Filed by iPCS, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: AirGate PCS, Inc.
Commission File No.: 027455
THIS FILING CONTAINS THE PRESS RELEASE ISSUED BY iPCS, INC. ON NOVEMBER 14, 2001
AND A TRANSCRIPT OF THE CONFERENCE CALL HOSTED BY iPCS, INC. ON NOVEMBER 14,
2001 TO DISCUSS THIRD QUARTER 2001 RESULTS.
PART 1 - ON NOVEMBER 14, 2001, iPCS, INC. ISSUED THE FOLLOWING PRESS RELEASE:
[GRAPHIC] iPCS
NEWS RELEASE
CONTACT: iPCS, Inc.
Timothy M. Yager
President and CEO
Stebbins B. Chandor
Chief Financial Officer
(847) 944-2900
iPCS, INC. ANNOUNCES STRONG
THIRD QUARTER RESULTS
Subscriber Base Stands at 135,000;
Sequential Service Revenue Grew 39 Percent
Schaumburg, Illinois - November 14, 2001 - iPCS, Inc., a Sprint PCS
(NYSE: PCS) Network Partner, today reported strong service and total revenue
growth for the third quarter ended September 30, 2001. Total revenue for the
quarter was approximately $35.5 million, up 39 percent and 445 percent over the
second quarter of 2001 and the third quarter of 2000,
respectively. Total subscribers at the end of the third quarter grew to 134,927,
up 27,515 subscribers, or 26 percent, over the total at the end of the prior
quarter.
Total revenue for the third quarter of 2001 included service revenue of
$33.2 million and equipment and other revenue of $2.3 million. Service revenue
represented a 39 percent and 470 percent increase over the second quarter of
2001 and the third quarter of 2000, respectively. Earnings before interest,
taxes, depreciation and amortization (EBITDA), excluding non-cash compensation
expense of $0.5 million and merger-related expenses of $2.4 million, was a
negative $11.0 million for the quarter.
Average monthly revenue per user (ARPU) for the third quarter of 2001
was $58 while ARPU with roaming was $91. This is an increase from $56 and $84,
respectively, in the prior quarter. Churn, net of deactivations within 30 days,
was approximately 2.8 percent. Total system minutes of use for the third quarter
of 2001 were approximately 243.3 million; 40% more than the 173.9 million for
the second quarter of 2001. Average minutes of use per month during the third
quarter were 527 per average subscriber excluding roaming minutes. This compares
to 500 for the second quarter of 2001.
At the end of the quarter, iPCS had cash and cash equivalents totaling
approximately $54.6 million and available bank credit facilities of $90.0
million. Capital expenditures for the third quarter were $28.0 million.
"We were pleased with our results for the third quarter," said Timothy
M. Yager, president and chief executive officer. "Subscriber growth remained
strong and we continued to see improvements in many key metrics of our business.
As of the end of the quarter, we were offering service in 29 of our 37 markets
and providing coverage to a population of approximately 5.0 million. Lastly,
during the third quarter, we announced that we had entered into a definitive
merger agreement with AirGate PCS, Inc. We are very excited about combining our
company with AirGate to create the premier Sprint PCS affiliate. We are working
closely with AirGate to ensure a smooth integration in order to continue the
combined company's superior subscriber growth, strategic approach to its markets
and focus on shareholder value."
The company has scheduled a listen-only format conference call for
Wednesday, November 14, 2001 at 10:00 a.m. Eastern Time (9:00 a.m. Central
Time). To listen to the call, dial 1-888-238-2523 at least ten minutes before
the conference call begins and ask for the iPCS conference call. A replay of the
call will be available approximately one hour after the
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conclusion of the call and may be accessed until 12:00 p.m. Eastern Time on
November 21, 2001. To access the replay, dial 1-800-633-8284 using a pass code
of 19969152. To access the replay from international locations, dial
1-858-812-6440 and use the same passcode.
In addition, investors, analysts and the general public will also have
the opportunity to listen to the conference call free over the Internet by
visiting CCBN's website, www.companyboardroom.com. To listen to the call on the
web, please visit the web site at least fifteen minutes prior to the call in
order to download and install any necessary audio software. For those who cannot
listen on Wednesday, a webcast replay will be available shortly after the call.
