Windstream Formed Through Spinoff and Merger; Creates Leading Rural Communications and Entertainment Services Provider

Jul 17, 2006, 01:00 ET from Windstream Corporation

    LITTLE ROCK, Ark., July 17 /PRNewswire-FirstCall/ -- Windstream
 Corporation (NYSE:   WIN) today announced its formation as a public company
 with the completion of the spinoff of Alltel Corporation's landline
 business and merger with VALOR Communications Group, Inc., creating the
 largest telecommunications and entertainment services company focused on
 serving rural America. Windstream common stock begins trading tomorrow,
 July 18, 2006, on the New York Stock Exchange under the symbol WIN. The
 company will be a member of the S&P 500 index and expects to pay a regular
 quarterly dividend of $0.25 per share.
     (Logo: )
     "Our new company has a great deal of momentum as we begin operating,"
 said Jeff Gardner, president and CEO of Windstream. "We have assembled an
 experienced leadership team backed by a talented workforce deeply rooted in
 our local communities, and we will be focused on generating solid financial
 results for shareholders."
     Under the terms of the previously announced transaction, Alltel
 shareholders are entitled to receive 1.0339267 shares of VALOR stock for
 each share of Alltel they own. VALOR Communications, which has been renamed
 Windstream Corporation, issued approximately 403 million shares of common
 stock pro rata to the shareholders of Alltel, who will continue to own 1
 share of the remaining wireless entity. Any Alltel shareholder entitled to
 receive a fractional share will instead receive a cash payment.
     Windstream has 8,000 employees and offers voice, broadband and digital
 TV services in 16 states. The company has 55 retail stores and operates a
 directory publishing and communications product supply business. Windstream
 broadband service is expected to be available to approximately 80 percent
 of the company's customers by the end of the year. Windstream broadband
 service features speeds of up to 6.0 Mb.
     Windstream has launched a multi-faceted brand campaign -- featuring
 newspaper, radio, TV, outdoor, online and direct mail advertising -- to
 introduce the company.
     The central component of the campaign -- developed by The Concept Farm
 of New York, Windstream's advertising agency -- is a green vintage pickup
 truck. The truck is a recognizable classic that has been fully restored and
 features the latest technology.
     "The Windstream green truck will serve as a memorable brand icon that
 evokes the spirit of our new company," Gardner said. "We have a proud
 heritage through our legacy companies of providing quality products and
 dependable services for our customers' safety and security and are now
 uniquely positioned to offer bundled, innovative communications and
 entertainment services at a great value to customers."
     A multi-state mobile truck tour will start in August and travel
 throughout Windstream's markets. An online showroom with the truck is
 available on the company's new Web site at .
     About Windstream
     Windstream Corporation (NYSE:   WIN) provides voice, broadband and
 entertainment services to customers in 16 states. The company has
 approximately 3.4 million access lines and about $3.4 billion in annual
 revenues. For more information, visit .
     Windstream claims the protection of the safe-harbor for forward-looking
 statements contained in the Private Securities Litigation Reform Act of
 1995. Forward-looking statements, including (without limitation) statements
 about future dividends and broadband availability, are subject to
 uncertainties that could cause actual future events and results to differ
 materially from those expressed in the forward-looking statements. These
 forward-looking statements are based on estimates, projections, beliefs,
 and assumptions and are not guarantees of future events and results. Actual
 future events and results may differ materially from those expressed in
 these forward-looking statements as a result of a number of important
 factors. Representative examples of these factors include (without
 limitation) adverse changes in economic conditions in the regions in which
 Windstream operates; the extent, timing and overall effects of competition
 in the communications business; material changes in the communications
 industry generally that could adversely affect vendor relationships with
 equipment and network suppliers and customer relationships with wholesale
 customers; changes in communications technology; the risks associated with
 the integration of acquired businesses; the potential for adverse changes
 in the ratings given to Windstream's debt securities by nationally
 accredited ratings organizations; the availability and cost of financing in
 the corporate debt markets; the uncertainties related to Windstream's
 strategic investments; the effects of work stoppages; the effects of
 litigation; potential outcome of income tax audits; the effects of federal
 and state legislation, rules and regulations governing the communications
 industry; and product liability and other claims asserted against
 Windstream. In addition to these factors, actual future performance,
 outcomes, and results may differ materially because of other, more general,
 factors including (without limitation) general industry and market
 conditions and growth rates, economic conditions, and governmental and
 public policy changes.
      Media Contact:
      David Avery, 501-748-5876
      Investor Relations Contact:
      Mary Michaels, 501-748-7578

SOURCE Windstream Corporation