12th Jun 2008 16:58
Verizon Communications Inc.
Notice of filing with the Securities and Exchange Commission
On June 11, 2008, Verizon Communications Inc. (Verizon) filed a Form 8-K with the U.S. Securities and Exchange Commission (SEC) disclosing in detail the Verizon Wireless announcement made on June 5, 2008, to acquire Alltel Corporation.
On June 5, 2008, Cellco Partnership, a Delaware general partnership doing business as Verizon Wireless (Verizon Wireless), AirTouch Cellular, a California corporation doing business as Verizon Wireless (Buyer), Abraham Merger Corporation, a Delaware corporation (Merger Sub), Alltel Corporation, a Delaware corporation (Alltel), and Atlantis Holdings LLC, a Delaware limited liability company (Seller), entered into an Agreement and Plan of Merger (Merger Agreement) pursuant to which Buyer will acquire Alltel in a cash transaction. Subject to the terms and conditions of the Merger Agreement, Verizon Wireless will acquire 100% of the equity of Alltel for approximately $5.9 billion and, at the effective time of the merger, Merger Sub will merge with and into Alltel (the "Merger"), and Alltel will continue as a wholly owned subsidiary of Buyer. Alltel's projected net debt at the closing of the Merger is approximately $22.2 billion.
This report may be viewed in more detail on the website of the SEC at www.sec.gov and on the Verizon website at www.verizon.com.
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