Statistik Asas
| LEI | 549300V3NU625PJUVA84 |
| CIK | 1620280 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Unity Group LLC
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36708 Uniti Group LLC (formerly Uniti Group Inc.) (Exact name of registra |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025 As filed with the Securities and Exchange Commission on August 1, 2025 Registration No. |
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| August 1, 2025 |
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 1, 2025 Uniti Group LLC (Exact name of registrant as specified in its charter) Delaware 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 1, 2025 |
Exhibit 99.1 Press Release Release date: August 1, 2025 Uniti Completes Merger with Windstream Intends to Combine Uniti and Windstream Debt Silos Shortly After Merger Closing LITTLE ROCK, Ark. – Uniti Group Inc. (“Uniti” or the “Company”) (Nasdaq: UNIT) announced today that it has successfully completed the previously announced merger of legacy Uniti Group Inc. (now known as Uniti Group LLC, “Lega |
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| July 31, 2025 |
2Q25 Financial Earnings July 31, 2025 Exhibit 99.1 2Q25 Financial Earnings July 31, 2025 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” “e |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| July 31, 2025 |
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): July 31, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Delaware 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 29, 2025 |
Plan of Conversion, dated April 2, 2025 Exhibit 2.1 PLAN OF CONVERSION This PLAN OF CONVERSION (“Plan of Conversion”) sets forth certain terms of the conversion of Uniti Group Inc., a Maryland corporation (the “Converting Corporation”), to a Delaware corporation to be named “Uniti Group Inc.” (the “Converted Corporation”), pursuant to the provisions of the Maryland General Corporation Law (the “MGCL”) and the Delaware General Corporatio |
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| July 29, 2025 |
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): July 29, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Delaware 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 29, 2025 |
Exhibit 3.3 Uniti Group Inc. UNITI GROUP INC. (the “Corporation”) AMENDED AND RESTATED BYLAWS Article I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Delaware shall be located at such place as the Board of Directors of the Corporation (the “Board of Directors”) may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, |
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| July 29, 2025 |
Exhibit 3.4 ARTICLES OF CONVERSION converting UNITI GROUP INC. (a Maryland corporation) to UNITI GROUP INC. (a Delaware corporation) UNITI GROUP INC., a Maryland corporation (the “Converting Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “SDAT”) that: FIRST: The present name of the Converting Corporation is Uniti Group Inc. The Converting Corpo |
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| July 29, 2025 |
Exhibit 3.2 CERTIFICATE OF INCORPORATION OF UNITI GROUP INC. ARTICLE ONE INCORPORATION The name and mailing address of the incorporator is Daniel Heard, 2101 Riverfront Drive, Suit A, Little Rock, AR, 72202. ARTICLE TWO NAME The name of the Corporation is Uniti Group Inc. ARTICLE THREE PURPOSE The purposes for which the Corporation is formed are to engage in any lawful act or activity (including, |
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| July 29, 2025 |
Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A NON-DELAWARE CORPORATION TO A DELAWARE CORPORATION PURSUANT TO SECTION 265 OF THE DELAWARE GENERAL CORPORATION LAW FIRST: The jurisdiction where the non-Delaware corporation was first formed is the State of Maryland and the date the non-Delaware corporation first formed is September 14, 2014. SECOND: The jurisdiction immediately prior |
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| July 25, 2025 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: July 24, 2025 Press Release Release date: July 24, 2025 Uniti and Windstream Obtain All Necessary Regulatory Approvals to Complete Merger Uniti Receives Favorable P |
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| June 24, 2025 |
Exhibit 4.1 UNITI GROUP LP, UNITI GROUP FINANCE 2019 INC., UNITI FIBER HOLDINGS INC., CSL CAPITAL, LLC, THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of June 24, 2025 8.625% SENIOR NOTES DUE 2032 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. Definitions 1 Section 1.02. Other Def |
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| June 24, 2025 |
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): June 24, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 10, 2025 |
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): June 9, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 10, 2025 |
Uniti Group Inc. Announces Pricing of Senior Notes Offering Exhibit 99.1 Press Release Release date: June 9, 2025 Uniti Group Inc. Announces Pricing of Senior Notes Offering LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and CSL Capital, LLC (together, the “issuers”), have priced their offering of $600 milli |
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| June 9, 2025 |
Exhibit 99.1 Press Release Release Date: June 9, 2025 Uniti Group Inc. Announces Private Offering of Senior Notes Issues Conditional Notice of Partial Redemption for 10.50% Senior Secured Notes Due 2028 LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. |
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| June 9, 2025 |
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): June 9, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 30, 2025 |
Submission of Matters to a Vote of Security Holders 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): May 29, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 6, 2025 |
Articles of Amendment of Uniti Group Inc. Exhibit 3.1 ARTICLES OF AMENDMENT OF UNITI GROUP INC. April 4, 2025 Uniti Group Inc., a Maryland Corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “Department”) that: FIRST: The Articles of Amendment and Restatement of the Corporation (the “Articles”) are hereby amended by adding a new ARTICLE THIRTEEN as follows: ARTICLE THIRTEE |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 6, 2025 |
Uniti Group Inc. Reports First Quarter 2025 Results Updates 2025 Outlook Exhibit 99.1 Press Release Release date: May 6, 2025 Uniti Group Inc. Reports First Quarter 2025 Results Updates 2025 Outlook •Net Income of $12.2 Million for the First Quarter •Net Income of $0.05 Per Diluted Common Share for the First Quarter •AFFO of $0.35 Per Diluted Common Share for the First Quarter LITTLE ROCK, Ark., May 6, 2025 (GLOBE NEWSWIRE) – Uniti Group Inc. (“Uniti” or the “Company”) |
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| May 6, 2025 |
Exhibit 10.3 AMENDMENT NO. 10 This Amendment No. 10 (this “Agreement” or “Amendment No. 10”), dated as of April 22, 2025, to the Credit Agreement, dated as of April 24, 2015 (as amended by Amendment No. 1 thereto dated October 21, 2016, as further amended by Amendment No. 2 dated February 9, 2017, as further amended by Amendment No. 3 dated April 27, 2017, as further amended or otherwise modified |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) |
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| May 6, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 6, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 6, 2025 |
Letter to the U.S. Securities and Exchange Commission dated May 6, 2025. Exhibit 16.1 KPMG LLP Suite 1400 2323 Ross Avenue Dallas, TX 75201-2721 May 6, 2025 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Uniti Group Inc. and, under the date of February 21, 2025, we reported on the consolidated financial statements of Uniti Group Inc. as of and for the years ended December 31, 2024 and 2023, a |
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| May 1, 2025 |
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): May 1, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 1, 2025 |
Exhibit 99.1 1Q25 Financial Earnings May 1, 2025 2 This presentation includes forward-looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. Forward-looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” “expect,” |
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| May 1, 2025 |
Windstream 1Q25 Earnings Call – Prepared Remarks May 1, 2025 Exhibit 99.2 Windstream 1Q25 Earnings Call – Prepared Remarks May 1, 2025 Genesis White Good morning everyone and thank you for joining Windstream’s first quarter 2025 earnings conference call. Joining me on the call today are: · Paul Sunu, our CEO, and · Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedules on our various in |
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| April 29, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| April 24, 2025 |
