Uniti Group Inc. Announces Private Offering of Senior Secured Notes

Rhea-AI Summary

Uniti Group Inc. has announced a $570 million offering of new senior secured notes due 2028 to fund the redemption of its 6.00% senior secured notes due 2023. The redemption notice is contingent upon completing debt financings of at least $570 million. The new notes will be secured by first-priority liens on the assets of the Issuers and subsidiary guarantors. This offering is aimed at enhancing financial flexibility and is targeted primarily at institutional investors.

Positive

• The $570 million offering of new senior secured notes may provide liquidity and enhance financial flexibility.
• The redemption of existing senior secured notes is expected to reduce interest expenses.

Negative

• Conditioning the redemption on securing financing poses a risk if market conditions are unfavorable.
• Potential dilution to existing shareholders if the new notes do not perform as anticipated.

Issues Conditional Notice of Redemption for 6.00% Senior Secured Notes Due 2023

LITTLE ROCK, Ark., April 06, 2021 (GLOBE NEWSWIRE) -- Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Group Finance 2019 Inc. and CSL Capital, LLC (together, the “Issuers”), have commenced an offering of $570 million aggregate principal amount of senior secured notes due 2028 (the “new notes”). The new notes will be guaranteed on a senior unsecured basis by the Company and on a senior secured basis by each of its subsidiaries (other than the Issuers) that guarantees indebtedness under the Company’s senior secured credit facilities and the Company’s existing secured notes (except initially those subsidiaries that require regulatory approval prior to guaranteeing the new notes). The new notes and the subsidiary guarantees will be secured by first-priority liens on substantially all of the assets of the Issuers and the subsidiary guarantors (other than certain excluded assets), which liens also ratably secure the Company’s senior secured credit facilities and existing secured notes.

The Issuers intend to use the net proceeds from the offering of the new notes to fund the redemption (the “Redemption”) in full of the outstanding 6.00% senior secured notes due 2023 (the “2023 secured notes”), including related premiums, fees and expenses in connection with the foregoing. The notice of redemption issued today for the 2023 secured notes is conditioned upon completion of one or more debt financings in an aggregate principal amount of at least $570 million. This press release does not constitute a notice of redemption with respect to the 2023 secured notes.

The new notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act or any applicable state securities laws. The new notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and outside the United States in compliance with Regulation S under the Securities Act.

This press release does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

ABOUT UNITI

Uniti, an internally managed real estate investment trust, is engaged in the acquisition and construction of mission critical communications infrastructure, and is a leading provider of wireless infrastructure solutions for the communications industry. As of December 31, 2020, Uniti owns over 123,000 fiber route miles, approximately 6.9 million fiber strand miles, and other communications real estate throughout the United States. Additional information about Uniti can be found on its website at www.uniti.com.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended from time to time. Those forward-looking statements include all statements that are not historical statements of fact, including those regarding the proposed offering of the new notes.

Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. Although we believe that the assumptions underlying the forward-looking statements are reasonable, we can give no assurance that our expectations will be attained. Factors which could have a material adverse effect on our operations and future prospects or which could cause actual results to differ materially from our expectations include, but are not limited to, the future prospects of our largest customer, Windstream Holdings, Inc. (together with Windstream Holdings II, LLC, its successor in interest, and its subsidiaries, “Windstream”) following its emergence from bankruptcy; adverse impacts of the COVID-19 pandemic on our employees, our business, the business of our customers and other business partners and the global financial markets; the ability and willingness of our customers to meet and/or perform their obligations under any contractual arrangements entered into with us, including master lease arrangements; the ability of our customers to comply with laws, rules and regulations in the operation of the assets we lease to them; the ability and willingness of our customers to renew their leases with us upon their expiration, and the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event we replace an existing tenant; adverse impacts of litigation affecting us or our customers; our ability to renew, extend or retain our contracts or to obtain new contracts with significant customers (including customers of the businesses that we acquire); the availability of and our ability to identify suitable acquisition opportunities and our ability to acquire and lease the respective properties on favorable terms or operate and integrate the acquired businesses; the risk that we fail to fully realize the potential benefits of acquisitions or have difficulty integrating acquired companies; our ability to generate sufficient cash flows to service our outstanding indebtedness and fund our capital funding commitments; our ability to access debt and equity capital markets (including to fund required payments pursuant to our settlement with Windstream); adverse impacts of changes to our business, economic trends or key assumptions regarding our estimates of fair value, including potential impacts of recent developments surrounding Windstream that could result in an impairment charge in the future, which could have a significant impact to our reported earnings; the possibility that the Redemption is not consummated on the anticipated terms, if at all; the impact on our business or the business of our customers as a result of credit rating downgrades and fluctuating interest rates; our ability to retain our key management personnel; our ability to maintain our status as a real estate investment trust (a “REIT”); changes in the U.S. tax law and other federal, state or local laws, whether or not specific to REITs, including the impact of the 2017 U.S. tax reform legislation, the CARES Act, the Families First Coronavirus Response Act and the 2021 Appropriations Act; covenants in our debt agreements that may limit our operational flexibility; our expectations regarding the effect of the COVID-19 pandemic on our results of operations and financial condition; the possibility that we may experience equipment failures, natural disasters, cyber-attacks or terrorist attacks for which our insurance may not provide adequate coverage; the risk that we fail to fully realize the potential benefits of or have difficulty in integrating the companies we acquire; other risks inherent in the communications industry and in the ownership of communications distribution systems, including potential liability relating to environmental matters and illiquidity of real estate investments; and additional factors described from time to time in our reports filed with the U.S. Securities and Exchange Commission.

Uniti expressly disclaims any obligation to release publicly any updates or revisions to any of the forward-looking statements set forth in this press release to reflect any change in its expectations or any change in events, conditions or circumstances on which any statement is based.

INVESTOR AND MEDIA CONTACTS:

Mark A. Wallace, 501-850-0866
Executive Vice President, Chief Financial Officer & Treasurer
mark.wallace@uniti.com

Bill DiTullio, 501-850-0872
Vice President, Finance and Investor Relations
bill.ditullio@uniti.com

FAQ

What is the purpose of Uniti Group's new $570 million senior secured notes offering?

The offering aims to fund the redemption of existing 6.00% senior secured notes due 2023, reducing interest expenses.

When is the redemption of the 6.00% senior secured notes due 2023 expected to occur?

The redemption is contingent upon completing debt financings of at least $570 million.

What are the risks associated with Uniti Group's new notes offering?

The redemption is conditioned on financing completion, which poses risks if market conditions are unfavorable.

Who can invest in Uniti Group's new senior secured notes?

The new notes are offered only to qualified institutional buyers under Rule 144A and outside the U.S. in compliance with Regulation S.

What is the maturity date of the new senior secured notes offered by Uniti Group?

The new senior secured notes are due in 2028.