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): August 28, 2024
CONSOLIDATED COMMUNICATIONS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 000-51446 | | 02-0636095 |
| (State of Incorporation) | | (Commission File Number) | | (IRS employer identification no.) |
2116 South 17th Street
Mattoon, Illinois | | 61938-5973 |
| (Address of principal executive offices) | | (Zip code) |
Registrant's telephone number, including area code: (217) 235-3311
Not Applicable
(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 obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock - $0.01 par value | | CNSL | | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01. Other Events.
On August 28, 2024, Consolidated Communications Holdings, Inc. (the “Company”), and its wholly owned subsidiary, Consolidated Communications, Inc. (“CCI”), as borrower, entered into a loan agreement (the “Loan Agreement”), pursuant to which CCI may borrow up to an aggregate amount of $80.0 million in delayed draw term loans to fund further buildout of fiber infrastructure. The Loan Agreement has negative covenants substantively similar to the existing term loan facility of the Company and CCI and other covenants customary for facilities of this type.
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.
| Date: August 30, 2024 | |
| | Consolidated Communications Holdings, Inc. |
| | |
| | By: | /s/ Fred A. Graffam III |
| | | Name: | Fred A. Graffam III |
| | | Title: | Chief Financial Officer |
