CNSL

Consolidated Communications Holdings, Inc.

Consolidated Communications Holdings, Inc. and its subsidiaries operates its businesses under the name Consolidated Communications. We are an established rural local exchange carrier (“RLEC”) providing communications services to residential and business customers in Illinois, Texas and Pennsylvania. With 247,235 local access lines, an estimated 72,681 Competitive Local Exchange Carrier (“CLEC”) access line equivalents, 100,122 digital subscriber lines (“DSL”) and 23,127 Internet Protocol digital television (“IPTV”) subscribers at December 31, 2009, we believe that we are one of the largest pure play RLECs in the United States. The Company offers a wide range of telecommunications services, including local and long-distance service, digital telephone service (“VOIP”), custom calling features, private line services, dial-up and high-speed broadband Internet access, IPTV, carrier access services, network capacity services over our regional fiber optic network, directory publishing and CLEC calling services. We also operate a number of non-core complementary businesses, including providing telephone services to county jails and state prisons and equipment sales.

Founded in 1894 as the Mattoon Telephone Company by the great-grandfather of our current Chairman, Richard A. Lumpkin, we began as one of the nation’s first independent telephone companies. After several acquisitions, the Mattoon Telephone Company was incorporated as the Illinois Consolidated Telephone Company (“ICTC”) on April 10, 1924. In 1997, McLeodUSA acquired ICTC and all related businesses from the Lumpkin family. In 2002, Mr. Lumpkin and two private equity firms, Spectrum Equity and Providence Equity, repurchased ICTC and several related businesses.

On April 14, 2004, we acquired TXU Communications Ventures Company (“TXUCV”) from TXU Corporation. TXUCV owned rural telephone operations in Lufkin, Conroe, and Katy, Texas, which had been operating in those markets for over 90 years. This acquisition approximately tripled the size of the Company.

On July 27, 2005, we completed an initial public offering of our common stock. At the same time, Spectrum Equity sold its entire investment and Providence Equity sold 50% of its investment. In July 2006, we repurchased the remaining shares owned by Providence Equity.

On December 31, 2007, we acquired all of the capital stock of North Pittsburgh Systems, Inc. (“North Pittsburgh”). Through its subsidiaries, North Pittsburgh provides advanced communication services to residential and business customers in several counties in western Pennsylvania and operates a CLEC in the Pittsburgh metropolitan area. The results of operations for North Pittsburgh are included in the Company’s Telephone Operations segment beginning January 1, 2008 and thereafter.

We are a Delaware corporation organized in 2002, and are the successor to businesses engaged in providing telecommunications services since 1894.

Business Overview

We derive our revenue principally from the sale of telecommunication services, including local and long-distance telephone (both traditional telephone service and VOIP), high-speed broadband Internet, and standard and high-definition IPTV services to residential and business customers in Illinois, Texas and Pennsylvania. We also derive revenues from a number of complementary non-core businesses, including telephone services to county jails and state prisons; equipment sales; and prior to 2010, telemarketing and order fulfillment and operator services. We operate in two reportable segments: Telephone Operations and Other Operations. Our Telephone Operations segment generates the substantial majority of our revenue and operating income and substantially all of our cash flow from operations.