Verizon to sell Vermont, NH, Maine land line business

first_imgVERIZONS ONLINE NEWS CENTER:Verizon news releases, executive speeches and biographies, media contacts, highquality video and images, and other information are available at Verizons News Center on the World Wide Web at www.verizon.com/news(link is external).  To receive news releases by e-mail, visit theNews Center and register for customized automatic delivery ofVerizon news releases. Verizon and FairPoint Agree to Merge VerizonsWireline Businesses in Maine, New Hampshire and VermontWith Current Operations of FairPoint About FairPointFairPoint is a leading provider of communications services torural communities across the country. Incorporated in 1991, FairPoints mission is to acquire and operatetelecommunications companies that set the standard of excellence for thedelivery of service to rural communities. Today, FairPoint owns and operates 31 local exchange companies locatedin 18 states offering an array of services, including local and long distancevoice, data, Internet and broadband offerings. Building on Verizons Operating Strength FairPoint is a leading provider ofcommunications services to rural communities. Its commitment to quality customer service was a key factor in ourdecision to enter into this transaction with FairPoint, Verizons Ruesterholzsaid.  We know that FairPoint has a deepunderstanding of the local phone business and a determination to build on Verizonsoperating strength in this region.FairPointsJohnson said, This is a value-creating event for multiple parties.  Customers, employees and shareholders willall benefit from the transaction.We are preparedto make additional investments in the state networks to maintain and improvethe highly reliable, state-of-the-art networks in the three states, hecontinued.  We are confident that ourexperience as a major operator will enable us to provide outstanding serviceand innovative products for our new customers.  FairPoints established expertise inoperating telephone properties in rural areas will now be leveraged in the new Maine, New Hampshire and Vermont markets.A Verizontransition team will work with FairPoint in the coming months to ensurecustomer accounts, billing information, and other assets from the operationsare successfully transferred to FairPoint and that the transition is seamlessfor customers and employees.Verizon wasadvised in the transaction by Merrill Lynch & Co.  Lehman Brothers acted as FairPoints leadfinancial adviser in this transaction. Deutsche Bank Securities and Morgan Stanley also acted as advisers toFairPoint. NEWS RELEASE v104247 Steve Marcus 5 9 2007-01-15T20:25:00Z 2007-01-16T03:23:00Z 2007-01-16T05:30:00Z 1 2063 11761 Verizon 98 27 13797 10.2625 Print MicrosoftInternetExplorer4st1\:*{behavior:url(#ieooui) } /* Style Definitions */ table.MsoNormalTable {mso-style-name:”Table Normal”; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-parent:””; mso-padding-alt:0in 5.4pt 0in 5.4pt; mso-para-margin:0in; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:”Times New Roman”;}January 16, 2007 This press release may contain forward-lookingstatements by FairPoint that are not based on historical fact, including,without limitation, statements containing the words expects, anticipates,intends, plans, believes, seeks, estimates and similar expressionsand statements related to potential cost savings and synergies expected to berealized in the merger. Because these forward-looking statements involve knownand unknown risks and uncertainties, there are important factors that couldcause actual results, events or developments to differ materially from thoseexpressed or implied by these forward-looking statements. Such factors includethose risks described from time to time in FairPoints filings with theSecurities and Exchange Commission, including, without limitation, the risksdescribed in FairPoints most recent Annual Report on Form 10-K on file withthe Securities and Exchange Commission. These factors should be considered carefully and readers are cautionednot to place undue reliance on such forward-looking statements.  All information is current as of the datethis press release is issued, and FairPoint undertakes no duty to update thisinformation.  Source: FairPointCommunications, Inc., www.fairpoint.com(link is external). IncreasedEmployment and Broadband AvailabilityApproximately 3,000 Verizoncompany employees — those who support primarily the local phone business thatis spun off — will continue employment with FairPoint after the merger.  Approximately 300 Verizon company employeesin Maine, New Hampshire and Vermont who provide national orregional support services will remain with the Verizon company that currentlyemploys them.FairPoint andVerizon will provide a smooth transition for employees.  FairPoint will honor the union labor agreementsin these states and expects to work constructively with union leaders.  Subsequent to the merger, FairPoint expectsto add approximately 600 positions to the current employee base serving thethree states.  FairPointwill also strengthen the local operational presence and create new localservice centers to deliver industry-leading customer service.Additionally, FairPoint plans to significantly increasebroadband availability in the region within the first 12 months after themerger is completed.Our goal at FairPoint is to respond to customers, and wewill have sufficient scale to continue to offer enhanced services on a robustnetwork platform, said Johnson.  