UNITED STATES

SECURITIES AND EXCHANGE COMMISSION  

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) 

of the Securities Exchange Act of 1934 

Date of Report (Date of earliest event reported): June 24, 2019

 

 

 

Uniti Group Inc. 

(Exact name of registrant as specified in its charter)

 

 
         
Maryland   001-36708   46-5230630

(State or other jurisdiction

of incorporation)

 

 

(Commission 

File Number)

 

 

(IRS Employer

Identification No.)

 

     

10802 Executive Center Drive

Benton Building Suite 300

Little Rock, Arkansas

  72211
(Address of principal executive offices)   (Zip Code)
             

Registrant’s telephone number, including area code: (501) 850-0820

 

Not Applicable

(Former name or former address, if changed since last report.)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock UNIT The NASDAQ Global Select Market

 

 

 

Item 8.01 Other Events

 

Uniti Group Inc. (the “Company”) received notice from PEG Bandwidth Holdings, LLC, the sole holder of the Company’s 3.00% Series A Convertible Preferred Stock, that it has elected to convert all of its shares. The Company has elected to settle the conversion in shares of common stock and will be required to issue common stock with a total value of $87,500,000 based on the five-day volume weighted average price of its common stock ending on June 27, 2019. The settlement of the conversion is scheduled to occur on July 2, 2019.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date: June 24, 2019 UNITI GROUP INC.
   
         
  By: /s/ Daniel L. Heard
    Name:   Daniel L. Heard
    Title:   Executive Vice President – General Counsel and Secretary