Consolidated Communications, Inc. provides communication services through its exchange carriers. The company was founded in 2002 and is headquartered in Mattoon, Illinois. Consolidated Communications, Inc. operates as a subsidiary of Consolidated Communications Holdings, Inc.
121 South 17th Street
Mattoon, IL 61938-3987
Founded in 2002
Consolidated Communications, Inc. Amends Credit Agreement After SureWest Communications Merger Transaction
Aug 9 12
On July 2, 2012, Consolidated Communications Holdings, Inc. (the Company) acquired SureWest Communications pursuant to a merger transaction. As a result of that acquisition, under the Amended and Restated Credit Agreement, dated June 8, 2011, as amended, among the Company, as Parent Guarantor, Consolidated Communications, Inc. (CCI), as Borrower, the lenders referred to therein, Wells Fargo Bank, National Association, as administrative agent, and certain other parties thereto (the Credit Agreement), certain of the SureWest subsidiaries that the Company acquired through the merger transaction were required to guarantee certain obligations under the Credit Agreement and to pledge as collateral, grant liens on and security interests in, all assets and property
of such SureWest Subsidiaries as provided for in or contemplated by the Credit Agreement, whether now owned or
existing or hereafter acquired or arising. The SureWest Subsidiaries have become parties to the Credit
Agreement by executing a Joinder Agreement dated as of August 3, 2012. In addition, as a result of the SureWest Subsidiaries becoming a guarantor under the Credit Agreement, each SureWest Subsidiary was also required to guarantee $300,000,000 aggregate principal amount of 10.875% Senior Notes due 2020 of CCI issued pursuant to that certain Indenture dated as of May 30, 2012, as supplemented by a First Supplemental Indenture dated as of July 2, 2012, by and among CCI, the Guarantors named therein, and Wells Fargo Bank, National Association, as trustee. In addition, as a result of the SureWest Subsidiaries becoming guarantors under the Notes, each SureWest Subsidiary was required to become a party to a Registration Rights Agreement among CCI, Morgan Stanley & Co. LLC and the guarantors named therein, with respect to the Notes dated as of May 30, 2012, as amended by a Joinder dated as of July 3, 2012. On August 3, 2012, CCI, the SureWest Subsidiaries and the Trustee entered into a Second Supplemental Indenture, dated as of August 3, 2012, to the Indenture, pursuant to which the SureWest Subsidiaries guaranteed the Notes. The SureWest Subsidiaries have also become parties to the Registration Rights Agreement by executing a Joinder dated August 3, 2012.
Consolidated Communications Holdings Inc. Enters into Commitment Agreement with Morgan Stanley Senior Funding, Inc. to Provide Senior Unsecured Bridge Facility in an Aggregate Principal Amount of $350,000,000
Feb 8 12
Consolidated Communications Holdings, Inc. announced that that, on February 5, 2012, the Company and SureWest Communications (SureWest) entered into an Agreement and Plan of Merger. In connection with the execution of the Merger Agreement, Consolidated Communications, Inc., a wholly-owned subsidiary of the company (CCI), entered into a Commitment Letter, dated February 5, 2012, from Morgan Stanley Senior Funding, Inc. The Commitment Letter provides for a senior unsecured bridge facility in an aggregate principal amount of $350,000,000 (the Bridge Facility). The Bridge Facility can be used to finance a portion of the aggregate cash consideration of, and to pay the fees and expenses in connection with, the transactions contemplated by the Merger Agreement and to repay existing indebtedness of SureWest. The Bridge Facility will be guaranteed by certain subsidiaries of CCI. Pursuant to the terms of the Commitment Letter, the definitive agreement to be entered into with respect to the Bridge Facility will contain (a) representations and warranties applicable to CCI and its subsidiaries customary and substantially similar to the representations and warranties in the Amended and Restated Credit Agreement dated as of June 8, 2011, among the Company, CCI, the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent and other agents party thereto, and (b) covenants that are customary for high yield debt securities of issuers of similar size and credit quality as CCI. The closing of the Bridge Facility will be subject to the satisfaction of certain conditions, including no material adverse effect having occurred with respect to the Company or SureWest and their respective subsidiaries, in each case in the aggregate, the negotiation, execution and delivery of definitive loan documentation for the Bridge Facility and other customary closing conditions more fully set forth in the Commitment Letter. If loans under the Bridge Facility made at closing (the Initial Bridge Loans") have not been repaid in full on or prior to the first anniversary of the closing (the Rollover Date") then, subject to acceleration on certain defaults, the Initial Bridge Loans shall automatically be converted into term loans maturing on the seventh anniversary of the Rollover Date (Extended Term Loans), subject to the right of the lenders under the Bridge Facility to convert Initial Bridge Loans to Extended Term Loans. On and after the Rollover Date, the lenders under the Bridge Facility have the right to convert Initial Bridge Loans and Extended Term Loans into notes issued under an indenture which complies with the Trust Indenture Act of 1939, as amended (Exchange Notes). The Exchange Notes will have the same guarantors as the loans under the Bridge Facility. The Exchange Notes will be subject to certain registration rights. The Extended Term Loans and the Exchange Notes will be subject to optional redemption after the fourth anniversary of the closing of the Initial Bridge Loans.