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Windstream Commences Tender Offer And Consent Solicitation For 8.875% Senior Secured Notes Due 2017 Issued By PAETEC Holding Corp.

Stocks in this article: WIN

LITTLE ROCK, Ark., Jan. 8, 2013 (GLOBE NEWSWIRE) -- Windstream Corp. (Nasdaq:WIN) (the "Company") announced today that it has commenced a tender offer to purchase for cash any and all of the outstanding $650 million aggregate principal amount of 8.875% Senior Secured Notes due 2017 issued by PAETEC Holding Corp., a wholly-owned subsidiary of the Company (the "Notes").

In conjunction with the tender offer, the Company also commenced a solicitation of consents to amend the indenture governing the Notes to eliminate or modify certain restrictive covenants and other provisions contained in the indenture governing the Notes and to release all of the collateral securing obligations under the Notes. The tender offer and consent solicitation are being made pursuant to the Company's Offer to Purchase and Consent Solicitation Statement (the "Offer to Purchase"), dated January 8, 2013, which sets forth a more comprehensive description of the terms of the offer.

Holders who properly tender and do not withdraw their Notes and deliver their consents to the proposed amendments on or prior to 5:00 p.m., New York City time, on January 22, 2013, unless extended or earlier terminated (the "Early Tender Deadline"), will be eligible to receive the total consideration, which includes a consent payment equal to $30.00 per $1,000 principal amount of the tendered Notes.

As more fully described in the Offer to Purchase, the total consideration for each $1,000 principal amount of Notes validly tendered and accepted for payment pursuant to the offer is the price equal to (i) the present value on the payment date following the Early Tender Deadline (the "Early Payment Date ") of $1,044.38 if such amount were to be paid on June 30, 2013 (the "Earliest Redemption Date"), and all scheduled interest payments on such principal amount from the Early Payment Date up to and including the Earliest Redemption Date, discounted to present value based on the fixed spread describe below, minus (ii) accrued and unpaid interest to, but not including, the Early Payment Date.

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