NTELOS To Be Bought By Shentel For About $640 Mln, Incl. Debt

(RTTNews) - NTELOS Holdings Corp. (NTLS) said Monday that it has agreed to be bought by Shenandoah Telecommunications Co. (SHEN) in an all-cash deal valued at about $640 million, including net debt.

NTELOS shareholders will receive about $208 million in cash, or $9.25 per share. Shentel will assume NTELOS's net debt, which, when adjusted for expected Eastern Markets wind down obligations, stood at about $431 million as of June 30.

Shentel will finance the acquisition with a new, expanded credit facility.

Concurrent with the signing of the merger agreement, Shentel entered into a series of agreements with Sprint Corp. (S), including the expansion of Shentel's "affiliate" relationship with Sprint. This will result in the "nTelos" brand being discontinued after closing and NTELOS's about 297,500 wireless retail customers becoming Sprint-branded customers. Additionally, NTELOS's retail stores will convert into Sprint-branded stores that will be managed by Shentel. NTELOS's Strategic Network Alliance with Sprint, which calls for NTELOS to provide wholesale roaming services for Sprint customers, will terminate.

The acquisition of NTELOS by Shentel, which has been unanimously approved by the Boards of Directors of both companies, is expected to close in early 2016.

The previously announced wind down of commercial operations in NTELOS's Eastern Markets will continue as planned and is expected to be completed by November 15.