Thatmeans we can deliver a broader range of communications products and services.The transaction is targeted tobe completed within the next 12 months.  Itrequires approval from FairPoint stockholders, certain state and federalregulatory approvals, and satisfaction of other customary closing conditions. About VerizonVerizon Communications Inc.(NYSE: VZ), a New York-based Dow 30 company, is a leader in deliveringbroadband and other wireline and wireless communication innovations to massmarket, business, government and wholesale customers.  Verizon Wirelessoperates America’s most reliable wireless network, serving nearly 57million customers nationwide.  Verizon’s Wireline operations includeVerizon Business, which operates one of the most expansive wholly-owned globalIP networks, and Verizon Telecom, which is deploying the nation’s most advancedfiber-optic network to deliver the benefits of converged communications,information and entertainment services to customers.  For moreinformation, visit www.verizon.com(link is external). FairPoint to Add Jobs, Provide Seamless Transition for CurrentEmployees and Invest in Increased Broadband Access for Consumers in Northern New England TransactionDetails, Tax-Free DistributionVerizons local exchange and related business assets in Maine, New Hampshire and Vermont will be transferredto entities owned by a newly organized, wholly owned subsidiary ofVerizon.  This new subsidiary will incur$1.7 billion of newly issued debt and will then be spun off to Verizonsstockholders and immediately merged with and into FairPoint.When the merger iscompleted, the companies conducting the Maine, New Hampshire and Vermont telephone and relatedbusiness operations will be subsidiaries of FairPoint.  The combined business will be managed byFairPoints executive team.Upon the closing ofthe transaction, Verizon stockholders will own approximately60 percent of the new company, and FairPoint stockholders will ownapproximately 40 percent.  In connectionwith the merger, Verizon stockholders will receive one share of FairPoint stockfor approximately every 55 shares of Verizon stock held as of the recorddate.  Both the spin-off and merger areexpected to qualify as tax-free transactions, except to the extent that cash ispaid to Verizon stockholders in lieu of fractional shares.Verizon Communicationswill not own any shares in FairPoint after the merger.The total value to bereceived by Verizon and its stockholders in exchange for these operations willbe approximately $2.715 billion.  Verizonstockholders will receive approximately $1.015 billion of FairPoint commonstock in the merger, based upon FairPoints recent stock price and the terms ofthe merger agreement.  Verizon willreceive $1.7 billion in value through a combination of cash distributions toVerizon and debt securities issued to Verizon prior to the spin-off.  Verizon may exchange these newly issued debtsecurities for certain debt that was previously issued by Verizon, which wouldhave the effect of reducing Verizons then-outstanding debt on its balancesheet.The transactionincludes Verizons switched and special access lines in the three states, aswell as its Internet service, enterprise voice CPE (customer premisesequipment) accounts, and long-distance voice and private line customer accounts(for customer private lines with beginning and ending points within the threestates) that Verizon served in the region before the 2006 merger with MCI, Inc.  The transaction does not include theservices, offerings or assets of Verizon Wireless, Verizon Business (formerMCI), Federal Network Systems LLC, Verizon Network Integration Corp., VerizonGlobal Networks Inc., Verizon Federal Inc. or any other Verizon businesses inthese states.FairPoint expects that the transaction will be accretive tofree cash flow of FairPoint upon completion of the transition, and it expectsthat its current annual dividend of $1.59 per share will continue unchangedfollowing the closing.  All owners of FairPoint shares on dividend record datesafter the merger is completed, including Verizon stockholders who will have receivedFairPoint shares in this transaction, will be eligible to receive declareddividends.FairPoints management anticipates that the merged companywill be able to generate improved operational performance through managementfocus, local/regional marketing and customer service initiatives, and futuredevelopment of innovative technology and processes. — Verizon to Spin Off These Wireline Businesses Priorto Merger — NEW YORK Verizon Communications Inc. (NYSE: VZ) and FairPointCommunications, Inc. (NYSE: FRP) today announced definitive agreementsthat will result in Verizon establishing a separate entity for its localexchange and related business assets in Maine, New Hampshire and Vermont, spinningoff that new entity to Verizons stockholders, and merging it with and intoFairPoint.FairPoint, basedin Charlotte, N.C.,is a telecommunications provider with 31 local exchange companies in 18 states,serving the unique needs of customers in rural and small urban markets.  FairPoint provides an array of services,including local and long-distance voice, data, Internet and broadband.Verizons Maine,New Hampshire and Vermont properties serve approximately1.5 million access lines, approximately 180,000 DSL customers and approximately600,000 long-distance customers (as of Sept. 30, 2006).We believe thistransaction will create an opportunity for further investment in Maine,New Hampshire and Vermont,strengthen the regions economy by creating jobs and improve service tocustomers through capital investment, said Gene Johnson, chairman and CEO ofFairPoint.  