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Dycom Announces Early Settlement Of Cash Tender Offer And Receipt Of Requisite Consents In Consent Solicitation For Dycom Investments Inc.'s 8.125% Senior Subordinated Notes Due 2015

PALM BEACH GARDENS, Fla., Jan. 21, 2011 /PRNewswire/ -- Dycom Industries, Inc. ("Dycom") (NYSE: DY) today announced the results of the early settlement of the cash tender offer by its wholly-owned subsidiary, Dycom Investments, Inc. ("Dycom Investments"), to purchase any and all of its $135.35 million in aggregate principal amount of outstanding 8.125% Senior Subordinated Notes due 2015 (CUSIP 267482 AC 1) (the "Notes") and the related consent solicitation.

As of 5:00 p.m., New York City time, on January 20, 2011, the consent deadline and the withdrawal date, Dycom Investments had received tenders in respect of $86,960,000 aggregate principal amount of the Notes, all of which have been accepted for purchase by Dycom Investments.  The holders of the accepted Notes will receive total consideration of $1,043.13 per $1,000 principal amount of Notes tendered, which includes a $20 consent payment per $1,000 principal amount of Notes tendered.  The total cash payment to purchase the Notes tendered through January 20, 2011, including accrued and unpaid interest up to, but excluding, January 21, 2011, will be approximately $92.6 million.

Tendering holders also delivered the requisite consents to the adoption of certain proposed amendments to the indenture governing the Notes. Consents authorizing entry into a supplemental indenture containing the proposed amendments were obtained from a majority in aggregate principal amount of the Notes. Accordingly, the supplemental indenture has been executed and will become operative.  The supplemental indenture eliminated substantially all of the restrictive covenants, certain affirmative covenants, certain events of default and substantially all of the restrictions on the ability of Dycom, Dycom Investments and certain of their respective subsidiaries to merge, consolidate or sell all or substantially all of their properties or assets contained in the indenture governing the Notes.

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