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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): August 18, 1999
(August 10, 1999)
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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 File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
2001 EDMUND HALLEY DRIVE 20191
RESTON, VIRGINIA (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (703) 433-4000
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(Former name, former address and former fiscal year, if changed
since last report)
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ITEM 5. OTHER EVENTS.
Copies of the agreement and related term sheet between Nextel Communications,
Inc. and the Federal Communications Commission (the "FCC") and the United States
Department of Justice (the "DOJ"), the existence of which was disclosed in
Nextel's press release of August 11, 1999, have been disclosed to the
debtors-in-possession and to the entity providing interim financing to such
debtors-in-possession, pursuant to an order entered on August 13, 1999 by the
U.S. Bankruptcy Court for the Southern District of New York. The Court declined
to include in such order confidentiality obligations on such recipients as
concerns their ability to further disclose such information. In light of its
disclosure obligations under the Federal securities laws, and the disclosures
already made in compliance with the Court's order, Nextel is filing as Exhibits
99.1, 99.2 and 99.3 hereto (and incorporating herein by reference) a copy of the
term sheet, the letter from the FCC and DOJ and a letter from Nextel.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: A number of the matters and subject areas discussed in this report and in
the materials filed as Exhibits 99.1, 99.2 and 99.3 to this report that are not
historical or current facts deal with potential future circumstances and
developments. The ability of Nextel to successfully structure agreements to
obtain access to the personal communications services spectrum originally
awarded to the NextWave debtors or to successfully take or complete any other
action or transaction contemplated in such materials, will depend on a number of
factors, including Nextel's ability to reach agreement on terms with relevant
creditor and/or equity constituencies. Successful implementation of such a
potential transaction also would involve additional risks, including those
relating to obtaining required regulatory and judicial approvals and potentially
resolving or prevailing against challenges that may be asserted by third
parties. Additionally, Nextel's existing digital mobile network business remains
subject to those risk factors and uncertainties that Nextel currently believes
may cause actual future experience and results in its digital mobile network
business to differ from Nextel's current expectations and such risks and
uncertainties are described from time to time in Nextel's reports filed with the
Securities and Exchange Commission, including Nextel's Annual Report on Form
10-K for the fiscal year ended December 31, 1998 and in Nextel's Quarterly
Reports on Form 10-Q for the quarters ended March 31, 1999 and June 30, 1999.
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 Term Sheet for Comprehensive Settlement Agreement
and Joint Plan of Reorganization.
99.2 Letter from the United States Department of
Justice and the Federal Communications
Commission, dated August 10, 1999, to Nextel
Communications, Inc.
99.3 Letter from Nextel Communications, Inc., dated
August 10, 1999, to the United States Department
of Justice and the Federal Communications
Commission.
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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: August 18, 1999 By: /s/ Thomas J. Sidman
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Thomas J. Sidman
Vice President and General Counsel
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EXHIBIT INDEX
Exhibit No. Exhibit Description
99.1 Term Sheet for Comprehensive Settlement Agreement
and Joint Plan of Reorganization.
99.2 Letter from the United States Department of
Justice and the Federal Communications
Commission, dated August 10, 1999, to Nextel
Communications, Inc.
99.3 Letter from Nextel Communications, Inc., dated
August 10, 1999, to the United States Department
of Justice and the Federal Communications
Commission.