-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JMdCaBKp3h8Xl5M22uXvriE7v2rHyxfORadV3rsz2Dq52ze+BbFbc8yWnlOFw+99 7Gocux4aX+E5j6/48kwzMg== 0000870762-98-000022.txt : 19980323 0000870762-98-000022.hdr.sgml : 19980323 ACCESSION NUMBER: 0000870762-98-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980318 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980320 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CELLULAR COMMUNICATIONS INTERNATIONAL INC CENTRAL INDEX KEY: 0000870762 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 133221852 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19363 FILM NUMBER: 98569910 BUSINESS ADDRESS: STREET 1: 110 E 59TH ST STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129068480 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL CELLULAR INC DATE OF NAME CHANGE: 19600201 8-K 1 FORM 8-K MARCH 18, 1998 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) MARCH 18, 1998 -------------- CELLULAR COMMUNICATIONS INTERNATIONAL, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-19363 13-3221852 - -------------------------------------------------------------------------------- (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 110 East 59th Street, New York, New York 10022 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including area code (212)906-8480 ------------- - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On March 18, 1998, Cellular Communications International, Inc. (the "Company"), announced that its previously announced offer to purchase all of its outstanding 13-1/4% Senior Discount Notes due 2000 expired on March 18, 1998 at 3:00 a.m. and that the Company accepted for payment $232,469,000 (82.58%) aggregate principal amount at maturity of Senior Notes. A copy of the press release issued by the Company announcing the above is attached hereto as an exhibit and incorporated herein by reference. Item 7. Financial Statements and Exhibits. Exhibits 99 Press Release issued March 18, 1998. SIGNATURES ---------- 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 thereunto duly authorized. CELLULAR COMMUNICATIONS INTERNATIONAL, INC. (Registrant) By: \s\ Richard J. Lubasch ----------------------------------------- Name: Richard J. Lubasch Title: Senior Vice President, Treasurer, Secretary and General Counsel Dated: March 19, 1998 EXHIBIT INDEX ------------- Exhibit Page 99 Press Release issued on March 18, 1998. EX-99 2 EXHIBIT 99 EXHIBIT 99 FOR IMMEDIATE RELEASE CELLULAR COMMUNICATIONS INTERNATIONAL OFFER FOR ITS 13-1/4% SENIOR DISCOUNT NOTES SUCCEEDS; FINANCING ALSO COMPLETED NEW YORK, NY, March 18, 1998 -- Cellular Communications International, Inc. (Nasdaq: CCIL) today announced that its previously announced offer to purchase all of its outstanding 13-1/4% Senior Discount Notes due 2000 expired on March 18, 1998 at 3:00 a.m. and that the Company accepted for payment $232,469,000 (82.58%) aggregate principal amount at maturity of Senior Notes. On February 23, 1998, the Company announced that it had received consents from the holders of $232,208,000 (82.48%) of the outstanding Senior Notes in connection with its previously announced solicitation, made in conjunction with the offer, of consents to amend the indenture pursuant to which the Senior Notes were issued. A supplemental indenture became effective on March 18, 1998. The total cash consideration for holders of Senior Notes who tendered their securities and consented to the amendment of the Indenture is $869.12 per $1,000 principal amount of Senior Notes. Payment will be made by the Company promptly through the Depositary, The Chase Manhattan Bank. The Company also announced that it had closed the sale of Euro 235,000,000 principal amount of its 9-1/2% Senior Discount Notes due 2005 and US $86,250,000 principal amount of its 6% Convertible Subordinated Notes due 2005. ***** For information please contact: (A) With respect to the tender and consent payment, The Chase Manhattan Bank, the Depositary, at (212) 946-3348 attention Andrew Deck. (B) With respect to the Company, Stanton N. Williams, Vice President - Chief Financial Officer or Richard J. Lubasch, Senior Vice President-General Counsel at (212) 906-8480. -----END PRIVACY-ENHANCED MESSAGE-----