-----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, EGDvTHIJLMgzQTgkedbNw5NT8Cg+pOhi564QCj4uj260PWgnVsT7/+uWKh7+uCfg hlRImeGkggtVOQbeAmjbHQ== 0000902561-00-000151.txt : 20000308 0000902561-00-000151.hdr.sgml : 20000308 ACCESSION NUMBER: 0000902561-00-000151 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000306 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000307 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CT COMMUNICATIONS INC /NC CENTRAL INDEX KEY: 0000023259 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 561837282 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19179 FILM NUMBER: 562851 BUSINESS ADDRESS: STREET 1: 68 CABARRUS AVE EAST STREET 2: P O BOX 227 CITY: CONCORD STATE: NC ZIP: 28025 BUSINESS PHONE: 7047880244 MAIL ADDRESS: STREET 1: 68 CABARRUS AVE EAST STREET 2: PO BOX 227 CITY: CONCORD STATE: NC ZIP: 28025 FORMER COMPANY: FORMER CONFORMED NAME: CONCORD TELEPHONE CO DATE OF NAME CHANGE: 19920703 8-K 1 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): March 6, 2000 CT COMMUNICATIONS, INC. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) North Carolina 0-19179 56-1837282 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation or Identification organization) Number) 68 Cabarrus Avenue, East, Concord, North Carolina 28025 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (704) 722-2500) --------------- ITEM 5 OTHER EVENTS On March 6, 2000, CT Communications, Inc. (the "Registrant") announced financial results for the three-month period and year ended December 31, 1999. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K. Also on March 6, 2000, the Registrant announced a two-for-one stock dividend on all of its issued and outstanding shares of Common Stock. The dividend is payable on April 5, 2000 to shareholders of record as of the close of business on March 15, 2000. A copy of the press release is included as Exhibit 99.2 to this Current Report on Form 8-K. ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS (c) The following exhibits are filed herewith: Exhibit No. Description ---------- -------------- 99.1 News release disseminated on March 6, 2000 by CT Communications, Inc., announcing financial results for the three-month period and year ended December 31, 1999. 99.2 News release disseminated on March 6, 2000 by CT Communications, Inc., announcing a two-for-one stock dividend on all of its issued and outstanding Common Stock. 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 thereunto duly authorized. CT COMMUNICATIONS, INC. By: /s/ Amy M. Justis ------------------------ Amy M. Justis Vice President - Finance Dated: March 7, 2000 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 News Release disseminated on March 6, 2000 by CT Communications, Inc., announcing financial results for the three-month period and year ended December 31, 1999. 99.2 News Release disseminated on March 6, 2000 by CT Communications, Inc., announcing a two-for-one stock dividend on all of its issued and outstanding Common Stock. EX-99.1 2 PRESS RELEASE RE: RECORD EARNINGS 1999 March 6, 2000 For Immediate Release Contact: Barry Rubens 704.722.2404 Mark Hadley 704.722.3251 CT Communications Reports Record Earnings for 1999 CT Communications, Inc. ("CTC" Nasdaq: CTCI) announced a record net income of $23.1 million, or diluted earnings per common share of $2.44, for the year ended December 31, 1999, an increase of 72% over 1998. Net income for the fourth quarter of 1999 was $5.0 million, or diluted earnings per common share of $0.53, an increase of 31% over the fourth quarter of 1998. These results are driven primarily by strong growth across the company's four business segments and by gain on the sale of a portion of the company's investment portfolio. Revenues were $105.6 million in 1999, a 15% increase over 1998, and $27.6 million in the fourth quarter of 1999, a 12% increase over fourth quarter of 1998. Drivers of the year over year revenue increase include: -Strong customer growth and revenue enhancements in the core telephone business. Access lines grew by over 7% to 116,935 with business access lines growth of nearly 14% and residential access lines growth of over 5%. Custom call feature revenue growth increased by more than 20%. -Significant access line growth in the competitive local exchange carrier ("CLEC"). More than 2,000 access lines were installed in 1999 for the CLEC to bring the total lines in service to over 3,500. Total lines sold at the end of 1999 was over 4,000. Over 1,000 lines were installed in 1999 at Concord Mills Mall, a large retail center approximately 10 miles north of Charlotte. CTC is the preferred provider for the merchants and has currently serves 100% of the local access lines. In addition, during January and February of 2000 CTC has sold over 1,600 lines in its CLEC markets. -Continued expansion of the Internet and Data Services business. Revenues increased over 70% with the addition of 3,621 customers and the roll-out of new products including QuickClick, CTC's DSL service. -High digital wireless subscriber growth. CTC opened their fourth DCS retail store in third quarter and had 10,700 subscribers by the end of 1999, a 65% increase over 1998. Operating expenses, including depreciation and amortization, increased $13 million or 18% over 1998 to $83.2 million. This increase was primarily due to the expense related to the high growth in the competitive businesses coupled with the increase in the depreciable asset base. Operating income was $22.4 million for year-end 1999, an increase of 4% over 1998. For the fourth quarter of 1999 operating income was $5.6 million, a 20% increase over fourth quarter of 1998. EBITDA increased $3.2 million or 9% to $37.5 million in 1999. For the fourth quarter of 1999 EBITDA was $9.2 million, a 9% increase over fourth quarter of 1998. Other income increased from $.9 million in 1998 to $16.4 million in 1999 including $21.6 million of pretax gains on the sale of 660,000 shares of ITC^DeltaCom stock during the year. As of December 31, 1999, CTC owned approximately 941,000 shares of ITC^DeltaCom (Nasdaq: ITCD) stock as well as 944,000 shares of Illuminet Holdings Inc. (Nasdaq: ILUM). In the fourth quarter other income was $2.7 million versus $1.2 million in the fourth quarter of 1998. "Strong growth and financial milestones made 1999 an exciting year for CT Communications and its shareholders. We are particularly pleased at the continued strength of our revenue and earnings growth," said Michael R. Coltrane, president and chief executive officer. "By expanding our products and services we were able to continue to meet our customers expanding communication needs and by expanding into new markets we were able to reach new customers with our service in 1999. We look forward to the year ahead and to the continued opportunities for growth and expansion our industry and communities provide." CTC is also announcing today that its Board of Directors approved a 2-for-1 split of its common stock, payable on April 5, 2000. Shareholders of its common stock will receive one additional share for every share held on the record date of March 15, 2000. CT Communications, Inc., which is headquartered in Concord, N.C., is a growing provider of integrated telecommunications services to residential and business customers located primarily in North and South Carolina. CT Communications, Inc. offers a comprehensive package of telecommunications services, including local and long distance telephone services, Internet and data services and digital wireless services.
