    |
|
 |
News ReleasesIntegra Telecom Buys Electric LightwaveAcquisition of Customers and Eight Metropolitan Area Networks Expand Service Area, Solidify Integra's Market Strength. $450 Million Financing Ranks as One of the Largest on List of National Telecom Deals. Portland, Ore. - February 7, 2006 - Integra Telecom, Inc., a provider of local, long-distance and Internet services for small and mid-size businesses, today announced that it has signed an agreement to purchase Electric Lightwave, Inc. (ELI) for $243 million in cash plus the assumption of approximately $4 million in capital lease obligations. Under the terms of the agreement, Integra will purchase ELI, including its assets and customers, from Citizens Communications (NYSE:CZN). The parties expect to complete the transaction in the third quarter of 2006 upon obtaining necessary governmental and other approvals. Acquisition Solidifies Market StrengthWith the acquisition of ELI's network assets and customer base, Integra will become the most cash profitable and one of the largest competitive local exchange carriers (CLECs) in the West. Combined, the companies will have more than $300 million in annual revenue and more than $100 million in pro-forma 2006 EBITDA, before any merger synergies. Approximately 60 percent of the two companies' revenues derive from geographic markets and networks that overlap, creating the opportunity for significant network efficiencies and synergies. The acquisition will increase the number of Integra's metropolitan service areas from 18 to 23 and expand the number of states in which it serves from five to eight.Most importantly, the combined companies will enjoy important strategic advantages resulting from ELI's eight-market, 2,200 route mile (160,000 fiber miles) metropolitan area network, with direct fiber access into over 580 major commercial buildings. Many other competitive local exchange carriers are scrambling to find network alternatives in response to recent FCC rules that increase the cost of leasing network from the Bell companies. Integra, by acquiring ELI's metropolitan area network, becomes one of the first to insulate itself from this unpredictable landscape of telecom regulation. "These robust metropolitan fiber networks will substantially increase our operating strength and provide a meaningful and sustainable competitive cost advantage over other local carriers that rely exclusively on leasing network from the Bell companies," said Dudley Slater, chief executive officer of Integra Telecom. In addition to the metropolitan area networks, Integra will also own and operate ELI's unique 4,700-mile, long haul network - one of the largest of its kind in the western United States. The unique value of this network is evidenced by a blue-chip list of other carriers that lease connectivity from ELI to access their customers. "We are eager to enhance this network and strengthen our relationships with those that rely on the connectivity we provide," added Slater. Benefits to Customers"I'm delighted for our customers," continued Slater. "We will be offering a stronger regional and local telecommunications network alternative, and we will be better equipped to offer unique and powerful high-bandwidth data products, which are increasingly important to the business customers we serve."Upon completing the integration, Integra will expand the product sets and services currently offered by ELI to include those offered by Integra, including those that are tailored to the smaller business customer. Doing so will increase the addressable markets in the important new service areas that come with the ELI acquisition: Phoenix, Ariz.; Boise, Idaho; Sacramento, Calif.; as well as Olympia and Spokane, Wash. Today, Integra serves tens of thousands of customers, representing 10-15 percent of the small to mid-sized businesses, within most of the metropolitan areas in Oregon, Washington, Utah, Minnesota and North Dakota. "We look forward to introducing ELI customers to Integra's high-touch brand of service where we staff customer service and other customer 'touching' personnel locally in each major market we serve," said Slater. "This is an excellent opportunity for ELI employees and customers," said Dan McCarthy, executive vice president and chief operating officer of Citizens Communications. "Integra is a carrier we respect with a proven track record of success." Integra Telecom Markets Served Post-ELI:OREGON
WASHINGTON
UTAH
MINNESOTA
NORTH DAKOTA
ARIZONA
IDAHO
CALIFORNIA
