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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) February 20, 2008
SunCom Wireless Holdings, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-15325 23-2974475
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
1100 Cassatt Road
Berwyn, Pennsylvania 19312
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(Address of principal executive offices, including zip code)
(610) 651-5900
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(Registrant's telephone number, including area code)
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(Former name or 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 (see General Instruction A.2. below):
|_| 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))
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Item 5.02. Departure of Directors.
Michael E. Kalogris, Scott I. Anderson, Niles K. Chura, Patrick H. Daugherty,
Jerry V. Elliott, G. Edward Evans, Gustavo A. Prilick, Karim Samii, Joseph
Thornton and James J. Volk each submitted a letter of resignation, dated
February 20, 2008, resigning as a director effective upon the consummation of
our merger with a wholly-owned subsidiary of T-Mobile USA, Inc. (the "Merger").
Mr. Kalogris will remain chief executive officer for a transition period.
Item 8.01. Other Events.
On February 22, 2008, we announced the consummation of the Merger. A copy of the
press release announcing the consummation of the Merger is attached as Exhibit
99.1 to this report.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibit:
99.1 Press Release dated February 22, 2008.
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 thereunto duly authorized.
SUNCOM WIRELESS HOLDINGS, INC.
Dated: February 22, 2008 By: /s/ Eric Haskell
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Eric Haskell
Executive Vice President and
Chief Financial Officer
Exhibit 99.1
[T-Mobile Logo]
T-Mobile USA Completes Acquisition of SunCom Wireless
More than 1.1 Million New Customers to Benefit from Industry-Leading
Customer Service, National Network and Rich Personal
Communication Products and Services
BELLEVUE, Wash. and BERWYN, Pa. - Feb. 22, 2008 - T-Mobile USA, Inc., and
SunCom Wireless Holdings, Inc. (NYSE: TPC) today announced the completion of
T-Mobile's acquisition of SunCom Wireless. This means more than 1.1 million
customers in North Carolina, South Carolina, Tennessee, Georgia, Puerto Rico
and the U.S. Virgin Islands will now be able to benefit from T-Mobile's
award-winning customer service and the unique products and services offered
by T-Mobile.
The acquisition enhances T-Mobile's network coverage. The company now serves 98
of the top 100 markets nationally.
"We look forward to offering our new customers in the Southeastern U.S. and
Puerto Rico T-Mobile's industry-leading customer service, quality national
network and unique personal communications products and services that help
customers stay connected to those who matter most," said Robert Dotson,
president and chief executive officer of T-Mobile USA.
T-Mobile recently earned the highest ranking in the J.D. Power and Associates
Wireless Customer Care Performance Study, the seventh consecutive period it has
held the top spot.
T-Mobile and SunCom Wireless announced their merger agreement in
September 2007. The deal received Federal Communications Commission approval
February 8.
Through this acquisition, T-Mobile USA expects to significantly expand its
national network to cover 259 million Americans, an increase from 244 million.
T-Mobile USA also expects to realize synergies with a net present value (NPV)
of approximately $1 billion through reduced roaming and operating expenses.
Plus, the company anticipates further upside growth opportunities through the
addition of the new markets.
Forward-looking statements
This press release contains forward-looking statements that reflect the current
views of Deutsche Telekom's, T-Mobile USA's and SunCom's management with respect
to future events. They are generally identified by the words "expect,"
"anticipate," "believe," "intend," "estimate," "aim," "goal," "plan," "will,"
"seek," "outlook" or similar expressions and include generally any information
that relates to expectations or targets for revenue or other performance
measures. Forward-looking statements are based on current plans, estimates and
projections. You should consider them with caution. Such statements are subject
to risks and uncertainties, most of which are difficult to predict and are
generally beyond Deutsche Telekom's, T-Mobile USA's or SunCom's control,
including those described in the sections "Forward-Looking Statements" and "Risk
Factors" of Deutsche Telekom's Form 20-F and SunCom's Form 10-K reports filed
with the U.S. Securities and Exchange Commission, copies of which may be
obtained by contacting the investor relations department of Deutsche Telekom or
SunCom via their websites, www.telekom.com and www.suncom.com. Among the
relevant factors are the impact of other significant strategic or business
initiatives, including acquisitions, dispositions and business combinations and
cost saving initiatives that may have a material adverse effect on costs and
revenue development. These factors also include risks that the acquisition
disrupts current plans and operations; the potential difficulties in employee
retention as a result of the acquisition; and the ability to recognize the
benefits of the acquisition. If these or other risks and uncertainties
materialize, or if the assumptions underlying any of these statements prove
incorrect, Deutsche Telekom's, T-Mobile USA's and SunCom's actual results may be
materially different from those expressed or implied by such statements.
Deutsche Telekom, T-Mobile USA and SunCom can offer no assurance that their
expectations or targets will be achieved and do not assume any obligation to
update forward-looking statements to take new information or future events into
account or otherwise.
About T-Mobile USA, Inc.
Based in Bellevue, Wash., T-Mobile USA, Inc., is the U.S. operation of Deutsche
Telekom AG's (NYSE: DT) Mobile Communications Business, and a wholly owned
subsidiary of T-Mobile International, one of the world's leading companies in
mobile communications. By the end of the fourth quarter of 2007, 120 million
mobile customers were served by the mobile communication segments of the
Deutsche Telekom group -- 28.7 million by T-Mobile USA -- all via a common
technology platform based on GSM, the world's most widely used digital wireless
standard. T-Mobile's innovative wireless products and services help empower
people to connect effortlessly to those who matter most. Multiple independent
research studies continue to rank T-Mobile highest, in numerous regions
throughout the U.S. in wireless customer care. For more information, please
visit www.t-mobile.com. T-Mobile is a federally registered trademark of Deutsche
Telekom AG.
For More Information Contact:
T-Mobile USA Media Relations
425-378-4002
mediarelations@t-mobile.com
For more information, please visit www.t-mobile.com for T-Mobile USA, Inc.;
www.t-mobile.net for T-Mobile International; and
www.telekom.com/investor-relations for Deutsche Telekom.