Two U.S. wireless carriers made changes to previously announced exchange offers, with one company suspending its offer.
Regional wireless operator Dobson Communications Corp. said it has filed a “pre-effective” amendment to its registration statement with the U.S. Securities and Exchange Commission reflecting changes to the terms of its proposed cash and stock exchange for all of its outstanding 12.25-percent and 13-percent senior exchangeable preferred stock.
The offer calls for each preferred stock tendered to be exchanged for $301 in cash and one share of Dobson’s newly created Series J mandatory convertible preferred stock. The new stock would automatically convert into 209 shares of Dobson’s class A common stock if the carrier’s common stock trades above $2.25 for 20 consecutive days.
Dobson’s stock was trading at $1.86 per share early Friday and has not been above $2.25 per share since last August when the carrier reduced second-half 2004 forecasts on a number of operational metrics, sending its stock price down nearly 50 percent in one day.
Dobson noted that while certain representatives of holders of the 12.25-percent and 13-percent preferred stock have told the company that the initial terms and conditions of the exchange offer are acceptable, the company plans to proceed with the offer on or before Feb. 14.
Separately, citing a recent restatement of its consolidated financial statements for 2002, 2003 and the first three quarters of 2004, Sprint PCS affiliate UbiquiTel Inc. reported that its UbiquiTel Operating Co. wholly owned subsidiary has suspended its offer to exchange up to $150 million of its outstanding unregistered 9.875-percent senior notes due 2011 for similar registered notes.
UbiquiTel noted that the restatement decision was made after reviewing its accounting practices with respect to tower-leasing transactions.
UbiquiTel added that the exchange offer, which was originally scheduled to end last Friday, was suspended until further notice, and all outstanding shares tendered would be returned.
Despite the suspension, UbiquiTel’s stock was trading up more than 2 percent early Friday at $6.97 per share.
