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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 (Date of earliest event reported): January 26, 2000
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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.)
2001 EDMUND HALLEY DRIVE, RESTON, VIRGINIA 20191
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 433-4000
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On January 26, 2000, Nextel issued a press release announcing the
completion of a private placement of $1.0 billion in 5.25% Convertible Senior
Notes due 2010, a copy of which is being filed as Exhibit 99.1 hereto and is
incorporated herein by reference.
This transaction generated approximately $980.0 million in net proceeds.
Cash interest on the principal amount of the Convertible Notes is payable
semi-annually in arrears in cash on January 15 and July 15 of each year,
commencing July 15, 2000 at a rate of 5.25% per annum. The Convertible Notes are
convertible at the option of the holders, prior to redemption or maturity, into
the Company's common stock at a conversion price of $148.80 per share (subject
to adjustment upon the occurrence of certain events). The reported last sale
price of Nextel's common stock on the Nasdaq National Market on January 20,
2000, the day before Nextel agreed to sell the Convertible Notes, was $124.125
per share. The Convertible Notes are redeemable at Nextel's option commencing
January 18, 2003 at specified redemption prices plus accrued interest. The
Convertible Notes rank equally with all of Nextel's unsubordinated and unsecured
indebtedness. Nextel intends to use the net proceeds from this offering to fund
strategic investments, capital expenditures, working capital needs and other
general corporate purposes.
The offering of the Convertible Notes was effected as a private placement
under the Securities Act of 1933, as amended (the "Securities Act"). Neither the
offering of Nextel's Convertible Notes, nor of Nextel's common stock issuable
upon conversion thereof, have been registered under the Securities Act and none
of such securities may be offered or sold in the United States absent an
effective registration statement or an applicable exemption from the
registration requirements of the Securities Act. This announcement does not
constitute an offer to sell or the solicitation of an offer to buy the
Convertible Notes or underlying shares of Nextel's common stock issuable upon
conversion of such Convertible Notes.
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
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4.1 Indenture dated as of January 26, 2000, by
and between Nextel Communications, Inc. and
Harris Trust and Savings Bank, as Trustee,
relating to the 5.25% Convertible Senior Notes due 2010
10.1 Registration Rights Agreement, dated as of
January 26, 2000, by and between Nextel
Communications, Inc. and Morgan Stanley &
Co. Incorporated relating to the 5.25%
Convertible Senior Notes due 2010
99.1 Press Release issued January 26, 2000
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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: January 26, 2000 By: /s/ THOMAS J. SIDMAN
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Thomas J. Sidman
Senior Vice President and
General Counsel
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EXHIBIT INDEX
Exhibit No Exhibit Description
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4.1 Indenture, dated as of January 26, 2000, by
and between Nextel Communications, Inc. and
Harris Trust and Savings Bank, as Trustee,
relating to the 5.25% Convertible Senior Notes
due 2010
10.1 Registration Rights Agreement, dated as of
January 26, 2000, by and between Nextel
Communications, Inc. and Morgan Stanley & Co.
Incorporated relating to the 5.25% Convertible
Senior Notes due 2010
99.1 Press Release issued January 26, 2000