Frontier Communications Prices Offerings of $750 Million of Common Stock & $1.750 Billion of Mandatory Convertible Preferred ...
June 04 2015 - 8:14PM
Business Wire
Frontier Communications Corporation (NASDAQ:FTR) announced today
that it has priced its previously announced registered offerings of
$750 million of common stock, par value $0.25 per share, at a
public offering price of $5.00 per share, and $1.750 billion of
11.125% Mandatory Convertible Preferred Stock, Series A, par value
$0.01 per share (the “Mandatory Convertible Preferred Stock”), at a
public offering price of $100.00 per share. Pursuant to the
offerings, Frontier has granted the underwriters a 30-day option to
purchase from Frontier up to an additional 15,000,000 shares of
common stock and up to an additional 1,750,000 shares of Mandatory
Convertible Preferred Stock, in each case at the public offering
price per share. The offerings are expected to close on or about
June 10, 2015, subject to customary closing conditions.
Frontier intends to use the proceeds from the offerings to
finance a portion of the cash consideration payable in connection
with Frontier’s previously announced acquisition of the wireline
properties of Verizon Communications Inc. in California, Florida
and Texas and to pay related fees and expenses. The acquisition is
expected to close in the first half of 2016. The closings of these
offerings are not conditioned on each other or on the closing of
the acquisition.
The joint book-running managers for the offerings are J.P.
Morgan Securities LLC, BofA Merrill Lynch and Citigroup Global
Markets Inc. and the co-managers for the offerings are Barclays
Capital Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley
& Co. LLC, Mizuho Securities, Deutsche Bank Securities Inc.,
Goldman, Sachs & Co. and UBS Securities LLC. You may obtain a
final prospectus supplement for either offering by contacting J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, New York 11717, at (866) 803-9204
(toll free), BofA Merrill Lynch at 222 Broadway, New York, NY
10038, Attention: Prospectus Department, or email:
dg.prospectus_requests@baml.com or Citigroup Global Markets Inc.,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717 (Tel: 800-831-9146).
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be
any sales of securities mentioned in this press release in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. A shelf registration
statement relating to the common stock and preferred stock became
effective on April 20, 2015, and the offering is being made by
means of a separate prospectus supplement for each offering.
About Frontier Communications
Frontier Communications Corporation (NASDAQ:FTR) offers
broadband, voice, video, wireless Internet data access, data
security solutions and bundled offerings for residential customers,
small businesses and home offices, and advanced communications for
medium and large businesses in 28 states. Frontier’s approximately
17,800 employees are based entirely in the United States.
Forward-Looking Statements
This press release contains “forward-looking statements,”
related to future, not past, events. Forward-looking statements
address our expected future business and financial performance and
financial condition, and contain words such as “expect,”
“anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,”
“would,” or “target” and similar expressions. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain. For us, particular uncertainties that could
cause our actual results to be materially different than those
expressed in our forward-looking statements include: risks related
to our ability to consummate the financings on the terms described
in this press release or at all; risks related to our pending
acquisition of properties from Verizon, including our ability to
complete the acquisition of such operations; and the other factors
that are described in our filings with the U.S. Securities and
Exchange Commission, including the registration statement, the
prospectus supplements relating to the offerings of common stock
and preferred stock and our reports on Forms 10-K and 10-Q. These
risks and uncertainties may cause our actual future results to be
materially different than those expressed in our forward-looking
statements. We do not undertake to update or revise these
forward-looking statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20150604006552/en/
Frontier Communications CorporationINVESTORS:John
Gianukakis, 203-614-5708Vice President and
Treasurerjohn.gianukakis@ftr.comorLuke Szymczak, 203-614-5044Vice
President, Investor
Relationsluke.szymczak@ftr.comorMEDIA:Brigid Smith,
203-614-5042AVP, Corporate Communicationsbrigid.smith@ftr.com
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