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): January 8, 1998
CHORUS COMMUNICATIONS GROUP, LTD.
(Exact name of registrant as specified in its charter)
WISCONSIN
(State or Other Jurisdiction of Incorporation)
333-23435
(Commission File No.)
39-1880843
(IRS Employer ID No.)
1912 Parmenter Street, Middleton, Wisconsin 53562-3139
(Address of principal executive offices)
Registrant's telephone number, including area code:(608) 828-2000
<PAGE>
INFORMATION TO BE INCLUDED IN THE REPORT:
Item 1. Changes in Control of Registrant.
None
Item 2. Acquisition or Disposition of Assets.
None
Item 3. Bankruptcy or Receivership.
None
Item 4. Change if Registrant's Certifying Accountant.
None
Item 5. Other Events.
On January 8, 1998 Chorus Communications Group, Ltd. issued a press release
announcing the acquisition of Executive Systems & Software, Inc., a Wisconsin
corporation, d/b/a The ComputerPLUS, and the acquisition of Intranet, Inc., a
Wisconsin corporation. The press release is attached as exhibit 99. A copy of
this press release was sent on January 15, 1998, via mail, to shareholders of
record on January 15, 1998.
The shareholders of record on January 15, 1998 were also sent on January 15,
1998, via mail and along with the press release described above, correspondence
concerning the appointment of Norwest Shareowner Services as the Transfer
Agent, Registrar, Exchange Agent and Dividend Disbursing Agent for all Chorus
shareholder related transactions. The appointment is effective February 1,
1998. A copy of this correspondence is attached as exhibit 20.
Item 6. Resignations of Registrant's Directors.
None
Item 7. Financial Statements and Exhibits.
99 Press Release dated January 8, 1998.
20 Shareholder correspondence dated January 15, 1998.
Item 8. Change in Fiscal Year
N/A
Item 9. Sales of Equity Securities Pursuant to Regulation S.
N/A
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.
CHORUS COMMUNICATIONS GROUP, LTD.
Date: January 15, 1998 By: /s/ Howard G. Hopeman
Howard G. Hopeman, Executive
Vice President and Chief Financial
Officer
Chorus Communications Group, Ltd.
January 15, 1998
Dear Shareholder:
Continuously enhancing our service to our customers and shareholders is a top
priority at Chorus Communications Group, Ltd. To that end, we are pleased to
announce we have appointed Norwest Shareowner Services (NSS), a division of
Norwest Bank Minnesota, N.A., as the Transfer Agent, Registrar, Exchange Agent
and Dividend Disbursing Agent for all Chorus shareholder-related transactions.
Please note you do not need to take any action as a result of this exciting
development, unless you have uncashed dividend checks. Any outstanding Chorus,
Mid-Plains, Inc. or Pioneer Communications, Inc. dividend checks dated during
1997 or earlier should be cashed no later than April 1, 1998.
NSS was chosen for many reasons, including their reputable responsiveness to
shareholders, attention to detail, and range of service capabilities, all of
which you will learn of in the coming weeks. In fact, for the fourth time in
five years NSS has ranked first in overall satisfaction in a nationwide
independent survey of commercial transfer agents. Therefore, we are confident
the high level of service that you are accustomed to receiving will continue,
and improve.
Effective February 1, 1998, questions or inquiries you may have regarding your
account, including those concerning share transfers, dividend mailings, or lost
certificates, may be directed to NSS by phone at 1-800-468-9716, by Internet
at [email protected], or by mail or delivery at:
Mail: Delivery:
Norwest Shareowner Services Norwest Shareowner Services
P.O. Box 64854 161 North Concord Exchange
St. Paul, MN 55164-0854 So. St. Paul, MN 55075
We encourage you to continue to walk into our corporate offices or contact our
Corporate Secretary by phone at 1-800-277-0444, especially if you have
questions concerning NSS. Thank you for allowing us to be of service to you
and for your understanding and cooperation as we make these changes.
Sincerely,
/s/ Dean W. Voeks
Dean W. Voeks
President & CEO
Chorus Communications Group, Ltd.
Chorus Communications Group, Ltd.
January 8, 1998
PRESS RELEASE
Chorus Communications Group, Ltd. to Merge with The Computer Plus
& IntraNet, Inc.
Middleton, WI - Chorus Communications Group, Ltd., the holding company of
Mid-Plains, Inc. and Pioneer Communications, Inc., announced today its plans
to merge with Middleton-based Executive Systems & Software, Inc. (doing
business as "The ComputerPlus"), a privately-held network systems integrator
and computer reseller, and IntraNet, Inc., a full service Internet provider.
Chorus is a telecommunications holding company whose subsidiaries offer local
and long distance telephone services, Internet, directory publishing and
interconnect services to customers in Wisconsin.
"Today, the practice is for computer companies to provide the network platform
and for businesses like us to provide the telecommunications products for
businesses," commented Dan Stein, Executive Vice President and General Manager
of Mid-Plains Communications Systems, Inc., a Chorus subsidiary. "That's all
changing. The trend is 'desktop integration.' Computers, the Internet, wired
and wireless telephone services/systems and networks are becoming fully
integrated. At this point, we are the only company in Wisconsin, perhaps the
nation, that can provide this blend."
"We are excited to be able to participate in this type of partnership," said
Bill Kirton, President of IntraNet and The ComputerPlus. "What Chorus is
doing demonstrates both vision and leadership. They are not only forging a new
model for the telecommunications industry, but for the networking industry also.
The days of viewing networks as being 'separate' are over. Companies want to
be connected to one network and access all resources, whether they are across
the hall or across the country."
"We are now the premier Internet Service Provider in the Madison area,"
commented Michael Carr, Mid-Plains Internet General Manager. "As we merge our
networks, customers will benefit from more robust performance and technical
support. Business clients will benefit from our redundant architecture, which
is critical as they become more reliant on the Internet."
Rapid technological innovations, a changing regulatory environment and
intensifying competition have made communications companies, like Chorus, more
aggressive about growing their businesses. "This is an industry in transition,"
says Holly Heuer, Mid-Plains Director of Marketing. "Business telephone
system manufacturers are abandoning the 'Lone Ranger approach' and are
designing equipment capable of interfacing with computer networks. Chorus is
seizing the opportunity to be a part of this exciting revolution."
"By combining Chorus' strength in products and services and The ComputerPlus'
networking expertise, our customers will be offered one-stop shopping for all
of their communications needs," stated Heuer. "Our research has shown us this
is what customers want. We are very excited about the positive impact these
partnerships will have for our customers."
Chorus officials report that facilities and staff will remain the same. The 50
employees of The ComputerPlus and IntraNet will bring Chorus' total employees
to nearly 300.
Chorus was established in June of 1997 as the holding company of a coalition
of telecommunications companies. "The synergy the Chorus group is creating is
exciting," commented Dean Voeks, Chorus President. "The addition of IntraNet
and The ComputerPlus to our mix simply strengthens the group."
Chorus is comprised of eight subsidiary companies including Mid-Plains, Inc. of
Middleton, WI and Pioneer Communications, Inc. of Lancaster, WI. The Company
provides an array of telecommunications services including local and long
distance telephone services, Internet, and business communications solutions
throughout southern Wisconsin. It also operates a directory publishing
company. The Company's gross revenues will now exceed 45 million dollars.
