Cincinnati Bell (NYSE: CBB) announced today that the U.S.
Federal Communications Commission (FCC) has approved Cincinnati
Bell’s acquisition of Hawaiian Telcom Holdco, Inc. (NASDAQ:
HCOM).
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20180619006341/en/
The FCC’s approval of the merger follows the unanimous approvals
of the merger by the Hawai‘i Public Utilities Commission on April
30, 2018 and the Hawai‘i Department of Commerce and Consumer
Affairs’ Cable Television Division on December 8, 2017. The merger
also cleared the Hart-Scott-Rodino Act review period and received
overwhelming support from Hawaiian Telcom shareholders. The receipt
of approval from the FCC was the final outstanding regulatory
approval and, accordingly, the closing of the merger is now subject
only to the satisfaction of customary closing conditions.
As previously announced, Cincinnati Bell and Hawaiian Telcom
established an election deadline of 5:00 p.m., New York time, on
June 21, 2018 (Election Deadline) for Hawaiian Telcom stockholders
to elect the form of consideration they wish to receive, subject to
proration, in connection with the merger. The Election Deadline
remains unchanged. The companies expect to be able to close the
merger on July 2, 2018.
Leigh Fox, President and Chief Executive Officer of Cincinnati
Bell, said, “We are excited that this final regulatory approval has
cleared the way for us to combine these two great businesses.
Together, Cincinnati Bell and Hawaiian Telcom will be a stronger
communications and technology company that will foster greater
innovation as we build scale and fiber density across our
footprint. This is a significant development for us and for our
customers, bringing us one step closer to delivering more
competitive products and services, including continuing to expand
the Next Generation Fiber Network to customers across Hawai‘i.”
About Cincinnati Bell
With headquarters in Cincinnati, Ohio, Cincinnati Bell Inc.
(NYSE: CBB) provides integrated communications solutions –
including local and long distance voice, data, high-speed Internet
and video – that keep residential and business customers in Greater
Cincinnati and Dayton connected with each other and with the world.
In addition, enterprise customers across the United States and
Canada rely on CBTS and OnX, wholly-owned subsidiaries, for
efficient, scalable office communications systems and end-to-end IT
solutions. For more information, please visit
www.cincinnatibell.com.
About Hawaiian Telcom
Hawaiian Telcom (NASDAQ: HCOM), headquartered in Honolulu, is
Hawai‘i’s Technology Leader, providing integrated communications,
broadband, data center and entertainment solutions for business and
residential customers. With roots in Hawai‘i beginning in 1883, the
Company offers a full range of services including Internet, video,
voice, wireless, data network solutions and security, colocation,
and managed and cloud services supported by the reach and
reliability of its next generation fiber network and a 24/7
state-of-the-art network operations center. With employees
statewide sharing a commitment to innovation and a passion for
delivering superior service, Hawaiian Telcom provides an Always On
customer experience. For more information, visit
hawaiiantel.com.
No Offer or Solicitation
This communication is neither an offer to sell, nor a
solicitation of an offer to buy any securities, the solicitation of
any vote or approval in any jurisdiction pursuant to or in
connection with the proposed transaction or otherwise, nor shall
there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended, and otherwise in accordance with applicable law.
Additional Information and Where to Find It
In connection with the proposed transaction between Hawaiian
Telcom and Cincinnati Bell, Cincinnati Bell has filed with the
Securities and Exchange Commission (“SEC”) a registration statement
on Form S-4 on August 17, 2017, as amended on August 30, 2017 and
October 2, 2017 (the “Registration Statement”) (which Registration
Statement was declared effective on October 5, 2017), which
includes a final prospectus with respect to Cincinnati Bell’s
common shares to be issued in the proposed transaction and a
definitive proxy statement for Hawaiian Telcom’s stockholders (the
“Definitive Proxy Statement”), and Hawaiian Telcom began mailing
the Definitive Proxy Statement to its stockholders on or about
October 10, 2017 and may file other documents regarding the
proposed transaction with the SEC. SECURITY HOLDERS ARE URGED AND
ADVISED TO READ ALL RELEVANT MATERIALS FILED WITH THE SEC,
INCLUDING THE REGISTRATION STATEMENT AND THE DEFINITIVE PROXY
STATEMENT, CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. The
Registration Statement and the Definitive Proxy Statement and any
other documents filed or furnished by Cincinnati Bell or Hawaiian
Telcom with the SEC may be obtained free of charge at the SEC’s web
site at www.sec.gov. In addition, security holders are able to
obtain free copies of the Registration Statement from Cincinnati
Bell by going to its investor relations page on its corporate web
site at www.cincinnatibell.com and free copies of the Definitive
Proxy Statement from Hawaiian Telcom by going to its investor
relations page on its corporate web site at
www.hawaiiantel.com.