About iPCS
iPCS, Inc. is a Sprint PCS Network Partner providing Sprint PCS
wireless personal communication services in the Midwestern United States. iPCS
has the exclusive right to provide mobile wireless personal communication
network services under the Sprint PCS brand to a total population of more than
7.4 million in 37 markets located in Illinois, Michigan, Iowa and eastern
Nebraska. iPCS began providing service in December 1999 and provides service in
29 markets covering approximately 5.0 million residents.
On August 28, 2001, iPCS, Inc., entered into an Agreement and Plan of
Merger with AirGate PCS, Inc. (Nasdaq/NM: PCSA) regarding the proposed
combination of AirGate and iPCS. AirGate and iPCS will combine in a tax-free,
stock for stock transaction in which AirGate will issue approximately 13.5
million shares of AirGate common stock, including 1.1 million shares reserved
for issuance upon the exercise of outstanding iPCS options and warrants. Upon
completion of the merger, iPCS will become a wholly owned subsidiary of AirGate.
The completion of the merger is subject to stockholder approval by both
companies. The special meetings of the AirGate stockholders and iPCS
stockholders have each been set for November 27, 2001. A majority of the
stockholders of iPCS have agreed to vote their shares in favor of the merger.
The closing of the merger is also subject to other customary conditions,
including regulatory approval under the Hart-Scott-Rodino Act and the consent or
approval of Sprint PCS and the lenders under the AirGate and iPCS credit
facilities, all of which have been obtained. It is anticipated that the merger
will close around the end of November, 2001.
About Sprint
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Sprint is a global communications company serving 23 million business
and residential customers in more than 70 countries. With more than 80,000
employees worldwide and $23 billion in annual revenues, Sprint is widely
recognized for developing, engineering and deploying state of the art network
technologies, including the United States' first nationwide all-digital,
fiber-optic network. Sprint's award-winning Tier 1 Internet backbone is being
extended to key global markets to provide customers with a broad portfolio of
scaleable IP products. Sprint's high-capacity, high-speed network gives
customers fast, dependable, non-stop access to the vast majority of the world's
Internet content. Sprint also operates the largest 100-percent digital,
nationwide PCS wireless network in the United States, already serving the
majority of the nation's metropolitan areas including more than 4,000 cities and
communities. For more information, visit the Sprint PCS web site at
http://www.sprintpcs.com.
-------------------------
Statements contained in this news release that are forward-looking
statements, such as statements concerning the anticipated closing date of the
merger and statements containing terms such as "can," "may," "will," "expect,"
"plan," and similar terms, are subject to various risks and uncertainties. Such
forward-looking statements are made pursuant to the "safe-harbor" provisions of
the Private Securities Litigation Reform Act of 1995 and are made based on
management's current expectations or beliefs as well as assumptions made by, and
information currently available to, management. A variety of factors could cause
actual results to differ materially from those anticipated in iPCS'
forward-looking statements, including the following factors: receipt and timing
of stockholder approval of the merger; our dependence on our affiliation with
Sprint PCS; the need to successfully complete the build-out of our network; our
lack of operating history and anticipation of future losses; our dependence on
Sprint PCS' back office services; potential fluctuations in our operating
results; increased competition in our markets; our potential need for additional
capital; our potential inability to expand our services and related products in
the event of substantial increases in demand for these services and related
products; and our ability to attract and retain skilled personnel. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
reflect management's analysis only as of the date hereof. We do not undertake
any obligation to publicly revise these forward-looking statements to reflect
events or circumstances that arise after the date hereof. Readers should
carefully review the risk factors described in other documents we have filed and
will file from time to time with the Securities and Exchange Commission.
4
In connection with the proposed merger, AirGate PCS, Inc. has filed
with the SEC a proxy statement/prospectus. INVESTORS AND SECURITY HOLDERS ARE
URGED TO CAREFULLY READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED
MERGER BECAUSE IT CONTAINS IMPORTANT INFORMATION. Investors and security holders
may obtain a free copy of the proxy statement/prospectus and other documents
containing information about AirGate and iPCS without charge, at the SEC's web
site at www.sec.gov. Copies of the proxy statement/prospectus and the SEC
filings that are incorporated by reference in the proxy statement/prospectus may
also be obtained for free by directing a request to: Sharon Kushner, AirGate
PCS, Inc., 233 Peachtree St. N.E., Harris Tower, Suite 1700, Atlanta, Georgia
30303, Phone: 404-525-7272, Fax: 404-525-7922.
