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): December 7, 2004
AIRGATE PCS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 027455 58-2422929
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Harris Tower, 233 Peachtree Street, N.E.
Suite 1700
Atlanta, Georgia 30303
(Address of Principal
Executive Offices)
(404) 525-7272
(Registrant's telephone number, including area code)
None
(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 obligations 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 1.01. Entry into a Material Definitive Agreement
On December 7, 2004, AirGate PCS, Inc. ("AirGate") entered into an Affiliate
Agreement (the "Agreement"), dated as of December 1, 2004, with Lucent
Technologies Inc. ("Lucent") pursuant to which AirGate will purchase products
and services from Lucent for use in connection with Airgate's network
operations. The Agreement is effective through December 31, 2009. The Agreement
requires AirGate to purchase a minimum dollar amount of products and services
from Lucent from October 1, 2004 to September 30, 2009 in order to continue to
receive the discounts provided in the Agreement and to not be required to refund
the discounts provided to AirGate pursuant to the Agreement. The foregoing
description of the Agreement is qualified in its entirety by reference to the
terms of the Agreement which is attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.1 Agreement by and between AirGate PCS, Inc and Lucent
Technologies Inc., entered into on December 7, 2004.
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.
AIRGATE PCS, INC.
Date: December 7, 2004 By: /s/ William J. Loughman
William J. Loughman
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
10.1 Agreement by and between AirGate PCS, Inc and Lucent
Technologies Inc., entered into on December 7, 2004.