Printer Friendly
The Free Library
14,715,772 articles and books
Member login
User name  
Password 
 
Join us Forgot password?

Alaska Communications Systems Group, Inc. Announces Commencement of Tender Offers and Consent Solicitations.


ANCHORAGE, Alaska -- Alaska Communications Systems This article is about the current telecommunications company. For the historical "Alaska Communications System", see AT&T Alascom.

Alaska Communications Systems, (or ACS) is a telecommunications corporation, headquartered in Anchorage, Alaska.
 Group, Inc. (Nasdaq:ALSK)

--Alaska Communications Systems In telecommunication, a communications system is a collection of individual communications networks, transmission systems, relay stations, tributary stations, and data terminal equipment (DTE) usually capable of interconnection and interoperation to form an integrated whole.  Group, Inc. Announces Commencement of Tender Offers and Consent Solicitations Consent Solicitation

A solicitation by one party to the stakeholders of a particular security for the consent of a material change.

Notes:
Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with
 by Alaska Communications Systems Holdings, Inc. for Any and All of the 9 3/8% Senior Subordinated Notes due 2009 and Up to $59,350,000 of the 9 7/8% Senior Notes due 2011

Alaska Communications Systems Group, Inc. ("ACS (Asynchronous Communications Server) See network access server. ") (Nasdaq:ALSK) announced today that its subsidiary, Alaska Communications Systems Holdings, Inc. ("ACSH ACSH American Council on Science and Health, Inc.
ACSH Avionic and Control System Hardware
"), has commenced a cash tender offer for any and all of the $147,500,000 aggregate principal amount of outstanding 9 3/8% Senior Subordinated Notes due 2009 (CUSIP CUSIP

See: Committee on Uniform Securities Identification Procedures


CUSIP

See Committee on Uniform Securities Identification Procedures.
 Nos. 011679AC1 and 0011679AA5) issued by ACSH and up to $59,350,000 aggregate principal amount of outstanding 9 7/8% Senior Notes due 2011 (CUSIP Nos. 011679AF4 and 011679AD9) issued by ACSH. The tender offers are scheduled to expire at 9:00 a.m., New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 time, on February 10, 2005, unless extended or earlier terminated.

In conjunction with the tender offers, ACSH is also soliciting consents to adopt certain amendments to the indentures under which the senior subordinated notes and senior notes were issued. The solicitations of consents are scheduled to end at 5:00 p.m., New York City time, on January 25, 2005, unless extended or earlier terminated. Holders who tender their notes prior to the expiration of the consent solicitations will be entitled to withdraw their tenders and revoke To annul or make void by recalling or taking back; to cancel, rescind, repeal, or reverse.


revoke v. to annul or cancel an act, particularly a statement, document, or promise, as if it no longer existed.
 their consents pursuant to the tender offers only before 5:00 p.m., New York City time, on January 25, 2005. The proposed amendments to the senior subordinated notes indenture would, among other things, eliminate substantially all of the restrictive covenants Restrictive covenants

Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends.
 and eliminate most events of default (other than for failure to make payments of interest or principal). The proposed amendments to the senior notes indenture would, among other things, increase the amount of senior secured bank indebtedness that ACSH and its subsidiaries may incur.

Subject to certain conditions, holders of senior subordinated notes who validly tender and do not withdraw their senior subordinated notes by 5:00 p.m., New York City time, on January 25, 2005, will receive total consideration for their senior subordinated notes of $1,046.88 per $1,000 principal amount of notes tendered by such time, which includes a consent payment of $30.00 per $1,000 principal amount of notes.

Subject to certain conditions, holders of senior notes who validly tender and do not withdraw their senior notes by 5:00 p.m., New York City time, on January 25, 2005, will receive total consideration for their senior notes of $1,098.75 per $1,000 principal amount of notes tendered by such time. The total consideration consists of (1) $1,088.75 per $1,000 principal amount of the senior notes and (2) a consent payment of $10.00 per $1,000 principal amount of the senior notes. All senior notes validly tendered and not withdrawn prior to 5:00 p.m., New York City time, on January 25, 2005, which are not purchased due to pro ration ration

a fixed allowance of total feed for an animal for one day. Usually specifies the individual ingredients and their amounts and the amounts of the specific nutriments such as carbohydrate, fiber, individual minerals and vitamins.
, will still be eligible to receive a consent payment of $10.00 per $1,000 principal amount. Holders who tender (and do not withdraw) their senior notes after 5:00 p.m., New York City time, on January 25, 2005, but prior to the 9:00 a.m. on February 10, 2005, will not be entitled to receive the consent payment of $10.00 per $1,000 principal amount of the senior notes.

Subject to certain conditions, holders of senior subordinated notes who validly tender their senior subordinated notes after 5:00 p.m., New York City time on January 25, 2005, but before 9:00 a.m. on February 10, 2005, will receive a purchase price of $1,016.88 per $1,000 principal amount of senior subordinated notes tendered by such time. Subject to certain conditions, holders of senior notes who validly tender their senior notes after 5:00 p.m., New York City time on January 25, 2005, but before 9:00 a.m. on February 10, 2005, will receive a purchase price of $1,088.75 per $1,000 principal amount of notes tendered by such time.

Tenders of senior notes will be subject to pro ration in the event that tenders for more than $59,350,000 aggregate principal amount of senior notes are received.