On January 8, 2001, the Securities and Exchange Commission declared
effective iPCS' registration statement relating to the resale of up to 300,000
warrants to purchase shares of its common stock and the offer and sale of
2,982,699 shares of its common stock.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy shares of iPCS or shares of AirGate which may be
issued in the proposed merger with AirGate nor shall there be any sale of these
securities in any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any
such state. Offers to sell securities of iPCS or AirGate will be made only by
means of a prospectus.
Tables to Follow:
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iPCS, INC. AND SUBSIDIARIES AND PREDECESSOR
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share data)
(Unaudited)
For the Three-Month Period For the Nine-Month Period
Ended September 30, Ended September 30,
2001 2000 2001 2000
---- ---- ---- ----
Revenues:
Service ...................................................... $ 33,160 $ 5,814 $ 71,834 $ 9,914
Equipment and Other .......................................... 2,341 695 5,678 1,700
----------- ------------ ------------ ------------
Total revenues ............................................ 35,501 6,509 77,512 11,614
----------- ------------ ------------ ------------
Operating Expenses:
Cost of service .............................................. $ 29,002 $ 5,104 $ 60,496 $ 9,812
Cost of equipment ............................................ 7,440 2,394 18,292 4,977
Selling ...................................................... 7,874 2,395 20,845 4,960
General and administrative:
Non-cash compensation ..................................... 510 2,206 1,530 10,686
Taxes on non-cash compensation ............................ - - - 1,567
Other general and administrative .......................... 4,605 2,304 8,635 4,694
Depreciation and amortization ................................ 6,826 2,622 15,385 5,549
----------- ------------ ------------ ------------
Total operating expenses .................................. 56,257 17,025 125,183 42,245
----------- ------------ ------------ ------------
Loss from operations ............................................ (20,756) (10,516) (47,671) (30,631)
Other Income (Expense):
Interest income .............................................. 639 1,854 3,537 1,949
Interest expense ............................................. (6,313) (5,665) (16,995) (6,259)
Other income (expense), net .................................. (417) 226 470 424
----------- ------------ ------------ ------------
Loss before extraordinary item .................................. (26,847) (14,101) (60,659) (34,517)
Extraordinary item - loss on early extinguishment of debt ....... - (1,485) - (1,485)
----------- ------------ ------------ ------------
Net loss ........................................................ $ (26,847) $ (15,586) $ (60,659) $ (36,002)
----------- ------------ ------------ ------------
Loss before extraordinary item .................................. $ (26,847) $ (14,101) $ (60,659) $ (34,517)
Beneficial conversion feature related to redeemable
preferred stock ............................................... (46,387) (46,387)
Dividends and accretion on redeemable preferred stock ........... (2,549) (881) (7,468) (881)
----------- ------------ ------------ ------------
Loss available to common stockholders ........................... $ (29,396) $ (61,369) $ (68,127) $ (81,785)
Extraordinary item .............................................. - (1,485) - (1,485)
----------- ------------ ------------ ------------
Net loss available to common stockholders ....................... $ (29,396) $ (62,854) $ (68,127) $ (83,270)
=========== ============ ============ ============
Basic and diluted net loss per share of common stock: ...........