At the same time, we haveaccelerated FairPoints growth through a single transaction, creating a muchlarger company with increased financial strength and flexibility that willcontinue to focus on maximizing value for investors.VirginiaRuesterholz, president of Verizon Telecom, said, This deal is great forconsumers.  They can count on continuedtop service from the new company that will have a focus on northern New England.  The transactionalso ensures the fair and equitable treatment of employees in these New England states, who have performed outstanding work for ourcustomers for many years.In our view, Ruesterholzadded, this agreement provides a fair value for this property and allowsVerizon to focus more intently on operations in other markets.  It shows how Verizoncontinually looks for creative and attractive ways to add value for ourshareholders. FairPoint intends to file aregistration statement, including a proxy statement, and other materials withthe Securities and Exchange Commission (SEC) in connection with the proposedmerger.  We urge investors to read thesedocuments when they become available because they will contain important information.  Investors will be able to obtain copies of theregistration statement and proxy statement, as well as other filed documentscontaining information about FairPoint and the merger, at www.sec.gov(link is external), the SECs website, or at www.fairpoint.com/investor(link is external), when they are available.  Investors may also obtain free copies ofthese documents and the Companys SEC filings at www.fairpoint.com(link is external) under the Investor Relations section, orby written request to FairPoint Communications, Inc., 521 E. Morehead Street, Suite 250, Charlotte,last_img read more

First Edition July 10 2012

first_img This is part of the KHN Morning Briefing, a summary of health policy coverage from major news organizations. Sign up for an email subscription. Today’s headlines include findings of a new Washington Post poll indicating Americans remain divided on the health law. Meanwhile, on Capitol Hill, cracks may be emerging in the Republican’s repeal effort. Kaiser Health News: Insuring Your Health: New Obesity Guidelines Expected To Increase CoverageKaiser Health News consumer columnist Michelle Andrews writes: “Recently revised guidelines from the U.S. Preventive Services Task Force acknowledge that fact. They recommend that clinicians screen patients for obesity, which is defined as having a body mass index of 30 or higher. Further, they say patients who meet or exceed that level should be offered or referred to ‘intensive, multicomponent behavioral interventions’ to help them lose weight” (Andrews, 7/10). Read the column.Kaiser Health News: Capsules: ACO Rollout Continues With 89 New Networks; CBO To Release New Budget Numbers For Health Law The Week Of July 23; Some Employers Waiting Until After Election To Prepare For Health LawNow on Kaiser Health News’ blog, Jenny Gold reports on the latest ACO news: “The next round of accountable care organizations is out at last. On Monday, the federal Centers for Medicare and Medicaid Services announced the selection of 89 new ACOs. That’s more than triple the number of ACOs selected in the previous round. As of July 1, the newly anointed networks became responsible for providing better, cheaper care to 1.2 million seniors on Medicare” (Gold, 7/9).Also on Capsules, Marilyn Werber Serafini reports on when to expect new estimates from CBO: “The Congressional Budget Office will release its estimate of the federal budgetary impact of the Supreme Court health law ruling the week of July 23, according to a blog post by CBO Director Doug Elmendorf” (Werber Serafini, 7/9). Werber Serafini also reports on a new Mercer employer survey: “For one in six employers, the Supreme Court’s health law decision wasn’t enough to convince them to prepare for big changes set to take effect in 2014, according to Mercer, an employer consultant.  Mercer surveyed 4,000 employers after the court’s ruling, and found that 16 percent still intended to wait until after the November election to make plans for how to comply with the law” (Werber Serafini, 7/9). Check out what else is on the blog.The Washington Post: Americans Still Divided On Health-Care Reform: PollAmericans are as evenly divided as ever about the health-care reform law, but more voters say it won’t be a factor in their vote this November, according to a new Washington Post-ABC News poll. Thirty-seven percent of registered voters say it wouldn’t make much of a difference whether a congressional candidate supports or opposes the Affordable Care Act. But the poll shows a close divide among other voters: 30 percent of registered voters say a candidate’s support for the health law would make them more likely to support a candidate; 31 percent say it would make them more likely to oppose a candidate (O’Keefe, 7/10).The New York Times: Cracks Appear In Republican Unity On Health Law RepealA House vote to fully repeal President Obama’s health care law was supposed to be the coup de grâce for “Obamacare,” a final sweeping away of a law that Republicans thought the Supreme Court would gut and leave for dead. Instead, the House on Wednesday will take up the repeal measure after the Affordable Care Act’s constitutionality was upheld, and amid growing misgivings that relitigating the issue now will make Republicans seem out of touch — especially when party leaders are still without an alternative (Weisman, 7/9).The New York Times: Parties’ Tactics Eroding Unity Left And RightPresident Obama and