Securities and Exchange Commission
Washington, D.C. 20549
Form 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 1-7784
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
CENTURY TELEPHONE ENTERPRISES, INC.
100 CENTURY PARK DRIVE
MONROE, LA 71203
Independent Auditors' Report
The Board of Directors
Century Telephone Enterprises, Inc.:
We have audited the accompanying statements of net assets available for
benefits of Century Telephone Enterprises, Inc. Retirement Savings Plan for
Bargaining Unit Employees and Trust as of December 31, 1994 and 1993, and the
related statement of changes in net assets available for benefits for the year
ended December 31, 1994. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of Century
Telephone Enterprises, Inc. Retirement Savings Plan for Bargaining Unit
Employees and Trust as of December 31, 1994 and 1993, and the changes in net
assets available for benefits for the year ended December 31, 1994, in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The fund information in
the statement of net assets available for benefits and the statement of
changes in net assets available for benefits is presented for purposes of
additional analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits of each fund.
The supplemental schedules and fund information have been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
KPMG PEAT MARWICK LLP
/s/ KPMG PEAT MARWICK LLP
Shreveport, Louisiana
June 16, 1995
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
Statements of Net Assets Available for Benefits With Fund Information
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
S & P 500 Century Money Bond
Combined Stock Common Market Index Loan Sweep
December 31, 1994 Funds Fund Stock Fund Fund Fund Fund Account
- -----------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments $ 1,757,992 656,726 641,249 261,239 143,307 55,471 -
Cash 7,335 - 6,507 - - - 828
Contributions receivable -
employer 13,682 5,341 4,999 2,089 1,253 - -
Contributions receivable -
employee 28 7 7 7 7 - -
- -----------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 1,779,037 662,074 652,762 263,335 144,567 55,471 828
=================================================================================================================
December 31, 1993
- -----------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments $ 1,115,099 420,601 412,261 163,300 104,338 14,599 -
Cash 4,199 - 4,096 - - - 103
- -----------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 1,119,298 420,601 416,357 163,300 104,338 14,599 103
=================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
Statement of Changes in Net Assets Available for Benefits With Fund Information
For the Year Ended December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
S & P 500 Century Money Bond
Combined Stock Common Market Index Loan Sweep
Funds Fund Stock Fund Fund Fund Fund Account
- ------------------------------------------------------------------------------------------------------------------------------
Investment income (loss)
Net appreciation (depreciation) in
fair value of investments $ 46,504 (14,361) 73,380 - (12,515) - -
Other income 36,168 19,537 - 8,196 8,435 - -
Interest income 3,528 - 305 - - 3,209 14
Dividends - Common Stock of
Century Telephone Enterprises, Inc. 6,528 - 6,528 - - - -
- ------------------------------------------------------------------------------------------------------------------------------
Net investment income (loss) 92,728 5,176 80,213 8,196 (4,080) 3,209 14
- ------------------------------------------------------------------------------------------------------------------------------
Contributions
Participants 376,772 156,058 131,697 55,969 33,048 - -
Company 245,198 94,897 89,473 38,691 22,137 - -
- ------------------------------------------------------------------------------------------------------------------------------
Total contributions 621,970 250,955 221,170 94,660 55,185 - -
- ------------------------------------------------------------------------------------------------------------------------------
Participant withdrawals (54,645) (17,510) (17,380) (18,243) (1,512) - -
Other, net (314) (278) (214) 630 (113) - (339)
Transfers between funds, net - 3,130 (47,384) 14,792 (9,251) 37,663 1,050
- ------------------------------------------------------------------------------------------------------------------------------
Net increase 659,739 241,473 236,405 100,035 40,229 40,872 725
Net assets available for benefits:
Beginning of year 1,119,298 420,601 416,357 163,300 104,338 14,599 103
- ------------------------------------------------------------------------------------------------------------------------------
End of year $ 1,779,037 662,074 652,762 263,335 144,567 55,471 828
==============================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Notes to Financial Statements
December 31, 1994
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PROVISIONS OF THE PLAN
Basis of Presentation
The Century Telephone Enterprises, Inc. Retirement Savings Plan for
Bargaining Unit Employees and Trust (the Plan) was established on April 1,
1992. The accompanying financial statements of the Plan have been
prepared on the accrual basis of accounting and present the net assets
available for benefits and changes in net assets available for benefits.
The assets of the Plan are invested by the Trustee in various investment
programs (funds) which are described in Note 2.
The following description of the Plan provides only general information.
Participants should refer to the Plan Document for a more complete
description of the Plan's provisions.
Participation
Participation in the Plan is available to each employee whose compensation
and conditions of employment are covered by a collective bargaining
agreement of Century Telephone Enterprises, Inc. and its participating
subsidiaries (the Company).