Loss available to common stockholders before extraordinary
item ........................................................ $ (0.66) $ (1.37) $ (1.52) $ (1.83)
Extraordinary item ........................................... - (0.03) - (0.03)
Net loss available to common stockholders ....................... $ (0.66) $ (1.40) $ (1.52) $ (1.86)
Weighted average common shares outstanding ...................... 44,869,643 44,869,643 44,869,643 44,869,643
=========== ============ ============ ============
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iPCS, INC. AND SUBSIDIARIES AND PREDECESSOR
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September 30, December 31,
2001 2000
---- ----
(Unaudited)
Assets
Current Assets:
Cash and cash equivalents .............................................................. $ 54,579 $ 165,958
Accounts receivable, less allowance: 2001 - $2,713; 2000 - $328 ....................... 14,964 5,350
Other receivables ...................................................................... 1,604 231
Inventories ............................................................................ 3,379 3,314
Prepaid expenses and other assets ...................................................... 4,799 1,839
--------- ---------
Total current assets .............................................................. 79,325 176,692
Property and equipment including construction in progress, net ............................ 198,161 129,087
Financing costs, less accumulated amortization: 2001 - $1,173; 2000 - $445 ................ 9,558 10,045
Intangible assets, net .................................................................... 39,934 12,359
Other assets .............................................................................. 1,778 392
--------- ---------
Total assets ...................................................................... $ 328,756 $ 328,575
========= =========
Liabilities, Redeemable Preferred Stock and Equity (Deficiency)
Current Liabilities:
Accounts payable ....................................................................... $ 31,410 $ 27,294
Accrued expenses ....................................................................... 4,446 2,686
Accrued interest ....................................................................... 79 22
Deferred revenue ....................................................................... 4,742 1,346
Capital lease obligations - current portion ............................................ 7 12
--------- ---------
Total current liabilities ......................................................... 40,684 31,360
Deferred gain on tower sales .............................................................. 7,667 6,000
Deferred rent ............................................................................. 2,264 -
Deferred revenue .......................................................................... 1,763 392
Capital lease obligations - long-term portion ............................................. 373 225
Accrued interest .......................................................................... 16,944 6,219
Long-term debt ............................................................................ 191,392 157,581
--------- ---------
Total liabilities ................................................................. 261,087 201,777
--------- ---------
Redeemable preferred stock $0.01 par value; 75,000,000 shares authorized; 23,090,909
shares issued and outstanding .......................................................... 121,548 114,080
--------- ---------
Commitments and Contingencies
Equity (Deficiency):
Common stock, $0.01 par value; 300,000,000 shares authorized; 44,869,643 shares
issued and outstanding ................................................................ 449 449
Additional paid in capital ............................................................. 70,853 78,321
Unearned compensation .................................................................. (3,985) (5,515)
Accumulated deficit .................................................................... (121,196) (60,537)
--------- ---------
Total equity (deficiency) ......................................................... (53,879) 12,718
--------- ---------
Total liabilities, redeemable preferred stock and equity (deficiency) ............. $ 328,756 $ 328,575
========= =========
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PART 2 - THE FOLLOWING IS A TRANSCRIPT OF THE CONFERENCE CALL HOSTED BY iPCS,
INC. ON NOVEMBER 14, 2001 AT 9:00 A.M. CENTRAL TIME TO DISCUSS THIRD QUARTER
2001 RESULTS:
[operator]: Good morning and welcome to today's iPCS third quarter Earnings
Conference Call. This call will be in a listen-only format and is being
recorded. At this time, I'd like to turn the call over to Mr. Steb Chandor,
senior vice president and chief financial officer of iPCS. Please go ahead,
Mr. Chandor.
Steb Chandor: Thank you, [operator], and good morning everyone. We appreciate
you joining us for iPCS' Conference Call to review our third quarter
operating and financial results. We also want to welcome our Internet
participants listening to the call as it is being simulcast.
Before I turn the call over to Tim Yager, our President and CEO, I have a
few small housekeeping and disclosure related details to go over. You
should have received a fax and / or an email of the earnings release
earlier this morning. If you didn't get your release, please call our
offices at 847.944.2900 and ask for Edie Dorris; she can get one out to
you.
If you'd like to listen to a replay of today's call, it's available via
Webcast at www.companyboardroom.com or via a recorded telephone replay for
the next seven days. The replay is available at 1-800-633-8284 using a pass
code of 19969152.
8
As you know, management today is going to discuss certain subjects that
will contain forward-looking information. Such statements as "can, may,
will, expect, plan", and similar terms are subject to various risks and
uncertainties. Such forward-looking statements are made pursuant to the
Safe Harbor Provision of the Private Securities Litigation Reform Act of
1995 and are made based on management's current expectations or beliefs as
well as assumptions made by and information currently available to
management.
A variety of factors could cause actual results to differ materially from
those anticipated from iPCS' forward-looking statements.
For a detailed discussion of these factors and other cautionary statements
that could cause actual results to differ from iPCS' forward-looking
statements, please refer to the risk factors described in documents we have
filed and will file from time to time with the Securities and Exchange
Commission.
