SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number: 000-28435
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F
[X] Form 10-Q [ ] Form N-SAR
For Period Ended: September 30, 2000
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended: ___________________
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
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PART I
REGISTRANT INFORMATION
Full name of the registrant: TRITEL, INC.
Former name if applicable:
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Address of principal executive office (Street and number): 111 E. CAPITOL
STREET, SUITE 500
City, state and zip code: JACKSON, MISSISSIPPI 39201
<PAGE>
PART II
RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate.)
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report, transition report
[X] on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed
due date; or the subject quarterly report or transition report on
Form 10-Q, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attach extra sheets if needed.)
The Form 10-Q related to Tritel, Inc. and Tritel PCS, Inc. was to be filed on
behalf of both noted companies. The Form 10-Q was mistakenly filed only on
behalf of Tritel PCS, Inc. on November 14, 2000. Tritel, Inc. only became
aware of these circumstances on November 15, 2000. Accordingly, the Form 10-Q
cannot be timely filed on behalf of Tritel, Inc. without unreasonable effort
or expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
Brian Hoffmann 212 504-6383
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
[X] Yes [ ] No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
For periods prior to the fourth quarter of 1999, we were a development stage
company. We have incurred significant expenditures in conjunction with our
organization and financing, PCS license acquisitions, hiring key personnel and
the design and construction of our PCS network facilities. We have commenced
commercial PCS services in 35 markets as of September 30, 2000. We expect to
have commenced commercial PCS service in all of our major population and
business centers by the end of 2000. The timing of launch in individual markets
will be determined by various factors, principally the success of our site
acquisition program, zoning and microwave relocation activities, equipment
delivery schedules and local market and competitive considerations. We provided
service in areas that represent approximately 94% of the population in our
license area at September 30, 2000 and expect to provide service to over 98% by
the end of 2000. Thereafter, we will evaluate further coverage expansion on a
market-by-market basis.
The following sets forth the statement of operations for Tritel, Inc. and its
subsidiaries for each of the three months ended September 30, 1999 and September
30, 2000.
TRITEL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 1999 AND
2000 (amounts in thousands, except per share data)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
------------------------------- ---------------------------------
1999 2000 1999 2000
-------------- --------------- --------------- ---------------
Revenues $ 179 38,771 179 80,076
--------- ----------- --------- ------------
Operating expenses:
<S> <C> <C> <C> <C>
Cost of service and equipment 187 22,850 189 51,961
Technical operations 4,985 15,886 8,931 38,103
General and administrative 10,212 18,863 17,414 45,288
Sales and marketing 3,897 18,969 6,621 47,339
Stock-based compensation - 16,980 - 79,092
Depreciation and amortization 2,127 20,194 5,601 45,069
--------- ----------- --------- ---------------
Total operating expenses 21,408 113,742 38,756 306,852
--------- ----------- --------- ---------------
Operating loss (21,229) (74,971) (38,577) (226,776)
Interest income 5,119 4,609 10,451 20,501
Financing cost - - (2,230) -
Interest expense (6,934) (16,844) (12,038) (47,260)
--------- ----------- --------- ---------------
Loss before income taxes (23,044) (87,206) (42,394) (253,535)
Income tax benefit 7,189 782 13,638 1,857
--------- ----------- --------- ---------------
Net loss (15,855) (86,424) (28,756) (251,678)
Series A preferred dividend requirement
(2,267) (2,267) (6,632) (6,800)
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Net loss available to
common stockholders $ (18,122) (88,691) (35,388) (258,478)
========== =========== ========= ============
Basic and diluted
net loss per common share $ (5.22) (0.74) (11.73) (2.17)
========== =========== ========= ============
</TABLE>
Tritel, Inc.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: NOVEMBER 15, 2000 By: /s/ Karlen Tubeville
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Senior Vice President-Finance
(Chief Accounting Officer and Duly
Authorized Officer)
