false 0000020520 0000020520 2024-06-03 2024-06-03

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 3, 2024

 

 

Frontier Communications Parent, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

 

001-11001   86-2359749

(Commission

File Number)

  (IRS Employer
Identification No.)

 

1919 McKinney Avenue, Dallas, Texas   75201
(Address of principal executive offices)   (Zip Code)

(972) 445-0042

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   FYBR   The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 8.01

Other Events

On June 3, 2024, Frontier Communications Parent, Inc. issued a press release announcing that certain of its subsidiaries commenced an offering of secured fiber network revenue term notes. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit

Number

  

Description

99.1    Press Release
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      FRONTIER COMMUNICATIONS PARENT, INC.
Date: June 3, 2024     By:  

/s/ Scott Beasley

      Scott Beasley
      Executive Vice President, Chief Financial Officer

Exhibit 99.1

 

LOGO

Frontier Announces Fiber Securitization Offering

DALLAS, Texas —(BUSINESS WIRE)— Frontier Communications Parent, Inc. (NASDAQ: FYBR) (“Frontier” or the “Company”) today announced that a limited-purpose, bankruptcy remote, indirect subsidiary of the Company intends to offer approximately $750 million aggregate principal amount of secured fiber network revenue term notes (the “Notes”), with an anticipated repayment date in May 2031, subject to market conditions and other factors. The Notes will be secured by certain of Frontier’s fiber assets and associated customer contracts in North Texas and will qualify as an offering of green bonds.

Frontier intends to use the net proceeds of the offering to, among other things, repay certain existing indebtedness of the Company and its non-securitization subsidiaries, including a portion of the outstanding principal amount of the Company’s term loan facility, and for general corporate purposes, including potential investments or expenditures, such as capital expenditures and research and development, in line with Frontier’s fiber expansion and copper migration strategies.

The Notes are being offered and sold in the United States only to persons reasonably believed to be “qualified institutional buyers” in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or certain accredited investors within the meaning of Regulation D under the Securities Act, and outside the United States to certain non-U.S. persons in compliance with Regulation S under the Securities Act. In addition, the Notes may be sold in separately negotiated, privately placed transactions exempt from registration in accordance with Section 4(a)(2) of the Securities Act. The offer and sale of the Notes have not and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, the Notes or any other securities, and shall not constitute an offer to sell, solicitation of an offer to buy, or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum.

Forward-Looking Statements

This release contains “forward-looking statements” related to future events. Forward-looking statements address the Company’s expectations or beliefs concerning future events, including, without limitation, the expected terms, timing and size of the offering, the expected collateral of the Notes, the use of proceeds of the offering, the qualification of the Notes as green bonds and other matters. These statements are based on management’s views and assumptions, as of the date of this release, regarding future events and performance. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. A wide range of factors could materially affect future developments and performance, including but not limited to, uncertainties related to market conditions, changes to the terms and timing of the offering, the Company’s ability to satisfy the closing conditions related to the offering and other factors set forth in the Company’s other filings with the U.S. Securities and Exchange Commission (the “SEC”). This list of factors that may affect future performance and the accuracy of forward-


looking statements is illustrative and is not intended to be exhaustive. You should consider these important factors, as well as the risks and other factors contained in the Company’s filings with the SEC, including the Company’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q and subsequent SEC filings. The Company does not intend, nor does it undertake any duty, to update any forward-looking statements, except as required by law.

About Frontier

Frontier (NASDAQ: FYBR) is the largest pure-play fiber provider in the U.S. Driven by our purpose, Building Gigabit America®, we deliver blazing-fast broadband connectivity that unlocks the potential of millions of consumers and businesses.

 

Investor Contact    Media Contact
Spencer Kurn    Chrissy Murray
SVP, Investor Relations    VP, Corporate Communications
+1 401-225-0475    +1 504-952-4225
spencer.kurn@ftr.com    chrissy.murray@ftr.com

 

LOGO

 

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Document and Entity Information
Jun. 03, 2024
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Entity Central Index Key 0000020520
Document Type 8-K
Document Period End Date Jun. 03, 2024
Entity Registrant Name Frontier Communications Parent, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-11001
Entity Tax Identification Number 86-2359749
Entity Address, Address Line One 1919 McKinney Avenue
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75201
City Area Code (972)
Local Phone Number 445-0042
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Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.01 per share
Trading Symbol FYBR
Security Exchange Name NASDAQ
Entity Emerging Growth Company false

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