Uniti (NASDAQ: UNIT) launches $1.14B secured fiber network notes deal
Rhea-AI Filing Summary
Uniti Group Inc. is launching a private offering of $1,140,710,000 aggregate principal amount of secured fiber network revenue term notes through its subsidiary Kinetic ABS Issuer LLC. The notes are expected to be secured by residential fiber network assets and related customer agreements across ten U.S. states and are expected to have an anticipated repayment date in June 2033.
The issuer plans to increase the maximum commitment and extend the maturity of its existing liquidity funding note facility to match the notes’ final maturity. Uniti intends to use net proceeds for general corporate purposes, which may include success-based capital expenditures and repayment of outstanding debt. The notes will be sold in a private offering to qualified institutional buyers under Rule 144A and outside the United States under Regulation S.
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Insights
Uniti plans a large, asset-backed note issuance to fund corporate needs.
Uniti Group Inc. plans to issue $1,140,710,000 in secured fiber network revenue term notes via Kinetic ABS Issuer LLC. The notes are expected to be secured by residential fiber assets and customer agreements in ten states, with an anticipated repayment date in June 2033.
The structure uses a limited-purpose, bankruptcy remote issuer and designates the issuer group as unrestricted subsidiaries under Uniti’s credit agreement and senior note indentures. In connection with the deal, the issuer expects to increase the maximum commitment and extend the maturity of its existing liquidity funding note facility to align with the notes’ final maturity.
Uniti intends to use net proceeds for general corporate purposes, including potential success-based capital expenditures and repayment of outstanding debt. The notes will be offered privately to qualified institutional buyers under Rule 144A and to investors outside the United States under Regulation S, so activity will depend on market conditions at pricing.
8-K Event Classification
Key Figures
Key Terms
secured fiber network revenue term notes financial
Rule 144A regulatory
Regulation S regulatory
unrestricted subsidiaries financial
liquidity funding note facility financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events
On June 1, 2026, Uniti Group Inc. (“Uniti” or the “Company”) issued a press release to announce an offering of $1,140.71 million aggregate principal amount of secured fiber network revenue term notes (the “Notes”) by its subsidiary, Kinetic ABS Issuer LLC (the “Issuer”). The Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act or any applicable state securities laws.
In connection with the offering of the Notes, the Issuer expects to (i) increase the maximum commitment under its existing liquidity funding note facility to reflect the increase in the transaction’s liquidity reserve requirements that would result from the issuance of the Notes and (ii) extend the maturity of the existing liquidity note facility to align with the final maturity date of the Notes.
Uniti intends to use the net proceeds of the offering of the Notes for general corporate purposes, which may include success-based capital expenditures and/or repayment of outstanding debt.
The Notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and outside the United States in compliance with Regulation S under the Securities Act. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on assumptions with respect to the future and management’s current expectations, involve certain risks and uncertainties, and are not guarantees. These forward-looking statements include, but are not limited to, statements regarding the proposed offering of the Notes and use of proceeds therefrom. The words “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would,” “predicts” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company may not actually achieve the plans, intentions or expectations disclosed in its forward-looking statements, and you should not place undue reliance on the forward-looking statements. Future results may differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that the Company makes. These forward-looking statements involve risks and uncertainties, known and unknown, that could cause events and results to differ materially from those in the forward-looking statements, including, without limitation: the levels of demand for our residential fiber network services within the markets related to the Notes, general market conditions within such markets, our ability to maintain and grow our residential fiber network services within these markets, unanticipated difficulties or expenditures relating to the merger of Uniti and Windstream; competition and overbuilding in consumer service areas and general competition in business markets; risks related to Uniti’s indebtedness, which could reduce funds available for business purposes and operational flexibility; rapid changes in technology, which could affect its ability to compete; risks relating to information technology system failures, network disruptions, and failure to protect, loss of, or unauthorized access to, or release of, data; risks related to various forms of regulation from the Federal Communications Commission, state regulatory commissions and other government entities and effects of unfavorable legal proceedings, government investigations, and complex and changing laws; risks inherent in the communications industry and associated with general economic conditions; and additional risks set forth in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Uniti’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings with the U.S. Securities and Exchange Commission. The discussion of such risks is not an indication that any such risks have occurred at the time of this filing. The Company does not assume any obligation to update any forward-looking statements. Uniti expressly disclaims any obligation to release publicly any updates or revisions to any of the forward-looking statements set forth in this press release to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. |
Description of Exhibit | |
| 99.1 | Press release issued June 1, 2026. | |
| 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 Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| UNITI GROUP INC. | ||
| By: |
/s/ Daniel L. Heard | |
| Name: Daniel L. Heard | ||
| Title: Senior Executive Vice President - General Counsel and Secretary | ||
Dated: June 1, 2026
Exhibit 99.1
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Press Release
Release date: June 1, 2026
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Uniti Group Inc. Announces Launch of Second Kinetic Fiber Securitization Notes Offering
Uniti Group Inc. (the “Company,” “Uniti,” or “we”) (Nasdaq: UNIT) today announced that Kinetic ABS Issuer LLC, a limited-purpose, bankruptcy remote subsidiary of Uniti (the “Issuer”), has commenced an offering of $1,140,710,000 aggregate principal amount of secured fiber network revenue term notes (the “Notes”), the issuance and sale of which are subject to market conditions and other factors. The Notes are expected to have an anticipated repayment date in June 2033. The Notes are expected to be secured by certain residential fiber network assets and related customer agreements in the States of Texas, Arkansas, Kentucky, Ohio, Georgia, Iowa, Alabama, Florida, North Carolina and Oklahoma. Each of the Issuer and its direct parent entity and subsidiaries are designated as “unrestricted subsidiaries” under Uniti’s credit agreement and the indentures governing its outstanding senior notes.
