Markets
U.S. open in 31 hrs, 40 mins
BUSINESS NEWS
- Market News
- Earnings
- Recalls
- Recession Watch
- Tech News
- Financial Crisis
- Madoff Scandal
- BloggingStocks
- Luxist
- Money Videos
INVESTING
- Stock Quotes
- Stock Charts
- Stock Ticker
- Currencies
- Portfolio
- Stock Screener
- Broker Center
- Mutual Fund Center
- ETF Center
- Money
- 24/7 Wall St.
- Financial Glossary
PERSONAL FINANCE AT WALLETPOP
- Bargains
- Banking
- Budget
- Calculators
- College Finance
- Community
- Credit
- Deals
- Debt
- Economizer
- Food
- Home
- Fraud
- Insurance
- Interest Rates
- Loans
- Mortgages
- Real Estate
- Recalls
- Recession
- Retirement
- Saving
- Simplification
- Specials
- Taxes
SMALL BUSINESS
Iowa Telecom to Be Acquired by Windstream Corporation
Business Wire
Iowa Telecommunications Services, Inc. (NYSE: IWA), announced today that
its Board of Directors has approved an agreement for Windstream
Corporation (NYSE: WIN) to acquire the Newton, Iowa-based
telecommunications company in a transaction valued at approximately $1.1
billion.
Iowa Telecom provides communications services to residential and
business customers in approximately 460 Iowa and Minnesota communities.
The company has approximately 800 employees and serves about 256,000
access lines, about 95,000 high-speed Internet customers and about
26,000 digital TV customers.
“For the past 10 years, Iowa Telecom has been committed to providing
advanced communications services to our customers,” stated Alan L.
Wells, Iowa Telecom Chairman and Chief Executive Officer. “Our dedicated
employees have helped create a solid reputation with our customers and
within the communities we serve. As the telecommunications industry
changes, it has become clear that we need to increase the size and scale
of our operations in order to continue to offer our customers the
services they need. This has been a difficult decision, but we firmly
believe that the combination with Windstream is in the best interest of
our company, our customers and our shareholders.”
Iowa Telecom shareholders will receive 0.804 shares of Windstream stock
and $7.90 in cash per each Iowa Telecom share under terms of the
agreement approved by the boards of directors of both companies.
Windstream expects to issue approximately 26.5 million shares of stock
valued at $269 million, based on the company’s closing stock price on
Nov. 23, 2009, and pay approximately $261 million in cash as part of the
transaction. Windstream also will repay estimated net debt of
approximately $598 million.
“Iowa Telecom’s commitment to meeting the communications needs of its
customers, and its focus on customer service, has resulted in solid
operating and financial results. These are well-run, profitable
properties that offer a unique opportunity to expand our operations into
Iowa and Minnesota,” said Jeff Gardner, president and CEO of Windstream.
Little Rock, Ark.-based Windstream provides voice, broadband and
entertainment services to customers in 16 states. Similar to Iowa
Telecom, Windstream has a proud heritage of being very involved in their
local communities. Windstream will maintain an operating presence in the
headquarters building in Newton and plans to expand the existing Newton
call center.
“Windstream has an impressive track record of serving customers in
communities similar to the ones we serve. Windstream is a leader in our
industry, and has a reputation for deploying advanced services,”
continued Wells. “We’re pleased that we’ve found a company to partner
with that is as committed to customer service as we have been.”
The transaction is expected to close in mid-2010, subject to certain
conditions, including necessary approvals from federal and state
regulators and Iowa Telecom shareholders.
About Iowa Telecom
Iowa Telecommunications Services, Inc. (d/b/a Iowa Telecom) is a
telecommunications service provider that offers local telephone, long
distance, Internet, broadband and network access services to business
and residential customers. Today, the Company and its subsidiaries serve
over 450 Iowa communities, 10 Minnesota communities and employ
approximately 800 people. The Company’s headquarters are in Newton,
Iowa. The Company trades on the New York Stock Exchange under the symbol
IWA. For further information regarding Iowa Telecom, please go to
www.iowatelecom.com
and select “Investor Relations.” The Iowa Telecom logo is a registered
trademark of Iowa Telecommunications Services, Inc. in the United States.
