OVERLAND PARK, Kan.,
March 12, 2018 /PRNewswire/
-- Sprint Corporation (NYSE:S) announced today that
three wholly owned special purpose subsidiaries (the "Issuers")
have commenced an offer (the "Offering") of up to $3,937,500,000 of wireless spectrum-backed notes
in two tranches, each with a different anticipated repayment date
(the "Notes") in a private transaction that is exempt from the
registration requirements of the Securities Act of 1933 (the
"Securities Act"). This issuance is part of the $7.0 billion notes program that was established
in October 2016.
The Issuers' directly owned subsidiaries have acquired a
portfolio of FCC licenses and a small number of third-party leased
license agreements (the "Spectrum Portfolio") from subsidiaries of
Sprint Communications, Inc., which comprise a portion of Sprint's
2.5GHz and 1.9GHz spectrum holdings, representing approximately 14
percent of Sprint's total spectrum holdings on a MHz-pops basis.
The Spectrum Portfolio has been leased back to Sprint
Communications Inc. pursuant to a long-term lease agreement, the
rental payments for which service the Notes and the Issuers' other
outstanding debt. The Spectrum Portfolio is substantially identical
to the original portfolio, which serves as collateral for the notes
issued by the Issuers (and which will be shared equally and ratably
with the Notes) in October 2016.
The consummation of the Offering is subject to market and other
conditions. There can be no assurance the Offering will be
successfully completed on the terms described herein or at all. The
Notes are expected to be rated investment grade by both Moody's and
Fitch.
The Notes have not been and will not be registered under the
Securities Act or the securities laws of any other jurisdiction and
may not be offered or sold in the United
States absent registration or an applicable exemption
therefrom. The Notes will be offered only to Qualified
Institutional Buyers as defined in Rule 144A under the Securities
Act that are also Qualified Purchasers as defined under the
Investment Company Act of 1940 and to persons outside the United States that are not U.S. Persons as
defined in Regulation S under the Securities Act and are also
Qualified Purchasers.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Notes and shall not constitute
an offer, solicitation or sale of any Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Sprint:
Sprint (NYSE: S) is a communications
services company that creates more and better ways to connect
its customers to the things they care about most. Sprint
served 54.6 million connections as of December 31, 2017 and is widely recognized for
developing, engineering and deploying innovative technologies,
including the first wireless 4G service from a national carrier in
the United States; leading
no-contract brands including Virgin Mobile USA, Boost Mobile, and Assurance Wireless;
instant national and international push-to-talk capabilities; and a
global Tier 1 Internet backbone. You can learn more and visit
Sprint at www.sprint.com or www.facebook.com/sprint and
www.twitter.com/sprint.
Cautionary Note Regarding Forward-Looking Statements
This release includes "forward-looking statements" within the
meaning of the securities laws. The words "may," "could," "should,"
"estimate," "project," "forecast," "intend," "expect,"
"anticipate," "believe," "target," "plan", "outlook," "providing
guidance," and similar expressions are intended to identify
information that is not historical in nature. All statements that
relate to our expectations regarding the Notes and the Offering are
forward-looking statements. Forward-looking statements are
estimates and projections reflecting management's judgment based on
currently available information and involve a number of risks and
uncertainties that could cause actual results to differ materially
from those suggested by the forward-looking statements. Sprint
believes these forward-looking statements are reasonable; however,
you should not place undue reliance on forward-looking statements,
which are based on current expectations and speak only as of the
date when made. Sprint undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, except as required by
law. In addition, forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ
materially from our company's historical experience and our present
expectations or projections. Factors that might cause such
differences include, but are not limited to, those discussed in
Sprint Corporation's Annual Report on Form 10-K for the fiscal year
ended March 31, 2017. You should
understand that it is not possible to predict or identify all such
factors. Consequently, you should not consider any such list to be
a complete set of all potential risks or uncertainties.
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SOURCE Sprint Corporation