UNITED STATES
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) November 8, 2012
SPRINT NEXTEL CORPORATION
(Exact name of registrant as specified in its charter)
| Kansas | 1-04721 | 48-0457967 | ||
| (State of incorporation) | (Commission File Number) |
(I.R.S. Employer Identification No.) |
| 6200 Sprint Parkway, Overland Park, Kansas | 66251 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (800) 829-0965
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events.
This Current Report on Form 8-K is filed for the purpose of filing the exhibits listed below as exhibits to Registration Statement No. 333-171301 of Sprint Nextel Corporation (the “Company”) in connection with the issuance and sale by the Company of $2.28 billion aggregate principal amount of 6.000% Notes due 2022.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed with this report:
| Exhibit No. |
Description | |
| 1.1 | Underwriting Agreement, dated November 8, 2012, between Sprint Nextel Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on behalf of itself and as the Representative of the several Underwriters | |
| 4.1 | Sixth Supplemental Indenture, dated as of November 14, 2012, to the Indenture, dated as of November 20, 2006, between Sprint Nextel Corporation and The Bank of New York Mellon Trust Company, N.A. | |
| 4.2 | Specimen of 6.000% Notes due 2022 (included in Exhibit 4.1) | |
| 5.1 | Opinion of Jones Day | |
| 5.2 | Opinion of Polsinelli Shughart PC | |
| 23.1 | Consent of Jones Day (included in Exhibit 5.1) | |
| 23.2 | Consent of Polsinelli Shughart PC (included in Exhibit 5.2) | |
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 hereunto duly authorized.
| SPRINT NEXTEL CORPORATION | ||||||
| Date: November 14, 2012 | By: | /s/ Timothy O’ Grady | ||||
| Timothy O’Grady | ||||||
| Assistant Secretary | ||||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 1.1 | Underwriting Agreement, dated November 8, 2012, between Sprint Nextel Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on behalf of itself and as the Representative of the several Underwriters | |
| 4.1 | Sixth Supplemental Indenture, dated as of November 14, 2012, to the Indenture, dated as of November 20, 2006, between Sprint Nextel Corporation and The Bank of New York Mellon Trust Company, N.A. | |
| 4.2 | Specimen of 6.000% Notes due 2022 (included in Exhibit 4.1) | |
| 5.1 | Opinion of Jones Day | |
| 5.2 | Opinion of Polsinelli Shughart PC | |
| 23.1 | Consent of Jones Day (included in Exhibit 5.1) | |
| 23.2 | Consent of Polsinelli Shughart PC (included in Exhibit 5.2) | |