Hawaiian Telcom to Acquire Wavecom Solutions

News Release from Hawaiian Telcom July 12, 2012 

Hawaiian Telcom Holdco (Nasdaq:HCOM), Hawaii's leader in integrated communications solutions, today announced that its Hawaiian Telcom, Inc. subsidiary has signed a definitive agreement to acquire Wavecom Solutions Corporation's competitive local exchange carrier (CLEC) business. The stock purchase transaction is valued at $13 million, subject to customary working capital adjustments at closing.

Wavecom Solutions, headquartered in Honolulu, is an information and communications technology company and a facilities-based CLEC, providing voice, data and converged services to small and medium-sized business and carrier customers. The company services more than 1,700 customers statewide through a six-island subsea and terrestrial fiber network.

With the addition of Wavecom Solutions, Hawaiian Telcom enhances its network capabilities by augmenting next-generation fiber capacity and diversity statewide. The enhanced capabilities will better position the company to deliver next generation, end-to-end solutions for customers throughout Hawaii.

"Wavecom Solutions and Hawaiian Telcom have been collaborating for years to serve growing customer demand for high speed Internet bandwidth and advanced communications," stated Eric K. Yeaman, President and CEO of Hawaiian Telcom. "By integrating Wavecom Solutions' six-island subsea and terrestrial fiber network and business capabilities with the strength of Hawaiian Telcom's technology and operations, we'll be better positioned to execute on our strategic plan and drive long-term value for shareholders."

"Hawaiian Telcom is the ideal provider for our valued customer base and business that Wavecom Solutions has worked hard to build," said Jeremy Amen, CEO of Wavecom Solutions. "By combining our businesses, Hawaiian Telcom will be able to deliver a rich portfolio of innovative services over the broadest and most redundant network in the state, enabling Hawaiian Telcom to provide an even greater customer experience for Hawaii's people and enterprises. It's a win for the customers," Amen said.

While Hawaiian Telcom has been completing ongoing incremental network enhancements and business development, the acquisition adds complementary breadth to its leading-edge MPLS network in a shorter time and at lower risk. Hawaiian Telcom and Wavecom Solutions have developed among the most technically advanced workforces in Hawaii, dedicated to providing innovative solutions and superior customer service.

Hawaiian Telcom expects to finance the transaction with existing liquidity using cash on hand.

Hawaiian Telcom estimates the transaction will generate approximately $4.5 million of annual unlevered free cash flow upon completion of integration activities as a result of net incremental revenues and EBITDA of approximately $7 million and $3.5 million, respectively, as well as network related capital expenditure synergies.

D.A. Davidson & Co. initiated the transaction and acted as the exclusive financial advisor to Wavecom Solutions.

The acquisition remains subject to customary closing conditions, including federal and state regulatory approvals, which are expected to take 90 to 120 days. During the regulatory approval processes, Wavecom Solutions will continue normal operations and the companies will begin coordination toward an optimal transition for Wavecom Solutions' customers, employees, and facilities.