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): April 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| April 24, 2025 |
Letter to the U.S. Securities and Exchange Commission dated April 24, 2025. Exhibit 16.1 KPMG LLP Suite 1400 2323 Ross Avenue Dallas, TX 75201-2721 April 24, 2025 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We are currently principal accountants for Uniti Group Inc. and, under the date of February 21, 2025, we reported on the consolidated financial statements of Uniti Group Inc. as of and for the years ended December 31, 2024 and 2023, |
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| April 17, 2025 |
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): April 16, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| April 17, 2025 |
Form of Performance-Based Restricted Stock Unit Agreement for executive officers. EXHIBIT 10.2 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Summary of Restricted Stock Unit Award As of the Date of Grant set forth below, Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Stock |
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| April 17, 2025 |
Exhibit 99.1 Press Release Release Date: April 17, 2025 Uniti Nominates Harold Zeitz for Election to its Board of Directors Jennifer Banner Recognized for Her 10 Years of Dedicated Service LITTLE ROCK, Ark. – Uniti Group Inc. (“Uniti” or the “Company”) (Nasdaq: UNIT) today announced that its Board of Directors (the “Board”) has nominated Harold Zeitz for election to the Board as an independent dir |
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| April 17, 2025 |
Form of Restricted Shares Agreement for executive officers. EXHIBIT 10.1 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED SHARES AGREEMENT - TIME-BASED VESTING ONLY Summary of Restricted Share Grant Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Shares Agreement (the “Agreement”), the followin |
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| April 2, 2025 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 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): April 2, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 2, 2025 |
Uniti Group Inc. Stockholders Approve Proposed Merger with Windstream Holdings II, LLC Exhibit 99.1 Press Release Release Date: April 2, 2025 Uniti Group Inc. Stockholders Approve Proposed Merger with Windstream Holdings II, LLC LITTLE ROCK, Ark. – Uniti Group Inc. (“Uniti” or the “Company”) (Nasdaq: UNIT) announced today that its stockholders voted to approve the previously announced proposed merger with an affiliate of Windstream Holdings II, LLC (“Windstream”) and certain other r |
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| March 27, 2025 |
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): March 27, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inco |
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| March 27, 2025 |
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): March 27, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or Other Jurisdiction (Commission (I.R.S. Employer of Inco |
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| March 21, 2025 |
Unaudited Pro Forma Condensed Combined Balance Sheet As of December 31, 2024 (In thousands) Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The unaudited pro forma condensed combined financial information is prepared in accordance with Article 11 of Regulation S-X of the Exchange Act. The unaudited pro forma condensed combined financial information present the pro forma effects of (i) the Merger (as defined below), (ii) the other transactions contem |
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| March 21, 2025 |
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): March 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 21, 2025 |
Financial Statements and Exhibits, Other Events 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): March 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 21, 2025 |
Unaudited Pro Forma Condensed Combined Balance Sheet As of December 31, 2024 (In thousands) Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The unaudited pro forma condensed combined financial information is prepared in accordance with Article 11 of Regulation S-X of the Exchange Act. The unaudited pro forma condensed combined financial information present the pro forma effects of (i) the Merger (as defined below), (ii) the other transactions contem |
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| March 7, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| March 7, 2025 |
Financial Statements of Windstream Holdings II, LLC Windstream Holdings II, LLC Consolidated Financial Statements Exhibit 99.1 WINDSTREAM HOLDINGS II, LLC INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page No. Audited Consolidated Financial Statements: Report of Independent Registered Public Accounting Firm F-1 Consolidated Statements of Operations F-3 Consolidated Statements of Comprehensive Income (Loss) F-4 Consolidated Balance Sheets F-5 Consolida |
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| February 25, 2025 |
PLEASE VOTE YOUR SHARES TODAY! Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) Uniti Group Inc. ("Uniti") sent a letter to stockholders regarding Uniti's contemplated merger (the "Merger") with Windstream Holdings II, LLC |
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| February 21, 2025 |
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): February 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 21, 2025 |
Exhibit 99.1 Press Release Release date: February 21, 2025 Uniti Group Inc. Reports Fourth Quarter and Full Year 2024 Results Recently Completed Landmark ABS Financing Provides Attractive Alternative Source of Capital While Further Strengthening Uniti’s Balance Sheet Provides Initial 2025 Outlook · Net Income of $21.6 Million and $93.4 Million for the Fourth Quarter and Full Year, Respectively · N |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-367 |
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| February 21, 2025 |
Windstream 4Q24 Earnings Call – Prepared Remarks February 20, 2025 Exhibit 99.3 Windstream 4Q24 Earnings Call – Prepared Remarks February 20, 2025 Genesis White Good morning everyone and thank you for joining Windstream’s fourth quarter 2024 earnings conference call. Joining me on the call today are: · Paul Sunu, our CEO, and · Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our vari |
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| February 21, 2025 |
Exhibit 99.2 4Q24 Financial Earnings February 20, 2025 2 This presentation includes forward-looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. Forward-looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” “exp |
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| February 21, 2025 |
Uniti Group Inc. Insider Trading Policy Exhibit 19 Uniti Group Inc. Insider Trading Policy (Effective April 10, 2024) This Insider Trading Policy (this “Policy”) prohibits illegal or improper “insider trading” by the employees and officers (the “Employees”) and members of the Board of Directors (the “Directors”) of Uniti Group Inc. (the “Company”). The philosophy behind this Policy is the Company’s desire to avoid even the appearance of |
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| February 21, 2025 |
List of Subsidiaries of Uniti Group Inc Exhibit 21.1 Subsidiaries of the Registrants Subsidiary State or other jurisdiction of incorporation or organization ANS Connect, LLC Georgia Contact Network, LLC Alabama CSL Alabama System, LLC Delaware CSL Arkansas System, LLC Delaware CSL Capital, LLC Delaware CSL Florida System, LLC Delaware CSL Georgia Realty, LLC Delaware CSL Georgia System, LLC Delaware CSL Iowa System, LLC Delaware CSL Ken |
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| February 21, 2025 |
Exhibit 99.1 Press Release Release date: February 21, 2025 Uniti Group Inc. Reports Fourth Quarter and Full Year 2024 Results Recently Completed Landmark ABS Financing Provides Attractive Alternative Source of Capital While Further Strengthening Uniti’s Balance Sheet Provides Initial 2025 Outlook · Net Income of $21.6 Million and $93.4 Million for the Fourth Quarter and Full Year, Respectively · N |
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| February 21, 2025 |
Form of Restricted Shares Agreement for executive officers Exhibit 10.24 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED SHARES AGREEMENT - TIME-BASED VESTING ONLY Summary of Restricted Share Grant Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Shares Agreement (the “Agreement”), the followi |
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| February 21, 2025 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On February 21, 2025, Uniti Group Inc. (“Uniti”) discussed information regarding Uniti’s contemplated merger (the “Merger”) with Windstream Hol |
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| February 21, 2025 |
