Windstream extends exchange deadlines, raises coupon in 2020 offer

New York, July 16 – Windstream Holdings, Inc. extended the deadline in its exchange offers for multiple series of its existing senior notes and increased the coupon of the new notes to be issued in the offer for its $492.98 million of 7¾% senior notes due 2020, according to a news release.

The exchanges will now all end at 11:59 p.m. ET on July 26 instead of 11:59 p.m. ET on July 20. The early deadlines were also correspondingly extended after previously being pushed back to match the final expiration.

For the new notes to be issued for the notes due 2020, the coupon will be 10½% instead of 9 3/8%.

All other terms remain unchanged.

At its previous announcement on July 6, Windstream extended the early tender date in its offer in which it will issue new second-lien notes in exchange offers for multiple series of its existing senior notes.

With the additional time, the early deadline became the same as the expiration date, 11:59 p.m. ET on July 20.

Previously the early deadline was 5 p.m. ET on July 6, pushed back on June 26 from 5 p.m. ET on June 28. The final deadline was also previously extended from 11:59 p.m. ET on July 13 originally.

Notes tendered under the offers may no longer be withdrawn.

No other changes were made to the offers.

As announced on June 18, the exchanges are being carried out by the company’s subsidiaries Windstream Services, LLC and Windstream Finance Corp.

Windstream said that the exchanges are intended to extend its debt maturities and “enhance its liquidity over the coming years.”

In one portion of the exchange, Windstream is offering $1,000 principal amount of new 9 3/8% senior second-lien notes due 2024 in exchange for each $1,000 principal amount of its existing $492.98 million of 7¾% senior notes due 2020. The coupon on the 2024 notes has now been increased.

The consideration includes an early tender premium of $50.00 principal amount of new notes per $1,000 principal amount of existing notes that will only be paid to holders who participate by the early deadline although with the extension of the early deadline to match the final deadline all holders who participate will receive the early premium.

Windstream will also pay accrued interest up to but excluding the settlement date in cash.

The offer is subject to conditions, including that at least $443.7 million of the existing notes are tendered.

If the condition is met before the early deadline, Windstream may choose to carry out early settlement before that date.

The other part of the exchange is separate offers for multiple tranches.

Windstream is offering up to $950 million of new 9% senior second-lien notes due 2025 for existing notes as follows:

• $930.00 of new notes for each $1,000 principal amount of its existing $88.95 million of 7¾% senior notes due 2021;

• $830.00 of new notes for each $1,000 principal amount of its existing $41.51 million of 7½% senior notes due 2022;

• $800.00 of new notes for each $1,000 principal amount of its existing $120.34 million of 7½% senior notes due 2023;

• $730.00 of new notes for each $1,000 principal amount of its existing $1,147,610,000 of 6 3/8% senior notes due 2023; and

• $800.00 of new notes for each $1,000 principal amount of its existing $684.35 million of 8¾% senior notes due 2024.

All the considerations include an early tender premium of $50.00 principal amount of new notes per $1,000 principal amount of existing notes that will now be paid to all holders who participate.

The first three series of notes have priority level one, and the remaining two have second priority of acceptance.

There is no minimum requirement for the multi-tranche exchanges.

Windstream will also pay accrued interest up to but excluding the settlement date in cash.

Any new notes issued in the exchanges will not be registered under the 1933 Securities Act.

Ipreo LLC (212 849-3880 or 888 593-9546) is exchange agent.

Windstream is a Little Rock, Ark., telecommunications provider.

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