Press Releases

Windstream Announces Increase Of Previously Announced Tender Offer

Stock quotes in this article:WIN 

LITTLE ROCK, Ark., March 14, 2011 (GLOBE NEWSWIRE) -- Windstream Corp. (Nasdaq:WIN) announced today that it is increasing the maximum amount (the "tender cap") of its 8.625% Senior Notes due 2016 (referred to below as the "notes") that it is seeking in its previously announced tender offer (referred to below as the "tender offer") to purchase for cash a portion of such outstanding notes to $1,100 million from the original amount of $600 million.

As of 5:00 p.m., New York City time, on Mar. 11, 2011, a total of approximately $1,036 million in aggregate principal amount of outstanding notes had been tendered in the tender offer. Withdrawal rights for all such notes tendered have expired, and holders who have already tendered notes are no longer able to withdraw such tendered notes. The tender offer is scheduled to expire at midnight, New York City time, on Mar. 29, 2011, unless extended or earlier terminated.

If the aggregate principal amount of notes validly tendered exceeds $1,100 million, the aggregate principal amount of notes purchased will be prorated based on the aggregate principal amount of notes tendered, such that the aggregate principal amount of notes accepted for purchase will not exceed $1,100 million. Windstream reserves the right, in its sole discretion, to waive, increase or decrease the new tender cap.

Full details of the terms and conditions of the tender offer are included in Windstream's Offer to Purchase, dated Mar. 2, 2011, as supplemented by Supplement No. 1 to Offer to Purchase, dated Mar. 14, 2011, and the accompanying Letter of Transmittal. Except as described above, all other terms and conditions of the tender offer are unchanged. 

Holders of notes who validly tendered and did not validly withdraw their notes at or before the early tender date of 5:00 p.m., New York City time, on Mar. 11, 2011, will, if such notes are accepted, receive the previously announced Total Consideration, which is equal to $1,065.00 per $1,000 principal amount of notes. Holders who tender their notes after the early tender date will, if such notes are accepted by us, receive the previously announced Tender Offer Consideration, which is equal to the Total Consideration minus an early tender payment of $30.00 per $1,000 principal amount of notes. In addition to the Total Consideration or Tender Offer Consideration, as applicable, holders of notes accepted for payment will receive accrued and unpaid interest from the last interest payment date for the notes to, but not including, the settlement date. Subject to the terms and conditions of the tender offer, Windstream expects to pay for notes that have been validly tendered and not validly withdrawn on Mar. 30, 2011, the business day after the date on which the tender offer expires.

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