Employees may allocate a portion of their base pay to the Plan by
executing a Salary Deferral Agreement with the Company. In the Salary
Deferral Agreement, an employee agrees to a deferral of between one
percent and ten percent of his base wages on a pre-tax basis, or between
one percent and sixteen percent of his base salary on an after-tax basis.
An employee may elect a deferral of his base salary using a combination of
pre-tax and after-tax elections provided the total deferral does not
exceed sixteen percent and the before-tax deferral does not exceed ten
percent. The amount of compensation deferred by each participant is
credited to a pre-tax account and/or an after-tax account (Participant
Contribution Accounts) maintained for each participant by the Trustee.
As of the end of each payroll period, the Company contributes to the
account (Employer Contribution Account) of each participant a contribution
equal to 50% (70% prior to July 17, 1994) of each such participant's
contribution during such payroll period, however, this matching
contribution applies only to the first 6% of such participant's base
compensation. For periods prior to July 17, 1994, the Company contributed
an additional amount of not less than 1% to an account (Profit Sharing
Contribution Account) on behalf of all employees enrolled in the Plan.
Effective July 17, 1994, the Company may make additional match
contributions to participant's accounts (Additional Match Account)
in an amount determined by the Company.
During 1994 the Company contributed $245,198 to the Plan, of which
$195,022 relates to contributions made to the Employer Contribution
Account, $36,523 relates to contributions made to the Profit Sharing
Contribution Account and $13,653 relates to contributions made to the
Additional Match Account.
An employee is permitted to transfer to the Plan as a contribution his
interest in another plan qualified under Section 401(k) of the Internal
Revenue Code, as amended (the Code). Such contribution must qualify as a
"rollover" amount described in Section 402(a)(5) of the Code, or a
"rollover" contribution described in Section 408(d)(3) of the Code. Such
a rollover will be credited to a rollover account on behalf of the
participant (the Participant Rollover Account).
The interest of a participant in his Participant Contribution Account and
his Participant Rollover Account is fully vested and non-forfeitable at
all times.
The interest of a participant in his Employer Contribution Account, Profit
Sharing Contribution Account and Additional Match Account becomes fully
vested after five years of service. A participant with less than five
years of service has no vested interest in these accounts.
Reports to Participants
Participants are furnished with quarterly statements which set forth the
status of their accounts in the Plan.
Forfeitures
A participant's non-vested account balances shall be forfeited as of the
date upon which the participant's employment has terminated with the
Company. Forfeiture amounts shall be utilized to reduce Company
contributions or may be added to additional match contributions as
directed by the administrator.
Distributions
If the employment of a participant with the employer ceases because of
death, retirement, disability, termination of employment or for any other
reason, the participant's vested interest in the Plan will be distributed
to him or to his beneficiary in a lump sum. If the participant dies
without designating a beneficiary, his interest in the Plan will be paid
to his spouse, if any.
Withdrawals
A participant who is an employee may make two withdrawals within any
twelve month period from his after-tax investment account and may withdraw
the entire balance.
A participant who is an employee and over age 59 1/2 may make one
withdrawal from any of the investment accounts prior to normal
distribution requirements being met. Any additional withdrawals may be
made from a Participant Contribution Account or a Rollover Account only as
a result of financial hardship related to unreimbursable educational
expenses, medical expenses which are not reimbursable by insurance, the
need to pay for the funeral expenses of a family member, or the prevention
of eviction or foreclosure from the Participant's principal residence, or
for the purchase of the employee's principal residence. The determination
of the existence of a financial hardship and the amount required to be
distributed to meet the need created by the hardship shall be made
uniformly and without discrimination at the sole discretion of the Plan
Administrator.
Loans to Participants
The Plan has a provision whereby a participant can borrow from his
Participant Contribution Account or Participant Rollover Account. The
maximum loan is 50% of the vested account balance, up to $50,000. The
loans are repaid through payroll deductions and the interest rate is the
Wells Fargo Bank Prime Rate plus 3%. The loan repayment period may not
exceed five years except for loans for the purchase of the Participant's
principal residence which may be for any period not to exceed ten years.
Trustee
The Trustee of the Plan is Wells Fargo Bank, N.A. The Board of Directors
of the Company may remove the Trustee and appoint a successor trustee.
The Company and the Trustee have entered into a Trust Agreement which
provides for the establishment of a Trust for the purpose of holding and
investing the contributions to the Trust pursuant to the provisions of the
Plan.
Administration
The Company has appointed a committee to administer the Plan. The
individuals who administer the Plan serve at the discretion of the Board
of Directors of the Company and may be removed by the Board of Directors
at any time. The cost of plan administration is paid by the Company.
