LITTLE ROCK, Ark., September 28, 2021 (GLOBE NEWSWIRE) – Uniti Group Inc. (the “Company”, “Uniti” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP , Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and CSL Capital, LLC (together, the “Issuers”), have priced their offering of $ 700 million for a total principal amount of 6,000% senior bonds maturing in 2030 (the “New Bonds”). The New Bonds will be issued at an issue price of 100,000%. The New Bonds will be guaranteed on a senior unsecured basis by the Company and each of its subsidiaries (other than the Issuers) which guarantees the indebtedness under the Company’s senior secured credit facilities and existing obligations of the Company. the Company (except initially the subsidiaries which require regulatory approval before guaranteeing the New Securities). The offer is scheduled to close on October 13, 2021.
The Issuers intend to use the net proceeds of the New Bonds offering to fund the redemption (the “Redemption”) of all of the outstanding 7.125% senior bonds maturing in 2024 (the “2024 Senior Bonds”). ”), Including premiums, fees and expenses related to the above. The Issuers will redeem the 2024 Senior Bonds on December 15, 2021 (the “Redemption Date”) at a redemption price of 101.781% of the principal amount of the 2024 Senior Bonds being redeemed plus accrued and unpaid interest, where applicable, but excluding the date of reimbursement. Issuers will use any remaining net proceeds to prepay settlement obligations under Uniti’s settlement agreement with Windstream Holdings, Inc. (in conjunction with Windstream Holdings II, LLC, its successor in title and its subsidiaries, ” Windstream ”) Windstream’s exit from bankruptcy. The redemption notice issued today for the 2024 Senior Notes is conditional on the completion of one or more debt financings with an aggregate principal amount of at least $ 700 million. This press release does not constitute a redemption notice of the 2024 Senior Bonds.
The New Bonds will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities law, and may not be offered or sold in the United States. in the absence of registration or an applicable exemption from registration under the Securities Act or any applicable state securities law. The New Bonds will only be offered to persons reasonably considered to be qualified institutional buyers under Rule 144A of the Securities Act and outside the United States in accordance with Regulation S of the Securities Act.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of such securities in any state or jurisdiction in which such an offer, solicitation or sale would be illegal. prior to registration or qualification under the securities laws of any such state or jurisdiction.
Uniti, an internally managed real estate investment trust, is engaged in the acquisition and construction of critical communications infrastructure and is a leading provider of fiber and other wireless solutions for the communications industry. As of June 30, 2021, Uniti owned approximately 123,000 miles of fiber routes, 7.1 million miles of fiber strand and other communications real estate across the United States. Additional information about Uniti can be found on its website at www.uniti.com.
Certain statements contained in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended from time to time. These forward-looking statements include all statements that are not statements of historical fact, including those regarding the proposed offering of New Notes.
Words such as “anticipate (s)”, “expect (s)”, “intention (s)”, “estimate (s)”, “anticipate”, “plan (s)”, “Believe (s)”, “may”, “will”, “would”, “could”, “should”, “search (s)” and similar expressions, or the negative of these terms, are intended to identify de such forward-looking statements. These statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results materially different from those projected, expected or expected. Although we believe the assumptions underlying forward-looking statements are reasonable, we cannot guarantee that our expectations will be met. Factors that could significantly alter our expectations include, but are not limited to, the future outlook for Windstream, our largest customer; the ability and willingness of our customers to meet and / or perform their obligations under any contractual agreement entered into with us, including head lease agreements; our clients’ ability to comply with laws, rules and regulations in the operation of the assets we lease to them; the ability and willingness of our clients to renew their leases with us when they expire, and the ability to reposition our properties on the same or better terms in the event of non-renewal or in the event that we replace an existing tenant; the negative impact of litigation affecting us or our customers; our ability to renew, extend or obtain contracts with major customers (including customers of businesses we acquire); our availability and ability to identify appropriate acquisition opportunities and our ability to acquire and lease the respective properties on favorable terms; the risk that we may not be able to fully realize the potential benefits of acquisitions or that we may have difficulty integrating acquired companies; our ability to generate sufficient cash flow to service our outstanding debt and fund our capital financing commitments; our ability to access debt and equity markets; the impact on our business or those of our customers as a result of downgrading credit ratings and fluctuating interest rates; our ability to retain our key executives; our ability to qualify or maintain our status as a real estate investment trust (“REIT”); changes in US tax laws and other state, federal or local laws, whether or not specific to REITs; restrictive covenants in our debt agreements which may limit our operational flexibility; our expectations regarding the effect of the COVID-19 pandemic on our operating results and financial condition; other risks inherent in the communications industry and in the ownership of communications distribution systems, including potential liability related to environmental issues and the illiquidity of real estate investments; and other factors described in our reports filed with the United States Securities and Exchange Commission.
Uniti expressly disclaims any obligation to publicly release any update or revision to any of the forward-looking statements set forth in this press release to reflect any change in its expectations or any change in the events, conditions or circumstances upon which a statement is based. .
INVESTOR AND MEDIA CONTACTS:
Paul Bullington, 251-662-1512
Senior Vice-President, Chief Financial Officer and Treasurer
Bill DiTullio, 501-850-0872
Vice-President, Finance and Investor Relations