UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01 Other Events.
On September 17, 2021, Anterix Inc. (the “Company”) entered into an agreement with Evergy Services, Inc. (“Evergy”) providing Evergy and its affiliates with a long-term lease of the Company’s 900 MHz broadband spectrum (the “Evergy Agreement”). The Evergy Agreement will enable Evergy to deploy a private LTE network that will provide critical broadband communications capabilities for its service territories in Kansas and Missouri, covering approximately 3.88 million people, and will serve as an accelerator to Evergy’s digital transformation.
Evergy and Anterix obtained all necessary internal approvals prior to executing the agreement. The Evergy Agreement is subject to customary provisions regarding remedies for non-delivery, including refund of amounts paid and termination rights, if the Company fails to perform its contractual obligations.
The Company also issued a press release (the “Press Release”) announcing its entry into the Evergy Agreement and posted a Fact Sheet (the “Fact Sheet”) containing additional information regarding the material terms of the Evergy Agreement on the Investor Relations page of its website at: https://s25.q4cdn.com/860532731/files/doc_transcript/2021/09/Evergy-contract-factsheet.pdf.
A copy of the Press Release and Fact Sheet are being filed as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K, and each is incorporated herein by reference. The information on or accessible through the Company’s website, other than the Fact Sheet, is not incorporated into this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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99.1 |
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99.2 |
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104 |
| Cover Page Interactive Data File (formatted as Inline XBRL) |
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.
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| Anterix Inc. |
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Date: September 20, 2021 | /s/ Gena L. Ashe |
| Gena L. Ashe |
| Chief Legal Officer and Corporate Secretary |
Anterix and Evergy Announce Agreement for the
Long-Term Lease of 900 MHz Spectrum in Kansas and Missouri
WOODLAND PARK, NJ and KANSAS CITY, MO, September 20, 2021 — Anterix (NASDAQ: ATEX) and Evergy (NYSE: EVRG) today announced the signing of an agreement providing Evergy the use of Anterix’s 900 MHz broadband spectrum throughout Evergy’s 28,130-square mile service territory in Kansas and Missouri. The long-term lease agreement is for 20 years, with two 10-year renewal options. Evergy plans to utilize the Anterix spectrum to deploy a private wireless broadband communications network using LTE technology to support its grid modernization initiatives.
“Evergy is an innovative leader in the utility sector, and we are pleased to welcome them as the third utility in just nine months to sign a contract with Anterix for access to our 900 MHz spectrum for private LTE, joining Ameren and San Diego Gas & Electric,” said Rob Schwartz, Anterix’s President & CEO. “We’re also excited about this relationship because Evergy’s service area shares 25 Missouri counties with Ameren’s territory, setting the stage for the two utilities to demonstrate the first instance of collaboration towards a ‘network of networks’ using 900 MHz private LTE.” Under its earlier arrangement with Anterix, Ameren leases the 900 MHz band spectrum throughout its service territory in Illinois and Missouri, including those 25 counties.
When the Federal Communications Commission identified 6 MHz of 900 MHz spectrum for broadband in May 2020, Evergy’s land mobile radio system was a significant user of narrowband channels within that block, thus qualifying as a “complex system” under the new rules. That same month, Evergy agreed to exchange spectrum with Anterix, allowing Evergy to move its land mobile radio system to different 900 MHz frequencies outside the broadband allocation, thus freeing the 6 MHz of broadband spectrum for a potential future LTE system.
“Smart grid technologies have a growing importance for our grid modernization efforts as we continue to transform our operations to a focus on clean, safe and reliable energy. Today’s agreement with Anterix provides a key component of the communications foundation required to help advance these initiatives, which are not only important for increased safety and efficiency, but are also crucial to maintain a resilient grid in the future," said Kevin Bryant, Executive Vice President and Chief Operating Officer at Evergy.
Since its creation from the 2018 merger of local energy providers Westar and Kansas City Power & Light, Evergy has been working to consolidate the operations of the
merged utilities to best serve its 1.6 million customers. Its new agreement with Anterix will help achieve that goal. The private LTE network using Anterix’s 900 MHz spectrum will enable a secure broadband communications capability throughout the combined service territory and facilitate the unified adoption of smart grid applications.
About Anterix
At Anterix, we are focused on delivering transformative broadband that enables the modernization of critical infrastructure for the energy, transportation, logistics and other sectors of our economy. As the largest holder of licensed spectrum in the 900 MHz band (896-901/935-940 MHz) throughout the contiguous United States, plus Hawaii, Alaska, and Puerto Rico, we are uniquely positioned to enable the private LTE broadband solutions that support secure, resilient, and customer-controlled operations. For more information, visit: www.anterix.com.
About Evergy, Inc.
