Cincinnati Bell Inc. (NYSE: CBB) (the “Company”) announced that
it has received unanimous approval from the Hawaiʻi Public
Utilities Commission (“PUC” or the “Commission”) with respect to
its pending acquisition of Honolulu-based Hawaiian Telcom (NASDAQ:
HCOM), the leading integrated communications provider serving
Hawaiʻi and the state’s fiber-centric technology leader. In
approving the merger, the Commission concludes that net benefits
will result from the transaction.
“We greatly appreciate the support of the Hawaiʻi PUC and are
pleased that the Commission has acknowledged that our combination
with Hawaiian Telcom is expected to bring benefits to Hawaiʻi
consumers as we continue to invest in next-generation fiber,” said
Leigh Fox, President and Chief Executive Officer of Cincinnati
Bell. “This marks a key milestone as we work to create a stronger
communications and technology company that builds upon the
complementary strengths of Cincinnati Bell and Hawaiian Telcom,
allowing us to deliver more competitive products and services to
customers.”
The combination, previously announced on July 10, 2017, will
accelerate Cincinnati Bell’s overarching strategy to create a
diversified and balanced revenue mix by expanding the Company’s
high-speed, high-bandwidth fiber optic network while building a
complementary IT solutions and cloud services business. By
leveraging Hawaiian Telcom’s local knowledge and continuing to
invest in its deep fiber infrastructure, the combined company will
be well-positioned to capitalize on the growing demand for
strategic fiber offerings.
Hawaiʻi PUC approval satisfies one of the conditions for the
closing of the transaction. The pending acquisition has already
cleared the Hart-Scott-Rodino Act review period, and has been
overwhelmingly approved by Hawaiian Telcom shareholders. In
addition, the Hawaiʻi Department of Commerce and Consumer Affairs’
Cable Television Division has conditionally approved the transfer
of control of Hawaiian Telcom’s cable franchise to Cincinnati
Bell.
With approval from the Hawaiʻi PUC, the transaction is expected
to close following completion of the Federal Communications
Commission’s review and other remaining customary closing
conditions.
About Cincinnati Bell
With headquarters in Cincinnati, Ohio, Cincinnati Bell Inc.
(NYSE: CBB) provides integrated communications solutions –
including local and long distance voice, data, high-speed Internet
and video – that keep residential and business customers in Greater
Cincinnati and Dayton connected with each other and with the world.
In addition, enterprise customers across the United States and
Canada rely on CBTS and OnX, wholly-owned subsidiaries, for
efficient, scalable office communications systems and end-to-end IT
solutions. For more information, please visit
www.cincinnatibell.com.
About Hawaiian Telcom
Hawaiian Telcom (NASDAQ: HCOM), headquartered in Honolulu, is
Hawai'i’s Technology Leader, providing integrated communications,
broadband, data center and entertainment solutions for business and
residential customers. With roots in Hawai'i beginning in 1883, the
Company offers a full range of services including Internet, video,
voice, wireless, data network solutions and security, colocation,
and managed and cloud services supported by the reach and
reliability of its next generation fiber network and a 24/7
state-of-the-art network operations center. With employees
statewide sharing a commitment to innovation and a passion for
delivering superior service, Hawaiian Telcom provides an Always
OnSM customer experience. For more information, visit
hawaiiantel.com.