Congressional Republicans pressed ahead on Monday with politically charged proposals on tax cuts and health care, in competing efforts to frame the election-year debate. But each risked opening fissures in their own ranks, as lawmakers played up alternatives to the aggressive approaches of their leaders (Landler and Weisman, 7/9).The Associated Press/Washington Post: Gov. Perry Tells Feds Texas Won’t Expand Medicaid, Set Up Online Service To Shop For Insurance”I will not be party to socializing health care and bankrupting my state in direct contradiction to our Constitution and our founding principles of limited government,” Perry said in a statement (7/9).Los Angeles Times: Texas Rejects Two Pillars Of New Federal Healthcare OverhaulTexas turned down an expansion of Medicaid coverage and said it will not create a state-run healthcare insurance exchange,  joining the chorus of states that are rejecting two key proposals of the Obama administration’s healthcare overhaul measure. In a letter to U.S. Health and Human Services Secretary Kathleen Sebelius released on Monday, Texas Gov. Rick Perry, whose bid for the GOP presidential nomination fell flat this year, rejected both healthcare proposals (Muskal, 7/9).The New York Times: Perry Declares Texas’ Rejection Of Health Care Law ‘Intrusions’Gov. Rick Perry of Texas told federal officials on Monday that the state had no intention of expanding Medicaid or establishing a health insurance exchange, two major provisions of President Obama’s health care overhaul (Fernandez, 7/9).Politico: Rick Perry: Medicaid Is Like Adding People To TitanicHours after sending a letter to the federal government saying he’ll reject the exchanges and Medicaid expansion in the health care reform law, Texas Gov. Rick Perry compared the Medicaid program to a famous shipwreck (Smith 7/19).The Wall Street Journal’s Metropolis: Christie Delays Decisions On Health-Care LawChristie said plans to make up his mind on authorizing state-run exchanges where people can buy health insurance and an expansion of Medicaid by the beginning of 2013. But his wait-and-see approach already separates him from some other prominent Republican governors, including Rick Perry of Texas and Rick Scott of Florida, who have already declared their intention to turn down new federal funds that would help insure more people under Medicaid (Grossman, 7/9).Politico: Chris Christie: Health Care Was ‘Extortion’New Jersey Gov. Chris Christie labeled the Medicaid penalty in the Affordable Care Act “extortion,” saying that he was pleased the Supreme Court ruled against that kind of approach “even when done by the president of the United States. First of all, I was glad that the Supreme Court ruled that extortion is still illegal in America — and that’s a relief because Obamacare, on Medicaid to the states, was extortion,” he said Monday during a question and answer period after a speech at the D.C.-based Brookings Institution (Mak, 7/10).Los Angeles Times: WellPoint Aims To Profit From Medicaid With Amerigroup PurchaseOne of the nation’s biggest insurance companies is trying to cash in on healthcare to the poor. WellPoint Inc., the parent of Woodland Hills provider Anthem Blue Cross, agreed to pay $4.9 billion to purchase a company specializing in the Medicaid business. The all-cash deal calls for Amerigroup Corp. shareholders to receive $92 a share, a 43% premium over Friday’s closing price (Hamilton, 7/10).The New York Times: WellPoint To Acquire Amerigroup Amid Health Care OverhaulWellPoint agreed on Monday to buy Amerigroup in a deal valued at $4.9 billion in cash, as one of the country’s biggest health insurers seeks to take advantage of an expansion of health care coverage instituted by the Obama administration (Abelson and De La Merced, 7/9).The Wall Street Journal: WellPoint’s Amerigroup Deal Marks Big Push For ‘Duals’WellPoint Inc.’s purchase of Medicaid insurer Amerigroup Corp. catapults WellPoint deep into the chase for a huge—but potentially risky—new market covering people with costly health problems (Kamp, 7/9).The New York Times: Suit Cites States’ Rights On Behalf Of Gay RightsThe question, again, is whether a federal law — this time the Defense of Marriage Act, or DOMA — passes constitutional muster. The law says the federal government must deny benefits to gay couples who are married in states that allow such unions. The law excludes same-sex spouses from benefits like Social Security payments, health insurance and burial services (Liptak, 7/9).The Associated Press/Washington Post: Seasonal Firefighters Face Many Dangers Without Health Insurance; Union Seeks Federal CoverageThey work the front lines of the nation’s most explosive wildfires, navigating treacherous terrain, dense walls of smoke and tall curtains of flame. Yet thousands of the nation’s seasonal firefighters have no health insurance for themselves or their families. Many firefighters are now asking to buy into a federal government health plan, largely out of anger over a colleague who was left with a $70,000 hospital bill after his son was born prematurely (7/9).The New York Times: Panel Seated In Ethics Inquiry Into Nevada LawmakerMs. Berkley has been accused of wrongly intervening with Medicare officials in 2008 after they threatened to close a troubled kidney transplant center in Las Vegas where her husband’s kidney-care practice served as consulting physicians (Lipton, 7/9).Check out all of Kaiser Health News’ e-mail options including First Edition and Breaking News alerts on our Subscriptions page. First Edition: July 10, 2012last_img read more