About Windstream
Windstream Corporation is an S&P 500 company that provides phone,
high-speed Internet and high-definition digital TV services to customers
in 16 states. The company also offers a wide range of IP-based voice and
data services and advanced phone systems and equipment to businesses and
government agencies. The company has approximately 3 million access
lines and about $3.1 billion in annual revenues. Windstream is ranked
4th in the 2009 BusinessWeek 50 ranking of the best performing U.S.
companies. For more information about Windstream, visit
www.windstream.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995. These statements are based on
management’s current expectations and beliefs and are subject to a
number of factors and uncertainties that could cause actual results to
differ materially from those described in the forward-looking
statements. The forward-looking statements contained in this document
include statements concerning the proposed transaction. These statements
are not guarantees of future performance, involve certain risks,
uncertainties and assumptions that are difficult to predict, and are
based upon assumptions as to future events that may not prove accurate.
Therefore, actual outcomes and results may differ materially from what
is expressed herein. For example, if Iowa Telecom does not receive the
required shareholder approval or fails to satisfy other conditions to
closing, the transaction may not be consummated. The following factors,
among others, could cause actual results to differ materially from those
described in the forward-looking statements: risks associated with
uncertainty as to whether the transaction will be completed, costs and
potential litigation associated with the transaction, the failure to
obtain approval of Iowa Telecom’s shareholders, the failure of either
party to meet the closing conditions set forth in the merger agreement,
the extent and timing of regulatory approvals, changes in the extensive
governmental legislation and regulations governing telecommunications
providers and the provision of telecommunications services, high costs
of regulatory compliance, the competitive impact of legislation and
regulatory changes in the telecommunications industry, and the other
risk factors discussed from time to time by Iowa Telecom in its reports
filed with the SEC. We urge you to carefully consider the risks which
are described in Iowa Telecom’s Annual Report on Form 10-K for the year
ended December 31, 2008 and in Iowa Telecom’s other SEC filings. Iowa
Telecom is under no obligation to (and expressly disclaims any such
obligation to) update or alter its forward-looking statements whether as
a result of new information, future events, or otherwise.
Additional Information
In connection with the proposed transaction, Windstream will file a
registration statement on Form S-4 with the SEC, which will include Iowa
Telecom’s proxy statement and also constitute a prospectus with respect
to the Windstream securities. At the appropriate time, Iowa Telecom will
mail the proxy statement/prospectus to its shareholders. INVESTORS ARE
URGED TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS
(INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. Investors may obtain free copies of the
registration statement and proxy statement/prospectus when they become
available, as well as other filings containing information about
Windstream and Iowa Telecom, without charge, at the SEC’s Internet web
site (
www.sec.gov).
These documents may also be obtained for free from Iowa Telecom’s
Investor Relations web site (
www.iowatelecom.com)
or by directing a request to Iowa Telecom at 403 W. Fourth Street North,
Newton, Iowa 50208 or by calling (641) 787-2000. Copies of Windstream’s
filings may be obtained for free from Windstream’s Investor Relations
Web Site (
www.windstream.com)
or by directing a request to Windstream at Windstream Investor
Relations, 4001 Rodney Parham Road, Little Rock, Arkansas 72212 or by
calling (866) 320-7922.
Iowa Telecom, Windstream and their respective officers and directors may
be deemed, under SEC rules, to be participants in the solicitation of
proxies from Iowa Telecom’s shareholders with respect to the proposed
transaction. Information regarding the officers and directors of Iowa
Telecom is included in its definitive proxy statement for its 2009
annual meeting filed with the SEC on April 29, 2009. Information
regarding the officers and directors of Windstream is included in its
Form 10-K for 2008 filed on February 19, 2009 and in its definitive
proxy statement for its 2009 annual meeting filed with the SEC on March
23, 2009. More detailed information regarding the identity of potential
participants in the solicitation, and their direct or indirect
interests, by securities, holdings or otherwise, which interests may be
different from those of Iowa Telecom’s shareholders generally, will be
set forth in the proxy statement and other materials to be filed with
SEC in connection with the proposed transaction.
Copyright Business Wire 2009
2009-11-24 09:15:00
COMMENTS ( 0 )