In connection with the offering of the Notes, the Issuer expects to (i) increase the maximum commitment under its existing liquidity funding note facility to reflect the increase in the transaction’s liquidity reserve requirements that would result from the issuance of the Notes and (ii) extend the maturity of the existing liquidity note facility to align with the final maturity date of the Notes.
Uniti intends to use the net proceeds of the offering of the Notes for general corporate purposes, which may include success-based capital expenditures and/or repayment of outstanding debt.
The Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act or any applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and outside the United States in compliance with Regulation S under the Securities Act.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
ABOUT UNITI
Uniti is a premier insurgent fiber provider dedicated to enabling mission-critical connectivity across the United States. We build, operate, and deliver fast and reliable communications services, empowering more than a million consumers and businesses in the digital economy. Our broad portfolio of services is offered through a suite of brands: Uniti Wholesale, Kinetic, Uniti Fiber, and Uniti Solutions.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on assumptions with respect to the future and management’s current expectations, involve certain risks and uncertainties, and are not guarantees. These forward-looking statements include, but are not limited to, statements regarding the proposed offering of the Notes and use of proceeds therefrom. The words “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would,” “predicts” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company may not actually achieve the plans, intentions or expectations disclosed in its forward-looking statements, and you should not place undue reliance on the forward-looking statements. Future results may differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that the Company makes. These forward-looking statements involve risks and uncertainties, known and unknown, that could cause events and results to differ materially from those in the forward-looking statements, including, without limitation: the levels of demand for our residential fiber network services within the markets related to the Notes, general market conditions within such markets, our ability to maintain and grow our residential fiber network services within these markets, unanticipated difficulties or expenditures relating to the merger of Uniti and Windstream; competition and overbuilding in consumer service areas and general competition in business markets; risks related to Uniti’s indebtedness, which could reduce funds available for business purposes and operational flexibility; rapid changes in technology, which could affect its ability to compete; risks relating to information technology system failures, network disruptions, and failure to protect, loss of, or unauthorized access to, or release of, data; risks related to various forms of regulation from the Federal Communications Commission, state regulatory commissions and other government entities and effects of unfavorable legal proceedings, government investigations, and complex and changing laws; risks inherent in the communications industry and associated with general economic conditions; and additional risks set forth in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Uniti’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings with the U.S. Securities and Exchange Commission. The discussion of such risks is not an indication that any such risks have occurred at the time of this filing. The Company does not assume any obligation to update any forward-looking statements. Uniti expressly disclaims any obligation to release publicly any updates or revisions to any of the forward-looking statements set forth in this press release to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
INVESTOR CONTACTS:
Paul Bullington, 251-662-1512
Senior Executive Vice President, Chief Financial Officer & Treasurer
paul.bullington@uniti.com
Bill DiTullio, 501-850-0872
Senior Vice President, Investor Relations & Treasury
bill.ditullio@uniti.com
MEDIA CONTACTS:
Scott L. Morris
Associate Director, Media & External Communications
501-580-4759
scott.l.morris@uniti.com
Brandi Stafford
Vice President, Corporate Communications
501-351-0067
brandi.stafford@uniti.com