Item 7.01. Regulation FD Disclosure.
On June 2, 2021, Consolidated Communications Holdings, Inc. (the "Company") is
scheduled to present at the 49th Annual Cowen Technology, Media & Telecom
Virtual Conference (the "Conference").
A live webcast and presentation materials will be available on the Company's
Investor Relations website at http://ir.consolidated.com/. Attached as Exhibit
99.1 are the PowerPoint slides that the Company will present at the Conference.
The information in this Form 8-K, including Exhibit 99.1, is being furnished and
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the
liabilities of that section, nor shall it be deemed to be incorporated by
reference in any registration statement or other document filed under the
Securities Act of 1933 or the Exchange Act, except as otherwise stated in such
filing.
Forward-Looking Statements
Certain statements in this Current Report on Form 8-K are forward-looking
statements and are made pursuant to the safe harbor provisions of the Securities
Litigation Reform Act of 1995. These forward-looking statements reflect, among
other things, our current expectations, plans, strategies, and anticipated
financial results. There are a number of risks, uncertainties, and conditions
that may cause our actual results to differ materially from those expressed or
implied by these forward-looking statements. These risks and uncertainties
include a number of factors related to our business, including the uncertainties
relating to the impact of the novel coronavirus (COVID-19) pandemic on the
Company's business, results of operations, cash flows, stock price and
employees; the possibility that any of the anticipated benefits of the strategic
investment from Searchlight Capital Partners, L.P. will not be realized; the
outcome of any legal proceedings that may be instituted against the Company or
its directors; the ability to obtain regulatory approvals and meet other closing
conditions to the investment on a timely basis or at all, including the risk
that regulatory approvals required for the investment are not obtained on a
timely basis or at all, or are obtained subject to conditions that are not
anticipated or that could adversely affect the Company or the expected benefits
of the investment; the anticipated use of proceeds of the strategic investment;
economic and financial market conditions generally and economic conditions in
our service areas; various risks to the price and volatility of our common
stock; changes in the valuation of pension plan assets; our substantial amount
of debt and our ability to repay or refinance it or incur additional debt in the
future; our need for a significant amount of cash to service and repay the debt
restrictions contained in our debt agreements that limit the discretion of
management in operating the business; regulatory changes, including changes to
subsidies, rapid development and introduction of new technologies and intense
competition in the telecommunications industry; risks associated with our
possible pursuit of acquisitions; system failures; cyber-attacks, information or
security breaches or technology failure of ours or of a third party; losses of
large customers or government contracts; risks associated with
the rights-of-way for the network; disruptions in the relationship with third
party vendors; losses of key management personnel and the inability to attract
and retain highly qualified management and personnel in the future; changes in
the extensive governmental legislation and regulations governing
telecommunications providers and the provision of telecommunications services;
new or changing tax laws or regulations; telecommunications carriers disputing
and/or avoiding their obligations to pay network access charges for use of our
network; high costs of regulatory compliance; the competitive impact of
legislation and regulatory changes in the telecommunications industry; and
liability and compliance costs regarding environmental regulations; and risks
associated with discontinuing paying dividends on our common stock. A detailed
discussion of these and other risks and uncertainties that could cause actual
results and events to differ materially from such forward-looking statements are
discussed in more detail in our filings with the SEC, including our reports on
Form 10-K and Form 10-Q. Many of these circumstances are beyond our ability to
control or predict. Moreover, forward-looking statements necessarily involve
assumptions on our part. These forward-looking statements generally are
identified by the words "believe," "expect," "anticipate," "estimate,"
"project," "intend," "plan," "should," "may," "will," "would," "will be," "will
continue" or similar expressions. Such forward-looking statements involve known
and unknown risks, uncertainties and other factors that may cause actual
results, performance or achievements of the Company and its subsidiaries to be
different from those expressed or implied in the forward-looking statements. All
forward-looking statements attributable to us or persons acting on our behalf
are expressly qualified in their entirety by the cautionary statements that
appear throughout this Current Report on Form 8-K. Furthermore, forward-looking
statements speak only as of the date they are made. Except as required under the
federal securities laws or the rules and regulations of the U.S. Securities and
Exchange Commission, we disclaim any intention or obligation to update or revise
publicly any forward-looking statements. You should not place undue reliance on
forward-looking statements.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
No. Description
99.1 Conference PowerPoint slides
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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