Cautionary Statement Concerning Forward-Looking
Statements
This press release may contain “forward-looking” statements, as
defined in federal securities laws including the Private Securities
Litigation Reform Act of 1995, which are based on our current
expectations, estimates, forecasts and projections. Statements that
are not historical facts, including statements about the beliefs,
expectations and future plans and strategies of the Company, are
forward-looking statements. Actual results may differ materially
from those expressed in any forward-looking statements. The
following important factors, among other things, could cause or
contribute to actual results being materially and adversely
different from those described or implied by such forward-looking
statements including, but not limited to: those discussed in this
release; we operate in highly competitive industries, and customers
may not continue to purchase products or services, which would
result in reduced revenue and loss of market share; we may be
unable to grow our revenues and cash flows despite the initiatives
we have implemented; failure to anticipate the need for and
introduce new products and services or to compete with new
technologies may compromise our success in the telecommunications
industry; our access lines, which generate a significant portion of
our cash flows and profits, are decreasing in number and if we
continue to experience access line losses similar to the past
several years, our revenues, earnings and cash flows from
operations may be adversely impacted; our failure to meet
performance standards under our agreements could result in
customers terminating their relationships with us or customers
being entitled to receive financial compensation, which would lead
to reduced revenues and/or increased costs; we generate a
substantial portion of our revenue by serving a limited geographic
area; a large customer accounts for a significant portion of our
revenues and accounts receivable and the loss or significant
reduction in business from this customer would cause operating
revenues to decline and could negatively impact profitability and
cash flows; maintaining our telecommunications networks requires
significant capital expenditures, and our inability or failure to
maintain our telecommunications networks could have a material
impact on our market share and ability to generate revenue;
increases in broadband usage may cause network capacity
limitations, resulting in service disruptions or reduced capacity
for customers; we may be liable for material that content providers
distribute on our networks; cyber attacks or other breaches of
network or other information technology security could have an
adverse effect on our business; natural disasters, terrorists acts
or acts of war could cause damage to our infrastructure and result
in significant disruptions to our operations; the regulation of our
businesses by federal and state authorities may, among other
things, place us at a competitive disadvantage, restrict our
ability to price our products and services and threaten our
operating licenses; we depend on a number of third party providers,
and the loss of, or problems with, one or more of these providers
may impede our growth or cause us to lose customers; a failure of
back-office information technology systems could adversely affect
our results of operations and financial condition; if we fail to
extend or renegotiate our collective bargaining agreements with our
labor union when they expire or if our unionized employees were to
engage in a strike or other work stoppage, our business and
operating results could be materially harmed; the loss of any of
the senior management team or attrition among key sales associates
could adversely affect our business, financial condition, results
of operations and cash flows; our debt could limit our ability to
fund operations, raise additional capital, and fulfill our
obligations, which, in turn, would have a material adverse effect
on our businesses and prospects generally; our indebtedness imposes
significant restrictions on us; we depend on our loans and credit
facilities to provide for our short-term financing requirements in
excess of amounts generated by operations, and the availability of
those funds may be reduced or limited; the servicing of our
indebtedness is dependent on our ability to generate cash, which
could be impacted by many factors beyond our control; we depend on
the receipt of dividends or other intercompany transfers from our
subsidiaries and investments; the trading price of our common
shares may be volatile, and the value of an investment in our
common shares may decline; the uncertain economic environment,
including uncertainty in the U.S. and world securities markets,
could impact our business and financial condition; our future cash
flows could be adversely affected if it is unable to fully realize
our deferred tax assets; adverse changes in the value of assets or
obligations associated with our employee benefit plans could
negatively impact shareowners’ deficit and liquidity; third parties
may claim that we are infringing upon their intellectual property,
and we could suffer significant litigation or licensing expenses or
be prevented from selling products; third parties may infringe upon
our intellectual property, and we may expend significant resources
enforcing our rights or suffer competitive injury; we could be
subject to a significant amount of litigation, which could require
us to pay significant damages or settlements; we could incur
significant costs resulting from complying with, or potential
violations of, environmental, health and human safety laws; the
timing and likelihood of completing the merger with Hawaiian
Telcom, including the timing, receipt and terms and conditions of
any required governmental and regulatory approvals for the proposed
transaction that could reduce anticipated benefits or cause the
parties to abandon the transaction; the possibility that competing
offers or acquisition proposals for Hawaiian Telcom will be made;
the occurrence of any event, change or other circumstance that
could give rise to the termination of the proposed transaction; the
possibility that the expected synergies and value creation from the
proposed transaction involving Hawaiian Telcom will not be realized
or will not be realized within the expected time period; the risk
that the businesses of the Company and Hawaiian Telcom and other
acquired companies will not be integrated successfully; disruption
from the proposed transaction involving Hawaiian Telcom making it
more difficult to maintain business and operational relationships;
the risk that unexpected costs will be incurred; and the
possibility that the proposed transaction involving Hawaiian Telcom
does not close, including due to the failure to satisfy the closing
conditions and the other risks and uncertainties detailed in our
filings with the SEC, including our Form 10-K report, Form 10-Q
reports and Form 8-K reports, as well as Hawaiian Telcom’s filings
with the SEC, including its Form 10-K reports, Form 10-Q reports
and Form 8-K reports.
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version on businesswire.com: https://www.businesswire.com/news/home/20180504005852/en/
Cincinnati Bell Inc.Investor contact:Josh Duckworth, +1
513-397-2292joshua.duckworth@cinbell.comorMedia contact:Josh
Pichler, +1 513-565-0310josh.pichler@cinbell.comorHawaiian
TelcomInvestor contact:Ngoc Nguyen, +1
808-546-3475ngoc.nguyen@hawaiiantel.comorMedia contact:Su Shin, +1
808-546-2344su.shin@hawaiiantel.com
Hawaiian Telcom Holdco, Inc. (delisted) (NASDAQ:HCOM)
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