Windstream Holdings, Inc. (the “Company”) today is disclosing certain cleansing materials pursuant to confidentiality agreements (the “Confidentiality Agreements”) entered into among the Company, Uniti Group, Inc. (“Uniti”), and certain holders of the Company’s debt obligations (collectively, the “NDA Parties”) for the purpose of sharing confidential information as part of a mediation process in connection with the Company’s and all of its subsidiaries’ voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code (the “Mediation”). The parties have not reached resolution of the issues and claims subject to the Mediation and the Mediation has not been terminated; however, in no event will the Company assume the arrangement with Uniti without significant amendment.
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Pursuant to the Confidentiality Agreements, the Company agreed to publicly disclose certain information provided to the NDA Parties (the “Cleansing Materials”). Copies of the Cleansing Materials, including (i) the proposal of the Company dated February 11, 2020, (ii) proposal of Uniti dated February 12, 2020, (iii) illustrative plan term sheet dated February 12, 2020, proposed by certain of the Debtors’ creditors and under discussion among parties (contains certain information, including claims estimates and other financial terms, that are inconsistent with the Debtors’ estimates and may be inaccurate), and (iv) certain additional Cleansing Materials presented in connection with the Mediation, are available free of charge by visiting the website of Kurtzman Carson Consultants LLC at http://www.kccllc.net/windstream and are also attached to this release. The description of the Cleansing Materials does not purport to be complete and is qualified in its entirety by the complete text of the attached Cleansing Materials.
The information in the Cleansing Materials includes certain projections and forecasts of the Company that is dependent upon assumptions and statements set forth in the Cleansing Materials. Any financial projections or forecasts in the Cleansing Materials were not prepared with a view toward public disclosure or compliance with the published guidelines of the Securities and Exchange Commission (the “SEC”) or the guidelines established by the American Institute of Certified Public Accountants regarding projections or forecasts. The Company’s independent accountants have not examined, or otherwise applied procedures to any projections or forecasts and, accordingly, do not express an opinion or any other form of assurance with respect to any projections or forecasts. The inclusion of the projections or forecasts should not be regarded as an indication that the Company considers the projections to be a reliable prediction of future events, and any projections or forecasts should not be relied upon as such. The Company does not undertake any obligation to publicly update the information contained in the Cleansing Materials to reflect circumstances existing after the date of this release or to reflect the occurrence of future events, even in the event that any or all of the assumptions underlying the information are shown to be in error.
Windstream Holdings, Inc., a FORTUNE 500 company, is a leading provider of advanced network communications and technology solutions. Windstream provides data networking, core transport, security, unified communications and managed services to mid-market, enterprise and wholesale customers across the U.S. The company also offers broadband, entertainment and security services for consumers and small and medium-sized businesses primarily in rural areas in 18 states. Services are delivered over multiple network platforms including a nationwide IP network, our proprietary cloud core architecture and on a local and long-haul fiber network spanning approximately 150,000 miles. Additional information is available at windstream.com or windstreamenterprise.com. Please visit our newsroom at news.windstream.com or follow us on Twitter at @Windstream.
Cautionary Statement Regarding Forward Looking Statements
This release and the Cleansing Materials may contain “forward looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward looking statements. These statements are based on certain assumptions based on management’s views, estimates, projections, and beliefs as of the time the statements are made, regarding future events and results.. When used in this release and the Cleansing Materials, words such as “will,” “potential,” “believe,” “estimate,” “intend,” “expect,” “may,” “should,” “anticipate,” “could,” “plan,” “predict,” “forecast,” “project,” “profile,” “model,” “strategy,” “future” or their negatives or statements that include these words or other words that convey the uncertainty of future events or outcomes, are intended to identify forward looking statements, although not all forward looking statements contain such identifying words. Forward looking statements involve a number of uncertainties and are subject to many risks and variables that could impact our future performance. Actual future events and our results may differ materially from those expressed in these forward-looking statements as a result of a number of important factors, many of which are beyond our control, including risk factors described in our Annual Report on Form 10-K and First Quarterly Report on Form 10-Q filed in 2019 available at the SEC’s website at www.sec.gov. Although we believe that the expectations reflected in our forward looking statements are based on reasonable assumptions, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (partially or in full) or will prove to have been correct. In light of these risks, uncertainties and assumptions, the events anticipated by our forward-looking statements may not occur, and, if any of such events do, we may not have correctly anticipated timing or the extent of their impact on our actual results. Accordingly, you should not place any undue reliance on any of our forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.