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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): May 23, 2000
ALASKA COMMUNICATIONS SYSTEMS GROUP, INC.
(Exact name of Registrant as Specified in its Charter)
DELAWARE
(State or other Jurisdiction of Incorporation)
000-28167 51-2126573
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(Commission File Number) (IRS Employer Identification No.)
510 L Street, Suite 500, Anchorage, Alaska 99501
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (907) 297-3000
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FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT
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ITEM 5. OTHER EVENTS.
On May 22, 2000, the Registrant, through its wholly owned subsidiary,
Alaska Communications Systems Holdings, Inc., entered into an agreement to
acquire substantially all of the assets of Matanuska Telephone Association, Inc.
("MTA"). Consummation of the acquisition is contingent upon approval of a
majority of the membership, with the vote scheduled for September 19, 2000.
Approval is also required from the Federal Communications Commission, the
Federal Trade Commission, and the Regulatory Commission of Alaska along with
other consents. If approved, the acquisition is anticipated to close during the
first quarter of 2001. The total purchase price will be $187.5 million, which
will be financed with proceeds from the initial public offering completed by the
registrant last year and by an existing supplement to bank term loans provided
by a consortium led by Chase Manhattan Bank. MTA provides basic local exchange
service to approximately 57,500 access lines and wireless services to 12,500
cellular customers. MTA had consolidated revenues of approximately $66 million
in 1999.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.2 Company press release dated May 22, 2000, announcing the signing of a
definitive agreement to acquire substantially all of the assets of
Matanuska Telephone Association, Inc.
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.
ALASKA COMMUNICATIONS SYSTEMS GROUP, INC.
/s/ Michael E. Holmstrom
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Michael E. Holmstrom
SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
Date: May 23, 2000
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Exhibit 99.2
Alaska Communications Systems Signs Definitive Agreement to Acquire
Matanuska Telephone Association, Inc.
ANCHORAGE, Alaska--(BUSINESS WIRE)--May 22, 2000--Alaska Communications Systems
Group, Inc. ("ACS") (Nasdaq:ALSK) announced today that it has executed a
definitive agreement with Matanuska Telephone Association, Inc. ("MTA") to
acquire all of the assets of MTA for cash consideration of $187.5 million.
The definitive agreement was approved by the boards of Directors of MTA and ACS,
and will be presented to the members of MTA for their approval at a special
meeting of the members set for September 19, 2000. The agreement is also subject
to regulatory and third party approvals.
MTA had consolidated 1999 revenue of approximately $66 million. It's local
telephone service, which currently serves 57,500 access lines, had revenue of
$54 million during 1999. MTA's wireless operations, which cover approximately
12,500 subscribers, had $4 million of revenue during 1999. Long-distance,
Internet and other telecommunications services provided the remainder of
consolidated revenue for the year. The transaction, which will be accounted for
as a purchase, will be financed with proceeds from the initial public offering
completed by ACS last year and by an existing supplement to bank term loans
provided by a consortium of banks led by the Chase Manhattan Bank.
Chuck Robinson, ACS Chairman and Chief Executive Officer, said, "We believe
MTA's operations, which include local telephone, cellular, long distance and
internet access services, will be a valuable strategic addition to the business
of ACS. The acquisition of MTA represents another step on the road toward
improving communications services throughout the state and reducing the overall
cost of the network to our customers. An equally valuable addition will be the
talents and skills of the MTA employees, and we look forward to welcoming them
into the ACS family. The Matanuska Valley, the fastest growing region in Alaska,
lies in between our Anchorage and Fairbanks operations and is a strong
complement to our existing local telephone and wireless operations."
ACS is the leading diversified, facilities based telecommunications provider in
Alaska, offering local service, wireless, long distance, data, and Internet
services to business and residential customers throughout Alaska. ACS currently
serves approximately 327,000 access lines and 73,000 cellular customers
throughout the state. Members of the ACS senior management team have played
significant roles in bringing advanced technology to Alaska for more than four
decades. ACS is traded on NASDAQ under the symbol "ALSK."
Statements contained in this press release, which are not historical fact, are
"forward-looking statements" that involve a number of known and unknown risks or
uncertainties. Additional factors, which may affect actual results, are
contained in the Company's filings with the SEC, including the Company's reports
on Forms S-4, S-1, 10-K and 10-Q. Forward-looking statements in this release are
made pursuant to the safe harbor provisions contained in the Private Securities
Litigation Reform Act of 1995.
CONTACT: Alaska Communications Systems Group, Inc.
Michael E. Holmstrom
Mary Ann Pease
907/297-3000
[email protected]
http://www.acsalaska