Windstream 4Q24 Earnings Call – Prepared Remarks February 20, 2025 Exhibit 99.3 Windstream 4Q24 Earnings Call – Prepared Remarks February 20, 2025 Genesis White Good morning everyone and thank you for joining Windstream’s fourth quarter 2024 earnings conference call. Joining me on the call today are: · Paul Sunu, our CEO, and · Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our vari |
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| February 21, 2025 |
Exhibit 99.2 4Q24 Financial Earnings February 20, 2025 2 This presentation includes forward-looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. Forward-looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” “exp |
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| February 21, 2025 |
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): February 21, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 21, 2025 |
Form of Performance-Based Restricted Stock Unit Agreement for executive officers Exhibit 10.28 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Summary of Restricted Stock Unit Award As of the Date of Grant set forth below, Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Stock |
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| February 19, 2025 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) Uniti Group Inc. ("Uniti") sent a letter to stockholders regarding Uniti's contemplated merger (the "Merger") with Windstream Holdings II, LLC |
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| February 12, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De |
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| February 3, 2025 |
Exhibit 4.1 BASE INDENTURE among Uniti Fiber ABS Issuer LLC, Uniti Fiber TRS Issuer LLC and THE ASSET ENTITIES PARTY HERETO as the Obligors and Wilmington Trust, National Association as the Indenture Trustee and Verification Agent dated as of February 3, 2025 Secured Fiber Network Revenue Notes TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01. Definitions |
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| February 3, 2025 |
Exhibit 99.1 Press Release Release date: February 3, 2025 Uniti Group Inc. Completes Inaugural $589 Million Fiber Securitization Notes Offering Portion of Proceeds from Securitization Notes Offering to be Used to Partially Redeem $125 Million of 10.50% Senior Secured Notes Due 2028 LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that Uniti Fibe |
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| February 3, 2025 |
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): February 3, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 3, 2025 |
Exhibit 4.2 SERIES 2025-1 SERIES SUPPLEMENT among Uniti Fiber ABS Issuer LLC Uniti Fiber TRS Issuer LLC AND THE SUBSIDIARIES OF THE ISSUER PARTIES HERETO, AS OBLIGORS, AND WILMINGTON TRUST, NATIONAL ASSOCIATION, AS INDENTURE TRUSTEE dated as of February 3, 2025 Secured Fiber Network Revenue Term Notes, Series 2025-1 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 2 Section 1 |
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| January 21, 2025 |
Financial Statements and Exhibits, Other Events 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): January 17, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| January 21, 2025 |
Uniti Group Inc. Announces Pricing of $589 Million Fiber Securitization Notes Offering Exhibit 99.1 Press Release Release date: January 17, 2025 Uniti Group Inc. Announces Pricing of $589 Million Fiber Securitization Notes Offering LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that Uniti Fiber ABS Issuer LLC and Uniti Fiber TRS Issuer LLC, limited-purpose, bankruptcy remote subsidiaries of Uniti (collectively, the “Issuers”), h |
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| January 10, 2025 |
Financial Statements and Exhibits, Other Events 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): January 9, 2025 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File N |
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| January 10, 2025 |
Uniti Group Inc. Announces Launch of Fiber Securitization Notes Offering Exhibit 99.1 Press Release Release date: January 9, 2025 Uniti Group Inc. Announces Launch of Fiber Securitization Notes Offering LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that Uniti Fiber ABS Issuer LLC and Uniti Fiber TRS Issuer LLC, limited-purpose, bankruptcy remote subsidiaries of Uniti (collectively, the “Issuers”), have commenced a |
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| December 13, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On December 12, Uniti Group Inc. ("Uniti") discussed information regarding Uniti's contemplated merger (the "Merger") with Windstream Holdings |
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| December 4, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On December 3, 2024, Uniti Group, Inc. (“Uniti”) discussed information regarding Uniti’s contemplated merger (the “Merger”) with Windstream Hol |
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| November 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 8, 2024 |
EXECUTION VERSION SECOND SUPPLEMENTAL INDENTURE 10.50% SENIOR SECURED NOTES DUE 2028 Second Supplemental Indenture (this “Supplemental Indenture”), dated as of November 1, 2024, among Uniti Group LP, a Delaware limited partnership (“Uniti”), Uniti Fiber Holdings Inc., a Delaware corporation (“Uniti Fiber”), Uniti Group Finance 2019 Inc., a Delaware corporation (“Uniti Group Finance”) and CSL Capit |
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| November 8, 2024 |
Uniti Group Corporate Headquarters 2101 Riverfront Drive, Suite A Little Rock, AR 72202 501. |
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| October 31, 2024 |
3Q24 Earnings Presentation Script October 30, 2024 Exhibit 99.3 3Q24 Earnings Presentation Script October 30, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s third quarter 2024 earnings conference call. Joining me on the call today are: ● Paul Sunu, our CEO, and ● Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our various investor webs |
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| October 31, 2024 |
Exhibit 99.1 Press Release Release date: October 31, 2024 Uniti Group Inc. Reports Third Quarter 2024 Results Third Quarter Consolidated Bookings Monthly Recurring Revenue of $0.9 Million Increased Over 20% From Prior Year Updates 2024 Outlook · Net Income of $12.2 Million for the Third Quarter · Net Income of $0.05 Per Diluted Common Share for the Third Quarter · AFFO of $0.33 Per Diluted Common |
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| October 31, 2024 |
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): October 30, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| October 31, 2024 |
Exhibit 99.1 Press Release Release date: October 31, 2024 Uniti Group Inc. Reports Third Quarter 2024 Results Third Quarter Consolidated Bookings Monthly Recurring Revenue of $0.9 Million Increased Over 20% From Prior Year Updates 2024 Outlook · Net Income of $12.2 Million for the Third Quarter · Net Income of $0.05 Per Diluted Common Share for the Third Quarter · AFFO of $0.33 Per Diluted Common |
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| October 31, 2024 |
3Q24 Earnings Presentation Script October 30, 2024 Exhibit 99.3 3Q24 Earnings Presentation Script October 30, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s third quarter 2024 earnings conference call. Joining me on the call today are: ● Paul Sunu, our CEO, and ● Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our various investor webs |
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| October 31, 2024 |
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): October 30, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| October 31, 2024 |
3Q24 Financial Earnings October 30, 2024 Exhibit 99.2 3Q24 Financial Earnings October 30, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” |
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| October 31, 2024 |
3Q24 Financial Earnings October 30, 2024 Exhibit 99.2 3Q24 Financial Earnings October 30, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” |
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| October 30, 2024 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: October 30, 2024 3Q24 Financial Earnings October 30, 2024 2 This presentation includes forward-looking statements that are subject to risks and uncertainties that c |
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| October 30, 2024 |
3Q24 Earnings Presentation Script October 30, 2024 Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: October 30, 2024 3Q24 Earnings Presentation Script October 30, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s third quarter 2024 ea |
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| October 25, 2024 |
