Cincinnati Bell Announces Separate Merger Agreements With Hawaiian Telcom, OnX

(RTTNews) - Cincinnati Bell Inc. (CBB) Monday announced that it has entered into separate definitive merger agreements with Hawaiian Telcom, Inc. (HCOM) and OnX Enterprise Solutions to scale and expand service offerings to its combined network and enterprise IT services businesses.

Cincinnati Bell has signed a definitive agreement to combine with Hawaiian Telcom for a total consideration of approximately $650 million, representing a 23.7 percent premium to HCOM's trailing 20-day calendar VWAP.

As per the agreement, Hawaiian Telcom shareholders will have the option to elect either $30.75 in cash, 1.6305 shares of Cincinnati Bell common stock, or a mix of $18.45 in cash and 0.6522 shares of Cincinnati Bell common stock for each share of Hawaiian Telecom.

In a separate deal, Cincinnati Bell has signed a definitive agreement to acquire OnX Enterprise Solutions for a total consideration of approximately $201 million in cash on a cash-free, debt-free basis. OnX is a service provider in North America and U.K.

Leigh Fox, President and Chief Executive Officer of Cincinnati Bell, stated, "Cloud migration, the need for fiber infrastructure that supports 5G-ready, high-density data transmission and IoT are the key trends that will define telecommunications in the future. The implementation of our refined strategy, coupled with today's combinations, will help build two distinct businesses with the appropriate scale, structure and leadership to deliver superior operating results, while providing strategic optionality from a diversified but complementary portfolio of assets. Today's announcement

These deals would help position Cincinnati to capitalize on favorable market dynamics while enhancing its leadership at the forefront of the telecommunications landscape in new geographies. Cincinnati anticipates the OnX transaction will close in the beginning of the fourth quarter 2017, while the Hawaiian Telcom transaction is expected to close in the second half of 2018.

The merger with Hawaiian Telcom will combine Hawaiian Telcom's 1,300 employees with Cincinnati Bell's 3,000. Cincinnati Bell and Hawaiian Telcom will retain their names and separate brand identities.

Hawaiian Telcom will have two seats on the combined company Board and these seats will be held by Hawai'i residents, ensuring that Hawai'i is well represented when broader strategic decisions are made. The companies' combined fiber networks will exceed 14,000 fiber route miles.

The acquisition of OnX will expand Cincinnati's footprint to 20+ IT sales offices and provide access to 50+ data centers through strategic partners in the U.S. and Canada.