomas J. Sidman
Vice President and General Counsel
EXHIBIT INDEX
Exhibit No. Exhibit Description
99.1 - Press release dated October 29, 1996.