Consolidated Statements of Income ($ in thousands, except per share amounts) Three Months Ended Three Months Ended December 31, 1999 December 31, 1998 ---------------------------------------------------- ILEC Services 19,731 18,355 CLEC and Long Distance Services 4,260 3,645 Internet and Data Services 1,492 1,190 Digital Wireless Services 1,518 1,014 Other 562 337 ---------------------------------------------------- Operating Revenue $27,563 $24,541 ---------------------------------------------------- ILEC Services 11,075 10,334 CLEC and Long Distance Services 3,677 3,531 Internet and Data Services 1,402 954 Digital Wireless Services 2,153 1,012 Other 15 228 ---------------------------------------------------- Operating Expenses $18,322 $16,059 ---------------------------------------------------- EBITDA $9,241 $8,482 Depreciation and Amortization 3,607 3,790 ---------------------------------------------------- Operating Income $5,634 $4,692 ---------------------------------------------------- Other Income/(Expense) 2,682 1,237 Tax Expense 3,275 2,082 ---------------------------------------------------- Net Income $5,041 $3,847 ---------------------------------------------------- Dividends on preferred stock 7 7 ---------------------------------------------------- Earnings for Common Stock $5,034 $3,839 ---------------------------------------------------- Basic Earnings per common share $.54 $.41 Diluted Earnings per common share $.53 $.41 Consolidated Statements of Income ($ in thousands, except per share amounts) Year Ended Year Ended December 31, 1999 December 31, 1998 ---------------------------------------------------- ILEC Services 76,653 70,647 CLEC and Long Distance Services 16,904 13,883 Internet and Data Services 5,717 3,369 Digital Wireless Services 5,193 3,151 Other 1,125 675 ---------------------------------------------------- Operating Revenue $105,591 $91,725 ---------------------------------------------------- ILEC Services 41,931 38,459 CLEC and Long Distance Services 13,489 11,164 Internet and Data Services 5,320 2,907 Digital Wireless Services 6,866 4,196 Other 493 705 ---------------------------------------------------- Operating Expenses $68,099 $57,431 ---------------------------------------------------- EBITDA $37,492 $34,294 Depreciation and Amortization 15,124 12,841 ---------------------------------------------------- Operating Income $22,368 $21,453 ---------------------------------------------------- Other Income/(Expense) 16,398 856 Tax Expense 15,698 8,927 Net Income $23,068 $13,382 ---------------------------------------------------- Dividends on preferred stock 26 28 ---------------------------------------------------- Earnings for Common Stock $23,042 $13,354 ---------------------------------------------------- Basic Earnings per common share $2.46 $1.45 Diluted Earnings per common share $2.44 $1.44 Consolidated Balance Sheet ($ in thousands) At December 31, At December 31, 1999 1998 ---------------------------------------------------- Current Assets $24,905 $22,683 Investment securities 81,950 24,666 Investment in affiliates 31,684 29,790 Property, plant and equipment, net 114,175 100,172 Other Assets 5,878 6,323 ---------------------------------------------------- TOTAL ASSETS $258,592 $183,634 ---------------------------------------------------- Current Liabilities $17,435 $16,695 Long term debt 20,000 20,000 Deferred credits and other liabilities 46,183 27,231 Redeemable preferred stock 113 125 Stockholders' Equity 174,862 119,583 ---------------------------------------------------- TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $258,592 $183,634 ----------------------------------------------------
EX-99.2 3 PRESS RELEASE RE: 2-FOR-1 STOCK SPLIT March 6, 2000 For Immediate Release Contact: Barry Rubens 704.722.2404 Mark Hadley 704.722.3251 CT Communications Announces 2-for1 Stock Split CT Communications, Inc. ("CTC" Nasdaq: CTCI) announced today that its Board of Directors approved a 2-for-1 split of its common shares. Holders of its common stock will receive one additional common share for every share held on the record date of March 15, 2000. Payment date for the split will be April 5, 2000. "When considering the strong price growth our common stock has seen in the past year, our prospects for continued growth and our concern for making our common stock accessible to all investors, we feel a stock split is most appropriate at this time," said, Barry R. Rubens, Chief Financial Officer. "We're pleased with the strong interest in our stock from investors and feel this stock split will help provide the liquidity required to meet their needs." As of March 1, 2000, CT Communications had approximately 9.5 million common shares outstanding. Upon completion of the split, the number will increase to approximately 19 million shares. This is the first split of the common stock since it began trading on the Nasdaq National Market on January 29, 1999. CT Communications, Inc., which is headquartered in Concord, N.C., is a growing provider of integrated telecommunications services to residential and business customers located primarily in North and South Carolina. CT Communications, Inc. offers a comprehensive package of telecommunications services, including local and long distance telephone services, Internet and data services and digital wireless services. -----END PRIVACY-ENHANCED MESSAGE-----