Cincinnati Bell and IXC Communications to Issue Joint Proxy Statement/Prospectus
CINCINNATI--(BUSINESS WIRE)--Sept. 13, 1999--Cincinnati Bell Inc. (NYSE: CSN) announced today that the Securities and Exchange Commission has declared effective its registration statement filed in connection with the proposed merger of IXC Communications, Inc. (Nasdaq: IIXC) and Cincinnati Bell.
The proxy statement/prospectus, which is a part of the registration statement, states that Cincinnati Bell and IXC each will hold a special meeting of its shareholders on October 29, 1999, to consider proposals related to the merger. Each company also set a record date of September 22, 1999, to determine which of its shareholders will be entitled to vote at its meeting.
The special meeting of Cincinnati Bell shareholders will be held at 9 a.m. EDT in Reakirk Auditorium at the Cincinnati Museum Center at Union Terminal, 1301 Western Ave., Cincinnati, Ohio. The special meeting of IXC shareholders will be held at 9 a.m. CDT at Barton Creek Country Club, 8212 Barton Club Dr., in Austin, Texas.
Cincinnati Bell President and CEO Rick Ellenberger said that the process of preparing for the merger and building a new nationwide integrated communications company is proceeding smoothly and is ahead of schedule.
"We have been working closely with IXC to build the nation's leading next-generation communications network for businesses," Ellenberger said. "I look forward to uniting the exceptional customer service and service provisioning expertise of Cincinnati Bell with the nationwide reach and scale of IXC's network to provide exciting new end-to-end communications solutions for our customers."
Cincinnati Bell shareholders will vote on a proposal to issue Cincinnati Bell common shares to holders of IXC common shares in the merger. Approval of the proposal requires the affirmative vote of the majority of Cincinnati Bell common shares represented at its meeting. IXC shareholders will vote on a proposal to adopt the merger agreement with Cincinnati Bell and related merger documents. Approval of the IXC proposal requires the affirmative vote of holders of a majority of all IXC common shares outstanding.
In addition to obtaining the shareholder approvals, completion of the merger requires the approval of state and federal regulators, and other customary conditions.
About Cincinnati Bell
Cincinnati Bell is a full service, integrated communications company that provides competitive local communications as well as data, Internet, wireless, entertainment, directory, long distance and data networking services to customers in the Cincinnati, Ohio, metropolitan area and in many other Midwestern cities.
About IXC Communications
IXC's network-based delivery solutions are designed to address the speed and capacity requirements of the global communications market. IXC offerings include private line, fast packet (ATM and frame relay), Internet and long distance switched and dedicated services. IXC is at the forefront of the industry's new class of emerging domestic and international carriers.
Safe Harbor Statement
This release contains forward-looking statements that involve risks and uncertainties. These statements may differ materially from actual future events or results. Investors are referred specifically to the registration statement that Cincinnati Bell filed today with the Securities and Exchange Commission, and other recent Commission filings by Cincinnati Bell and IXC. These documents describe important risk factors that could cause actual results to differ from those contained in the forward-looking statements, including potential business, regulatory and legal risks that could affect completion of the merger.
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Contact:
Cincinnati Bell Inc., Cincinnati
Wayne Buckhout (media), 513/397-1081
wbuckhout@cinbell.com
Hugh Anderson (investors), 513/397-7877
handerson@cinbell.com
or
IXC Communications, Inc.
Melissa Jackson (media), 512/231-5247
mjackson@ixc-comm.com
Greta Wiechman (investors), 512/427-3751
gwiechman@ixc-comm.com
Copyright ¸ 1999 Business Wire |