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): October 25, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| September 27, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On September 26, Uniti Group inc. ("Uniti") discussed information regarding Uniti's contemplated merger (the "Merger") with Windstream Holdings |
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| September 26, 2024 |
WINDSTREAM ANNOUNCES PRICING OF REFINANCING TRANSACTIONS Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 26, 2024 WINDSTREAM ANNOUNCES PRICING OF REFINANCING TRANSACTIONS Release date: Sept. 26, 2024 LITTLE ROCK, Ark. – Windstream Services, LLC (“Services”) a |
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| September 23, 2024 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 23, 2024 Investor Presentation September 2024 Forward-Looking Statements This presentation includes forward-looking statements that are subject to risks a |
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| September 23, 2024 |
WINDSTREAM ANNOUNCES REFINANCING TRANSACTIONS Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 23, 2024 WINDSTREAM ANNOUNCES REFINANCING TRANSACTIONS Release date: Sept. 23, 2024 LITTLE ROCK, Ark. – Windstream Services, LLC (“Services”) and Windstre |
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| September 19, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On September 18, Uniti Group inc. ("Uniti") discussed information regarding Uniti's contemplated merger (the "Merger") with Windstream Holdings |
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| September 19, 2024 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 18, 2024 WINDSTREAM ANNOUNCES RECEIPT OF REQUISITE CONSENTS FROM HOLDERS OF 7.750% SENIOR first lien NOTES DUE 2028 AND EXPIRATION OF CONSENT SOLICITATION |
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| September 12, 2024 |
Uniti Group Corporate Headquarters Uniti Group Corporate Headquarters 2101 Riverfront Drive, Suite A Little Rock, AR 72202 501. |
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| September 11, 2024 |
Exhibit 99.3 WINDSTREAM HOLDINGS II, LLC MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Within this Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”), the terms “Windstream,” “the Company,” “we,” or “our” refer to Windstream Holdings II, LLC and its subsidiaries, including Windstream Services, LLC. The following se |
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| September 11, 2024 |
Exhibit 99.3 WINDSTREAM HOLDINGS II, LLC MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Within this Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”), the terms “Windstream,” “the Company,” “we,” or “our” refer to Windstream Holdings II, LLC and its subsidiaries, including Windstream Services, LLC. The following se |
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| September 11, 2024 |
Exhibit 99.2 Windstream Holdings II, LLC Unaudited Condensed Consolidated Financial Statements For the period ended June 30, 2024 Windstream Holdings II, LLC Table of Contents Page No. Condensed Consolidated Financial Statements (Unaudited): Condensed Consolidated Statements of Operations 2 Condensed Consolidated Statements of Comprehensive (Loss) Income 3 Condensed Consolidated Balance Sheets |
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| September 11, 2024 |
WINDSTREAM ANNOUNCES CONSENT SOLICITATION FOR 7.750% SENIOR FIRST LIEN NOTES DUE 2028 Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 11, 2024 WINDSTREAM ANNOUNCES CONSENT SOLICITATION FOR 7.750% SENIOR FIRST LIEN NOTES DUE 2028 Little Rock, Arkansas (September 11, 2024) – Windstream Ser |
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| September 11, 2024 |
Unaudited Pro Forma Condensed Combined Balance Sheet As of June 30, 2024 (In thousands) Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: September 11, 2024 As previously announced, on May 3, 2024, Uniti Group Inc., a Maryland corporation (“Uniti”), entered into an Agreement and Plan of Merger (the “M |
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| September 11, 2024 |
Unaudited Pro Forma Condensed Combined Balance Sheet As of June 30, 2024 (In thousands) Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The unaudited pro forma condensed combined financial information is prepared in accordance with Article 11 of Regulation S-X of the Exchange Act. The unaudited pro forma condensed combined financial information present the pro forma effects of (i) the Merger (as defined below), (ii) the other transactions contem |
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| September 11, 2024 |
Unaudited Pro Forma Condensed Combined Balance Sheet As of June 30, 2024 (In thousands) Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The unaudited pro forma condensed combined financial information is prepared in accordance with Article 11 of Regulation S-X of the Exchange Act. The unaudited pro forma condensed combined financial information present the pro forma effects of (i) the Merger (as defined below), (ii) the other transactions contem |
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| September 11, 2024 |
Exhibit 99.2 Windstream Holdings II, LLC Unaudited Condensed Consolidated Financial Statements For the period ended June 30, 2024 Windstream Holdings II, LLC Table of Contents Page No. Condensed Consolidated Financial Statements (Unaudited): Condensed Consolidated Statements of Operations 2 Condensed Consolidated Statements of Comprehensive (Loss) Income 3 Condensed Consolidated Balance Sheets |
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| September 11, 2024 |
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): September 11, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 11, 2024 |
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): September 11, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 1, 2024 |
Exhibit 2.2 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), is made and entered into as of July 17, 2024, by and between Uniti Group Inc., a Maryland corporation (“Uniti”), and Windstream Holdings II, LLC, a Delaware limited liability company (“Windstream”). Capitalized terms used but not defined in this Ame |
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| August 1, 2024 |
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 1, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 1, 2024 |
Exhibit 99.1 Press Release Release date: August 1, 2024 Uniti Group Inc. Reports Second Quarter 2024 Results Second Quarter Consolidated Bookings Monthly Recurring Revenue of $1.1 Million Increased Approximately 50% From Prior Year Updates 2024 Outlook · Net Income of $18.3 Million for the Second Quarter · Net Income of $0.07 Per Diluted Common Share for the Second Quarter · AFFO of $0.34 Per Dilu |
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| August 1, 2024 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: August 1, 2024 2Q24 Earnings Presentation Script July 31, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s second quarter 2024 earnin |
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| August 1, 2024 |
Filed by Windstream Parent, Inc. Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: August 1, 2024 2Q24 Financial Earnings July 31, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that coul |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 1, 2024 |
2Q24 Financial Earnings July 31, 2024 Exhibit 99.2 2Q24 Financial Earnings July 31, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “will,” “anticipate, ” “estimate,” “ |
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| August 1, 2024 |
Exhibit 99.3 2Q24 Earnings Presentation Script July 31, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s second quarter 2024 earnings conference call. Joining me on the call today are: • Paul Sunu, our CEO, and • Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our various investor websit |
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| August 1, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On August 1, 2024, Uniti Group Inc. (“Uniti”) discussed information regarding Uniti’s contemplated transaction (the “Transaction”) with Windstr |
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| August 1, 2024 |
Exhibit 99.3 2Q24 Earnings Presentation Script July 31, 2024 Genesis White Good morning everyone and thank you for joining Windstream’s second quarter 2024 earnings conference call. Joining me on the call today are: • Paul Sunu, our CEO, and • Drew Smith, our CFO and Treasurer To accompany today’s call, we have posted the presentation slides and supplemental schedule on our various investor websit |
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| August 1, 2024 |
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 1, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 1, 2024 |
2Q24 Financial Earnings July 31, 2024 Exhibit 99.2 2Q24 Financial Earnings July 31, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “will,” “anticipate, ” “estimate,” “ |
