0000808461-14-000162.txt : 20141229 0000808461-14-000162.hdr.sgml : 20141225 20141224194231 ACCESSION NUMBER: 0000808461-14-000162 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141223 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141226 DATE AS OF CHANGE: 20141224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL COMMUNICATION INC CENTRAL INDEX KEY: 0000808461 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 920072737 STATE OF INCORPORATION: AK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15279 FILM NUMBER: 141310507 BUSINESS ADDRESS: STREET 1: 2550 DENALI ST STE 1000 CITY: ANCHORAGE STATE: AK ZIP: 99503 BUSINESS PHONE: 9072655600 MAIL ADDRESS: STREET 1: 2550 DENALI STREET STREET 2: SUITE 1000 CITY: ANCHORAGE STATE: AK ZIP: 99503 8-K 1 gciform8k12232014.htm 8-K gciform8k12232014

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
 
 
 
FORM 8-K
 
CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 23, 2014

 
General Communication, Inc.
 
 
(Exact name of registrant as specified in its charter)
 

 
State of Alaska
 
0-15279
 
92-0072737
 
 
(State or other Jurisdiction of Incorporation or organization)
 
Commission File Number
 
(I.R.S Employer
Identification No.)
 
 
 
2550 Denali Street
 
 
 
 
Suite 1000
 
 
 
 
Anchorage, Alaska
 
99503
 
 
(Address of principal executive offices)
 
(Zip Code)
 
 
Registrant’s telephone number, including area code: (907) 868-5600
 
 
NONE
 
 
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure

On December 23, 2014, General Communication, Inc. issued a press release announcing that it has priced a committed $275 million Term Loan B facility intended to finance its acquisition of the remaining minority interest in the Alaska Wireless Network from Alaska Communications, which was previously announced. A copy of the press release is attached as Exhibit 99.1.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)
Exhibits
 
 
 
 
 
 
 
 
Exhibit
 
 
 
 
Number
 
 
Description
 
99.1

 
 
Press Release issued by General Communication, Inc. on December 23, 2014
 
 
 
 
 
 








SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
GENERAL COMMUNICATION, INC.
 
 
 
(Registrant)
 
 
 
 
Date: December 24, 2014
 
 
 
 
 
 
 
 
 
By
/s/ Peter J. Pounds
 
 
 
Name: Peter J. Pounds
 
 
 
Title:  Senior Vice President,
 
 
 
Chief Financial Officer
 
 
 
and Secretary
 
 
 
(Principal Financial Officer)




 
 
 
 
Exhibit Index
 
 
 
 
Exhibit No.
 
Description
 
99.1

 
Press Release issued by General Communication, Inc. on December 23, 2014
 
 
 
 
 


EX-99.1 2 gciform8k12232014exhibit99.htm EXHIBIT 99.1 gciform8k12232014exhibit99
Exhibit 99.1

GCI PRICES $275 MILLION TERM LOAN B FACILITY
INVESTOR COMMITMENTS WERE SUBSTANTIALLY OVERSUBSCRIBED

December 23, 2014, Anchorage AK - General Communication, Inc. ("GCI") (NASDAQ:GNCMA) today announced that it has priced a committed $275 million Term Loan B facility intended to finance its acquisition of the remaining minority interest in the Alaska Wireless Network (AWN) from Alaska Communications (ACS), which was previously announced. The facility has a seven-year term, and is priced at LIBOR plus 375 basis points, with a one percent LIBOR floor.
On December 4, 2014, GCI announced that it had signed definitive agreements with ACS to purchase its 33 percent interest in AWN as well as its wireless subscriber base for a total of $300 million (the “Acquisition”). In connection with this, GCI entered into an amendment and restatement of its Secured Credit Facility and has received commitments from all of its current lenders to amend and restate said facility, including the ability to add $275 million of a Term Loan B to the facility. The proceeds of this Term Loan B would be used to finance the Acquisition. The company launched a syndication on December 9, 2014, and has received commitments from lenders substantially in excess of the full amount needed for the term loan B. The amendment and restatement is conditioned upon, and the Term Loan B will close concurrent with, the consummation of the Acquisition.
The Term Loan B was arranged by SunTrust Robinson Humphrey (as lead), Bank of America Merrill Lynch, and Credit Agricole CIB.

About GCI
GCI is the largest Alaska-based and -operated, integrated telecommunications provider, offering wireless, voice, data, and video services statewide. Learn more about GCI at www.gci.com/about.

Forward Looking Statement Disclosure
The foregoing contains forward-looking statements regarding GCI's expected results that are based on management's expectations as well as on a number of assumptions concerning future events. Actual results might differ materially from those projected in the forward looking statements due to uncertainties and other factors, many of which are outside GCI's control. Additional information concerning factors that could cause actual results to differ materially from those in the forward looking statements is contained in GCI's cautionary statement sections on Forms 10-K and 10-Q filed with the Securities and Exchange Commission.

#    #    #