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):
October 29, 1998 (October 28, 1998)
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NEXTEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-19656 36-3939651
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1505 Farm Credit Drive, Suite 100, McLean, VA 22102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 394-3000
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(Former name or former address, if changed since last report)
Item 5. Other Events.
Senior Notes Offering. Nextel Communications, Inc. ("Nextel" or the
"Company") announced the offering of $300.0 million principal amount of Senior
Serial Redeemable Notes due 2008 (the "Senior Notes"). The proposed offering
is being effected as a private placement pursuant to and in accordance with
Rule 144A under the Securities Act of 1933, as amended, (the "Securities Act").
Nextel intends to use the net proceeds from such offering to fund incremental
capital expenditures, investments, working capital and other general corporate
purposes. The Senior Notes will not and have not been registered under the
Securities Act and may not be offered or sold in the United States absent an
effective registration statement or an applicable exemption from the
registration requirements of such Act. This announcement shall not constitute
an offer to sell or the solicitation of an offer to buy the Senior Notes.
Additional Bank Commitment. Nextel, Nextel Finance Company, a wholly
owned subsidiary of Nextel, and certain subsidiaries of Nextel have entered
into an amendment to its existing bank credit facility with certain banks (the
"Bank Credit Facility") which became effective on October 28, 1998, with
respect to $195.0 million in additional secured financing, all of which was
drawn down, in accordance with the terms of the amendment, on October 28, 1998.
Giving effect to this amendment, the Bank Credit Facility provides for an
aggregate amount of up to $3.195 billion of secured financing (consisting of a
$1.5 billion revolving loan and $1.695 billion in term loans) subject to the
satisfaction or waiver of applicable borrowing conditions. The borrowing under
the Bank Credit Facility, as amended, is ratably secured by liens on assets of
Nextel's subsidiaries that are "restricted" subsidiaries under the terms of
Nextel's public indentures.
A copy of the amendment to the Bank Credit Facility is attached hereto as
Exhibit 10.1 and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
(b) Pro Forma Financial Information.
(c) Exhibits.
Exhibit No. Exhibit Description
10.1 - Amendment No.1 dated as of October 28,
1998, amending the Credit Agreement dated
as of March 12, 1998, between Nextel
Communications, Inc., Nextel Finance
Company, the other restricted companies
party thereto, the lenders party thereto
and the Administrative Agent and
Collateral Agent.
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: October 29, 1998 By:/s/THOMAS J. SIDMAN
Thomas J. Sidman
Vice President and General Counsel
EXHIBIT INDEX
Exhibit No. Exhibit Description
10.1 - Amendment No.1 dated as of October 28,
1998, amending the Credit Agreement dated
as of March 12, 1998, between Nextel
Communications, Inc., Nextel Finance
Company, the other restricted companies
party thereto, the lenders party thereto
and the Administrative Agent and
Collateral Agent.