-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LyV+tJAXz/F/47FaLgCLRa9Wbky/3n8ZH37RHQSr8DLPRpyhjTlnGERUGng4oiUM nMSZ/ivypLU+dN/aIankrw== 0000912057-01-508356.txt : 20010416 0000912057-01-508356.hdr.sgml : 20010416 ACCESSION NUMBER: 0000912057-01-508356 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010411 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FAIRPOINT COMMUNICATIONS INC CENTRAL INDEX KEY: 0001062613 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 133725229 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-56365 FILM NUMBER: 1601187 BUSINESS ADDRESS: STREET 1: 521 EAST MOREHEAD ST STREET 2: STE 250 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 7043448150 FORMER COMPANY: FORMER CONFORMED NAME: MJD COMMUNICATIONS INC DATE OF NAME CHANGE: 19980527 8-K 1 a2045378z8-k.txt 8-K 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): APRIL 11, 2001 ---------------- FAIRPOINT COMMUNICATIONS, INC. ------------------------------ (Exact Name of Registrant as specified in its charter) DELAWARE 333-56365 13-3725229 - ---------------------------- ----------------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 521 EAST MOREHEAD STREET, SUITE 250, CHARLOTTE, NORTH CAROLINA 28202 -------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (704) 344-8150 --------------- N/A -------------------------------------------------------------- (Former name or former address, if changed since last report): Item 5. Other Events On April 11, 2001, FairPoint Communications, Inc. (the "Company") issued a press release (the "Press Release") announcing that both the Company's and its competitive communications subsidiary, FairPoint Communications Solutions Corp., had amended their respective senior credit facilities. The Press Release is hereby incorporated by reference herein and is attached hereto as Exhibit 99.1. Item 7. Exhibits 99.1 Press Release, dated April 11, 2001. 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. FAIRPOINT COMMUNICATIONS, INC. By: /s/ Walter E. Leach, Jr. --------------------------------- Name: Walter E. Leach, Jr. Title: Senior Vice President and Chief Financial Officer Date: April 12, 2001 EX-99.1 2 a2045378zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: Timothy W. Henry Phone: (704) 344-8150 E-mail: Thenry@fairpoint.com FAIRPOINT COMMUNICATIONS, INC. AND FAIRPOINT COMMUNICATIONS SOLUTIONS CORP. ANNOUNCE AMENDMENTS TO THEIR RESPECTIVE SENIOR CREDIT FACILITIES FAIRPOINT COMMUNICATIONS, INC.: OBTAINS COMMITMENTS TO INCREASE ITS TERM TRANCHES BY $64 MILLION AND AN ABILITY TO INCREASE ITS TERM TRANCHES BY AN ADDITIONAL $86 MILLION REVISES LOAN AMORTIZATION OF ITS REVOLVING CREDIT FACILITIES UNDER ITS SENIOR CREDIT FACILITY RESETS CERTAIN FINANCIAL COVENANTS FAIRPOINT COMMUNICATIONS SOLUTIONS CORP.: REDUCES FACILITY COMMITMENT TO $200 MILLION FROM $250 MILLION IMPROVES LIQUIDITY AND FUNDING FOR POTENTIAL FUTURE GROWTH RESETS CERTAIN FINANCIAL COVENANTS. ------------------------------------------------------ CHARLOTTE, N.C. - APRIL 11, 2001 - FairPoint Communications, Inc. ("FairPoint" or the "Company"), an integrated communications provider, and FairPoint Communications Solutions Corp. ("Solutions"), the Company's competitive communications subsidiary, have successfully amended their respective senior credit facilities, it was announced today. The amendment to FairPoint's senior credit facility was effective March 30, 2001. The amendment revised the loan amortization schedules of the revolving facilities such that no payments are required until September 2004, and revised various financial covenants. Additionally, the amendment allows the Company the opportunity to increase, through December 31, 2001, its term loan tranches by an amount up to $150 million. On April 9, 2001, the Company received new commitments to increase its term loan tranches by $64 million. Cash proceeds will be used to reduce the current outstanding amounts under the Company's revolving credit facilities, thereby effectively increasing the availability under these commitments. These changes increase the Company's liquidity and create greater capacity to pursue attractive acquisition opportunities of traditional telephone companies serving rural communities across the United States. Deutsche Bank Alex Brown acts as the Administrative Agent to the FairPoint credit facility. A representative from the Deutsche Bank commented, "We continue to be pleased with the Company's stable financial performance, business plan execution and growth prospects. In the face of an extremely difficult capital market condition for telecom companies, we consider the amendment and term loan increase to be a significant achievement." Solutions, the Company's competitive communications business, also completed an amendment to its senior secured credit facility effective March 21, 2001. In December 2000, and January 2001, Solutions announced the scaling back of its growth strategy which significantly reduced its capital requirements. This amendment reduces the facility size to $200 million from $250 million and resets various financial covenants based on Solutions' revised business plan. This amendment incorporates changes that take into account Solutions' pro-active response to the deterioration in the capital markets and its decision to redirect its efforts from rapid new market growth to a more measured, high quality revenue growth strategy in Solutions' existing markets. As before, Solutions maintains a fully funded business plan. "We are pleased that our lenders, in both credit facilities, continue to be very supportive of our unique business strategy as indicated by their actions in approving the changes to the respective credit facilities," commented FairPoint CEO Jack Thomas. "These improvements will give us added flexibility to continue implementing our business plan." ABOUT FAIRPOINT FairPoint Communications is an integrated communications provider offering voice, Internet, data, Web-enabled and other related communication services to customers served by its traditional telephone companies. It provides similar services to small and medium size businesses in targeted ex-urban markets through execution of a competitive local exchange communications business that utilizes the network and infrastructure of its traditional telephone companies to service these adjacent markets. FairPoint Communications was incorporated in 1991 to take advantage of the consolidation opportunities in the highly fragmented rural independent telephone industry. Since 1993, the Company has completed 28 acquisitions and serves customers in 17 states across the United States. In 1998, the Company established its competitive communications subsidiary, FairPoint Communications Solutions Corp., to pursue new market opportunities created by the deregulation of the local exchange carrier markets. Solutions is pursuing a regional "edge-out" facilities-based strategy entering markets near its traditional telephone companies and competing with the incumbent local exchange carrier. As of February 28, 2001, FairPoint and Solutions together served approximately 357,000 access lines in 22 states across the United States. The company reported consolidated revenue of approximately $246 million for its fiscal year ended December 31, 2000. FORWARD LOOKING STATEMENTS The statements in this news release that are not historical facts are forward-looking statements that are subject to material risks and uncertainties. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors which are discussed in previous FairPoint Communications, Inc., filings with the Securities and Exchange Commission. These risks and uncertainties include, but are not limited to, uncertainties relating to economic conditions, acquisitions and divestitures, growth and expansion risks, the availability of equipment, materials, inventories and programming, product acceptance, and the ability to construct, expand and upgrade its services and facilities. FairPoint does not undertake to update any forward-looking statements in this news release or with respect to matters described herein. ### -----END PRIVACY-ENHANCED MESSAGE-----