Sprint Nextel Corporation and IWO Holdings, Inc. announced an agreement for Sprint Nextel to acquire IWO Holdings for approximately $427 million, including the assumption of approximately $208 million of net debt. This transaction value represents 10.8x Earnings Before Interest, Taxes, Depreciation and Amortization adjusted for the impact of special items (Adjusted EBITDA) for
the 12 months ending June 30, 2005 and 8.5x 2006E Adjusted EBITDA.
Under the terms of the agreement, Sprint Nextel will acquire all of IWO Holdings' outstanding common shares for $42.50 per share in an all-cash merger.
Shareholders with approximately 33% of the outstanding common shares have agreed to vote their shares in favor of the merger.
In addition, Sprint Nextel has an option to purchase those shares at $42.50 per share. The acquisition is subject to the approval of IWO shareholders and customary regulatory approvals, and is expected to be completed in the fourth quarter of 2005.
IWO Holdings, based in Albany, N.Y., provides Sprint PCS services in upstate New York, New Hampshire, Vermont
and portions of Massachusetts and Pennsylvania, serving more than 237,000 direct wireless subscribers. It employs about 230 people and had 2004 revenues of approximately $187 million.