(* New Markets with Acquisition) Industry Consolidates: Leaders Emerge"Successful CLECs like Integra are consolidating the industry, creating formidable regional competitors. Integra has the best operating metrics in its sector," stated Carlyn Taylor, senior managing director of FTI Consulting, Inc., an industry advisory firm, who along with FTI's investment banking entity, FTI Capital Advisors, LLC, served as financial advisor to Integra for this transaction."The support Integra has received from the financial community is an endorsement of its strong year-over-year financial performance, its operational efficiency, and the financial markets' confidence in Integra's ability to integrate a large acquisition. FTI expects that the combined company will have a leading operating cash flow margin in the US CLEC sector. This transaction will strongly position Integra for future consolidation transactions as well as continued organic growth." $450 Million is Among Largest National Telecom Deal in SectorIntegra raised a total of $450 million in the transaction of which approximately $243 million will be used to purchase ELI, $175 million to refinance Integra's current loan obligations and the remainder for excess operating cash, transition expenses and fees. The $450 million financing package includes two facilities. On the first lien facility, CIBC World Markets Corp. will act as Sole Lead Arranger and Co-Bookrunner with Goldman Sachs Specialty Lending Group, LP acting as Co-Bookrunner and Administrative Agent. Goldman Sachs Specialty Lending Group, LP will co-underwrite the second lien facility with various investors."Among competitive local exchange carriers, this ranks as the second largest acquisition transaction and the largest new financing in several years, since Integra is both refinancing its existing debt and raising capital for the purchase price," stated Taylor. Since 2000, only the $656 million acquisition of Dallas-based Allegiance Telecom by XO Communications of Reston, Virginia was larger. Top Five Telecom Debt Issuances Among Competitive Local Exchange Carriers: 2004-2006
When the transaction is finalized the combined company will remain headquartered in the Portland, Oregon metropolitan area. "We are fortunate in that the integration of the two companies will be enhanced by the fact that we are both headquartered in the same metro-area. We feel like we know the ELI employees well; we value the experience and capabilities they bring and we look forward to working together to grow the combined company," added Slater. Company Growth and Notable AchievementsIntegra expects to close 2005 with $155 million in revenue and 280,000 lines in service representing a 12 percent increase on both metrics from 2004. The Company's record of increasing operating leverage is enhanced as Integra expects to report $47 million in 2005 EBITDA, representing 31 percent growth over its 2004 EBITDA of $36 million. In 2004, during an extended period when lenders to the telecommunications industry accepted partial repayment through financial restructuring or bankruptcies, Integra closed on a $170 million refinancing deal that established it as the first major competitive local exchange carrier to repay in full all of its original debt funding since the downturn in the capital markets in 2000. In early 2003, Integra became the first facilities-based CLEC in the 14-state Qwest Communications service territory to be cash profitable - a key indicator of a business's health.About Electric LightwaveElectric Lightwave is a facilities-based integrated communications provider of Internet, data, voice and dedicated access services to enterprise businesses and carriers. In operation since 1990, the company currently owns and operates eight Metropolitan Area Networks, a nationally acclaimed Tier One Internet and Data network, and a high-speed long-haul, fiber-optic network that interconnects major markets in the West. Headquartered in Vancouver, Wash., the company is a wholly owned subsidiary of Citizens Communications Company (NYSE:CZN). More information about Electric Lightwave, LLC may be found at www.eli.net.About Integra TelecomIntegra Telecom is a fast-growing, integrated communications carrier dedicated to providing a better choice for small and mid-sized businesses. Integra is a privately held company headquartered in Portland, Ore., employing more than 600 and serving over 280,000 access lines. Integra was recently recognized as one of Oregon's Most Admired Companies by an independent survey sponsored by The Portland Business Journal, and it has been listed on Inc. Magazine's list of the fastest growing private companies in the U.S. four out of the past five years. Primary equity investors in the company include Bank of America Capital Partners, Boston Ventures and Nautic Equity Partners. Integra Telecom is a registered trademark of Integra Telecom Inc.Integra News NotificationEnter your name and e-mail address below to subscribe to the Integra News e-mail list. Subscribers will receive e-mail notification whenever Integra posts a press release or news item.Do you want to unsubscribe from this list? |
©2004-2008 Integra Telecom.
Integra Telecom is a registered trademark of Integra Telecom Holdings, Inc.