Uniti Group Inc. Announces Pricing of Windstream Add-On Offering of 8.250% Senior First Lien Notes

Uniti Group Inc. ("Uniti") has announced the pricing of Windstream's add-on offering of 8.250% Senior First Lien Notes, raising $1.4 billion. The company plans to use the net proceeds to redeem all $1.4 billion of its outstanding 7.750% Senior First Lien Notes due 2028, along with any related premiums, fees, and expenses. This move aims to extend Windstream's debt maturity profile and lower its interest expense, as indicated by Paul Bullington, Senior Vice President, Chief Financial Officer & Treasurer. By doing so, Uniti will strengthen its balance sheet and improve its cash flow efficiency.

The offering of Additional Windstream Notes is expected to close on December 23, 2024, subject to customary closing conditions. Uniti Group Inc. ("Uniti") plans to use the net proceeds from this offering, along with cash on hand, to fund the redemption of all $1.4 billion outstanding principal amount of Windstream’s 7.750% Senior First Lien Notes due 2028 at a redemption price of 101.938% of their principal amount and any related premiums, fees, and expenses, including accrued and unpaid interest, if any. This transaction is intended to be leverage neutral. By redeeming these notes, Uniti aims to extend its debt maturity profile in a cash flow efficient manner and lower its interest expense.

The Additional Windstream Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and in offshore transactions to non-U.S. persons pursuant to Regulation S, each under the Securities Act. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, the Additional Windstream Notes issued pursuant to the offering described above.

Uniti, an internally managed real estate investment trust, is engaged in the acquisition and construction of mission critical communications infrastructure, and is a leading provider of fiber and other wireless solutions for the communications industry. As of September 30, 2024, Uniti owns approximately 144,000 fiber route miles, 8.7 million fiber strand miles, and other communications real estate throughout the United States. Additional information about Uniti can be found on its website at www.uniti.com.

In connection with the contemplated Merger, New Uniti has filed a registration statement on Form S-4 with the SEC that contains a proxy statement/prospectus and other documents, which has not yet become effective. Once effective, Uniti will mail the proxy statement/prospectus contained in the Form S-4 to its stockholders. This communication is not a substitute for any registration statement, proxy statement/prospectus or other documents filed with the SEC in connection with the Merger.