GCI Liberty Announces Reincorporation in Delaware
May 10 2018 - 6:15PM
Business Wire
GCI Liberty, Inc. (“GCI Liberty”) (Nasdaq: GLIBA, GLIBP) today
announced that at 4:02 p.m., New York City time, it completed its
reincorporation in the State of Delaware by merging with and into a
direct and wholly owned Delaware subsidiary. The reincorporation
was approved by shareholders of GCI Liberty at a special meeting of
shareholders held on May 7, 2018.
At the effective time of the reincorporation, (i) each share of
GCI Liberty Class A common stock issued and outstanding immediately
prior to the effective time converted into one share of Series A
common stock of the surviving Delaware corporation; (ii) each share
of GCI Liberty Class B common stock issued and outstanding
immediately prior to the effective time converted into one share of
Series B common stock of the surviving Delaware corporation; and
(iii) each share of GCI Liberty Series A Cumulative Redeemable
Preferred Stock issued and outstanding immediately prior to the
effective time converted into one share of Series A Cumulative
Redeemable Preferred Stock (the “Series A Preferred Stock”) of the
surviving Delaware corporation.
Following the completion of the reincorporation, former holders
of Class A Common Stock, Class B Common Stock and Series A
Cumulative Redeemable Preferred Stock of GCI Liberty own the same
number of shares of Series A Common Stock, Series B Common Stock
and Series A Preferred Stock, respectively, in the surviving
Delaware corporation as they owned in the Alaska corporation prior
to completion of the reincorporation. As a result of the
reincorporation, the dividend rate on the Series A Preferred Stock
will increase from 5% to 7%, effective after the next dividend
payment date on July 15th.
The reincorporation did not result in any changes to GCI
Liberty’s name, ticker symbols, CUSIP numbers, headquarters,
business, management, location of offices, assets, liabilities or
net worth, other than as a result of the costs incident to the
reincorporation merger. Members of GCI Liberty’s management,
including all directors and officers, have assumed identical
positions with the surviving Delaware corporation.
About GCI Liberty, Inc.
GCI Liberty, Inc. (Nasdaq: GLIBA, GLIBP) operates and owns
interests in a broad range of communications businesses. GCI
Liberty’s principal assets consist of its subsidiary GCI and
interests in Charter Communications and Liberty Broadband
Corporation. GCI is Alaska’s largest communications provider,
providing data, wireless, video, voice and managed services to
consumer and business customers throughout Alaska and
nationwide. GCI has delivered services for nearly 40 years to some
of the most remote communities and in some of the most challenging
conditions in North America. GCI Liberty’s other businesses
and assets consist of its subsidiary Evite and its interest in
Lending Tree.
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