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* Strengthens Windstream’s Position as the Leading Communications and Entertainment Company Serving Rural America
* Adds Approximately 158,000 Access Lines and 29,000 Broadband Customers, Nearly Doubling Windstream’s Presence in North Carolina
* Provides Opportunity to Generate Significant Synergies and Operating Efficiencies with Contiguous Markets
* Free Cash Flow Accretive in First Full Year and Reduces Dividend Payout Ratio
Windstream Corporation (NYSE: WIN) announced today that it has entered into a definitive agreement to acquire all of the outstanding shares of CT Communications, Inc. (NASDAQ: CTCI) for $31.50 per share in cash, which represents a 31 percent premium to CT Communications’ previous 30-day trading average. Including the assumption of cash and debt, the transaction is valued at approximately $585 million.
The acquisition is expected to close in the second half of 2007, subject to certain conditions, including necessary approvals from federal and state regulators and CT Communications shareholders. Windstream intends to finance the acquisition with debt and existing cash while maintaining its strong balance sheet.
Strategic Rationale
With this acquisition, Windstream adds attractive markets in North Carolina, which are adjacent to existing operations. CT Communications has broadband availability to 95 percent of its ILEC lines, 75 percent of which can offer up to 10Mb speeds. Once this acquisition is fully integrated, Windstream expects to realize free cash flow improvements through expected annual cost synergies of approximately $30 million as well as reductions in capital expenditures.
“CT Communications’ management and employees have built an exceptional business and are highly respected in their local communities. CT Communications fits strategically with Windstream and advances our strategy of continuing to grow through acquisitions while expanding our free cash flow,” said Jeff Gardner, President and CEO of Windstream.
For more information, visit www.windstream.com

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