OKLAHOMA CITY, March 15, 2007 (PRIME NEWSWIRE) -- American Cellular Corporation (the "Company"), a wholly owned subsidiary of Dobson Communications Corporation (Nasdaq:DCEL), announced today that it has accepted for purchase $711.0 million of its 10% Senior Notes due 2011 (CUSIP No. 025058AG3; ISIN No. US 025058AG34) (the "Notes") as of the early acceptance date for its tender offer for $675.0 million aggregate principal amount of the Notes and related consent solicitation. As of 5:00 p.m., New York City time, on March 13, 2007, the Company had received validly tendered Notes from the holders of $851.2 million, or approximately 94.6%, of the aggregate outstanding principal amount of the Notes. The Notes have been accepted on a pro rata basis among the tendering holders in accordance with the terms set forth in the Company's Offer to Purchase and Consent Solicitation Statement dated February 15, 2007, as supplemented by supplements dated March 6, 2007 and March 12, 2007 (collectively, the "Offer to Purchase"). The tender offer and consent solicitation will expire at 12:00 midnight, New York City time, on March 19, 2007 (the "Expiration Time"), unless extended.
The total consideration for each $1,000 principal amount of Notes validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, on Thursday, March 1, 2007 (the "Consent Time") and accepted for payment is $1,065.56, plus accrued interest to but excluding the early settlement date of March 15, 2007. This amount includes a consent fee of $30.00. For Notes tendered after the Consent Time and prior to the Expiration Time, and for Notes tendered prior to the Consent Time and subsequently withdrawn and retendered prior to the Expiration Time, the tender offer consideration will be $1,035.56 for each $1,000 principal amount of Notes validly tendered and not validly withdrawn and accepted for payment, plus accrued interest to the final settlement date.
Further details concerning the tender offer and consent solicitation are set forth in the Offer to Purchase.
The Company has engaged Morgan Stanley & Co. Incorporated as Dealer Manager and Solicitation Agent for the tender offer and consent solicitation. Persons with questions regarding the tender offer or the consent solicitation should be directed to Morgan Stanley toll-free at (800) 624-1808 or collect at (212) 761-5384 (attention: Tate Forrester). Requests for documents should be directed to Bondholder Communications Group, the Information and Tender Agent for the tender offer and consent solicitation, at (212) 809-2663, attention: Denise Conway. Copies of the documents are also available on-line at http://www.bondcom.com/acc.
This press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of a consent with respect to any of the Notes. The tender offer and consent solicitation are being made solely by the Offer to Purchase.
Dobson Communications is a leading provider of wireless phone services to rural markets in the United States. Headquartered in Oklahoma City, the Company owns wireless operations in 17 states. For additional information on the Company and its operations, please visit its Web site at http://www.dobson.net.
This press release contains forward-looking statements that are subject to risks and uncertainties. These include, but are not limited to, statements regarding the Company's plans, intentions and expectations. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. A more extensive discussion of the risk factors that could impact these areas and the Company's overall business and financial performance can be found in the Company's reports and other filings filed with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K. Given these concerns, investors and analysts should not place undue reliance on forward-looking statements.