MetroPCS Communications, Inc. Announces Launch of Senior Notes Offering
DALLAS, March 4, 2013 /PRNewswire/ -- MetroPCS Communications, Inc. (NYSE: PCS) (the "Company") announced today that MetroPCS Wireless, Inc. ("Wireless"), an indirect wholly-owned subsidiary, plans to offer, subject to market and other conditions, two tranches of its senior notes, each of "benchmark" size (collectively, the "Notes"), in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). Wireless will deposit the net proceeds of this offering into a segregated account and keep such net proceeds on hand at all times in cash or cash equivalents. If Wireless' merger with T-Mobile USA, Inc. is consummated, it intends to use the net proceeds from this private offering to repay the outstanding amounts owed under its existing senior secured credit facility, to pay liabilities under related interest rate protection agreements and to pay related fees and expenses, and to use the remainder for general corporate purposes.
The Notes will be offered and sold only to qualified institutional buyers in reliance on Rule 144A and in offshore transactions pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements, or in a transaction not subject to the registration requirements of the Securities Act or any state securities laws. This release shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
About MetroPCS Communications, Inc.
Dallas-based MetroPCS Communications, Inc. (NYSE: PCS) is a provider of no annual contract, unlimited wireless communications service for a flat-rate. MetroPCS is the fifth largest facilities-based wireless carrier in the United States based on number of subscribers served. With Metro USA(SM), MetroPCS customers can use their service in areas throughout the United States covering a population of over 280 million people. As of December 31, 2012, MetroPCS had approximately 8.9 million subscribers. For more information please visit www.metropcs.com.
Safe Harbor Statement
This news release includes "forward-looking statements" for the purpose of the "safe harbor" provisions within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and rule 3(b)-6 under the Securities Exchange Act of 1934, as amended. Any statements made in this news release that are not statements of historical fact, including statements about the Company's beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including statements that may relate to the Company's plans, objectives, strategies, goals, future events, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. These forward-looking statements often include words such as "anticipate," "expect," "suggests," "plan," "believe," "intend," "estimates," "targets," "projects," "should," "would," "could," "may," "will," "forecast," and other similar expressions. These forward-looking statements are based on reasonable assumptions at the time they are made, including the Company's current expectations, plans and assumptions that have been made in light of its experience in the industry, as well as the Company's perceptions of historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Forward-looking statements are not guarantees of future performance or results. Actual financial results, performance or results of operations may differ materially from those expressed in the forward-looking statements. Factors that may materially affect such forward-looking statements include:
- the highly competitive nature of the wireless broadband mobile industry and changes in the competitive landscape;
- the Company's and each of its competitor's current and planned promotions and advertising, marketing, sales and other initiatives, including pricing decisions, entry into consolidation and alliance activities, and the Company's ability to respond to and support them;
- the inability to have developed or to obtain handsets, equipment or software that the Company's customers want, demand and expect or to have handsets, equipment or software serviced, updated, revised or maintained in a timely and cost-effective manner for the prices and with the features its customers want, expect or demand;
- the Company's ability to construct, operate and manage its networks to deliver the services, content, applications, service quality and speed its customers expect and demand and to provide, maintain and increase the capacity of its networks and business systems to satisfy the demands of its customers and the demands placed by devices on its networks;
- the Company's plans and expectations relating to, without limitation; (i) its growth opportunities and competitive position; (ii) its products and services; (iii) its customer experience; (iv) its results of operations, including expected synergies, earnings and cash flows; (v) its credit ratings; and (vi) integration matters;
- expectations, intentions and outcomes relating to outstanding litigation, including securities, class action, derivative, patent and product safety claims, by or against third parties;
- changes in economic, business, competitive, technological and/or regulatory factors, including the passage of legislation or action by governmental or regulatory entities;
- any changes in the regulatory environment in which the Company operates, including any change or increase in restrictions on the Company's ability to operate its networks;
- terminations of, or limitations imposed on, the Company's business by contracts entered into by the Company, or the effect of provisions with respect to change in control, exclusivity, commitments or minimum purchase amounts contained in such contracts;
