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[NEWS RELEASE LOGO]
Client: Alamosa PCS Holdings, Inc.
Contacts: Kendall Cowan, CFO
Alamosa PCS
806-722-1100
[email protected]
Ken Dennard, Managing Partner
Easterly Investor Relations
713-529-6600
[email protected]
ALAMOSA PCS TO BECOME LARGEST SPRINT PCS NETWORK PARTNER
TWO SPRINT PCS AFFILIATES TO MERGE INTO ALAMOSA
JULY 31, 2000 - LUBBOCK, TEXAS - Alamosa PCS Holdings, Inc. (NASDAQ: APCS), The
1999 Sprint PCS Affiliate of the Year, today announced that it has signed
definitive agreements to merge two Sprint PCS affiliates, Roberts Wireless
Communications, LLC ("Roberts") and Washington Oregon Wireless, LLC ("WOW") into
its operations. The transactions will be structured as a tax-free merger that
combines these two valuable Sprint PCS Network Partners with Alamosa PCS
Holdings, Inc. The combined transactions will result in a new entity, which will
be called Alamosa Holdings, Inc., and are expected to close by December 31,
2000. Alamosa will become the nation's largest Sprint PCS Network Partner
increasing its licensed population by 47 percent from 8.5 million residents to
12.5 million residents.
"We look forward to expanding our operations into these highly
attractive markets," stated David E. Sharbutt, Chairman and Chief Executive
Officer of Alamosa PCS. "Roberts manages one of the most attractive footprints
in the Sprint PCS Network Partners program and has achieved excellent
penetration within the markets they have launched to date. WOW provides an
opportunity to expand our footprint to the rapidly growing markets on the West
Coast with excellent roaming revenue from key travel corridors within Washington
and Oregon. We expect these transactions to produce significant value for our
shareholders as we expand our market presence into these attractive footprints,
gain scale economies, and strengthen our relationship with Sprint PCS."
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Owned by Michael and Steven Roberts and based in St. Louis, Missouri,
Roberts Wireless has a management agreement with Sprint PCS (NYSE: PCS) to serve
approximately 2.5 million people primarily in the state of Missouri. Roberts'
service area is in the highly attractive areas surrounding Kansas City, the home
of Sprint PCS, and St. Louis, including the Interstate 70 corridor connecting
the two cities. Roberts currently provides service to over 12,000 customers and
expects to be fully built out in 2000 and to cover 1.5 million people. Roberts'
owners will exchange 100 percent ownership in Roberts for 13.5 million shares of
Alamosa Holdings and approximately $4.0 million in cash. Alamosa will assume the
net debt of Roberts in the transaction, which amounted to $56.0 million as of
June 30, 2000. Michael and Steven Roberts will be among the largest shareholders
of the new company and each will acquire a seat on the Board of Directors. "We
have great synergies with Alamosa," said Michael Roberts. "Our background in
the broadcast industry has established our reputation in the telecommunications
industry. Alamosa's technical team has a public track record of bringing up
markets on time and on budget. Together, we will strengthen Sprint PCS in the
marketplace and set the standard by which others are measured."
WOW, based in Lake Oswego, Oregon, has the exclusive right to provide
wireless personal communication services under the Sprint PCS brand name to
approximately 1.5 million people primarily in Washington and Oregon. Upon
completion, the WOW network is expected to cover approximately 1.2 million
people and will include the cities of Ellensburg, Yakima and Kennewick,
Washington and key travel corridors within Washington and Oregon. According to
US Census projections, the population growth rate in the WOW service area is
over 1.5 percent per year as compared to a national average of 0.9 percent. WOW
is scheduled to launch its first markets in September 2000 and is expected to
operate a network that will cover approximately 500,000 people by the end of
2000. By the end of 2001, WOW's network is expected to cover approximately 1.2
million people and include portions of four interstate highways and 15 state and
US highways. WOW owners will exchange 100 percent ownership of WOW for 6.05
million shares of Alamosa and $12.5 million in cash. Alamosa will assume the net
debt of WOW in the transaction, which amounted to $10 million as of June 30,
2000.
