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PALM BEACH GARDENS, Fla.,
Nov. 28, 2012 /PRNewswire/ -- Dycom Industries, Inc. (NYSE: DY) today announced that its wholly-owned subsidiary, Dycom Investments, Inc., had priced its offering of $90 million in aggregate principal amount of 7.125% Senior Subordinated Notes due 2021 (the "Notes") in an offering to qualified institutional buyers in
the United States pursuant to Rule 144A and outside
the United States pursuant to Regulation S under the Securities Act of 1933, as amended. The issue price is 104.25% of the principal amount of the Notes. The Notes will be issued under the indenture dated
January 21, 2011, pursuant to which Dycom Investments, Inc. issued
$187,500,000 of 7.125% senior subordinated notes due 2021, which we refer to as the existing 2021 notes. The Notes will be treated as a single series with the existing 2021 notes and will have the same terms as those of the existing 2021 notes, except for certain provisions relating to registration rights. The Notes and the existing 2021 notes will vote as one class under the indenture. The closing of the sale of the Notes, which is subject to customary conditions, is expected to occur on
December 12, 2012. The Notes will bear interest at a rate of 7.125% per year and will be guaranteed by Dycom Industries, Inc. and certain of its subsidiaries on an unsecured senior subordinated basis.
The net proceeds from the offering, which are estimated to be approximately
$91.5 million after expenses, will be used to repay a portion of the planned borrowings under a new senior secured credit facility that are expected to be used, together with cash on hand, to fund the purchase price for the acquisition of substantially all of Quanta Services, Inc.'s domestic telecommunications infrastructure services subsidiaries.
The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in
the United States without registration or an applicable exemption from registration requirements.
This press release is neither an offer to sell nor the solicitation of an offer to buy the notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale is unlawful. Any offers of the notes will be made only by means of an offering memorandum. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.