Telecommunication and information services provider Alltel Corp. said Monday it agreed to purchase Western Wireless Corp. in a stock-and-cash transaction valued at about $6 billion.
In total, Alltel said it will issue about 60 million common shares and pay about $1 billion in cash. The company also will assume estimated net debt of $1.5 billion.
The company said each share of Western Wireless stock will be exchanged for .535 Alltel common shares and $9.25 in cash. Western Wireless shareholders will have the ability to make an all-stock or all-cash election, subject to proration. Western Wireless chairman and CEO John W. Stanton will serve on Alltel's board of directors.
Western Wireless, based in Bellevue, Wash., is a rural communications provider with wireless operations in 107 markets in 19 states and international operations that are licensed to service more than 50 million people in six countries, primarily Austria and Ireland. The domestic retail stores operate under the Western Wireless and Cellular One brand names.
Under the agreement, Alltel will gain about 1.4 million domestic wireless customers in 19 Western and Midwestern states that are contiguous to existing properties, giving the company 10 million domestic wireless customers in 33 states and adding 1.6 million international customers in six countries.
Alltel said the transaction, expected to close by mid-year 2005, will add to earnings in 2006.
"This transaction strengthens Alltel's position as the nation's top regional communications company and makes sense financially and strategically," said president and chief executive officer Scott Ford.
Stephens Inc. and Merrill Lynch & Co. served as financial advisers to Alltel. Bear, Stearns & Co. served as financial adviser to Western Wireless.