Additionally, Alamosa announced today that it has received a financing
commitment from Citicorp North America, Inc. for a new $200 million senior
secured credit facility to complete both the Roberts and WOW build out, to fund
operations through cash flow breakeven, and to refinance existing debt. With
this commitment, Alamosa continues to be over funded in its network build out,
providing additional liquidity for subsequent growth opportunities. Salomon
Smith Barney was the financial advisor to Alamosa for the transactions.
Alamosa will continue to build-out and operate the digital networks in
these markets using Sprint's advanced "CDMA" technology. As a Sprint PCS Network
Partner, Alamosa offers Sprint PCS all-digital, all-PCS nationwide wireless
service and products to this area for the first time.
Alamosa management will conduct a conference call on Tuesday, August
1, 2000 at 8:30 A.M. EST to discuss the merger. This call and slides of the
transactions will be webcast "live" and archived at www.easterlyir.com.
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[ALAMOSA LOGO]
Alamosa PCS Holdings, Inc., The 1999 Sprint PCS Affiliate of the Year, is a
Sprint PCS Network Partner providing Sprint PCS wireless personal communication
services in the southwestern and midwestern United States. Alamosa PCS has the
exclusive right to provide digital wireless personal communication services
under the Sprint PCS brand throughout its designated territory primarily located
in Texas, New Mexico, Arizona, Colorado and Wisconsin. With an expanded
territory that will include a licensed population of approximately 12.5 million
residents, Alamosa PCS will become the nation's largest Sprint PCS Network
Partner based on the size of the population in its territory.
Sprint PCS operates the largest 100 percent digital, 100 percent PCS
nationwide wireless network in the United States, already serving the majority
of the nation's metropolitan areas including more than 4,000 cities and
communities across the country. Sprint PCS has licensed PCS coverage of nearly
270 million people in all 50 states, Puerto Rico and the US Virgin Islands. For
more information, visit the Sprint PCS web site at http://www.sprintpcs.com.
Sprint PCS is a wholly-owned tracking group of Sprint Corporation trading on the
NYSE under the symbol "PCS."
Sprint is a global communications company at the forefront of
integrating long-distance, local and wireless communications services, and a
large carrier of Internet traffic. Sprint built and operates the United States'
first nationwide all-digital, fiber-optic network and is a leader in advanced
data communications services. Sprint has $20 billion in annual revenues and
serves more than 20 million business and residential customers.
Statements contained in this news release that are forward-looking statements
are subject to various risks and uncertainties. Such forward looking statements
are made pursuant to the "safe-harbor" provisions of the private Securities
Litigation Reform Act of 1995 and are made based on management's current
expectations or beliefs as well as assumptions made by, and information
currently available to, management. A variety of factors could cause actual
results to differ materially from those anticipated in Alamosa's forward-looking
statements, including the following factors: failure to satisfy the conditions
to closing the acquisitions or financings described in the above communications;
costs related to the acquisitions; the risk that the acquisitions will not be
integrated successfully; delays in network construction and launch; increases in
network construction costs; Alamosa's dependence on its affiliation with Sprint
PCS; shifts in populations or network focus; changes or advances in technology;
changes in Sprint's National service plans or fee structure with us; change in
population; increased competition in our markets; and adverse changes in
financial position, condition or results of operations. For a detailed
discussion of these and other cautionary statements and factors that could cause
actual results to differ from Alamosa's forward-looking statements, please refer
to Alamosa's filings with the Securities and Exchange Commission, especially in
the "risk factors" sections of Alamosa's Prospectuses filed on February 4, 2000,
its Form 10-K for the year ended December 31, 1999 and in subsequent filings
with the Securities and Exchange Commission.
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