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| August 1, 2024 |
Exhibit 99.1 Press Release Release date: August 1, 2024 Uniti Group Inc. Reports Second Quarter 2024 Results Second Quarter Consolidated Bookings Monthly Recurring Revenue of $1.1 Million Increased Approximately 50% From Prior Year Updates 2024 Outlook · Net Income of $18.3 Million for the Second Quarter · Net Income of $0.07 Per Diluted Common Share for the Second Quarter · AFFO of $0.34 Per Dilu |
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| July 29, 2024 |
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): July 29, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 29, 2024 |
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): July 29, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 22, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On July 22, 2024, Arkansas Business published an interview with from Kenny Gunderman, CEO of Uniti Group Inc. (“Uniti”), as well as additional |
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| July 19, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On July 19, 2024, Uniti Group Inc. (“Uniti”) distributed to its employees the following communication regarding Uniti's contemplated transactio |
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| July 17, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On July 17, 2024, Uniti Group Inc. ("Uniti") posted the following content on LinkedIn regarding Uniti's contemplated transaction (the "Transact |
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| July 17, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On July 17, 2024, Uniti Group Inc. (“Uniti”) made the following content available on its website regarding Uniti's contemplated transaction (th |
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| June 18, 2024 |
Exhibit 10.1 AMENDMENT NO. 9 This Amendment No. 9 (this “Agreement” or “Amendment No. 9”), dated as of June 17, 2024, to the Credit Agreement, dated as of April 24, 2015 (as amended by Amendment No. 1 thereto dated October 21, 2016, as further amended by Amendment No. 2 dated February 9, 2017, as further amended by Amendment No. 3 dated April 27, 2017, as further amended or otherwise modified by A |
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| June 18, 2024 |
Exhibit 10.1 AMENDMENT NO. 9 This Amendment No. 9 (this “Agreement” or “Amendment No. 9”), dated as of June 17, 2024, to the Credit Agreement, dated as of April 24, 2015 (as amended by Amendment No. 1 thereto dated October 21, 2016, as further amended by Amendment No. 2 dated February 9, 2017, as further amended by Amendment No. 3 dated April 27, 2017, as further amended or otherwise modified by A |
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| June 18, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 17, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 18, 2024 |
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): June 17, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 6, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On the evening of June 5, 2024, Uniti Group Inc. ("Uniti") published a replay of a presentation delivered at the Nareit 2024 REITweek Investor |
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| May 29, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 29, 2024, Uniti Group Inc. ("Uniti") published a replay of a presentation delivered at the TD Cowen 52nd Annual Technology, Media & Tele |
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| May 29, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 29, 2024, Uniti Group Inc. delivered a presentation at the TD Cowen 52nd Annual Technology, Media & Telecom Conference. The slides accom |
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| May 23, 2024 |
Submission of Matters to a Vote of Security Holders 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): May 23, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 21, 2024 |
EXHIBIT 10.2 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED SHARES AGREEMENT - TIME-BASED VESTING ONLY Summary of Restricted Share Grant Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Shares Agreement (the “Agreement”), the followin |
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| May 21, 2024 |
Form of Restricted Shares Agreement for executive officers. EXHIBIT 10.2 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN RESTRICTED SHARES AGREEMENT - TIME-BASED VESTING ONLY Summary of Restricted Share Grant Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Shares Agreement (the “Agreement”), the followin |
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| May 21, 2024 |
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): May 16, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 21, 2024 |
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): May 16, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 21, 2024 |
Form of Performance-Based Restricted Stock Unit Agreement for executive officers. EXHIBIT 10.1 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Summary of Restricted Stock Unit Award As of the Date of Grant set forth below, Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Stock |
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| May 21, 2024 |
EXHIBIT 10.1 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Summary of Restricted Stock Unit Award As of the Date of Grant set forth below, Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Stock |
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| May 17, 2024 |
Exhibit 4.1 UNITI GROUP LP, UNITI GROUP FINANCE 2019 INC., UNITI FIBER HOLDINGS INC., CSL CAPITAL, LLC, THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and as Collateral Agent INDENTURE Dated as of May 17, 2024 10.50% SENIOR SECURED NOTES DUE 2028 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. Defini |
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| May 17, 2024 |
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): May 17, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 7, 2024 |
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): May 6, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 7, 2024 |
Uniti Group Inc. Announces Pricing of Senior Secured Notes Offering Exhibit 99.1 Press Release Release date: May 6, 2024 Uniti Group Inc. Announces Pricing of Senior Secured Notes Offering LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and CSL Capital, LLC (together, the “issuers”), have priced their offering of $30 |
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| May 6, 2024 |
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): May 6, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 6, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On the evening of May 3, 2024, Uniti Group Inc. ("Uniti") published a replay of a call with investors on investor.uniti.com. A transcript of th |
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| May 6, 2024 |
Uniti Group Inc. Announces Private Offering of Senior Secured Notes Exhibit 99.1 Press Release Release date: May 6, 2024 Uniti Group Inc. Announces Private Offering of Senior Secured Notes LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and CSL Capital, LLC (together, the “issuers”), announced today the planned offer |
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| May 3, 2024 |
A Premier Digital Infrastructure Company May 3 , 2024 Exhibit 99.2 A Premier Digital Infrastructure Company May 3 , 2024 No Offer or Solicitation This communication and the information contained in it are provided for information purposes only and are not intended to be and shall not constitute a solicitation of any vote or approval, or an offer to sell or solicitation of an offer to buy, or an invitation or recommendation to subscribe for, acquire o |
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| May 3, 2024 |
Exhibit 10.3 EXECUTION FORM UNITHOLDER AGREEMENT This UNITHOLDER AGREEMENT (this “Agreement”) dated as of May 3, 2024 is entered into by and among Uniti Group Inc., a corporation organized under the laws of Maryland (“Uniti”) and certain funds and accounts managed, advised or sub-advised by a certain institutional investment adviser (the “Minority Investment Adviser”) listed on Annex II that hold |
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| May 3, 2024 |
Exhibit 10.2 UNITHOLDER AGREEMENT This UNITHOLDER AGREEMENT (this “Agreement”) dated as of May 3, 2024 is entered into by and between Uniti Group Inc., a corporation organized under the laws of Maryland (“Uniti”), Elliott Investment Management L.P., a Delaware limited partnership (“Elliott Management”), Elliott Associates, L.P. (“EALP”), Elliott International, L.P. (together with EALP and Elliott |
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| May 3, 2024 |
Exhibit 10.5 STOCKHOLDER AGREEMENT by and Between [NEW UNITI] AND CERTAIN STOCKHOLDERS LISTED ON SCHEDULE I DATED AS OF [●] TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions 5 Article II REPRESENTATIONS AND WARRANTIES Section 2.1 Representations and Warranties of the Company 6 Section 2.2 Representations and Warranties of Investor 6 Ar |
