MetroPCS Wireless, Inc. Successfully Completes Consent Solicitation
DALLAS, Dec. 17, 2012
DALLAS, Dec. 17, 2012 /PRNewswire/ -- MetroPCS Communications, Inc. (NYSE:
PCS; "MetroPCS") today announced that MetroPCS Wireless, Inc., an indirect
wholly-owned subsidiary ("Wireless"), has received sufficient consents to
approve the amendments to the indentures governing its 7 7/8% Senior Notes due
2018 (the "2018 Notes") and its 6 5/8% Senior Notes due 2020 (the "2020
Notes", and together with the 2018 Notes, the "Notes"), which were sought in
Wireless' previously announced consent solicitation seeking consent to amend
the indentures governing the Notes.
The consent solicitation expired at 5:00 p.m., New York City time, on Friday,
December 14, 2012. Wireless will promptly pay, in accordance with the terms
of the Consent Solicitation Statement, dated December 5, 2012, a consent fee
consisting of: (i) an aggregate cash payment of $5,000,000, payable to
consenting holders of the 2018 Notes on a pro rata basis upon the
effectiveness of a revised supplemental indenture with respect to the 2018
Notes effecting the proposed amendments, and (ii) an aggregate cash payment of
$5,000,000, payable to consenting holders of the 2020 Notes on a pro rata
basis upon the execution and effectiveness of a revised supplemental indenture
with respect to the 2020 Notes effecting the proposed amendments.
On December 14, 2012, the supplemental indentures incorporating the
amendments, as described in the Consent Solicitation Statement, dated
December5, 2012, have been executed by Wireless, the guarantors of the Notes
and the trustee for the Notes. The supplemental indentures provide for
immediate effectiveness of the amendments to the terms of the Notes.
MacKenzie Partners, Inc. acted as Information and Tabulation Agent in
connection with the consent solicitation and J.P. Morgan Securities LLC acted
as Solicitation Agent.
About MetroPCS Communications, Inc.
Dallas-based MetroPCS Communications, Inc. (NYSE: PCS) is a provider of no
annual contract, unlimited wireless communications service for a flat rate.
MetroPCS is the fifth largest facilities-based wireless carrier in the United
States based on number of subscribers served. With Metro USA(SM), MetroPCS
customers can use their service in areas throughout the United States covering
a population of over 280 million people. As of September 30, 2012, MetroPCS
had approximately 9.0 million subscribers. For more information please visit
Additional Information and Where to Find It
This document relates to a proposed transaction between MetroPCS and Deutsche
Telekom. In connection with the proposed transaction, MetroPCS filed with the
Securities and Exchange Commission (the "SEC") a preliminary proxy statement
on November 16, 2012. The preliminary proxy statement is not final and will be
superseded by a definitive proxy statement to be filed by MetroPCS with the
SEC. Investors and security holders are urged to read carefully the
preliminary proxy statement and the definitive proxy statement and all other
relevant documents filed with the SEC or sent to stockholders as they become
available because they will contain important information about the proposed
transaction. All documents, when filed, will be available free of charge at
the SEC's website (www.sec.gov). You may also obtain these documents by
contacting MetroPCS' Investor Relations department at 214-570-4641, or via
e-mail at email@example.com. The definitive proxy statement
will be mailed to MetroPCS' stockholders prior to the meeting at which
stockholders will be requested to vote on matters related to the proposed
transaction. This communication does not constitute a solicitation of any vote
Participants in the Solicitation
MetroPCS and its directors and executive officers will be deemed to be
participants in any solicitation of proxies in connection with the proposed
transaction. Information about MetroPCS' directors and executive officers is
available in MetroPCS' proxy statement, dated April 16, 2012, for its 2012
Annual Meeting of Stockholders. Other information regarding the participants
in the proxy solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, is contained in the preliminary
proxy statement and will be contained in the definitive proxy statement and
other relevant materials to be filed with the SEC regarding the proposed
transaction when they become available. Investors should read the definitive
proxy statement carefully when it becomes available before making any voting
or investment decisions.
Cautionary Statement Regarding Forward-Looking Statements
This document includes "forward-looking statements" for the purpose of the
"safe harbor" provisions within the meaning of the Private Securities
Litigation Reform Act of 1995, as amended. Any statements made in this
document that are not statements of historical fact, including statements
about when the parties expect that the proposed transaction will close,
whether and when the DOJ or other governmental agencies will approve the
proposed transaction, MetroPCS' timeframe for compliance with the Second
Request, and statements about our beliefs, opinions, projections, strategies,
and expectations, are forward-looking statements and should be evaluated as
such. These forward-looking statements often include words such as
"anticipate," "expect," "suggests," "plan," "believe," "intend," "estimates,"
"targets," "views," "projects," "should," "would," "could," "may," "become,"
"forecast," and other similar expressions.
All forward-looking statements involve significant risks and uncertainties
that could cause actual results to differ materially from those in the
forward-looking statements, many of which are generally outside the control of
MetroPCS, Deutsche Telekom and T-Mobile and are difficult to predict. Examples
of such risks and uncertainties include, but are not limited to, the
possibility that the proposed transaction is delayed or does not close,
including due to the failure to receive the required stockholder approvals or
required regulatory approvals, the taking of governmental action (including
the passage of legislation) to block the proposed transaction, the failure to
satisfy other closing conditions, the possibility that the expected synergies
will not be realized, or will not be realized within the expected time period,
the significant capital commitments of MetroPCS and T-Mobile, global economic
conditions, fluctuations in exchange rates, competitive actions taken by other
companies, natural disasters, difficulties in integrating the two companies,
disruption from the transaction making it more difficult to maintain business
and operational relationships, actions taken or conditions imposed by
governmental or other regulatory authorities and the exposure to litigation.
Additional factors that could cause results to differ materially from those
described in the forward-looking statements can be found in MetroPCS' 2011
Annual Report on Form 10-K, filed February 29, 2012, and Quarterly Report on
Form 10-Q for the quarter ended September 30, 2012, filed October 30, 2012,
and other filings with the SEC available at the SEC's website (www.sec.gov).
The forward-looking statements speak only as to the date made, are based on
current assumptions and expectations, and are subject to the factors above,
among others, and involve risks, uncertainties and assumptions, many of which
are beyond our ability to control or ability to predict. You should not place
undue reliance on these forward-looking statements. MetroPCS, Deutsche Telekom
and T-Mobile do not undertake a duty to update any forward-looking statement
to reflect events after the date of this document, except as required by law.
SOURCE Metro PCS Communications, Inc.
Contact: Investor Relations, Keith Terreri, Vice President - Finance &
Treasurer, or Jim Mathias, Director - Investor Relations, +1-214-570-4641,
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