Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements or Certain Officers.
As previously announced, NII Holdings, Inc. (the "Company") has entered into an
agreement to sell its wireless operations in Brazil ("Nextel Brazil" and such
sale, the "Transaction") in accordance with the terms of the Purchase Agreement,
dated March 18, 2019, by and among América Móvil, S.A.B. de C.V., NII
International Holdings S.à r.l., AI Brazil Holdings B.V. and the Company, as
amended from time to time (the "Purchase Agreement").
On December 10, 2019, the Board of Directors of the Company (the "Board")
determined that in connection with the closing of the Transaction, Roberto
Rittes, Chief Executive Officer of Nextel Brazil and former Principal Executive
Officer of the Company, will no longer be employed by a subsidiary of the
Company and at that time will no longer serve as Principal Executive Officer. On
December 10, 2019, Daniel Freiman, Vice President and Chief Financial Officer of
the Company, was appointed by the Board to also serve as Acting Principal
Executive Officer of the Company, effective as of the closing of the
Transaction.
Also on December 10, 2019, in connection with the Company's plan to dissolve
following the closing of the Transaction, James Continenza, Ricardo
Knoepfelmacher, Christopher Rogers and Robert Schriesheim tendered their
resignations from the Board, which will be effective the day following the
closing of the Transaction, and the Board reduced the size of the Board to three
directorships, which will be effective the day following the closing of the
Transaction.
Item 8.01. Other Events.
On December 11, 2019, the Company received Brazilian antitrust approval,
completing the Brazilian regulatory approvals set forth in the Purchase
Agreement as conditions to close the Transaction. The Company currently expects
to close the Transaction on or around December 18, 2019.
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