CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. (NASDAQ:CNSL) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On July 3, 2017, Consolidated Communications Holdings, Inc. (the “Company”) acquired FairPoint Communications, Inc. (“FairPoint”) to a merger transaction.
As a result of that acquisition, under the Third Amended and Restated Credit Agreement, dated as of October 5, 2016, as amended, among the Company, Consolidated Communications, Inc., a wholly-owned subsidiary of the Company (“CCI”), the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and other agents party thereto (the “Credit Agreement”), certain of the FairPoint subsidiaries that the Company acquired through the merger transaction (the “FairPoint Guarantors”) were required to guarantee certain obligations under the Credit Agreement and to pledge as collateral, and grant liens on and security interests in, all assets and property, whether now owned or existing or hereafter acquired or arising, of such FairPoint Guarantors as provided for in or contemplated by the Credit Agreement. As of July 3, 2017, certain FairPoint Guarantors became parties to the Collateral Agreement (as defined in the Credit Agreement) and the Guaranty Agreement (as defined in the Credit Agreement) by executing a Joinder Agreement dated as of July 3, 2017, which was filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed by the Company with the SEC on July 7, 2017.
On August 4, 2017, each of the FairPoint subsidiaries that the Company acquired through the merger transaction that are incorporated under the laws of the State of Maine (the “FairPoint Maine Guarantors”) became parties to the Collateral Agreement (as defined in the Credit Agreement) and the Guaranty Agreement (as defined in the Credit Agreement) by executing a Joinder Agreement dated as of August 4, 2017. The Joinder Agreement is filed as Exhibit 4.1 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.
In addition, as a result of the FairPoint Maine Guarantors becoming guarantors under the Credit Agreement, each FairPoint Maine Guarantor was also required to guarantee $500,000,000 aggregate principal amount of 6.50% Senior Notes due 2022 of CCI issued to that certain indenture dated as of September 18, 2014 (as supplemented, the “Indenture”), by and among CCI, the Guarantors named therein, and Wells Fargo Bank, National Association, as trustee (the “Trustee”), by entering into a Sixth Supplemental Indenture with the Trustee, dated as of August 4, 2017.For a description of the Indenture, see the Current Reports on Form 8-K filed by the Company with the SEC on September 24, 2014, October 22, 2014, November 14, 2014, June 11, 2015, January 5, 2016 and July 7, 2017, which are incorporated herein by reference. The Sixth Supplemental Indenture is filed as Exhibit 4.2 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
| 4.1* | Joinder Agreement, dated as of August 4, 2017, among Consolidated Communications, Inc., the subsidiaries of Consolidated Communications Holdings, Inc. party thereto and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders under the Credit Agreement |
| 4.2 | Sixth Supplemental Indenture, dated as of August 4, 2017, among Consolidated Communications Holdings, Inc., Consolidated Communications, Inc., the subsidiaries of Consolidated Communications Holdings, Inc. party thereto and Wells Fargo Bank, National Association, as Trustee |
* Schedules and other attachments are omitted. The Company agrees to furnish supplementally a copy of any schedule or other attachment to the Securities and Exchange Commission upon request.
Consolidated Communications Holdings, Inc. ExhibitEX-4.1 2 exh_41.htm EXHIBIT 4.1 Exhibit 4.1 Execution Version JOINDER AGREEMENT THIS JOINDER AGREEMENT,…To view the full exhibit click here
About CONSOLIDATED COMMUNICATIONS HOLDINGS, INC. (NASDAQ:CNSL)
Consolidated Communications Holdings, Inc. is a holding company with operating subsidiaries that provide integrated communications services in consumer, commercial and carrier channels in California, Illinois, Iowa, Kansas, Minnesota, Missouri, North Dakota, Pennsylvania, South Dakota, Texas and Wisconsin. The Company operates as both an Incumbent Local Exchange Carrier (ILEC) and a Competitive Local Exchange Carrier (CLEC) dependent upon the territory served. The Company provides a range of services and products that include local and long-distance service, broadband Internet access, video services, Voice over Internet Protocol (VoIP), private line services, carrier grade access services, network capacity services over its regional fiber optic networks, cloud data services, data center and managed services, directory publishing, equipment sales and cloud data services. The Company markets services to its residential customers either individually or as a bundled package.