Hawaiian Telcom Holdco,Inc. (NASDAQ:HCOM) Files An 8-K Other EventsItem 8.01 Other Events.
On June11, 2018, Hawaiian Telcom Holdco,Inc. (the “Company”) and Cincinnati Bell Inc. (“Cincinnati Bell”) issued a joint press release (the “Press Release”) announcing an election deadline of 5:00 p.m., New York time, on June21, 2018 for stockholders of the Company to elect the form of consideration they wish to receive, subject to the proration procedures described in that certain Agreement and Plan of Merger (the “merger agreement”), dated as of July9, 2017, by and among the Company, Twin Acquisition Corp. (“Merger Sub”) and Cincinnati Bell, for their shares of Company common stock in connection with the proposed merger of the Company with and into Merger Sub to the merger agreement (the “merger”).
A copy of the Press Release is filed as Exhibit99.1 to this Current Report on Form8-K and is incorporated herein by reference.
Section9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
No Offer or Solicitation
This report 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 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 Section10 of the Securities Act, and otherwise in accordance with applicable law.
Additional Information and Where to Find it
In connection with the proposed transaction between the Company and Cincinnati Bell, Cincinnati Bell has filed with the Securities and Exchange Commission (“SEC”) a registration statement on FormS-4 on August17, 2017, as amended on August30, 2017 and October2, 2017 (the “Registration Statement”) (which Registration Statement was declared effective on October5, 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 the Company began mailing the Definitive Proxy Statement to its stockholders on or about October10, 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