Cautionary Statement Concerning Forward-Looking
Statements
This press release may contain “forward-looking” statements, as
defined in federal securities laws including the Private Securities
Litigation Reform Act of 1995, which are based on our current
expectations, estimates, forecasts and projections. Statements that
are not historical facts, including statements about the beliefs,
expectations and future plans and strategies of the Company, are
forward-looking statements. Actual results may differ materially
from those expressed in any forward-looking statements. The
following important factors, among other things, could cause or
contribute to actual results being materially and adversely
different from those described or implied by such forward-looking
statements including, but not limited to: those discussed in this
release; we operate in highly competitive industries, and customers
may not continue to purchase products or services, which would
result in reduced revenue and loss of market share; we may be
unable to grow our revenues and cash flows despite the initiatives
we have implemented; failure to anticipate the need for and
introduce new products and services or to compete with new
technologies may compromise our success in the telecommunications
industry; our access lines, which generate a significant portion of
our cash flows and profits, are decreasing in number and if we
continue to experience access line losses similar to the past
several years, our revenues, earnings and cash flows from
operations may be adversely impacted; our failure to meet
performance standards under our agreements could result in
customers terminating their relationships with us or customers
being entitled to receive financial compensation, which would lead
to reduced revenues and/or increased costs; we generate a
substantial portion of our revenue by serving a limited geographic
area; a large customer accounts for a significant portion of our
revenues and accounts receivable and the loss or significant
reduction in business from this customer would cause operating
revenues to decline and could negatively impact profitability and
cash flows; maintaining our SM telecommunications networks requires
significant capital expenditures, and our inability or failure to
maintain our telecommunications networks could have a material
impact on our market share and ability to generate revenue;
increases in broadband usage may cause network capacity
limitations, resulting in service disruptions or reduced capacity
for customers; we may be liable for material that content providers
distribute on our networks; cyber attacks or other breaches of
network or other information technology security could have an
adverse effect on our business; natural disasters, terrorists acts
or acts of war could cause damage to our infrastructure and result
in significant disruptions to our operations; the regulation of our
businesses by federal and state authorities may, among other
things, place us at a competitive disadvantage, restrict our
ability to price our products and services and threaten our
operating licenses; we depend on a number of third party providers,
and the loss of, or problems with, one or more of these providers
may impede our growth or cause us to lose customers; a failure of
back-office information technology systems could adversely affect
our results of operations and financial condition; if we fail to
extend or renegotiate our collective bargaining agreements with our
labor union when they expire or if our unionized employees were to
engage in a strike or other work stoppage, our business and
operating results could be materially harmed; the loss of any of
the senior management team or attrition among key sales associates
could adversely affect our business, financial condition, results
of operations and cash flows; our debt could limit our ability to
fund operations, raise additional capital, and fulfill our
obligations, which, in turn, would have a material adverse effect
on our businesses and prospects generally; our indebtedness imposes
significant restrictions on us; we depend on our loans and credit
facilities to provide for our short-term financing requirements in
excess of amounts generated by operations, and the availability of
those funds may be reduced or limited; the servicing of our
indebtedness is dependent on our ability to generate cash, which
could be impacted by many factors beyond our control; we depend on
the receipt of dividends or other intercompany transfers from our
subsidiaries and investments; the trading price of our common
shares may be volatile, and the value of an investment in our
common shares may decline; the uncertain economic environment,
including uncertainty in the U.S. and world securities markets,
could impact our business and financial condition; our future cash
flows could be adversely affected if it is unable to fully realize
our deferred tax assets; adverse changes in the value of assets or
obligations associated with our employee benefit plans could
negatively impact shareowners’ deficit and liquidity; third parties
may claim that we are infringing upon their intellectual property,
and we could suffer significant litigation or licensing expenses or
be prevented from selling products; third parties may infringe upon
our intellectual property, and we may expend significant resources
enforcing our rights or suffer competitive injury; we could be
subject to a significant amount of litigation, which could require
us to pay significant damages or settlements; we could incur
significant costs resulting from complying with, or potential
violations of, environmental, health and human safety laws; the
timing and likelihood of completing the merger with Hawaiian
Telcom; the possibility that competing offers or acquisition
proposals for Hawaiian Telcom will be made; the occurrence of any
event, change or other circumstance that could give rise to the
termination of the proposed transaction; the possibility that the
expected synergies and value creation from the proposed transaction
involving Hawaiian Telcom will not be realized or will not be
realized within the expected time period; the risk that the
businesses of the Company and Hawaiian Telcom and other acquired
companies will not be integrated successfully; disruption from the
proposed transaction involving Hawaiian Telcom making it more
difficult to maintain business and operational relationships; the
risk that unexpected costs will be incurred; and the possibility
that the proposed transaction involving Hawaiian Telcom does not
close, including due to the failure to satisfy the closing
conditions and the other risks and uncertainties detailed in our
filings with the SEC, including our Form 10-K report, Form 10-Q
reports and Form 8-K reports, as well as Hawaiian Telcom’s filings
with the SEC, including its Form 10-K reports, Form 10-Q reports
and Form 8-K reports.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20180619006341/en/
Cincinnati BellInvestor contact:Josh Duckworth, +1
513-397-2292joshua.duckworth@cinbell.comorMedia contact:Josh
Pichler, +1 513-565-0310josh.pichler@cinbell.comorHawaiian
TelcomInvestor contact:Ngoc Nguyen, +1
808-546-3475ngoc.nguyen@hawaiiantel.comorMedia contact:Su Shin, +1
808-546-2344su.shin@hawaiiantel.com
Hawaiian Telcom Holdco, Inc. (delisted) (NASDAQ:HCOM)
Gráfico Histórico do Ativo
De Dez 2024 até Jan 2025
Hawaiian Telcom Holdco, Inc. (delisted) (NASDAQ:HCOM)
Gráfico Histórico do Ativo
De Jan 2024 até Jan 2025
