Letter from SureWest CEO Steve Oldham
Dear SureWest Customer:
SureWest has announced an agreement to sell the assets of SureWest Wireless to Verizon Wireless.
Verizon Wireless is a proven industry leader and operates the nation’s most reliable wireless network. We are confident that you will continue to enjoy first-rate products and customer service with Verizon Wireless. At the same time, the sale of our wireless assets will afford SureWest the ability to focus on our triple play of telephone, Internet and television services.
This transaction is subject to customary closing conditions and regulatory approvals, and is expected to close in the second quarter of 2008. Until the close, it will be business as usual and SureWest will remain your wireless service provider. SureWest Wireless customers will receive a letter in the next few months explaining the service transition. Until that time, it is not necessary for you to take any action. We will work with Verizon Wireless to make the transition of your service from the SureWest Wireless network to the Verizon Wireless network as easy as possible.
For those customers who subscribe to other SureWest services, pricing for non-wireless products will not be affected by this transaction and we assure you that our objective will remain continuous improvement and total customer satisfaction.
You have been an important part of our Wireless success and we thank you for your loyalty and support as a valued SureWest customer. This period of growth is truly an exciting time to be a SureWest Communications customer and we look forward to continuing our work for you.
Should you have any questions, please contact customer service at 866-SureWest.
Sincerely,
Steve Oldham
President and Chief Executive Officer
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Press Release
For Immediate Release
SUREWEST COMMUNICATIONS TO SELL WIRELESS ASSETS
TO VERIZON WIRELESS
ROSEVILLE, CA – January 22, 2008 – Leading independent communications holding company SureWest Communications (Nasdaq: SURW) announced today that it has entered into a definitive agreement to sell the operating assets of its Wireless business to Verizon Wireless.
Under the agreement, Verizon Wireless will acquire the spectrum licenses and operating assets of SureWest Wireless, excluding SureWest’s more than 50-owned communication towers, for an aggregate cash purchase price of $69.0 million. Completion of the transaction is not subject to financing. As of the third quarter 2007, SureWest served over 50,000 wireless subscribers and its spectrum licenses covered a population of 3.8 million in the greater Sacramento area. The transaction, which is expected to close in the second quarter 2008, is subject to customary closing conditions and regulatory approvals, including approval by the Federal Communications Commission and the expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The company expects to use the net proceeds from the transaction to repay indebtedness to be incurred in connection with its previously announced acquisition of Everest Broadband, Inc.
Steve Oldham, SureWest's president and chief executive officer, said, “Over the past two years, we have made great strides in transforming SureWest into a full-service integrated communications company focused on offering advanced telephone, Internet and television services over a superior IP-based fiber-to-the-home broadband network that provides the most outstanding customer experience possible.
“The sale of the Wireless assets is another important step in this transformation and will enhance our financial flexibility in supporting the extension of our triple-play offerings to a broader service area,” Oldham added. “We believe our customers will respond positively to being transitioned to such a respected national provider.”
SureWest has made aggressive advancements in its strategy by divesting its non-core assets and in making strategic acquisitions. In addition to divesting the assets of its Wireless business, SureWest sold its Directory Publishing business to GateHouse Media for $110 million in early 2007. Additionally, on December 6, 2007, SureWest signed a definitive agreement to acquire Everest Broadband, Inc. in a transaction that will more than double SureWest’s triple-play residential subscriber base and facilitate the rapid expansion of its business services. With today’s announcement, the company can resume its previously authorized share repurchase program.
UBS Investment Bank acted as exclusive financial advisor to SureWest Communications, and Orrick, Herrington & Sutcliffe LLP served as special outside legal counsel.
About SureWest
Serving the Northern California region for more than 90 years, SureWest Communications (www.surewest.com) is one of the nation's leading integrated communications providers, and is the bandwidth leader in the markets it serves. SureWest's bundled offerings include an array of advanced IP-based digital video, high-speed Internet, local and long distance telephone, and wireless PCS. SureWest's fiber-to-the-premise IP-based network features high-definition video and symmetrical Internet speeds of up to 50 Mbps. Its copper platform provides IP-based digital video, digital voice and DSL broadband and is in the process of being upgraded to fiber in select areas to increase the number of revenue generating units available in those markets.
About Verizon Wireless
Verizon Wireless operates the nation’s most reliable wireless voice and data network, serving 63.7 million customers. The largest U.S. wireless company and largest wireless data provider, based on revenues, Verizon Wireless is headquartered in Basking Ridge, N.J., with 68,000 employees nationwide. The company is a joint venture of Verizon Communications (NYSE: VZ) and Vodafone (NYSE and LSE: VOD). Find more information on the Web at www.verizonwireless.com. To preview and request broadcast-quality video footage and high-resolution stills of Verizon Wireless operations, log on to the Verizon Wireless Multimedia Library at www.verizonwireless.com/multimedia.
Contacts:
Reid Cox
Investor Relations
916-786-1799
r.cox@surewest.com
Ron Rogers
Media Relations
916-746-3123
r.rogers@surewest.com
Safe Harbor Statement
Statements made in this news release that are not historical facts are forward-looking statements and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. In some cases, these forward-looking statements may be identified by the use of words such as may, will, should, expect, plan, anticipate, or project or the negative of those words or other comparable words. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Such forward-looking statements are subject to a number of risks, assumptions and uncertainties that could cause the company's actual results to differ from those projected in such forward-looking statements.
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Frequently Asked Questions
What has been announced today?
SureWest announced that it has entered into a definitive agreement to sell SureWest Wireless to Verizon Wireless for $69.0 million.
Why is SureWest selling its Wireless business?
The Wireless business is a valuable asset, which we believe will be better served as part of Verizon Wireless’ national network. As SureWest is transforming into a full-service integrated communications company focused on offering superior telephone, Internet and television services, Wireless no longer fits with our long-term strategic plan. The sale of the Wireless business will allow us to enhance our financial flexibility to support our continued growth.
What will happen to my SureWest Wireless phone and service plan?
The finalization of the transaction will take several months. At this time, there will be no changes to your service or price plans. Verizon Wireless will continue to honor your current contract in accordance with its current terms and conditions. Changes, if any, to your service will be communicated in the coming months.
What happens if my contract expires during the transition period after the closing?
The decision has not yet been made, but SureWest will keep you informed and we will work with Verizon Wireless to make the transition of your service from the SureWest Wireless network to the Verizon Wireless network as easy as possible.
What will happen to customers with multiple SureWest services?
Service discounts and pricing related to other SureWest services will not be affected by this transaction. Verizon Wireless will continue to honor your current contract in accordance with its current terms and conditions.
What will happen to SureWest retail outlets?
For now, there will be no changes made to retail operations.
When will the transaction close?
The transaction is expected to close in the second quarter of 2008. We will be working with Verizon Wireless during the transition period and expect the transaction to be fully integrated in the third quarter of 2008.
Where can I find additional information about Verizon Wireless?
For more information about Verizon Wireless, you can visit their Web site at www.verizonwireless.com.
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