Loading...
Loading

Verizon Issues Statement on MCI

15:36:12 - 25 April 2005

Today MCI reiterated what it expressed over two weeks ago -- namely that it would deem a Qwest offer of $30 to be superior to the $23.10 provided under the current Verizon-MCI merger agreement -- apparently concluding that the difference was sufficient compensation for the increased risks associated with completing the transaction and executing the business plan thereafter.

Verizon (www.verizon.com) believes its pending transaction with MCI creates long-term, as well as short-term, value for the shareholders of both companies by protecting the integrity of MCI's business, ensuring that MCI's customers have continuing access to the best communications services, retaining key employees, and stabilizing MCI's financial position and prospects.

Under the terms of the Verizon-MCI definitive merger agreement, Verizon may elect to require MCI to continue to finalize its proxy statement and to organize a meeting of MCI's shareholders to consider the agreed transaction with Verizon.
Alternatively, Verizon may elect to terminate the agreement with MCI. 

Upon such a termination, Verizon would be entitled to be paid by MCI a $240 million break-up fee plus an expense reimbursement of up to $10 million, and the same amounts would be payable following an MCI shareholders meeting if the Verizon-MCI transaction were not approved and an agreement was signed with Qwest.
In light of the change in this process, we will consider all of our options and determine how best to serve Verizon shareholders.

In connection with the proposed acquisition of MCI, Verizon filed, with the SEC on April 12, 2005, a proxy statement and prospectus on Form S-4 that contain important information about the proposed acquisition. These materials are not yet final and will be amended. Investors are urged to read the proxy statement and prospectus filed, and any other relevant materials filed by Verizon or MCI because they contain, or will contain, important information about Verizon, MCI and the proposed acquisition.

Verizon, MCI, and their respective directors, executive officers, and other employees may be deemed to be participants in the solicitation of proxies from MCI shareowners with respect to the proposed transaction.

This document contains statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. For those statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

news_buffer

Leave a Comment