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| May 3, 2024 |
Exhibit 10.3 EXECUTION FORM UNITHOLDER AGREEMENT This UNITHOLDER AGREEMENT (this “Agreement”) dated as of May 3, 2024 is entered into by and among Uniti Group Inc., a corporation organized under the laws of Maryland (“Uniti”) and certain funds and accounts managed, advised or sub-advised by a certain institutional investment adviser (the “Minority Investment Adviser”) listed on Annex II that hold |
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| May 3, 2024 |
1Q24 Financial Earnings May 2, 2024 Exhibit 99.1 1Q24 Financial Earnings May 2, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “wi ll,” “anticipate,” “estimate,” “ex |
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| May 3, 2024 |
Exhibit 10.4 STOCKHOLDER AGREEMENT by and among [NEW UNITI] and THE PARTIES HERETO DATED AS OF [●] TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions 5 Article II REPRESENTATIONS AND WARRANTIES Section 2.1 Representations and Warranties of the Company 6 Section 2.2 Representations and Warranties of Investors 6 Article III CORPORATE GOVE |
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| May 3, 2024 |
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): May 3, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 3, 2024 |
EXECUTION VERSION BRIDGE LOAN AND SECURITY AGREEMENT dated as of February 23, 2024 by and among UNITI FIBER BRIDGE BORROWER LLC, as Borrower, THE OTHER LOAN PARTIES SIGNATORY HERETO FROM TIME TO TIME, VARIOUS LENDERS, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Account Bank and Verification Agent, and BARCLAYS BANK PLC, as Facility Agent, a Lead Arranger and Sole Structuring Agent and DEUTSCHE BANK AG, NEW YORK BRANCH CITIBANK, N. |
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| May 3, 2024 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of May 3, 2024 by and between UNITI GROUP INC. and WINDSTREAM HOLDINGS II, LLC TABLE OF CONTENTS Page Article 1 Definitions Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 25 Article 2 Pre-Closing Transactions; The Merger Section 2.01. Pre-Closing Transactions 26 Section 2.02. The Merger |
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| May 3, 2024 |
Filed by Windstream Parent, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Uniti Group, Inc. Commission File No.: 001-36708 Date: May 3, 2024 Press Release Release date: May 3, 2024 Uniti to Merge with Windstream Creating Premier Insurgent Fiber Provider Scaled Platform and Differentiated Focu |
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| May 3, 2024 |
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): May 3, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 3, 2024 |
1Q24 Financial Earnings May 2, 2024 Exhibit 99.1 1Q24 Financial Earnings May 2, 2024 2 This presentation includes forward - looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward - looking statements. Forward - looking statements are typically identified by words or phrases such as “wi ll,” “anticipate,” “estimate,” “ex |
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| May 3, 2024 |
Exhibit 99.1 Press Release Release date: May 3, 2024 Uniti to Merge with Windstream Creating Premier Insurgent Fiber Provider Scaled Platform and Differentiated Focus on Tier II and III Markets De-levered Balance Sheet and Cash Flow Generation to Support Growth Additional Value Creation Opportunities Include up to $125 Million of Targeted Annual Opex and Capex Synergies and Enhanced Strategic Opti |
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| May 3, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 3, 2024, Uniti Group Inc. (“Uniti”) made the following communication to Uniti's employees regarding Uniti's contemplated transaction (th |
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| May 3, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 3, 2024, the following communication was made available to Uniti Group Inc.’s (“Uniti”) employees in connection with Uniti’s contemplate |
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| May 3, 2024 |
Exhibit 10.1 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), dated as of May 3, 2024 between Uniti Group Inc., a Maryland corporation (“Uniti”), Elliott Investment Management L.P., a Delaware limited partnership (“Elliott Management”), Elliott Associates, L.P., a Delaware limited partnership (“EALP”), Elliott International, L.P., a Cayman Islands limited partnership (together with EALP |
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| May 3, 2024 |
Exhibit 10.1 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), dated as of May 3, 2024 between Uniti Group Inc., a Maryland corporation (“Uniti”), Elliott Investment Management L.P., a Delaware limited partnership (“Elliott Management”), Elliott Associates, L.P., a Delaware limited partnership (“EALP”), Elliott International, L.P., a Cayman Islands limited partnership (together with EALP |
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| May 3, 2024 |
A Premier Digital Infrastructure Company May 3 , 2024 Exhibit 99.2 A Premier Digital Infrastructure Company May 3 , 2024 No Offer or Solicitation This communication and the information contained in it are provided for information purposes only and are not intended to be and shall not constitute a solicitation of any vote or approval, or an offer to sell or solicitation of an offer to buy, or an invitation or recommendation to subscribe for, acquire o |
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| May 3, 2024 |
Exhibit 10.5 STOCKHOLDER AGREEMENT by and Between [NEW UNITI] AND CERTAIN STOCKHOLDERS LISTED ON SCHEDULE I DATED AS OF [●] TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions 5 Article II REPRESENTATIONS AND WARRANTIES Section 2.1 Representations and Warranties of the Company 6 Section 2.2 Representations and Warranties of Investor 6 Ar |
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| May 3, 2024 |
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): May 3, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 3, 2024 |
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): May 3, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 3, 2024 |
Exhibit 10.2 UNITHOLDER AGREEMENT This UNITHOLDER AGREEMENT (this “Agreement”) dated as of May 3, 2024 is entered into by and between Uniti Group Inc., a corporation organized under the laws of Maryland (“Uniti”), Elliott Investment Management L.P., a Delaware limited partnership (“Elliott Management”), Elliott Associates, L.P. (“EALP”), Elliott International, L.P. (together with EALP and Elliott |
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| May 3, 2024 |
Exhibit 99.1 Press Release Release date: May 3, 2024 Uniti to Merge with Windstream Creating Premier Insurgent Fiber Provider Scaled Platform and Differentiated Focus on Tier II and III Markets De-levered Balance Sheet and Cash Flow Generation to Support Growth Additional Value Creation Opportunities Include up to $125 Million of Targeted Annual Opex and Capex Synergies and Enhanced Strategic Opti |
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| May 3, 2024 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of May 3, 2024 by and between UNITI GROUP INC. and WINDSTREAM HOLDINGS II, LLC TABLE OF CONTENTS Page Article 1 Definitions Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 25 Article 2 Pre-Closing Transactions; The Merger Section 2.01. Pre-Closing Transactions 26 Section 2.02. The Merger |
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| May 3, 2024 |
Exhibit 99.1 Press Release Release date: May 3, 2024 Uniti Group Inc. Reports First Quarter 2024 Results Announced Merger with Windstream Creates Premier Insurgent Fiber Provider Updates 2024 Outlook •Net Income of $41.3 Million for the First Quarter •Net Income of $0.16 Per Diluted Common Share for the First Quarter •AFFO Per Diluted Common Share of $0.32 for the First Quarter LITTLE ROCK, Ark., |
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| May 3, 2024 |
Exhibit 10.4 STOCKHOLDER AGREEMENT by and among [NEW UNITI] and THE PARTIES HERETO DATED AS OF [●] TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions 5 Article II REPRESENTATIONS AND WARRANTIES Section 2.1 Representations and Warranties of the Company 6 Section 2.2 Representations and Warranties of Investors 6 Article III CORPORATE GOVE |
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| May 3, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 3, 2024, the following microsite was made available at unitireimagined.com in connection with Uniti Group Inc.'s (“Uniti”) contemplated |
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| May 3, 2024 |
