Windstream Announces Results of Exchange Offers
The early tender date (the “Early Tender Date”) for each of the Company's Exchange Offers with respect to its 7.75% senior notes due 2021 (“2021 Notes”) and 7.50% senior notes due 2022 (“2022 Notes”) (the “2021/2022 Exchange Offers”) and the Exchange Offer with respect to its 7.50% senior notes due 2023 (“2023 Notes”) (the “2023 Exchange Offer”) was
2021/2022 Exchange Offers
As of the Early Tender Date, pursuant to the 2021/2022 Exchange Offers, the Company had received from holders valid and unrevoked tenders of $537,636,000 aggregate principal amount of 2021 Notes, representing approximately 86% of the outstanding 2021 Notes, and
The Company is also now offering to pay the early exchange consideration to all holders who validly tender 2021 Notes or 2022 Notes after the Early Tender Date and prior to the expiration date for the 2021/2022 Exchange Offers. As a result, the late exchange consideration pursuant to the 2021/2022 Exchange Offers is
2023 Exchange Offer
As of the Early Tender Date, pursuant to the 2023 Exchange Offer, the Company had received from holders valid and unrevoked tenders of $68,210,000 aggregate principal amount of 2023 Notes, representing approximately 57% of the outstanding 2023 Notes.
The 2023 Exchange Offer is conditioned upon, among other things, a minimum of
The Company is also now offering to pay the early exchange consideration to all holders who validly tender 2023 Notes after the Early Tender Date and prior to the expiration date for the 2023 Exchange Offer. As a result, the late exchange consideration pursuant to the 2023 Exchange Offer is
Early Settlement Date
Subject to the terms and conditions of the 2021/2022 Exchange Offers, the Company will settle all 2021 Notes and 2022 Notes that have been validly tendered (and not validly withdrawn) by the Early Tender Date and accepted for exchange on the Early Settlement Date. The Early Settlement Date for the 2021/2022 Exchange Offers is expected to occur on or after December 13, 2017, but may change at the Company's option and is subject to all conditions to the 2021/2022 Exchange Offers having been satisfied or waived by the Company.
The expiration date of each of the Exchange Offers remains 11:59 p.m., New York City time, on December 26, 2017.
Global Bondholder Services Corporation is acting as the Information and Exchange Agent for the Exchange Offers. Questions or requests for assistance related to the Exchange Offers and for additional copies of the offering memoranda and the letter of transmittal related to the Exchange Offers (collectively, the “Offering Documents”) may be directed to Global Bondholder Services Corporation at (866) 807-2200 (toll free) or (212) 430-3774 (collect). To see if you are eligible to participate, please visit: http://gbsc-usa.com/eligibility/Windstream. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers.
Holders are advised to check with any bank, securities broker or other intermediary through which they hold any of the notes as to when such intermediary needs to receive instructions from a holder in order for that holder to be able to participate in, or (in the circumstances in which revocation is permitted) revoke their instruction to participate in, the Exchange Offers, before the deadlines specified herein and in the Offering Documents. The deadlines set by each clearing system for the submission and withdrawal of tender instructions will also be earlier than the relevant deadlines specified herein and in the Offering Documents.
None of the Company, its board of directors, its officers, the dealer manager, the exchange agent or the trustee with respect to the outstanding notes, or any of the Company's or their respective affiliates, makes any recommendation that holders tender any outstanding notes in response to the Exchange Offers, and no one has been authorized by any of them to make such a recommendation. Holders must make their own decision as to whether to participate and, if so, the principal amount of outstanding notes to tender.
This press release is for informational purposes only. It is not an offer to exchange or a solicitation of an offer to exchange any notes. The Exchange Offers are being made solely pursuant to the offering memoranda and related letter of transmittal. The Exchange Offers are not being made to holders of notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
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 offer, solicitation or sale of any securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful.
Certain statements contained in this press release may constitute forward-looking statements. Forward-looking statements are subject to uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. These forward-looking statements are based on estimates, projections, beliefs, and assumptions that Windstream believes are reasonable but are not guarantees of future events and results. Actual future events and results of Windstream may differ materially from those expressed in these forward-looking statements as a result of a number of important factors, including those described in filings by Windstream with the
Source: Windstream Holdings, Inc.