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ATNI > SEC Filings for ATNI > Form 8-K on 22-Jan-2013All Recent SEC Filings

Show all filings for ATLANTIC TELE NETWORK INC /DE | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ATLANTIC TELE NETWORK INC /DE


22-Jan-2013

Entry into a Material Definitive Agreement, Other Events, Financial


Item 1.01 Entry into Material Definitive Agreement.

On January 21, 2013, Atlantic Tele-Network, Inc. (the "Company"), a Delaware corporation, and Allied Wireless Communications Corporation ("Allied"), a Delaware corporation and a wholly owned subsidiary of the Company, entered into a Purchase Agreement (the "Purchase Agreement") with AT&T Mobility LLC ("AT&T"), a Delaware limited liability company, to sell the domestic retail wireless business operated under the Alltel name by Allied in certain primarily rural markets in Georgia, North Carolina, South Carolina, Illinois, Ohio and Idaho. Pursuant to the terms of the Purchase Agreement, the Company and Allied will cause certain licenses, network assets, tower and other leases and other assets and certain related liabilities to be contributed to a newly formed, wholly-owned subsidiary limited liability company, whose membership interests will be acquired by AT&T for a purchase price of $780 million, subject to certain adjustments (the "Transaction").

Consummation of the Transaction is subject to the satisfaction of certain conditions, including, among others, (i) the expiration or termination of the applicable waiting period under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended, (ii) the receipt of all required consents of the Federal Communications Commission to the transfer, assignment or change in control of certain licenses pursuant to the Transaction, and (iii) the absence of any injunction or final judgment prohibiting the consummation of the Transaction. Consummation of the Transaction is not subject to any financing condition. The parties expect the Transaction to close in the second half of 2013.



Item 8.01. Other Events.

On January 22, 2013, the Company issued a press release regarding the matters described in Item 1.01 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of the Company, dated January 22, 2013.


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