OKLAHOMA CITY, March 20, 2007 (PRIME NEWSWIRE) -- American Cellular Corporation (the "Company"), a wholly owned subsidiary of Dobson Communications Corporation (Nasdaq:DCEL), announced today the final results of its tender offer for $675.0 million aggregate principal amount of its 10% Senior Notes due 2011 (CUSIP No. 025058AG3; ISIN No. US 025058AG34) (the "Notes") and related consent solicitation which expired as of 12:00 midnight, New York City time, on March 19, 2007 (the "Expiration Time"). The Company received validly tendered Notes from the holders of $855.2 million, or approximately 95%, of the aggregate outstanding principal amount of the Notes.
The Company accepted for purchase $711.0 million in aggregate principal amount of tendered Notes on March 15, 2007, the early acceptance date. The total consideration for each $1,000 principal amount of Notes validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, on Thursday, March 1, 2007 (the "Consent Time") and accepted for payment on the early acceptance date was $1,065.56, plus accrued interest to but excluding the early settlement date. This amount included a consent fee of $30.00.
An additional $3,943,000 in aggregate principal amount of Notes was tendered after the Consent Time. Of these Notes tendered after the Consent Time, the Company has accepted for payment $3,282,000. The final settlement date for these Notes is expected to be March 21, 2007. 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the Consent Time and prior to the Expiration Time, and for Notes tendered prior to the Consent Time and subsequently withdrawn and retendered prior to the Expiration Time, the tender offer consideration will be $1,035.56 for each $1,000 principal amount of Notes validly tendered and not validly withdrawn and accepted for payment on the final settlement date, plus accrued interest to but excluding the final settlement date. The final proration factor is 83.54%, which was determined on the early acceptance date.
Morgan Stanley & Co. Incorporated acted as Dealer Manager and Solicitation Agent for the tender offer and consent solicitation, and Bondholder Communications Group acted as the Information and Tender Agent for the tender offer and consent solicitation.
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.
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.