Front Range BidCo, Inc. (the “Company”) announced today that as of 8:30 a.m., New York City time, on March 9, 2020, which was the Expiration Date (as defined in the Company’s Offer to Purchase and Consent Solicitation Statement dated January 17, 2020 (as amended and supplemented from time to time, the “Statement”)) of the Company’s previously announced cash tender offers (the “Offers”) in respect of any and all outstanding 6.00% Senior Notes due 2023 (the “2023 Notes”), 6.375% Senior Notes due 2025 (the “2025 Notes”) and 5.750% Senior Notes due 2027 (the “2027 Notes,” and together with the 2023 Notes and 2025 Notes, the “Notes”), each co-issued by Zayo Group, LLC and Zayo Capital, Inc. (together, the “Co-Issuers”), as reported by the tender agent, (i) approximately $1,280.4 million aggregate principal amount, or 89.5%, of the outstanding 2023 Notes, (ii) approximately $868.9 million aggregate principal amount, or 96.6%, of the outstanding 2025 Notes, and (iii) approximately $1,629.1 million aggregate principal amount, or 98.7%, of the outstanding 2027 Notes have been tendered pursuant to the Offers. The Company also announced that on March 9, 2020, it had accepted for purchase and purchased all Notes validly tendered and not validly withdrawn pursuant to the terms of the Offers.
Holders who validly tendered their Notes at or before 5:00 p.m. (New York City time) on January 31, 2020 (the “Early Tender Date”), and whose Notes were accepted for purchase, received the total consideration equal to $1,020.00 per $1,000.00 principal amount of Notes purchased pursuant to the Offers, plus accrued and unpaid interest from the last interest payment date up to but not including March 9, 2020. Holders who validly tendered their Notes after the Early Tender Date and at or prior to the Expiration Date, and whose Notes were accepted for purchase, received the tender offer consideration equal to $990.00 per $1,000.00 principal amount of Notes purchased pursuant to the Offers, plus accrued and unpaid interest from the last interest payment date up to but not including March 9, 2020.
On January 31, 2020, the Co-Issuers, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee under each of the indentures governing the Notes, executed (i) a supplemental indenture with respect to the 2023 Notes (the “2023 Supplemental Indenture”), (ii) a supplemental indenture with respect to the 2025 Notes (the “2025 Supplemental Indenture”), and (iii) a supplemental indenture with respect to the 2027 Notes (the “2027 Supplemental Indenture,” and together with the 2023 Supplemental Indenture and 2025 Supplemental Indenture, the “Supplemental Indentures”), in each case to authorize the elimination of substantially all of the restrictive covenants, certain reporting obligations, certain events of default and related provisions contained in the applicable indenture governing such series of Notes (the “Proposed Amendments”). The Proposed Amendments relating to the applicable series of Notes became operative on March 9, 2020 upon the Company’s acceptance for purchase of the Notes validly tendered pursuant to the Offers.
Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC acted as joint-lead dealer managers and solicitation agents (the “Dealer Managers and Solicitation Agents”) for the Offers and the Consent Solicitations. Questions regarding the terms of the Offers and the Consent Solicitations can be directed to the Dealer Managers and Solicitation Agents, Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll free) and (212) 538-1862 (collect) and Morgan Stanley & Co. LLC at (800) 624-1808 (toll free) and (212) 761-1864 (collect).
The information and tender agent for the Offers and Consent Solicitations is Global Bondholder Services Corporation. Holders with questions may call Global Bondholder Services Corporation, toll-free at (866) 807-2200 or (212) 430-3774 (collect).
This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell the Notes. The Offers and the Consent Solicitations were made only pursuant to the Statement and the related Consent and Letter of Transmittal (as it may be amended or supplemented from time to time, and collectively with the Statement, the “Offer Documents”).
Zayo provides mission-critical bandwidth to the world’s most impactful companies, fueling the innovations that are transforming our society. Zayo’s 133,000-mile network in North America and Europe includes extensive metro connectivity to thousands of buildings and data centers. Zayo’s communications infrastructure solutions include dark fiber, private data networks, wavelengths, Ethernet, dedicated Internet access, and colocation services. Zayo owns and operates a Tier 1 IP Backbone and 44 carrier-neutral data centers. Through its Cloudlink service, Zayo provides low latency private connectivity that attaches enterprises to their public cloud environments. Zayo serves wireless and wireline carriers, media, tech, content, finance, healthcare and other large enterprises. For more information, visit zayo.com.