-----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, EUHe1Z0tJxTd84IT3x1Aw8XGYQ1iVKgzWEy8uSLI3NA2ftF8bNu/a8BDzOHuG9It Z+FU/P6Lm+Z165vWfCW3Vw== 0000891020-99-000802.txt : 19990512 0000891020-99-000802.hdr.sgml : 19990512 ACCESSION NUMBER: 0000891020-99-000802 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990511 ITEM INFORMATION: FILED AS OF DATE: 19990511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN WIRELESS CORP CENTRAL INDEX KEY: 0000930738 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 911638901 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-28160 FILM NUMBER: 99617391 BUSINESS ADDRESS: STREET 1: 3650 131 ST AVENUE SE STREET 2: SUITE 400 CITY: BELLEVUE STATE: WA ZIP: 98006 BUSINESS PHONE: 4255868700 MAIL ADDRESS: STREET 1: 2001 NW SAMMAMISH RD CITY: ISSAQUAH STATE: WA ZIP: 98027 8-K 1 CURRENT REPORT DATED MAY 11, 1999 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 May 11, 1999 WESTERN WIRELESS CORPORATION -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Washington ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 000-28160 91-1638901 (Commission File Number) (IRS Employer Identification No.) 3650 131st Avenue SE, Suite 400 Bellevue, WA 98006 ---------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (425) 586-8700 - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 ITEM 5. OTHER EVENTS On May 11, 1999, Western Wireless Corporation issued the following press release: FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT: Investment Community: Media: Ken Prussing John Snyder (425) 586-8072 Snyder Buscher Group ken.prussing@wwireless.com (206) 652-9704 jsnyder@sbgir.com WESTERN WIRELESS ANNOUNCES FIRST QUARTER 1999 FINANCIAL RESULTS - CELLULAR CASH FLOW OF $44.4 MILLION FOR THE FIRST QUARTER - - 35,100 INCREASE IN CELLULAR SUBSCRIBERS DURING THE FIRST QUARTER OF 1999 - BELLEVUE, Wash. (May 11, 1999) -- Western Wireless Corporation (NASDAQ: WWCA), a leading provider of cellular, announced today its financial and operating results for the first quarter ended March 31, 1999. "The need for telecommunication services in rural communities has never been greater. We look forward to being an integral part of the 21st Century infrastructure in rural America." said John W. Stanton, chairman and chief executive officer of Western Wireless. "Through Western Wireless International, we are bringing the latest wireless technology to seven countries. In each of these markets, we are using our expertise to support the economic growth and development by providing essential communications services." "Western Wireless cellular operations are off to a great start in 1999", continued Stanton. "With record subscriber and revenue growth, Western Wireless continues to be one of the industry leaders. We continued to see good growth in EBITDA (operating income before depreciation and amortization) during the first quarter of 1999, as it is up 32.5 percent from the same quarter in 1998 to $44.4 million." TOTAL COMPANY RESULTS At the end of the first quarter 1999 the company reported total revenues of $115.9 million for the quarter, up 28 percent over the same quarter a year ago. Net loss from continuing operations was $5.2 million for the quarter ending March 31, 1999, a loss of $0.07 per share. Net loss for the quarter ending March 31, 1999, was $113.6 million, a loss of $1.49 per share. On May 3, 1999 VoiceStream Wireless was spun-off to shareholders of Western Wireless. This spin-off was a tax free distribution of one share of VoiceStream Wireless (NASDAQ: VSTR) for each share of Western Wireless stock owned. The net loss for the first quarter of 1999 includes a net 3 loss of $89.9 million from the VoiceStream discontinued operations and $18.5 million due to the cost of the discontinuance. WESTERN WIRELESS CELLULAR RESULTS Cellular subscribers increased by 35,100 to 695,500 during the first quarter of 1999, a 27 percent year to year increase. Cellular service revenues for the first quarter of 1999 increased 27 percent from the same quarter a year ago to $111.5 million. Cellular EBITDA for the quarter was $44.4 million, a 32.5 percent increase over the same quarter in 1998. Cellular capital expenditures were $21.4 million for the quarter. The cellular business generated over $23 million in free cash flow (EBITDA less capital expenditures) during the first quarter of 1999. WESTERN WIRELESS INTERNATIONAL Western Wireless International ("WWI"), continued to make good progress during the first quarter. WWI's operating companies in Latvia, Georgia, and Iceland provide service to over 95,000 subscribers as of the end of the first quarter 1999. WWI is on track to launch new service in Croatia and Haiti on schedule during 1999. Operations in Ghana are progressing with the our international gateway carrying both inbound and outbound traffic. Based in Bellevue, Wash., Western Wireless Corp. is a leading provider of wireless communications services in the western United States. It currently offers cellular service marketed under the Cellular One(R) name in 17 western states. [Remainder of page intentionally left blank.] 4 WESTERN WIRELESS CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Dollars in thousands, except per share data) (Unaudited)
Three months ended March 31, ----------------------------------- 1999 1998 ------------ ------------ Revenues: Subscriber revenues $ 86,934 $ 76,103 Roamer revenues 23,250 10,487 Equipment sales and other revenues 5,679 4,040 ------------ ------------ Total revenues 115,863 90,630 ------------ ------------ Operating expenses: Cost of service 15,504 11,887 Cost of equipment sales 7,763 7,452 General and administrative 26,704 20,262 Sales and marketing 21,460 17,491 Depreciation and amortization 22,441 17,550 ------------ ------------ Total operating expenses 93,872 74,642 ------------ ------------ Operating income 21,991 15,988 ------------ ------------ Other income (expense): Interest and financing expense, net (23,296) (20,021) Equity in net loss of unconsolidated affiliates (4,761) (2,081) Other, net 647 512 ------------ ------------ Total other expense (27,410) (21,590) ------------ ------------ Minority interest in net loss of consolidated subsidiaries 192 ------------ Net loss from continuing operations (5,227) (5,602) Net loss from discontinued operations (89,861) (58,548) Cost of discontinuance (18,500) ------------ ------------ (108,361) (58,548) ------------ ------------ Net loss $ (113,588) $ (64,150) ============ ============ Basic and diluted loss per common share Continuing operations $ (0.07) $ (0.07) Discontinued operations (1.18) (0.77) ------------ ------------ Basic and diluted loss per common share $ (1.49) $ (0.84) ============ ============ Weighted average common shares used in computing basic loss per common share 76,252,000 75,968,000 ============ ============ Comprehensive income (loss) Net loss $ (113,588) Other comprehensive income: Foreign currency translation adjustment 152 ------------ Total comprehensive loss $ (113,436) ============ Supplemental data: EBITDA (operating income before depreciation and amortization) $ 44,432 $ 33,538 ============ ============ Ending Subscribers 695,500 547,100
5 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. WESTERN WIRELESS CORPORATION Dated: May 11, 1999 By /s/ Alan R. Bender --------------------------------- Alan R. Bender Senior Vice President, General Counsel and Secretary -----END PRIVACY-ENHANCED MESSAGE-----