Alltel Announces Preliminary Results of Western Wireless Merger Consideration Elections.LITTLE ROCK, Ark. -- Alltel (NYSE NYSE See: New York Stock Exchange : AT) today announced preliminary results of the merger consideration elections by Western Wireless Corporation shareholders. The available elections of the merger consideration are cash or shares of Alltel common stock, or a combination of both. The all cash and all stock elections are subject to proration Proration A situation during a corporate action in which the available cash or shares are not sufficient to satisfy the offers tendered by shareholders. Therefore, a proportion of both cash and shares is granted for each offer tendered. . The exchange agent received elections for virtually all of the outstanding Western Wireless shares before the 5 p.m. EDT EDT abbr. Eastern Daylight Time EDT Eastern Daylight Time EDT n abbr (US) (= Eastern Daylight Time) → hora de verano de Nueva York EDT deadline on July 21, 2005. Of these shares: --Approximately 96.8 percent elected to receive Alltel common stock. --Approximately .2 percent elected to receive cash. --Approximately 3 percent elected the mixed consideration. Shareholders who did not elect will receive the mixed consideration. Of the shares for which the exchange agent received elections, approximately 16 percent were delivered subject to notices of guaranteed delivery. Accordingly, the final election results could change depending upon the timely delivery of those shares. Alltel will release the final results of the consideration elections on July 29, after the proration calculation is completed. A more complete description of the proration mechanisms applicable to elections is contained in the Alltel proxy statement/prospectus dated June 24, 2005, and in the election materials previously mailed to Western Wireless shareholders. All regulatory approvals have been received related to the merger. The Western Wireless shareholder vote to approve the merger is July 29. Alltel is a customer-focused 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. with more than 13 million customers in 27 states and $8 billion in annual revenues. Alltel claims the protection of the safe-harbor for 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. contained in 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. 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 and are not guarantees of future events and results. Actual future events and results may differ materially from those expressed in these forward-looking statements as a result of a number of important factors. Representative examples of these factors include (without limitation) adverse changes in economic conditions in the markets served by Alltel and Western Wireless; the extent, timing, and overall effects of competition in the communications business; material changes in the communications industry communications industry, broadly defined, the business of conveying information. Although communication by means of symbols and gestures dates to the beginning of human history, the term generally refers to mass communications. generally that could adversely affect vendor relationships with equipment and network suppliers and customer relationships with wholesale customers; changes in communications technology Noun 1. communications technology - the activity of designing and constructing and maintaining communication systems engineering, technology - the practical application of science to commerce or industry ; the risks associated with pending acquisitions and the integration of acquired businesses; adverse changes in the terms and conditions of the wireless roaming agreements of Alltel and Western Wireless; the uncertainties related to Alltel's strategic investments; the effects of litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. ; and the effects of federal and state legislation, rules, and regulations governing the communications industry. In addition to these factors, actual future performance, outcomes, and results may differ materially because of more general factors including (without limitation) general industry and market conditions and growth rates Growth Rates The compounded annualized rate of growth of a company's revenues, earnings, dividends, or other figures. Notes: Remember, historically high growth rates don't always mean a high rate of growth looking into the future. , economic conditions, and governmental and public policy changes. |
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