Lastly, as you know, we signed a definitive merger agreement with AirGate
PCS on August 28, 2001. In connection with the proposed merger, AirGate
PCS, Inc. has filed with the SEC a proxy statement/prospectus. Investors
and security holders are urged to carefully read the proxy
statement/prospectus regarding the proposed merger because it contains
important information. Investors and security holders may obtain a free
copy of the proxy statement/prospectus and other documents containing
information about AirGate and iPCS without charge, at the SEC's web site at
www.sec.gov.
9
Copies of the proxy statement/prospectus and the SEC filings that are
incorporated by reference in the proxy statement/prospectus may also be
obtained for free by directing a request to: Sharon Kushner, AirGate PCS,
Inc. at AirGate's offices in Atlanta, Georgia. Lastly, because of the
pending merger, our comments today will be governed accordingly and this
will be a listen-only call format.
Thank you for your patience during those brief housekeeping comments. I
will now turn the call over to Tim Yager.
Tim Yager: Thank you Steb and again thank you all for taking the time to join
us. In addition to Steb, I also have with me this morning Linda Wokoun, our
Chief Operating Officer. I will turn the call over to Steb and Linda in a
few minutes but, before I do that, I would like to run through some of the
highlights of our third quarter.
Overall, we are pleased with our accomplishments since our last conference
call. As you saw in our press release, we reported strong subscriber and
revenues growth for the quarter. Our subscriber base stood at approximately
135,000 at the end of the quarter, and we recorded total revenues of $35.5
million for the quarter. Service revenue, including both subscriber and
roaming revenue, for the third quarter was approximately $33.2 million. Our
EBITDA, excluding non-cash compensation expense and merger related
expenses, for the quarter was a negative $11 million.
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With respect to our build-out, we launched one new market in the quarter
with our remaining eight markets expected to be launched by the end of the
year. Our network coverage stands at approximately 5.0 million pops, which
is approximately two-thirds of our total pops of 7.4 million and nearly 80%
of the 6.3 million pops in these launched markets.
Lastly, we announced during the quarter the signing of a definitive merger
agreement with AirGate PCS. The completion of the merger is subject to
stockholder approval by both companies. The special meetings of the AirGate
stockholders and iPCS stockholders have each been set for November 27,
2001. The closing of the merger is also subject to other customary
conditions, including regulatory approval under the Hart-Scott-Rodino Act
and the consent or approval of Sprint PCS and the lenders under the AirGate
and iPCS credit facilities, all of which have been obtained. We are very
excited about combining our company with AirGate to create the premier
Sprint PCS affiliate and anticipate that the merger will close around the
end of November.
At this time, I'm going to turn the discussion over to Steb to go over the
financials in a little more detail.
Steb Chandor: Thanks, Tim.
I will quickly review some of the key numbers and resulting metrics for the
quarter.
As Tim pointed out, we ended the third quarter with approximately 135,000
subscribers on net additions of over 27,500. Our covered POP penetration at
the end of the third quarter was approximately 2.7 percent.
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Our churn, net of 30 day deactivations, was approximately 2.8 percent for
the quarter, which is up from our churn of 2.1 percent for the second
quarter. Linda will touch on churn in a few minutes.
As Tim mentioned, total revenues for the third quarter were $35.5 million,
which is an increase of 39 percent over the second quarter. We are pleased
with the 34 percent increase in subscriber revenues to $21.1 million in the
third quarter versus the $15.7 million we recorded the prior quarter. As a
reminder, our reciprocal travel rate with Spint PCS for the third quarter
was $0.20 per our agreements with Sprint PCS and will be at that level
through the end of the year. On January 1, 2002, our travel rate will
mirror that of the other affiliates.
Roaming revenues increased from $8.1 million in the second quarter to $12.1
million or nearly 50 percent. This increase was driven by the large
increase in roaming minutes, totaling 50.5 million in the third quarter
versus 33 million in the second quarter.
Base ARPU for the quarter was $58. This is up from $56 for the prior
quarter. The increase in ARPU primarily represents an increase in our
average monthly recurring charges. Our overall ARPU, which includes
roaming, was $91 for the third quarter compared to $84 for the second
quarter.
Our EBITDA loss, excluding non-cash compensation expense of $500,000 and
merger related expenses of $2.4 million, increased from $7.7 million in the
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second quarter to $11 million in the third quarter. Our net loss for the
quarter was $26.8 million.