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): May 3, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 3, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 3, 2024, Kenny Gunderman, the Chief Executive Officer of Uniti Group Inc. (“Uniti”), sent the following email to certain of Uniti's cust |
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| May 3, 2024 |
Filed by Uniti Group Inc. (Commission File No.: 001-36708) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Uniti Group Inc. (Commission File No.: 001-36708) On May 3, 2024, Kenny Gunderman, the Chief Executive Officer of Uniti Group Inc. (“Uniti”), sent the following email to Uniti's employees regar |
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| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Def |
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| April 11, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| March 27, 2024 |
Financial Statements of Windstream Holding II, LLC, and consolidated subsidiaries Windstream Holdings II, LLC Consolidated Financial Information For the year ended December 31, 2023 Exhibit 99. |
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| March 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3 |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3 |
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| March 26, 2024 |
Financial Statements of Windstream Holding II, LLC, and consolidated subsidiaries Windstream Holdings II, LLC Consolidated Financial Information For the year ended December 31, 2023 Exhibit 99. |
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| February 29, 2024 |
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): February 29, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-367 |
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| February 29, 2024 |
Exhibit 97 Uniti Group Inc. Policy Regarding Repayment or Forfeiture of Certain Compensation By Executive Officers (“Clawback Policy”) (Effective November 1, 2023) A. Statement of Policy It is the policy of the Company that an executive officer shall repay or forfeit erroneously awarded compensation received by an executive officer as required by applicable law and Nasdaq listing standards. This C |
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| February 29, 2024 |
List of Subsidiaries of Uniti Group Inc Exhibit 21.1 Subsidiaries of the Registrants Subsidiary State or other jurisdiction of incorporation or organization ANS Connect LLC Georgia CSL Capital, LLC Delaware Contact Network, LLC Alabama CSL Alabama System, LLC Delaware CSL Arkansas System, LLC Delaware CSL Florida System, LLC Delaware CSL Georgia Realty, LLC Delaware CSL Georgia System, LLC Delaware CSL Iowa System, LLC Delaware CSL Kent |
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| February 29, 2024 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a brief description of the common stock of Uniti Group Inc., a Maryland corporation (the “Company”), the only class of the Company’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This |
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| February 29, 2024 |
Exhibit 99.1 Press Release Release date: February 29, 2024 Uniti Group Inc. Reports Fourth Quarter and Full Year 2023 Results Recently Announced ABS Bridge Financing & Asset Sales Strengthen Balance Sheet Provides Initial 2024 Outlook •Net Income (Loss) of $30.7 million and $(81.7) million for the Fourth Quarter and Full Year, Respectively •Net Income (Loss) of $0.13 and $(0.35) Per Diluted Common |
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| February 26, 2024 |
Exhibit 10.1 BRIDGE LOAN AND SECURITY AGREEMENT dated as of February 23, 2024 by and among UNITI FIBER BRIDGE BORROWER LLC, as Borrower, THE OTHER LOAN PARTIES SIGNATORY HERETO FROM TIME TO TIME, VARIOUS LENDERS, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Account Bank and Verification Agent, and BARCLAYS BANK PLC, as Facility Agent, |
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| February 26, 2024 |
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): February 23, 2024 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 13, 2024 |
UNIT / Uniti Group Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0135-unitigroupinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Uniti Group Inc Title of Class of Securities: Common Stock CUSIP Number: 91325V108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the r |
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| December 1, 2023 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-3 (Form Type) Uniti Group Inc. (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation Rule Amount Registered (1) (2) Proposed Maximum Offering Price Per Unit (3) Proposed Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee (4) Fees to Be Paid Equity Common Stock, $.0001 par |
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| December 1, 2023 |
Uniti Group Inc. 50,452,659 Shares of Common Stock Filed Pursuant to Rule 424(b)(7) Registration Statement No: 333-271693 PROSPECTUS SUPPLEMENT (To Prospectus Dated May 5, 2023) Uniti Group Inc. |
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| December 1, 2023 |
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): December 1, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| November 13, 2023 |
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): November 13, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| November 13, 2023 |
Exhibit 99.1 Sensitivity: Internal 3Q23 Financial Earnings November 9, 2023 Sensitivity: Internal 2 “This presentation includes forward-looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. Forward-looking statements are typically identified by words or phrases su |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 2, 2023 |
UNITI GROUP INC. (the “Corporation”) AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors of the Corporation (the “Board of Directors”) may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executi |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 2, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| November 2, 2023 |
Exhibit 99.1 Press Release Release date: November 2, 2023 Uniti Group Inc. Reports Third Quarter 2023 Results Reiterates 2023 Outlook for Consolidated Revenue, Adjusted EBITDA and AFFO •Net Loss of $80.9 Million or $0.34 Per Diluted Common Share for the Third Quarter Due to Non-Cash Items •Consolidated Revenue and Adjusted EBITDA Grew 2.7% and 3.5% for the Third Quarter, Respectively, from the Pri |
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| August 15, 2023 |
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 15, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File N |
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| August 15, 2023 |
Exhibit 99.1 Windstream Holdings II, LLC ("Windstream", "we", "us", "our", or "the Company") has presented in this Investor Supplement unaudited adjusted results, which excludes depreciation and amortization, straight-line expense under the master leases with Uniti Group, Inc. ("Uniti"), equity-based compensation expense, and certain other costs. We have also presented certain measures of our oper |
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| August 3, 2023 |
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 3, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 3, 2023 |
Exhibit 99.1 Press Release Release date: August 3, 2023 Uniti Group Inc. Reports Second Quarter 2023 Results Reiterates 2023 Outlook for Revenue, Adjusted EBITDA and AFFO •Net Income of $25.6 Million or $0.11 Per Diluted Common Share for the Second Quarter •AFFO Per Diluted Common Share of $0.34 for the Second Quarter LITTLE ROCK, Ark., August 3, 2023 (GLOBE NEWSWIRE) – Uniti Group Inc. (“Uniti” o |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
Calculation of Filing Fee Table Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Uniti Group Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $.0001 Par Value Rule |
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| May 26, 2023 |
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): May 25, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 10, 2023 |
Exhibit 99.1 Windstream Holdings II, LLC ("Windstream", "we", "us", "our", or "the Company") has presented in this Investor Supplement unaudited adjusted results, which excludes depreciation and amortization, straight-line expense under the master leases with Uniti Group, Inc. ("Uniti"), equity-based compensation expense, and certain other costs. We have also presented certain measures of our oper |
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| May 10, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 10, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 5, 2023 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-3 (Form Type) Uniti Group Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, $.0001 par v |
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| May 5, 2023 |
