Uniti Group

Settlement of In re Uniti Group Inc. Securities Litigation
No. 4:19-cv-00756-BSM

The parties have reached a settlement of this action, pending in the United States District Court for the Eastern District of Arkansas.  The settlement provides for the payment of $38,875,000 for the benefit of eligible Settlement Class Members.  Lead Plaintiffs Steamfitters Local 449 Pension Plan, Wayne County Employees’ Retirement System, and David McMurray alleged Defendants violated §§10(b) and 20(a) of the Securities Exchange Act of 1934.  Windstream Holdings, Inc. (“Windstream”) is a telecommunications provider that owns and operates wireless telecommunications networks.  In April 2015, Windstream spun-off certain of its telecom distribution assets into a separate, publicly traded company called Communications Sales & Leasing, Inc. and which is now called Uniti Group Inc. (the “Spin-Off”).  In connection with the Spin-Off, Uniti Group Inc. (“Uniti”) agreed to lease its telecom distribution assets to Windstream, which, through its operating subsidiaries, continued to use and operate those assets as it had before the Spin-Off.  Plaintiffs allege that the Spin-Off transaction violated restrictive covenants governing Windstream’s then-existing debt, which included a prohibition on sale-leaseback transactions and limitations on the amount of additional debt Windstream could undertake.  Defendants dispute these allegations.

The Settlement Class consists of all persons and entities who or which, during the period from April 24, 2015 to June 24, 2019, inclusive: (1) purchased or otherwise acquired: (a) the common stock of Uniti; (b) call options of Uniti; or (c) the following bonds issued by Uniti and/or its subsidiaries: (i) 6.00% Senior Secured Notes due April 15, 2023; (ii) 8.25% Senior Notes due October 15, 2023; or (iii) 7.125% Senior Unsecured Notes due December 15, 2024; or (2) sold put options of Uniti; and, in each of the foregoing cases, were allegedly damaged thereby.  Excluded from the Settlement Class are: (i) Defendants; (ii) members of the Immediate Family of any Defendant who is an individual; (iii) any person who was an officer or director of Uniti during the Class Period; (iv) any firm, trust, corporation, or other entity in which any Defendant has or had a controlling interest; (v) Uniti’s employee retirement and benefit plan(s) (as well as any such plan’s participants or beneficiaries as to any purchases made by such participants or beneficiaries through such plan(s)); (vi) Windstream; (vii) any person who was an officer or director of Windstream during the Class Period; and (viii) the legal representatives, affiliates, heirs, successors-in- interest, or assigns of any such excluded person.  Any person or entity who or which timely and validly requested exclusion from the Settlement Class will also be excluded.

The settlement was approved by the Court on November 7, 2022.

If you have any questions about the settlement or the litigation, please contact the Shareholder Relations Department at 1-800-449-4900.



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