MetroPCS Communications, Inc. Announces Launch of Senior Notes Offering

Mon Mar 4, 2013 6:31pm EST

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DALLAS,  March 4, 2013  /PRNewswire/ -- MetroPCS Communications, Inc. (NYSE:
PCS) (the "Company") announced today that MetroPCS Wireless, Inc. ("Wireless"),
an indirect wholly-owned subsidiary, plans to offer, subject to market and other
conditions, two tranches of its senior notes, each of "benchmark" size
(collectively, the "Notes"), in a private offering that is exempt from the
registration requirements of the Securities Act of 1933, as amended (the
"Securities Act").  Wireless will deposit the net proceeds of this offering into
a segregated account and keep such net proceeds on hand at all times in cash or
cash equivalents. If Wireless' merger with T-Mobile  USA, Inc. is consummated,
it intends to use the net proceeds from this private offering to repay the
outstanding amounts owed under its existing senior secured credit facility, to
pay liabilities under related interest rate protection agreements and to pay
related fees and expenses, and to use the remainder for general corporate

The Notes will be offered and sold only to qualified institutional buyers in
reliance on Rule 144A and in offshore transactions pursuant to Regulation S
under the Securities Act. The Notes have not been registered under the
Securities Act or any state securities laws and may not be offered or sold in 
the United States  absent an effective registration statement or an applicable
exemption from registration requirements, or in a transaction not subject to the
registration requirements of the Securities Act or any state securities laws.
This release shall not constitute an offer to sell or the solicitation of an
offer to buy any of these securities, nor shall it constitute an offer,
solicitation or sale in any jurisdiction in which such offer, solicitation or
sale is unlawful.  

About MetroPCS Communications, Inc.

Dallas-based MetroPCS Communications, Inc. (NYSE: PCS) is a provider of no
annual contract, unlimited wireless communications service for a flat-rate.
MetroPCS is the fifth largest facilities-based wireless carrier in  the United
States  based on number of subscribers served. With Metro  USA(SM), MetroPCS
customers can use their service in areas throughout  the United States  covering
a population of over 280 million people. As of  December 31, 2012, MetroPCS had
approximately 8.9 million subscribers. For more information please visit

Safe Harbor Statement  

This news release includes "forward-looking statements" for the purpose of the
"safe harbor" provisions within the meaning of the Private Securities Litigation
Reform Act of 1995, as amended, and rule 3(b)-6 under the Securities Exchange
Act of 1934, as amended.  Any statements made in this news release that are not
statements of historical fact, including statements about the Company's beliefs
and expectations, are forward-looking statements and should be evaluated as
such. Forward-looking statements include information concerning possible or
assumed future results of operations, including statements that may relate to
the Company's plans, objectives, strategies, goals, future events, future
revenues or performance, capital expenditures, financing needs and other
information that is not historical information. These forward-looking statements
often include words such as "anticipate," "expect," "suggests," "plan,"
"believe," "intend," "estimates," "targets," "projects," "should," "would,"
"could," "may," "will," "forecast," and other similar expressions.  These
forward-looking statements are based on reasonable assumptions at the time they
are made, including the Company's current expectations, plans and assumptions
that have been made in light of its experience in the industry, as well as the
Company's perceptions of historical trends, current conditions, expected future
developments and other factors it believes are appropriate under the
circumstances.  Forward-looking statements are not guarantees of future
performance or results. Actual financial results, performance or results of
operations may differ materially from those expressed in the forward-looking
statements. Factors that may materially affect such forward-looking statements

* the highly competitive nature of the wireless broadband mobile industry and
changes in the competitive landscape;  
* the Company's and each of its competitor's current and planned promotions and
advertising, marketing, sales and other initiatives, including pricing
decisions, entry into consolidation and alliance activities, and the Company's
ability to respond to and support them;  
* the inability to have developed or to obtain handsets, equipment or software
that the Company's customers want, demand and expect or to have handsets,
equipment or software serviced, updated, revised or maintained in a timely and
cost-effective manner for the prices and with the features its customers want,
expect or demand;  
* the Company's ability to construct, operate and manage its networks to deliver
the services, content, applications, service quality and speed its customers
expect and demand and to provide, maintain and increase the capacity of its
networks and business systems to satisfy the demands of its customers and the
demands placed by devices on its networks;  
* the Company's plans and expectations relating to, without limitation; (i) its
growth opportunities and competitive position; (ii) its products and services;
(iii) its customer experience; (iv) its results of operations, including
expected synergies, earnings and cash flows; (v) its credit ratings; and (vi)
integration matters;  
* expectations, intentions and outcomes relating to outstanding litigation,
including securities, class action, derivative, patent and product safety
claims, by or against third parties;  
* changes in economic, business, competitive, technological and/or regulatory
factors, including the passage of legislation or action by governmental or
regulatory entities;  
* any changes in the regulatory environment in which the Company operates,
including any change or increase in restrictions on the Company's ability to
operate its networks;  
* terminations of, or limitations imposed on, the Company's business by
contracts entered into by the Company, or the effect of provisions with respect
to change in control, exclusivity, commitments or minimum purchase amounts
contained in such contracts;  
* the impact of economic conditions on the Company's business plans and
* delays in, or changes in policies related to, income tax refunds or other
governmental payments;  
* the impact on the Company's networks and businesses from major equipment
failures and security breaches related to the network or customer information;  
* the ability to obtain financing on terms favorable to the Company;  
* the impact of public and private regulations;  
* possible disruptions or intrusions of the Company's network, billing,
operational support and customer care systems that may limit or disrupt the
Company's ability to provide service, or which may cause disclosure or improper
use of customers' information and associated harm to the Company's customers,
systems, reputation and goodwill;  
* the Company's continued ability to offer a diverse portfolio of wireless
devices, some on an exclusive basis;  
* the Company's ability to obtain and continue to obtain roaming on terms that
are reasonable;  
* severe weather conditions, natural disasters, energy shortages, wars or
terrorist attacks, and any resulting financial impact not covered by insurance; 

