Frontier Communications Prices $1.55 Billion First Lien Secured Notes Offering and $1.00 Billion Second Lien Secured Notes Offering
Frontier Communications Corporation announced that it has priced its previously announced offering of $1.55 billion aggregate principal amount of First Lien Secured Notes due 2028 and $1.00 billion aggregate principal amount of Second Lien Secured Notes due 2029 in a private transaction. The First Lien Secured Notes will bear interest at 5.00% per year and will be sold at a price equal to 100% of the principal thereof. The Second Lien Secured Notes will bear interest at 6.75% per year and will be sold at a price equal to 100% of the principal thereof. The settlement of the Notes is expected to occur on or about November 25, 2020, subject to customary closing conditions.
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Frontier Communications intends to use the proceeds from the offering, together with proceeds of the new $750 million incremental first lien term loan facility and cash on hand to (i) repay all outstanding borrowings under our prepetition term loan B-1 facility due 2024, (ii) repay in full the existing prepetition 8.500% Second Lien Secured Notes due 2026, and (iii) pay related interest, fees and expenses incurred in connection therewith. The offering of Notes is subject to market and other conditions.
As previously disclosed, on April 14, 2020, Frontier Communications and certain of its subsidiaries commenced voluntary cases under Chapter 11 of the United States Bankruptcy Code (“Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). On August 27, 2020, the Bankruptcy Court confirmed Frontier Communications’ plan of reorganization (the “Plan”) for the resolution of the outstanding claims against and interests in Frontier Communications pursuant to section 1121(a) of the Bankruptcy Code. The implementation of the Plan is dependent upon a number of conditions typical in similar reorganizations, including the obtainment of regulatory approval. On September 17, 2020, the Bankruptcy Court issued a final order authorizing Frontier Communications to obtain debtor-in-possession financing, including approval for this offering.
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This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sales of securities mentioned in this press release in any jurisdiction in which such offer, solicitation or sale would be unlawful.
All offers of the Notes were made only by means of a private offering memorandum to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended and to non-U.S. persons outside of the United States under Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
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