SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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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 30, 2002
Arch Wireless, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-23232/001-14248 31-1358569
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Numbers) Identification No.)
1800 West Park Drive, Suite 250
Westborough, MA 01581
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (508) 870-6700
ITEM 5. OTHER EVENTS.
As previously reported in Current Reports on Form 8-K filed with the
Securities and Exchange Commission (the "SEC"), certain holders of 12-3/4%
Senior Notes due 2007 of Arch Wireless Communications, Inc. ("AWCI"), a
wholly-owned subsidiary of Arch Wireless, Inc. (the "Registrant"), filed an
involuntary petition against AWCI on November 9, 2001 under chapter 11 of the
U.S. Bankruptcy Code (the "Bankruptcy Code") in United States Bankruptcy Court
for the District of Massachusetts, Western Division (the "Bankruptcy Court"). On
December 6, 2001, AWCI consented to the involuntary petition and the Bankruptcy
Court entered an order for relief with respect to AWCI under chapter 11 of the
Bankruptcy Code. Also on December 6, 2001, the Registrant and 19 of the
Registrant's other wholly-owned, domestic subsidiaries filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code with the Bankruptcy Court.
These cases are being jointly administered under the docket for Arch Wireless,
Inc., et al., Case No. 01-47330-HJB. The Registrant and its domestic
subsidiaries (collectively, the "Debtors") are operating their businesses and
managing their property as debtors in possession under the Bankruptcy Code.
The Registrant reports its operating results and financial statements
on a consolidated basis. These public reports are available through the SEC and
other sources. However, under applicable bankruptcy law, the Registrant is now
required to file periodically with the United States Trustee various materials,
including certain financial information on an unconsolidated basis. This
information includes statements, schedules and monthly operating reports in
forms prescribed by federal bankruptcy law and the United States Trustee's
Office Region 1 Operating Guidelines and Reporting Requirements for Chapter 11
Cases (the "Guidelines"). Accordingly, on January 30, 2002, the Debtors filed
with the United States Trustee the monthly operating reports and accompanying
attachments for the month ended December 31, 2001 attached hereto as Exhibit
99.1.
The Registrant cautions that the monthly operating reports and
accompanying attachments have been prepared for filing with the United States
Trustee in accordance with the requirements of federal bankruptcy law and the
Guidelines and have not been prepared in accordance with the rules and
regulations of the SEC. While these materials accurately provide then-current
information required under federal bankruptcy law and the Guidelines, they are
nonetheless unconsolidated and unaudited, and are prepared in a format different
from that used in the Registrant's consolidated financial statements filed with
the SEC under the federal securities laws. Accordingly, the Registrant believes
the substance and format of these materials do not allow meaningful comparison
with the Registrant's regular publicly-disclosed consolidated financial
statements. The materials filed with the United States Trustee are not prepared
for the purpose of providing a basis for an investment decision relating to any
securities of the Registrant or any of its subsidiaries, or for comparison with
the other financial information filed by the Registrant or its subsidiaries with
the SEC.
The Registrant cautions that the financial information included in the
monthly operating reports has been prepared by management of the Debtors without
audit or review by independent accountants, who do not express an opinion
thereon. The results of operations for the periods presented in the monthly
operating reports are not necessarily indicative of the results that may be
expected for a full year. This financial information is subject to year-end
audit adjustments as well as other adjustments related to the Debtors' filing
for protection under the Bankruptcy Code on December 6, 2001, and these
adjustments could be material. This financial information should be read in
conjunction with the consolidated financial statements and accompanying notes
included in the Annual Report on Form 10-K/A of the Registrant for the year
ended December 31, 2000, the Registrant's Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2001, June 30, 2001 and September 30, 2001 and the
Registrant's other periodic reports filed with the SEC from time to time,
including without limitation the Debtors' Joint Plan of Reorganization, dated
January 15, 2002, and the Debtors' Disclosure Statement, dated January 18, 2002,
both of which have been filed with the SEC.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description
99.1 Debtors' Monthly Operating Reports, filed on
January 30, 2002.
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.
Date: January 31, 2002 ARCH WIRELESS, INC.
By: /s/ J. Roy Pottle
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Name: J. Roy Pottle
Title: Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Debtors' Monthly Operating Reports, filed on
January 30, 2002.