As filed with the Securities and Exchange Commission on May 5, 2023 S-3ASR 1 tm2314801-1s3asr.htm S-3ASR TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 5, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 46-5230630 (State or other juri |
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| May 5, 2023 |
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): May 5, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 5, 2023 |
Exhibit 107.1 Calculation of Filing Fee Table Form S-3 (Form Type) Uniti Group Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) (2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee (4) Fees to Be Paid Equi |
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| May 5, 2023 |
Uniti Group Inc. 15,661,361 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(7) Registration Statement No: 333-271693 PROSPECTUS SUPPLEMENT NO. |
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| May 4, 2023 |
Uniti Group Inc. Reports First Quarter 2023 Results Updates 2023 Outlook Exhibit 99.1 Press Release Release date: May 4, 2023 Uniti Group Inc. Reports First Quarter 2023 Results Updates 2023 Outlook •Net Loss of $19.2 Million or $0.08 Per Diluted Common Share for the First Quarter Due to One-Time Items •Revenue and Adjusted EBITDA Grew 4.2% and 2.9% for the First Quarter, Respectively, from the Prior Year First Quarter •AFFO Per Diluted Common Share of $0.39 for the Fi |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| May 4, 2023 |
Uniti Group Inc. Reports First Quarter 2023 Results Updates 2023 Outlook Exhibit 99.1 Press Release Release date: May 4, 2023 Uniti Group Inc. Reports First Quarter 2023 Results Updates 2023 Outlook •Net Loss of $19.2 Million or $0.08 Per Diluted Common Share for the First Quarter Due to One-Time Items •Revenue and Adjusted EBITDA Grew 4.2% and 2.9% for the First Quarter, Respectively, from the Prior Year First Quarter •AFFO Per Diluted Common Share of $0.39 for the Fi |
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| May 4, 2023 |
Exhibit 10.2 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN (as amended and restated effective April 11, 2023) 1. Purpose of the Plan. The purpose of this 2015 Equity Incentive Plan (this “Plan”) is to attract, retain and motivate the officers, key employees, consultants and directors of Uniti Group Inc. (the “Company”) and its Affiliates and to provide to such persons incentives and rewards for supe |
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| May 4, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (C |
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| May 4, 2023 |
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): May 4, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| April 13, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Def |
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| March 29, 2023 |
exhibit99120221231financ Windstream Holdings II, LLC Consolidated Financial Information For the period ended December 31, 2022 Exhibit 99. |
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| March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3 |
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| March 27, 2023 |
Exhibit 10.1 Execution Version AMENDMENT NO. 8 This Amendment No. 8 (this “Agreement” or “Amendment No. 8”), dated as of March 24, 2023, to the Credit Agreement, dated as of April 24, 2015 (as amended by Amendment No. 1 thereto dated October 21, 2016, as further amended by Amendment No. 2 dated February 9, 2017, as further amended by Amendment No. 3 dated April 27, 2017, as further amended or othe |
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| March 27, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): March 24, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 28, 2023 |
Exhibit 10.22 UNITI GROUP INC. 2015 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Summary of Restricted Stock Unit Award As of the Date of Grant set forth below, Uniti Group Inc., a Maryland corporation (the “Company”), grants to the Grantee named below, in accordance with the terms of the Uniti Group Inc. 2015 Equity Incentive Plan (the “Plan”), and this Restricted Stock |
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| February 28, 2023 |
List of Subsidiaries of Uniti Group Inc Exhibit 21.1 Subsidiaries of the Registrants Subsidiary State or other jurisdiction of incorporation or organization ANS Connect LLC Georgia CSL Capital, LLC Delaware Contact Network, LLC Alabama CSL Alabama System, LLC Delaware CSL Arkansas System, LLC Delaware CSL Florida System, LLC Delaware CSL Georgia Realty, LLC Delaware CSL Georgia System, LLC Delaware CSL Iowa System, LLC Delaware CSL Kent |
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| February 28, 2023 |
Exhibit 10.18 SEVERANCE AGREEMENT This Severance Agreement (the “Agreement”), dated as of (the “Effective Date”), is made by and between Uniti Group Inc., a Maryland corporation (the “Corporation”), and (“Executive”). WHEREAS, the Board of Directors of the Corporation (the “Board”) has determined that it is in the best interests of the Corporation to retain the services of Executive by the Corpora |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-367 |
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| February 28, 2023 |
Exhibit 2.2 Second Amended and Restated Agreement of Limited Partnership of UNITI GROUP LP December 12, 2022 #96603748v1 TABLE OF CONTENTS Page Article 1 Defined Terms Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 10 Article 2 Partnership Formation, Continuation and Identification Section 2.01. Formation and Continuation 11 Section 2.02. Name, Office an |
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| February 24, 2023 |
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): February 24, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 24, 2023 |
Exhibit 99.1 Press Release Release date: February 24, 2023 Uniti Group Inc. Provides 2023 Outlook and Reports Fourth Quarter and Full Year 2022 Results Record Consolidated New Bookings and Gross Install Activity for Full Year 2022 •Net Income (Loss) of $41.0 million and ($8.1) million for the Fourth Quarter and Full Year, Respectively •Net Income (Loss) of $0.13 and ($0.04) Per Diluted Common Shar |
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| February 14, 2023 |
Exhibit 4.1 UNITI GROUP LP, UNITI GROUP FINANCE 2019 INC., UNITI FIBER HOLDINGS INC., CSL CAPITAL, LLC, THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and as Collateral Agent INDENTURE Dated as of February 14, 2023 10.50% SENIOR SECURED NOTES DUE 2028 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01. D |
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| February 14, 2023 |
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): February 14, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 14, 2023 |
UNIT / Uniti Group Inc / Elliott Investment Management L.P. - UNITI GROUP INC. Passive Investment SC 13G/A 1 p23-0679sc13ga.htm UNITI GROUP INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Uniti Group Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 91325V108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the app |
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| February 9, 2023 |
UNIT / Uniti Group Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv02128-unitigroupinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Uniti Group Inc. Title of Class of Securities: REIT CUSIP Number: 91325V108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pu |
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| February 3, 2023 |
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): February 3, 2023 (February 2, 2023) Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation |
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| February 3, 2023 |
Exhibit 99.1 Press Release Release Date: February 2, 2023 Uniti Group Inc. Announces Pricing of Upsized Senior Secured Notes Offering and Full Redemption of 7.875% Senior Secured Notes due 2025 LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and CSL |
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| February 2, 2023 |
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): February 2, 2023 Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporation) (Commission File |
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| February 2, 2023 |
Exhibit 99.1 Press Release Release Date: February 2, 2023 Uniti Group Inc. Announces Private Offering of Senior Secured Notes to Redeem a Portion of Outstanding 7.875% Senior Secured Notes due 2025 LITTLE ROCK, Ark. – Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that its subsidiaries, Uniti Group LP, Uniti Fiber Holdings Inc., Uniti Group Finance 2019 Inc. and |
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| December 23, 2022 |
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): December 23, 2022 (December 7, 2022) Uniti Group Inc. (Exact name of registrant as specified in its charter) Maryland 001-36708 46-5230630 (State or other jurisdiction of incorporatio |