Evergy, Inc. (NYSE: EVRG) serves approximately 1.6 million customers in Kansas and Missouri. We were formed in 2018 when long-term local energy providers KCP&L and Westar Energy merged. We are a leader in renewable energy, supplying nearly half of the power we provide to homes and businesses from emission-free generation. We support our local communities where we live and work and strive to meet the needs of customers through energy savings and innovative solutions.
Forward-Looking Statements
Certain statements contained in this presentation, other than historical information, regarding Any statements in this press release regarding Anterix Inc. or its business operations, plans and opportunities, other than historical information, constitute forward-looking statements within the meaning of the Federal securities laws. Any such forward-looking statements are based on Anterix’s current expectations and are subject to a number of risks and uncertainties that could cause Anterix’s actual future results to differ materially from its current expectations or those implied by the forward-looking statements. These risks and uncertainties include, but are not limited to: (i) Anterix may not be successful in commercializing its spectrum assets to its targeted utility and critical infrastructure customers, on a timely basis and on favorable terms; (ii) Anterix may be unable to secure broadband licenses from the FCC on a timely and cost-effective basis; and (iii) the value of Anterix’s spectrum assets may fluctuate significantly based on supply and demand, as well as technical and regulatory changes. These and other risk factors that may affect Anterix’s future results of operations are identified and described in more detail in its filings with the SEC, including its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021, filed with the SEC on
August 11, 2021. Accordingly, you should not rely upon forward-looking statements as predictions of future events. Except as required by applicable law, Anterix undertakes no obligation to update publicly or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.
Media Contacts
Anterix:
Natasha Vecchiarelli
Director, Investor Relations & Corporate Communications
Anterix
973-531-4397
nvecchiarelli@anterix.com
James Fuller
Executive Vice President
Hill+Knowlton Strategies
240-393-1369
James.Fuller@hkstrategies.com
Exhibit 99.2
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September 20, 2021
To our shareholders:
On September 20, 2021, Evergy and Anterix announced the signing of a definitive agreement for the long-term lease of 900 MHz broadband spectrum. The spectrum lease agreement, which covers approximately 3.88 million people in Evergy’s service territories in Kansas and Missouri, will enable Evergy to deploy a private LTE network providing critical broadband communications capabilities in support of its grid modernization initiatives.
Key components of the Evergy spectrum lease agreement include:
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Exclusive use of 6 MHz of broadband spectrum: 936.5 - 939.5 MHz paired with 897.5 - 900.5 MHz. |
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A lease term of up to 40 years, consisting of an initial term of 20 years, with two 10-year renewal options for additional payments. |
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Lease payment of approximately $30.2 million dollars for the 20-year initial term, to be paid in full within thirty (30) days after execution of the lease agreement. |
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Delivery of the broadband spectrum by county, commencing no later than June 30, 2022. As part of an earlier agreement with Evergy, Anterix has been proactively clearing incumbents out of the 900 MHz broadband segment in Evergy’s service territories. |
Additional important elements of the Evergy spectrum lease agreement include:
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The Evergy agreement represents “fair market value” of spectrum in the Evergy service territories. |
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Evergy and Anterix have obtained all necessary internal approvals prior to executing this agreement. The agreement is subject to customary provisions regarding remedies for non-delivery, including refund of amounts paid and termination rights, if Anterix fails to perform its contractual obligations. |
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This agreement represents Anterix’s second contract involving a “Complex System” market as defined in the Federal Communications Commission’s 900 MHz Report & Order. |
Forward-looking Statements
Certain statements contained in this fact sheet, other than historical information, constitute forward-looking statements within the meaning of the Federal securities laws. Forward-looking statements include, but are not limited to, statements regarding: (i) our ability to qualify for and timely secure broadband licenses in Evergy’s service territories and (ii) our ability to satisfy the other terms of our lease agreement with Evergy. Any such forward-looking statements are based on our management’s current expectations and are subject to a number of risks and uncertainties that could cause our actual future results to differ materially from our management’s current expectations or those implied by the forward-looking statements. These risks and uncertainties include, but are not limited to: (i) we may not be successful in commercializing our spectrum assets to our targeted utility and critical infrastructure customers on a timely basis and on favorable terms, or at all; (ii) we may be unable to secure broadband licenses from the FCC on a timely and cost-effective basis; and (iii) the value of our spectrum assets may fluctuate significantly based on supply and demand, as well as technical and regulatory changes. These and other risk factors that may affect our future results of operations are identified and described in more detail in our filings with the SEC, including our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021, filed with the SEC on August 11, 2021. Accordingly, you should not rely upon forward-looking statements as predictions of future events. Except as required by applicable law, we undertake no obligation to update publicly or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.