- the impact of economic conditions on the Company's business plans and strategies;
- delays in, or changes in policies related to, income tax refunds or other governmental payments;
- the impact on the Company's networks and businesses from major equipment failures and security breaches related to the network or customer information;
- the ability to obtain financing on terms favorable to the Company;
- the impact of public and private regulations;
- possible disruptions or intrusions of the Company's network, billing, operational support and customer care systems that may limit or disrupt the Company's ability to provide service, or which may cause disclosure or improper use of customers' information and associated harm to the Company's customers, systems, reputation and goodwill;
- the Company's continued ability to offer a diverse portfolio of wireless devices, some on an exclusive basis;
- the Company's ability to obtain and continue to obtain roaming on terms that are reasonable;
- severe weather conditions, natural disasters, energy shortages, wars or terrorist attacks, and any resulting financial impact not covered by insurance;
- disruptions of the Company's key suppliers' provisioning of products, services, content or applications;
- fluctuations in interest and exchange rates;
- significant increases in benefit plan costs or lower investment returns on plan assets;
- material adverse changes in labor matters, including labor negotiations or additional organizing activity, and any resulting financial and/or operational impact;
- the diversion of management's time and attention to litigation;
- changes in the Company's accounting assumptions that regulatory agencies, including the SEC, may require or that result from changes in the accounting rules or their application, which could result in an impact on earnings;
- the significant capital commitments of the Company;
- the current economic environment in the United States; disruptions to the credit and financial markets in the United States; and the impact of the economy on consumer demand and fluctuations in consumer demand generally;
- the Company's ability to manage its growth, achieve planned growth, manage churn rates, maintain cost structures and achieve additional economies of scale;
- the Company's ability to negotiate and maintain acceptable agreements with its suppliers and vendors, including obtaining roaming on reasonable terms;
- the seasonality of the Company's businesses and any failure to have strong customer growth in the first and fourth quarters;
- the rates, nature, collectability and applicability of taxes and regulatory fees on the services the Company provides and increases or changes in taxes and regulatory fees or the services to, or the manner in, which such taxes and fees are applied, calculated, or collected;
- the rapid technological changes in the Company's industry and the Company's ability to adapt, respond and deploy new technologies and successfully offer new services using such new technology;
- the Company's ability to fulfill the demands and expectations of its customers, provide the customer care such customers want, expect, or demand and secure the products, services, applications, content and network infrastructure equipment the Company needs, or which its customers or its potential customers want, expect or demand;
- the availability of additional spectrum and the Company's ability to secure additional spectrum, or secure it at acceptable prices, when we need it;
- the Company's ability to adequately defend against suits filed by others and to enforce or protect its intellectual property rights;
- the Company's capital structure, including the indebtedness amounts, the limitations imposed by the covenants in the documents governing the indebtedness and the maintenance of the financial and disclosure controls and procedures;
- the Company's ability to attract and retain key members of management and train personnel;
- the Company's reliance on third parties to provide distribution, products, software content and services that are integral, used in or sold by its business and the ability of its suppliers to perform, develop and timely provide technological developments, products and services that we need to remain competitive;
- governmental regulation affecting the Company's services and changes in government regulation, and the costs of compliance and the failure to comply with such regulations; and
- other factors described or referenced from time to time in the Company's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2012.
The forward-looking statements speak only as of the date made, are based on current assumptions and expectations, and are subject to the factors above, among other things, and involve risks, uncertainties, events, circumstances and assumptions, many of which are beyond our ability to foresee, control or predict. You should not place undue reliance on these forward-looking statements. All future written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by our cautionary statements. MetroPCS Communications, Inc. does not intend to, is not obligated to, and does not undertake a duty to, update any forward-looking statement to reflect the occurrence of events or circumstances after the date of this release, except as required by law. The results for the fourth quarter and twelve months ended 2012 may not be reflective of results for any subsequent period. The Company does not plan to update nor reaffirm guidance except through formal public disclosure pursuant to Regulation FD.
SOURCE Metro PCS Communications, Inc.