Enters Strategic OpCo-PropCo Sale-Leaseback
with Macquarie Infrastructure Partners to Acquire Bluebird Network,
LLC and Combine with Uniti Fiber’s Midwest Business
Uniti Group Inc. (“Uniti” or the “Company”) (Nasdaq: UNIT)
announced today strategic transactions involving its leasing and
fiber business units. Kenny Gunderman, President and Chief
Executive Officer of Uniti, commented, “We are excited about the
announcement of these strategic transactions. We believe they
will create value for our investors and sharpen our strategic
focus.”
STRATEGIC PARTNERSHIP WITH
MACQUARIE
Uniti has entered into an OpCo-PropCo partnership with Macquarie
Infrastructure Partners (“MIP”) to acquire Bluebird Network, LLC
(“Bluebird”). MIP operates within the Macquarie
Infrastructure and Real Assets ("MIRA") division of Macquarie
Group. Bluebird’s network consists of approximately 178,000
fiber strand miles in the Midwest across Missouri, Kansas,
Illinois, and Oklahoma. In the transaction, Uniti has agreed to
purchase the Bluebird fiber network and MIP has agreed to purchase
the Bluebird operations. In addition, Uniti has agreed to sell
Uniti Fiber’s Midwest operations to MIP, while Uniti will retain
its existing Midwest fiber network.
Concurrently with the closing of these transactions, Uniti will
lease the Bluebird fiber network and its Midwest fiber network, on
a combined basis, to MIP under a long-term triple net lease. The
initial lease term will be 20 years with multiple renewal options
at MIP’s discretion. Initial annual cash rent will be approximately
$20.3 million representing an initial cash yield of 9.6%.
Kenny Gunderman commented, “MIP is a highly respected investor
in communications infrastructure assets, and we are excited to
enter into this strategic partnership with them. We believe the
deal structure can be replicated with other operating partners in
the future and today’s announcement lays the foundation for similar
transactions.”
“We are pleased to enter this partnership with Uniti’s
experienced leadership as MIP expands its portfolio of investments
in communications infrastructure,” said Karl Kuchel, CEO of MIP.
“We look forward to the continued growth of this platform in the
years to come.”
Uniti is acquiring the fiber network of Bluebird for $319
million, of which $175 million will be funded by Uniti in cash and
$144 million from pre-paid rent to be received from MIP at closing.
As mentioned earlier, MIP has agreed to purchase the Bluebird
operations for an undisclosed purchase price. In connection
with the sale of the Company’s Midwest operations, Uniti will
receive total upfront cash of approximately $37 million, including
related prepaid rent to be received from MIP at closing. The
transactions are subject to regulatory and other customary closing
conditions, and are expected to close by the end of the third
quarter of 2019.
Wells Fargo Securities, LLC acted as exclusive financial advisor
to MIP and Uniti. Barclays provided committed financing to Uniti in
connection with the transaction.
EVALUATING POTENTIAL SALE OF LATIN AMERICA TOWER
PORTFOLIO
Separately, Uniti is evaluating the potential sale of its Uniti
Towers’ business in Latin America as the Company has received
inquiries from interested third parties in acquiring its
approximately 500 towers located across Mexico, Colombia and
Nicaragua.
Kenny Gunderman commented, “We are currently in discussions
regarding the potential sale of our Latin America tower business,
which we believe would realize substantial value for our
stockholders, and allow us to focus on communications
infrastructure growth opportunities in the U.S. Uniti Towers
continues to be a significant component of our strategy to provide
a full suite of solutions to wireless carriers and other
customers.”
ABOUT UNITI
Uniti, an internally managed real estate investment trust, is
engaged in the acquisition and construction of mission critical
communications infrastructure, and is a leading provider of
wireless infrastructure solutions for the communications
industry. As of September 30, 2018, Uniti owns 5.4 million
fiber strand miles, approximately 850 wireless towers, and other
communications real estate throughout the United States and Latin
America. Additional information about Uniti can be found on its
website at www.uniti.com.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, as amended from time to
time. Those forward-looking statements include all statements that
are not historical statements of fact, including, without
limitation, those regarding our business strategies, growth
prospects, and the closings and anticipated benefits of the
sale-leaseback transaction with MIP and the potential disposition
of the Uniti Towers Latin America tower portfolio.
Words such as "anticipate(s)," "expect(s)," "intend(s),"
“estimate(s),” “foresee(s),” "plan(s)," "believe(s)," "may,"
"will," "would," "could," "should," "seek(s)" and similar
expressions, or the negative of these terms, are intended to
identify such forward-looking statements. These statements are
based on management's current expectations and beliefs and are
subject to a number of risks and uncertainties that could lead to
actual results differing materially from those projected,
forecasted or expected. Although we believe that the assumptions
underlying the forward-looking statements are reasonable, we can
give no assurance that our expectations will be attained. Factors
which could materially alter our expectations include, but are not
limited to, the ability and willingness of our customers to meet
and/or perform their obligations under any contractual arrangements
entered into with us; the ability and willingness of our customers
to renew their leases with us upon their expiration, and the
ability to reposition our properties on the same or better terms in
the event of nonrenewal or in the event we replace an existing
tenant; the adverse impact of litigation affecting us or our
customers; our ability to renew, extend or obtain contracts with
significant customers (including customers of the businesses we
acquire); the availability of and our ability to identify suitable
acquisition opportunities and our ability to acquire and lease the
respective properties on favorable terms; the risk that we fail to
fully realize the potential benefits of acquisitions or have
difficulty integrating acquired companies; our ability to generate
sufficient cash flows to service our outstanding indebtedness; our
ability to access debt and equity capital markets; the impact on
our business or the business of our customers as a result of credit
rating downgrades and fluctuating interest rates; our ability to
retain our key management personnel; our ability to qualify or
maintain our status as a real estate investment trust (“REIT”);
changes in the U.S. tax law and other state, federal or local laws,
whether or not specific to REITs; covenants in our debt agreements
that may limit our operational flexibility; other risks inherent in
the communications industry and in the ownership of communications
distribution systems, including potential liability relating to
environmental matters and illiquidity of real estate investments;
the risk that the agreements relating to our pending transactions
may be modified or terminated prior to closing; the risks related
to satisfying the conditions to our pending transactions; and
additional factors described in our reports filed with the SEC.
Uniti expressly disclaims any obligation to release publicly any
updates or revisions to any of the forward-looking statements set
forth in this press release to reflect any change in its
expectations or any change in events, conditions or circumstances
on which any statement is based.
INVESTOR AND MEDIA CONTACTS:
Mark A. Wallace, 501-850-0866Executive Vice President, Chief
Financial Officer & Treasurermark.wallace@uniti.com
Bill DiTullio, 501-850-0872Director, Finance and Investor
Relationsbill.ditullio@uniti.com
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