ACSH is making the tender offers and consent solicitations as part of a refinancing Refinancing

An extension and/or increase in amount of existing debt.
 of a portion of its existing debt. ACSH intends to finance the tender offers and consent solicitations with a portion of the term loan borrowings under a proposed approximately $385 million new senior secured credit facility, the proceeds of a proposed $75 million equity offering by ACS and cash on hand. The tender offers and consent solicitations are subject to the valid tender of, and delivery of consents with respect to, a majority of the outstanding principal amount of senior subordinated notes and senior notes, arranging the new senior secured credit facility, successful completion of the equity offering and other customary general conditions.

ACSH has entered into agreements with holders of approximately $50.2 million aggregate principal amount of the senior notes, which represents approximately 28.3 percent of the aggregate principal amount of the outstanding senior notes, pursuant to which the holders have agreed, subject to certain conditions, to tender their senior notes in the tender offer and deliver their consents pursuant to the consent solicitation.

J.P. Morgan Securities Inc. and CIBC World Markets CIBC World Markets is the investment banking division of the Canadian Imperial Bank of Commerce. It helps governments, large companies, and other large institutions obtain capital and credit and is a primary dealer in U.S. Treasury securities.  Corp. are acting as the dealer managers and solicitation agents, and Global Bondholder Bondholder

A firm often has stockholders and bondholders. In a liquidation, the bondholders have first priority.


bondholder

An individual or institution that owns bonds in a corporation or other organization.
 Services Corp. is acting as depositary DEPOSITARY, contracts. He with whom a deposit is confided or made.
     2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470.
, in connection with the tender offers and consent solicitations. Copies of the Offers to Purchase and Consent Solicitation Statements, Letters of Transmittal and Consent, and other related documents may be obtained from the depositary at (800) 558-3745. Additional information concerning the terms of each tender offer and consent solicitation may be obtained by contacting J.P. Morgan Securities Inc. toll-free at (866) 834-4666 or (212) 834-3424 or CIBC World Markets Corp. at (212) 885-3745.

This press release shall not constitute an offer to purchase or the solicitation of an offer to sell or a solicitation of consents with respect to the senior subordinated notes or the senior notes. The tender offers and consent solicitations may only be made in accordance with the terms of and subject to the conditions specified in the Offers to Purchase and Consent Solicitation Statements, dated January 12, 2005, and the related Letters of Transmittal and Consent, which more fully set forth the terms and conditions of the tender offers and consent solicitations.

About Alaska Communications Systems

ACS is the leading integrated communications provider in Alaska, offering local telephone service, wireless, long distance, data, and Internet services to business and residential customers throughout Alaska.

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

Statements about future results and other expectations constitute forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 within the meaning of 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. These statements are based on current expectations and the current economic environment. The company cautions that these statements are not guarantees of future performance. Actual results may differ materially from those expressed or implied in the forward-looking statements. A number of factors in addition to those discussed herein could cause actual results to differ materially from expectations. The company's financial planning Financial planning

Evaluating the investing and financing options available to a firm. Planning includes attempting to make optimal decisions, projecting the consequences of these decisions for the firm in the form of a financial plan, and then comparing future performance against
 is affected by business and economic conditions and changes in customer order patterns. Any projections are inherently subject to significant economic and competitive uncertainties and contingencies, many of which are beyond the control of ACS. Important assumptions and other important factors, including risk factors, which could cause actual results to differ materially from those in the forward-looking statements, are specified in the company's 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 year ended December 31, 2003 and other filings with the SEC. The company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise.
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Publication:Business Wire
Geographic Code:1USA
Date:Jan 13, 2005
Words:1327
Previous Article:SilverCrest Announces Additional El Zapote Drill Results.
Next Article:SKN Resources Ltd.: New Bonanza Ag-Pb-Zn Vein S2 Discovered.
Topics:



Related Articles
IXC Communications Receives Consent to Amend 12 1/2% Senior Note Indenture and Prices Tender Offer.
Peoples Telephone Company, Inc. Commences Tender Offer for 12 1/4% Senior Notes Due 2002.
Peoples Telephone Company, Inc. Announces Pricing of Tender Offer for 12 1/4% Senior Notes Due 2002.
Nextel Partners Announces Tender Offer for its 14% Senior Discount Notes.
Nextel Communications, Inc. Commences Cash Tender Offer And Consent Solicitation for its 10.65% Senior Redeemable Discount Notes Due 2007.
Nextel Communications Inc. Has Received The Requisite Consents Pursuant to Its Tender Offer and Consent Solicitation for Its 10.65% Senior Redeemable...
Nextel Communications Inc. Receives the Requisite Consents Pursuant to Its Tender Offer and Consent Solicitation for Its 10.65% Senior Redeemable...
Nextel Commences Cash Tender Offer And Consent Solicitation For Its 9.5% Senior Serial Redeemable Notes Due 2011.
US Unwired Inc. Announces Tender Offer for Any and All of Its 13 3/8% Senior Subordinated Discount Notes Due 2009.
Nextel Partners Announces Consent Settlement Date and Financing of Transaction through Combination of Private Placement, Refinancing of Term Loan and...

Terms of use | Copyright © 2009 Farlex, Inc. | Feedback | For webmasters | Submit articles