[0] AirGate PCS, Inc. Completes Merger With iPCS, Inc.; Combined Company Guidance Provided for First Fiscal Quarter of 2002.Business Editors ATLANTA--(BUSINESS WIRE)--Nov. 30, 2001 AirGate PCS (1) (Personal Communications Services) Refers to wireless services that emerged after the U.S. government auctioned commercial licenses in 1994 and 1995. This radio spectrum in the 1. , Inc. (Nasdaq/NM:PCSA PCSA Primary Care Service Area PCSA Personal Computing Systems Architecture PCSA Power Crane and Shovel Association PCSA Peel Committee on Sexual Assault (Canada) PCSA Presbyterian Church of Southern Africa ), a Sprint PCS Network Partner, announced today it has completed its merger with iPCS, Inc., another Sprint PCS Network Partner. Under the terms of the transaction, AirGate and iPCS combined in a tax-free, stock-for-stock transaction in which AirGate will issue approximately 13.5 million shares of AirGate common stock, which includes approximately 1.1 million shares reserved for issuance upon the exercise of outstanding iPCS options and warrants. As a result of the merger, iPCS is now a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of AirGate. With the completion of the merger, the company is providing AirGate PCS and iPCS guidance separately as well as a pro-forma total for the quarter ended December 31, 2001. In future quarters, the company will only provide combined company guidance. This guidance is based on preliminary information and internal projections.
Pro-Forma
AirGate PCS iPCS Total
--------------- --------------- --------------
Net subscriber
additions 60,000 30,000 90,000
("net adds") to 65,000 to 35,000 to 100,000
----------------------------------------------------------------------
ARPU $58 to $60 $55 to $57 $57 to $59
----------------------------------------------------------------------
Roaming revenue $14 to $16 $13 to $15 $27 to $31
million million million
----------------------------------------------------------------------
Roaming expense $12 to $14 $10 to $12 $22 to $26
million million million
----------------------------------------------------------------------
EBITDA, excluding
non-cash stock option
compensation expense
and transaction ($14) to ($16) ($13) to ($15) ($27) to ($31)
related costs million million million
----------------------------------------------------------------------
Capital $9 to $10 $30 to $35 $39 to $45
expenditures million million million
----------------------------------------------------------------------
EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become , excluding non-cash stock option compensation expense, reflecting two months of AirGate stand-alone and one month of the combined AirGate with iPCS, is expected to be ($21) million to ($24) million. About AirGate PCS AirGate PCS, Inc. and its subsidiaries is the Sprint PCS Network Partner with the exclusive right to sell Sprint PCS products and services in territories within seven states located in the southeastern and mid-western United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . The territories includes over 14.5 million residents in key markets such as Grand Rapids, Michigan “Grand Rapids” redirects here. For other uses, see Grand Rapids (disambiguation). Grand Rapids is a city in the U.S. state of Michigan. As of the 2000 census, the city population was 197,800. ; Charleston, Columbia, and Greenville-Spartanburg, South Carolina South Carolina, state of the SE United States. It is bordered by North Carolina (N), the Atlantic Ocean (SE), and Georgia (SW). Facts and Figures Area, 31,055 sq mi (80,432 sq km). Pop. (2000) 4,012,012, a 15. ; Augusta and Savannah, Georgia Savannah is a city located in (and the county seat of) Chatham County, Georgia (USA). The city's population was 128,500 in 2005, according to the most recent U.S. Census estimate. Savannah was the first colonial and state capital of Georgia. ; Champaign-Urbana and Springfield, Illinois Springfield is the capital of the U.S. state of Illinois and the county seat of Sangamon County. As reported in the 2000 U.S. Census, the city was home to 111,454 people. The land on which Springfield is today was first settled in the late 1810s, around the time Illinois became a ; and the Quad Cities
The Quad Cities are a group of cities which flank the Mississippi River in Iowa and Illinois in the midwestern United States. . AirGate PCS is the largest Sprint PCS Network Partner based on the covered population in its territories. As a Sprint PCS Network Partner, AirGate PCS operates its own PCS network to exclusively provide 100% digital, 100% PCS products and services under the Sprint and Sprint PCS brand names in its territories. About Sprint Sprint is a global communications company Communications Company is a communications unit of the United States Marine Corps. They are part of Combat Logistics Regiment 37 , 3rd Marine Logistics Group (3MLG) and III Marine Expeditionary Force (III MEF). The unit is based out of the Marine Corps Base Camp Smedley D. serving 23 million business and residential customers in more than 70 countries. With more than 80,000 employees worldwide and $23 billion in annual revenues, Sprint is widely recognized for developing, engineering and deploying state of the art network technologies, including the United States' first nationwide all-digital, fiber-optic network. Sprint's award-winning Tier 1 Internet backbone (communications, networking) Internet backbone - High-speed networks that carry Internet traffic. These communications networks are provided by companies such as AT&T, GTE, IBM, MCI, Netcom, Sprint, UUNET and consist of high-speed links in the T1, T3, OC1 and OC3 ranges. is being extended to key global markets to provide customers with a broad portfolio of scalable IP products. Sprint's high-capacity, high-speed network gives customers fast, dependable, non-stop access to the vast majority of the world's Internet content. Sprint also operates the largest 100-percent digital, nationwide PCS wireless network in the United States, already serving the majority of the nation's metropolitan areas including more than 4,000 cities and communities. For more information, visit the Sprint PCS web site at http://www.sprintpcs.com. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995 Certain statements contained in this news release, such as statements concerning AirGate PCS' anticipated performance, plans for growth and anticipated financial results and other factors that could affect future operations or performance, and other non-historical facts, are forward looking statements made pursuant to the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. Since these forward looking statements are based on factors that involve risks and uncertainties, actual results may differ materially from those expressed or implied by such forward looking statements. Such factors include: the ability to successfully integrate the two businesses; the competitiveness and impact of Sprint PCS pricing plans, products and services; the ability of Sprint PCS to provide back office, customer care and other services; consumer purchasing patterns; potential fluctuations in quarterly results; an adequate supply of subscriber equipment; risks related to our ability to compete with larger, more established businesses; rapid technological and market change; risks related to future growth and expansion; the potential need for additional capital, anticipated future losses, the significant level of indebtedness and the volatility of AirGate PCS' stock price. For a detailed discussion of these and other cautionary statements and factors that could cause actual results to differ from those contained in this news release, please refer to AirGate PCS' filings with the Securities and Exchange Commission ("SEC"), especially in the "investment considerations" section of AirGate PCS' Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended September 30, 2001. No Offer or Sale This press release shall not constitute an offer to sell or the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to buy shares of AirGate nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Offers to sell securities of AirGate will be made only by means of a prospectus. |
|
||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion