UTStarcom Receives Requisite Consents From Noteholders in Consent Solicitation
ALAMEDA, Calif., July 27 /PRNewswire-FirstCall/ -- UTStarcom, Inc.
(Nasdaq: UTSI) previously announced that it was soliciting consents from the
holders of its convertible subordinated notes due 2008 (CUSIP Nos. 918076AA8
and 918076AB6) (the 'Notes') to certain proposed amendments and a waiver
described in the consent solicitation statement dated July 19, 2007, as
supplemented July 25, 2007 (the 'Proposed Amendments and Waiver'), pursuant to
the indenture under which the Notes were issued (the 'Indenture'). As of
5:00 p.m., New York City time, on July 26, 2007, the time and date by which
holders were requested to deliver consents, holders of more than 50% of the
outstanding aggregate principal amount of the Notes had delivered and not
revoked consents.
(Logo: http://www.newscom.com/cgi-bin/prnh/20051013/SFTH063LOGO)
UTStarcom and U.S. Bank National Association, the trustee under the
Indenture, have entered into a second supplemental indenture dated as of
26, 2007
required for effectiveness of the Proposed Amendments and Waiver, and the
Proposed Amendments and Waiver have become effective. Accordingly, any
defaults or events of default that may have occurred to and including the time
the Proposed Amendments and Waiver became effective (the 'Effective Date') due
to a failure by UTStarcom to comply with certain covenants in the Indenture
have been waived, and any failure by UTStarcom to comply with such covenants
during the period from and including the Effective Date to
City
default or event of default. Any default that would have been deemed to have
occurred after the Effective Date but for the Second Supplemental Indenture
and that remains uncured and is continuing on the Expiration Date will be
deemed to have occurred on the Expiration Date. In addition, from the
Effective Date until the date the Notes are paid, converted, redeemed,
repurchased or otherwise cease to be outstanding, the Notes will accrue
special interest at a rate of 10% per annum, in addition to regularly
scheduled payments of interest. The Proposed Amendments and Waiver will be
binding on all holders, including non-consenting holders.
Citi served as the solicitation agent for the consent solicitation.
Questions regarding the consent solicitation may be directed to Citi at
(800) 558-3745 (toll-free) or (212) 723-6106. Global Bondholder Services
Corporation served as information agent and tabulation agent.
This announcement is not an offer to purchase or sell, a solicitation of
an offer to purchase or sell, or a solicitation of consents with respect to
any securities. The solicitation was made solely pursuant to the consent
solicitation statement dated
25, 2007
receipt of the requisite consents, no assurance can be given that an event of
default under the Indenture will not occur in the future.
About UTStarcom, Inc.
UTStarcom designs, manufactures and sells telecommunications
infrastructure, handsets and customer premise equipment and provides services
associated with their installation, operation, and maintenance. Its products
are sold primarily to telecommunications service providers or operators.
UTStarcom sells an extensive range of products that are designed to enable
voice, data and video services for its operator customers and consumers around
the world. While historically the vast majority of its sales have been to
service providers in
presence and currently sells its products in several other established and
emerging growth markets, which include
and Latin America,
Asia.
For more information about UTStarcom, visit UTStarcom's website at
http://www.utstar.com.
Forward-Looking Statements
This press release includes statements that disclose UTStarcom's or
management's intentions, expectations or predictions of the future, including
statements about claims of default with respect to UTStarcom's notes and
potential consequences, and these statements are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act. UTStarcom
cautions that these statements involve risks and uncertainties and other
factors that may cause results to differ materially from those anticipated at
the time such statements are made. Potential risks and uncertainties include,
among other things: (1) the results and timing of completion of internal
reviews undertaken by UTStarcom; (2) the previously announced restatement of
previously issued financial statements and assessment of the effectiveness of
disclosure controls and procedures and internal control over financial
reporting described below; (3) the review and filing by UTStarcom of its
Quarterly Report on Form 10-Q for the period ended
Annual Report on Form 10-K for the fiscal year ended
its Quarterly Report on Form 10-Q for the period ended
possibility that an event of default under the Indenture could occur and that
the trustee under the Indenture or the holders of 25% of the outstanding
aggregate principal amount of the Notes could declare a default or accelerate
the maturity of the Notes; (5) the possibility that the NASDAQ Listing and
Hearings Review Counsel may not grant UTStarcom's requests for additional time
to comply with its filing obligations under Nasdaq Marketplace Rule
4310(c)(14), in which case UTStarcom's common stock would be delisted from The
NASDAQ Stock Market; (6) any adverse results of lawsuits or governmental
inquiries; and (7) additional risks and uncertainties and important factors
described in UTStarcom's filings with the SEC, including its most recent
annual report on Form 10-K, its most recent quarterly report on Form 10-Q, its
current report on Form 8-K filed
Item 8.01 in its quarterly report on Form 8-K filed
previously disclosed, UTStarcom currently estimates that, as a result of the
review by UTStarcom's special committee of UTStarcom's past stock-based
compensation practices and the related potential accounting impact, a
restatement of prior financial statements will be required resulting in
additional non-cash compensation and related charges of approximately
million
forward-looking statements are based upon reasonable assumptions, no assurance
can be given that its expectations will be attained or that results will not
materially differ. UTStarcom undertakes no obligation to publicly update or
revise any forward-looking statement, whether as a result of new information,
future events or otherwise, except as may be required by law.
SOURCE UTStarcom, Inc.