Alltel Announces Cash Tender Offers for Up to $1.0 Billion of its Outstanding Debt
July 31 2006 - 7:15AM
Business Wire
Alltel (NYSE: AT) today announced the commencement of cash tender
offers for up to $1.0 billion aggregate principal amount of its
outstanding notes listed below (the "Notes") as part of the
company's plan to decrease its debt. The terms and conditions of
the tender offers are described in the Offer to Purchase, dated
July 31, 2006, and related Letter of Transmittal. The Offer to
Purchase will be mailed to the holders of the Notes. -0- *T
Principal Title of Security Amount Acceptance CUSIP No. Outstanding
Priority Level -------------------- --------------- ---------------
Alltel Corporation 4.656% Notes due 2007 020039DF7 $699,883,000 1
Alltel Communications, Inc. 6.65% Notes due 2008 885571AE9
$100,000,000 2 Alltel Communications, Inc. 7.60% Notes due 2009
885571AD1 $200,000,000 3 Alltel Ohio Limited Partnership 8.00%
Notes due 2010 $425,000,000 4 02003XAA8 U.S. Treasury Title of
Security Reference Early Tender CUSIP No. Fixed Spread(1) Security
Payment(2) --------------------- --------------- ---------------
------------- Alltel Corporation 4.656% Notes due 2007 020039DF7 0
4.375% due $15 5/15/07 Alltel Communications, Inc. 6.65% Notes due
2008 885571AE9 40 5.125% due $20 6/30/08 Alltel Communications,
Inc. 7.60% Notes due 2009 885571AD1 45 4.875% due $25 5/15/09
Alltel Ohio Limited Partnership 8.00% Notes due 2010 02003XAA8 53
5.125% due $25 6/30/11 --------------------------- (1) Basis points
(2) Per $1,000 principal amount of Notes *T The tender offers for
each series of Notes will expire at 11:59 p.m., New York City time,
on August 25, 2006, unless extended or earlier terminated. Holders
must tender their Notes by 5:00 p.m., New York City time, on August
11, 2006, unless extended, to be eligible to receive the applicable
total consideration. Holders who tender their Notes after such date
and prior to the expiration date will be eligible to receive the
applicable total consideration less the early tender payment. In
addition, payments for Notes purchased will include accrued
interest to but excluding the settlement date. The applicable total
consideration will be determined as described in the Offer to
Purchase based on the present value of future payments on the
applicable Notes discounted to the settlement date at a rate equal
to the sum of the yield to maturity, calculated by the dealer
managers based on the bid price for the applicable reference
security at 2:00 p.m., New York City time, on August 23, 2006, plus
the applicable fixed spread, minus accrued interest to but
excluding the settlement date. Alltel is offering to purchase up to
$1.0 billion aggregate principal amount of Notes. The amount of
each series of Notes that will be purchased will be determined in
accordance with the Acceptance Priority Level set forth above as
described in the Offer to Purchase. For instance, all Notes with
the first Acceptance Priority Level will be accepted before any
Notes with the second Acceptance Priority Level and so forth
through succeeding levels. If the aggregate principal amount of
Notes tendered in any series exceeds the remaining amount available
for such series, such Notes will be accepted on a pro rata basis if
such Notes are accepted for purchase. Withdrawal rights for all
offers will expire at 5:00 p.m., New York City time, on August 11,
2006, unless extended or otherwise required by law. The settlement
date is expected to be one business day following the expiration of
the offers. Alltel has retained J.P. Morgan Securities Inc. and
Wachovia Securities to serve as exclusive dealer managers and
Global Bondholder Services Corporation to serve as the depositary
agent and information agent for the tender offers. For additional
information regarding the terms of the tender offers, please
contact: J.P. Morgan Securities Inc. at (866) 834-4666 (toll free)
or (212) 834-4077 (collect) or Wachovia Securities at (866)
309-6316 (toll free) or (704) 715-8341 (collect). Requests for
documents and questions regarding the tendering of notes may be
directed to Global Bondholder Services Corporation at (866)
873-5600 (toll free). Alltel's obligations to accept any Notes
tendered and to pay the applicable consideration for them are set
forth solely in the Offer to Purchase and related Letter of
Transmittal. This press release is not an offer to purchase or a
solicitation of acceptance of the tender offers. Alltel may amend,
extend or, subject to certain conditions, terminate the tender
offers. Alltel is owner and operator of the nation's largest
wireless network and has more than 10 million wireless customers.
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