* disruptions of the Company's key suppliers' provisioning of products,
services, content or applications;  
* fluctuations in interest and exchange rates;  
* significant increases in benefit plan costs or lower investment returns on
plan assets;  
* material adverse changes in labor matters, including labor negotiations or
additional organizing activity, and any resulting financial and/or operational
* the diversion of management's time and attention to litigation;  
* changes in the Company's accounting assumptions that regulatory agencies,
including the SEC, may require or that result from changes in the accounting
rules or their application, which could result in an impact on earnings;  
* the significant capital commitments of the Company;  
* the current economic environment in  the United States; disruptions to the
credit and financial markets in  the United States; and the impact of the
economy on consumer demand and fluctuations in consumer demand generally;  
* the Company's ability to manage its growth, achieve planned growth, manage
churn rates, maintain cost structures and achieve additional economies of scale;
* the Company's ability to negotiate and maintain acceptable agreements with its
suppliers and vendors, including obtaining roaming on reasonable terms;  
* the seasonality of the Company's businesses and any failure to have strong
customer growth in the first and fourth quarters;  
* the rates, nature, collectability and applicability of taxes and regulatory
fees on the services the Company provides and increases or changes in taxes and
regulatory fees or the services to, or the manner in, which such taxes and fees
are applied, calculated, or collected;  
* the rapid technological changes in the Company's industry and the Company's
ability to adapt, respond and deploy new technologies and successfully offer new
services using such new technology;  
* the Company's ability to fulfill the demands and expectations of its
customers, provide the customer care such customers want, expect, or demand and
secure the products, services, applications, content and network infrastructure
equipment the Company needs, or which its customers or its potential customers
want, expect or demand;  
* the availability of additional spectrum and the Company's ability to secure
additional spectrum, or secure it at acceptable prices, when we need it;  
* the Company's ability to adequately defend against suits filed by others and
to enforce or protect its intellectual property rights;  
* the Company's capital structure, including the indebtedness amounts, the
limitations imposed by the covenants in the documents governing the indebtedness
and the maintenance of the financial and disclosure controls and procedures;  
* the Company's ability to attract and retain key members of management and
train personnel;  
* the Company's reliance on third parties to provide distribution, products,
software content and services that are integral, used in or sold by its business
and the ability of its suppliers to perform, develop and timely provide
technological developments, products and services that we need to remain
* governmental regulation affecting the Company's services and changes in
government regulation, and the costs of compliance and the failure to comply
with such regulations; and  
* other factors described or referenced from time to time in the Company's
filings with the Securities and Exchange Commission, including its Annual Report
on Form 10-K for the year ended  December 31, 2012.

The forward-looking statements speak only as of the date made, are based on
current assumptions and expectations, and are subject to the factors above,
among other things, and involve risks, uncertainties, events, circumstances and
assumptions, many of which are beyond our ability to foresee, control or
predict.  You should not place undue reliance on these forward-looking
statements.  All future written and oral forward-looking statements attributable
to us or persons acting on our behalf are expressly qualified in their entirety
by our cautionary statements.  MetroPCS Communications, Inc. does not intend to,
is not obligated to, and does not undertake a duty to, update any
forward-looking statement to reflect the occurrence of events or circumstances
after the date of this release, except as required by law.  The results for the
fourth quarter and twelve months ended 2012 may not be reflective of results for
any subsequent period.  The Company does not plan to update nor reaffirm
guidance except through formal public disclosure pursuant to Regulation FD.


SOURCE  Metro PCS Communications, Inc.

Investor Relations, Keith Terreri, Vice President - Finance & Treasurer, or Jim
Mathias, Director - Investor Relations, 214-570-4641,

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