Our cost of subscriber acquisition, or CPGA, for the quarter was
approximately $311. The decrease in CPGA from the $320 we recorded in the
second quarter reflected both a small reduction in handset subsidies as
well as a reduction in overall commission expenses.
For the quarter, average minutes of use per month per average subscriber
were 527 excluding roaming. This is up from 500 for the second quarter.
Total system minutes of use were approximately 243 million for the quarter
compared to approximately 174 million for the second quarter. Capital
expenditures for the quarter were about $28 million. Our capital
expenditures since inception of approximately $228 million translates into
approximately $45 per current covered pop.
Lastly, at the end of the quarter, iPCS had approximately $55 million in
cash and short-term investments and $90 million of borrowing availability
under our $140 million senior debt facility. Borrowings under the facility
total $50 million and have been drawn down per the terms of the agreement.
And at this time, I'll turn the presentation over to Linda, who will
discuss certain operational matters including market launches and
subscriber growth.
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Linda Wokoun: Thank you Steb, and good morning.
As previously mentioned, in the 3rd quarter, we added 27,500 net
subscribers for a 2.7% penetration rate on 5 million covered pops. Sales
were particularly strong in August as a result of a very successful Radio
Shack promotion and increased productivity in all channels. September sales
were somewhat slower due to the introduction of lower commissions and
longer charge-back periods for no-deposit ASL or NDASL sales. I'll touch on
that initiative in a few minutes. We also experienced slower customer
traffic in the days immediately following September 11/th/ but retail sales
have been building steadily since then.
Our retail stores and our national 3rd party dealers have increased their
productivity with a resulting shift in sales mix toward those channels. We
have been aggressively working to add Sprint retail stores in our newer
markets as well as expanding in our existing markets. New stores were
opened in Traverse City, Michigan, Waterloo and Iowa City, Iowa and new
locations have been added in Grand Rapids and Saginaw, Michigan. By the end
of the year we will add another retail store in Springfield, Illinois for a
total of 18 stores.
Churn increased in the 3rd quarter to 2.8% from 2.1% a quarter earlier.
Increased churn is largely due to non-pay disconnects. During the quarter,
iPCS implemented a new commission structure that links the cost of
acquiring NDASL customers with their value. NDASL commissions in our local
third
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party dealer channel are now well below what we pay for a standard rate
plan. The commission charge-back period was extended to 180 days and
incentives for basic post-paid plans have been increased. These risk
management techniques have combined to gradually reduce the proportion of
new sales that are activated on the NDASL plan. And, more importantly, the
cost of acquiring NDASL customers is now better aligned to the value of
those customers.
Our network build-out is nearing completion with all Sprint PCS build-out
requirements on target. At the end of the 3rd quarter we had 450 cell sites
on air. The Marshalltown, Iowa market was added to our list of markets
launched at the end of September. In conjunction with this launch we now
provide coverage in the cities of Knoxville, Pella and Oskaloosa, Iowa and
Platteville, Wisconsin, completing our Sprint requirements through the
third quarter.
Our Davenport switch, our third and last switch, will launch by the end of
the year as will the balance of our Iowa and Nebraska markets. By year-end
we will have approximately 600 cell sites on air.
As Tim indicated, we expect to close on our merger with AirGate at the end
of the month. Operations teams from AirGate and iPCS have been working
together to prepare budgets and coordinate plans for the holiday selling
season and for next year. Implementation planning is well underway and we
are looking forward to a quick and smooth integration.
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And with that, I'll turn it back to Tim.
Tim Yager: Thank you, Linda.
As you can tell from our discussions, we have had a strong first nine
months of the year. We continued the march towards the completion of our
build-out. Our subscriber growth remained strong and ahead of expectations.
We are excited about the future of iPCS and think the company is well
positioned to finish our required build-out and continue our recent
momentum for the last few months of the year. And most importantly, we are
very excited about the pending merger with AirGate. We are working closely
with AirGate to ensure a smooth integration in order to continue the
combined company's superior subscriber growth and focus on stockholder
value.
Again, I would like to personally thank everyone for their support of iPCS
for the last couple of years. I also want to reiterate my excitement about
our pending transaction with AirGate. It have been a pleasure to get to
know them better over the last few months and I have more confidence now
about our future success. Thank you for joining our call and will not turn
the call back over to [operator].
Operator: Thank you, sir. That does conclude today's conference call. Thank you
for your participation.
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