Consolidated Communications Announces Receipt of Requisite Consents and Expiration of Consent Solicitation for Its 10.875% Se...
April 02 2014 - 7:00AM
Consolidated Communications Holdings, Inc. ("Holdings")
(Nasdaq:CNSL), today announced that its subsidiary, Consolidated
Communications, Inc. ("CCI"), received the requisite consents to
amend certain terms of the indenture governing CCI's 10.875% Senior
Notes due 2020 (the "Senior Notes") in connection with its
previously announced consent solicitation, and that the consent
solicitation expired.
As previously announced on March 19, 2014, CCI solicited the
consent of the holders of its Senior Notes (the "Consent
Solicitation") to two proposed amendments to the indenture
governing the Senior Notes (the "Indenture"). As of 5:00 p.m., New
York City time, on April 1, 2014, CCI has been advised by Global
Bondholder Services Corporation, as the Tabulation and Information
Agent for the Consent Solicitation, that the requisite consent of
holders of the Senior Notes was obtained, and Holdings, CCI,
certain of their subsidiaries and Wells Fargo Bank, National
Association, as trustee under the Indenture, entered into a
supplemental indenture to the Indenture effecting the proposed
amendments, as provided in CCI's Consent Solicitation Statement
dated March 19, 2014 (the "Consent Solicitation Statement").
Holders of the Senior Notes who validly consented to the
proposed amendments on or prior to 5:00 p.m., New York City time,
on April 1, 2014 (the "Expiration Time"), are eligible to receive a
consent fee of $10.00 per $1,000 principal amount of Senior Notes
for which consents were received (and not validly revoked) on or
prior to the Expiration Time.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy or solicitation of consent with
respect to any notes or any other securities of CCI. The Consent
Solicitation was made solely through the Consent Solicitation
Statement. Persons with questions regarding the Consent
Solicitation should contact the solicitation agent, Morgan Stanley,
at (212) 761-1057 or toll-free at 1 (800) 624 -1808. Requests for
copies of the Consent Solicitation Statement should be directed to
the Tabulation and Information Agent, Global Bondholder Services,
at (212) 430 - 3774 or toll-free at 1 (866) 804 - 2200.
About Consolidated
Consolidated Communications Holdings, Inc. (together with its
subsidiaries, the "Company") is a leading communications provider
within its six state operations of California, Illinois, Kansas,
Missouri, Pennsylvania and Texas. Headquartered in Mattoon, IL, the
Company has been providing services in many of its markets for over
a century. With one of the highest quality networks in the
industry, the Company offers a wide range of communications
services, including IP-based digital and high definition
television, high speed internet, voice over IP, carrier access,
directory publishing and local and long distance service.
Safe Harbor
Any statements in this news release other than statements of
historical facts, including statements about management's beliefs
and expectations, are forward-looking statements and should be
evaluated as such. These statements are made on the basis of
management's views and assumptions regarding future events and
business performance. Words such as "estimate," "believe,"
"anticipate," "expect," "intend," "plan, "target," "project,"
"should," "may," "will" and similar expressions are intended to
identify forward-looking statements. Forward-looking statements
(including oral representations) involve risks and uncertainties
that may cause actual results to differ materially from any future
results, performance or achievements expressed or implied by such
statements. These risks and uncertainties include the ability of
the Company to successfully integrate the operations of SureWest
Communications and realize the synergies from the acquisition, as
well as a number of other factors related to the businesses of the
Company, including various risks to stockholders of not receiving
dividends and risks to the Company's ability to pursue growth
opportunities if the Company continues to pay dividends according
to the current dividend policy; various risks to the price and
volatility of the Company's common stock; the substantial amount of
debt and the Company's ability to repay or refinance it or incur
additional debt in the future; the Company's need for a significant
amount of cash to service and repay the debt and to pay dividends
on the Company's common stock; changes in the valuation of pension
plan assets; restrictions contained in the Company's debt
agreements that limit the discretion of management in operating the
business; regulatory changes, including changes to subsidies, rapid
development and introduction of new technologies and intense
competition in the telecommunications industry; changes in content
costs, which have been substantial and continue to increase; risks
associated with the Company's possible pursuit of acquisitions;
economic conditions in the Company's service areas; system
failures; losses of large customers or government contracts; risks
associated with the rights-of-way for the network; disruptions in
the relationship with third party vendors; losses of key management
personnel and the inability to attract and retain highly qualified
management and personnel in the future; changes in the extensive
governmental legislation and regulations governing
telecommunications providers and the provision of
telecommunications services; telecommunications carriers disputing
and/or avoiding their obligations to pay network access charges for
use of the Company's network; high costs of regulatory compliance;
the competitive impact of legislation and regulatory changes on the
telecommunications industry; and liability and compliance costs
regarding environmental regulations. These and other risks and
uncertainties are discussed in more detail in the Company's filings
with the U.S. Securities and Exchange Commission (the "SEC"),
including our reports on Form 10-K and Form 10-Q.
Many of these risks are beyond management's ability to control
or predict. All forward-looking statements attributable to the
Company or persons acting on its behalf are expressly qualified in
their entirety by the cautionary statements and risk factors
contained in this communication and the Company's filings with the
SEC. Because of these risks, uncertainties and assumptions, you
should not place undue reliance on these forward-looking
statements. Furthermore, forward-looking statements speak only as
of the date they are made. Except as required under the federal
securities laws or the rules and regulations of the SEC, we do not
undertake any obligation to update or review any forward-looking
information, whether as a result of new information, future events
or otherwise.
CONTACT: Company Contact:
Matt Smith
VP of Finance & Treasurer
217-258-2959
matthew.smith@consolidated.com
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