Alaska Communications Systems Receives Requisite Consents for Tender of $52.9 Million of 9 7/8% Senior Notes due 2011; Up-Sizes Term Loan by $52.9 Million and Fixes Rate; Re-Prices Term Loan Facility at LIBOR Plus 1.75 Percent.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. ("ACS (Asynchronous Communications Server) See network access server. ") (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :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 received the requisite consents and has successfully completed its previously announced solicitation of consents in respect of ACSH's 9 7/8% Senior Notes due 2011 (CUSIP CUSIP See: Committee on Uniform Securities Identification Procedures CUSIP See Committee on Uniform Securities Identification Procedures. Nos. 011679AF4 and 011679AD9). The consent solicitations are being made in connection with ACSH's previously announced tender offer, which is 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 March 8, 2006, unless extended or earlier terminated. ACS also announced an amendment to its 2005 senior credit facility, increasing the $375.0 million term loan under the facility by $52.9 million, or the face amount of the senior notes tendered, and lowering the interest rate. Under the new terms the loan facility will be priced at an annual rate equal to the London interbank offered rate London Interbank Offered Rate A short-term interest rate often quoted as a 1,3,6-month rate for U.S.dollars. (LIBOR LIBOR See: London Interbank Offered Rate LIBOR See London interbank offered rate (LIBOR). ) plus 175 basis points, a reduction of 25 basis points from the previous terms. In addition, ACS announced the execution of a $52.9 million notional amount floating-to-fixed interest rate swap Interest Rate Swap A deal between banks or companies where borrowers switch floating-rate loans for fixed rate loans in another country. These can be either the same or different currencies. agreement related to the up size in its term loan. The swap effectively fixes the rate on $52.9 million principal amount of senior secured bank debt at 6.75%, inclusive of a 1.75% premium over LIBOR, through December 2011. The company had previously entered into interest rate swaps for a notional amount of $375.0 million, and this transaction fixes the rates on its entire $427.9 million term loan. "These transactions reduce interest rate risk and increase cash flow," said David Wilson, ACS' chief financial officer. "As a result of these transactions, we have fixed the interest rate on 100 percent of our debt, and we will reduce recurring gross cash interest expense by approximately $2.5 million per annum Per annum Yearly. ." The Tender Offer and Consent Solicitation The solicitations of consents expired at 5:00 p.m., New York City time, on February 21, 2006. After the expiration of the solicitations of consents, ACS, its subsidiaries and the trustees entered into a supplemental indenture, which amended the indenture under which the senior notes were issued. If they become operative, the amendments to the senior 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). If the tender offers are consummated, holders who tendered their notes prior to the expiration of the consent solicitations will be entitled to receive the consent payments in accordance with the solicitations of consents. Subject to certain conditions, holders of senior notes who validly tendered and did not withdraw their senior notes by 5:00 p.m., New York City time, on February 21, 2006, will receive total consideration for their senior notes of $1,105.00 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 their senior notes after 5:00 p.m., New York City time on February 21, 2006, but before 9:00 a.m. on March 8, 2006, will receive total consideration of $1,075.00 per $1,000 principal amount of senior notes tendered by such time. At the expiration time Expiration time The time of day by which all exercise notices must be received on the expiration date. Technically, the expiration time is currently 11:59AM on the expiration date, but public holders of option contracts must indicate their desire to exercise no later than 5:30PM on of the solicitations of consents, $52.9 million aggregate principal amount of senior notes had been validly tendered and not withdrawn. 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 Services Corp. is acting as depositary, in connection with the tender offer and consent solicitation. Copies of the Offer to Purchase and Consent Solicitation Statement, Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. and Consent, and other related documents may be obtained from the depositary at (866) 470-3900. Additional information concerning the terms of the tender offer and consent solicitation may be obtained by contacting J.P. Morgan Securities Inc. toll-free at (866) 834-4666 or (212) 834-4388 or CIBC World Markets Corp. at (212) 885-4489. This press release shall not constitute an offer to purchase or the solicitation of an offer to sell with respect to the senior notes. The tender offer may only be made in accordance with the terms of and subject to the conditions specified in the Offer to Purchase and Consent Solicitation Statement, dated February 7, 2006, and the related Letter of Transmittal and Consent, which more fully set forth the terms and conditions of the tender offer and consent solicitation. 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 Statement Statements about future results and other expectations constitute forward-looking statements 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 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. For further information regarding risks and uncertainties associated with ACS' business, please refer to the company's SEC filings, including, but not limited to, the sections entitled "Management's Discussion and Analysis Management's discussion and analysis (MD&A) A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial of Financial Condition and Results of Operations" in the company's Form 10-K for the year ended December 31, 2004 and the company's Form 10-Q for the quarter ended September 30, 2005, and "Risk Factors" in the company's current report on Form 8-K dated November 30, 2005. The company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. |
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