Market Value Determination
Investments in Century Telephone Enterprises, Inc. Common Stock (Century
Common Stock) are valued at the closing market quote on December 31, 1994
and 1993, respectively. Other investments in the funds, which consist of
units of mutual funds, are valued by the Trustee based on the market value
at year-end of the underlying assets of each fund. Loans to participants
are valued at principal amount outstanding which approximates market
value.
Plan Termination
Although it has not expressed any intention to do so, the Company has the
right under the Plan to change, suspend or terminate the Plan at any time,
subject to the provisions set forth in the Employee Retirement Income
Security Act of 1974. The Company, however, is required to maintain the
Plan under the terms of the labor agreement.
(2) DESCRIPTION OF THE FUNDS
The following is a description of each of the funds available to Plan
participants:
(a) S & P 500 Stock Fund - consists primarily of investments in the same
stocks and in substantially the same percentages as the S & P 500
Index (36.9% and 37.6% of net assets at December 31, 1994 and 1993,
respectively).
(b) Century Common Stock Fund - consists primarily of shares of Century
Common Stock (36.0% and 36.8% of net assets at December 31, 1994
and 1993, respectively).
(c) Money Market Fund - consists primarily of short-term investments in
various money market instruments (14.7% and 14.6% of net assets at
December 31, 1994 and 1993, respectively).
(d) Bond Index Fund - consists primarily of investments in government
and corporate bonds (8.1% and 9.3% of net assets at December 31,
1994 and 1993, respectively).
(e) Loan Fund - represents loans to participants from the participants'
investment accounts (3.1% and 1.3% of net assets at December 31,
1994 and 1993, respectively).
A participant may instruct that his contribution be allocated among the
various funds. A participant may change his investment allocation
instructions at any time, however, the participant can only change his
contribution percentage on a quarterly basis.
(3) INCOME TAXES
The Plan and related trust meet the necessary requirements of Internal
Revenue Code Section 401(a) and, accordingly, the trust underlying the
Plan is exempt from income taxation pursuant to Internal Revenue Code
Section 501(a). The Plan is in the process of obtaining a determination
letter.
(4) RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Wells
Fargo Bank, N.A. Wells Fargo Bank, N.A. is the Trustee as defined by
the plan and, therefore, these transactions qualify as party-in-interest.
Fees paid by the Company to Wells Fargo Bank, N.A. for investment
management services amounted to $7,811 for the year ended December 31,
1994.
(5) CONCENTRATION OF INVESTMENTS
As of December 31, 1994, 36.0% of the net assets available for benefits
were invested in Century Common Stock. The remaining net assets available
for benefits were invested in mutual funds managed by Wells Fargo Bank,
N.A.
Schedule I
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Identity of issuer, borrower, Description Current
lessor or similar party of Investment Cost Value
- -----------------------------------------------------------------------------------------
Investment in Century Common Stock 49,334 units/
21,737 shares $ 569,657 641,249 Note 2
Loan Fund - 55,471 55,471
Investments in Mutual
Funds for Qualified Employee
Benefit Plans:
S & P 500 Stock Fund 64,575 units 657,586 656,726 Note 2
Money Market Fund 261,239 units 261,239 261,239 Note 2
Bond Index Fund 16,030 units 156,165 143,307 Note 2
- -----------------------------------------------------------------------------------------
$ 1,700,118 1,757,992
=========================================================================================
Note 1: The above data is based on information which has been
certified as accurate and complete by the trustee, Wells
Fargo Bank, N.A. Wells Fargo Bank, N. A. sponsors these
funds and, accordingly, is a party-in-interest.
Additionally, Century Telephone Enterprises, Inc., as
sponsor of the Plan, is considered a party-in-interest.
Note 2: These investments are greater than 5% of net assets
available for benefits.
</TABLE>
Schedule II
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
Current Value of
Redemption Asset at Date of
Purchase or Selling Lease Expense Cost of Acquisition or Net
Description of Transaction Price Price Rental Incurred Asset Disposition Gain (Loss)
- --------------------------------------------------------------------------------------------------------------------------------
(Note 2) (Note 3)
Category (3) - A series of
- --------------------------
transactions in excess of 5% of
-------------------------------
beginning of period Plan assets
-------------------------------
available for benefits
----------------------
Investments in Century Common Stock
(35 purchases, 23 sales) $ 212,162 60,976 - - 59,375 - 1,601
Investments in Mutual Funds
for Qualified Employee
Benefit Plans:
S & P 500 Stock Fund
(45 purchases, 17 sales) 286,031 35,545 - - 35,168 - 377
Money Market Fund
(33 purchases, 20 sales) 117,502 27,649 - - 27,649 - -
Bond Index Fund
(42 purchases, 10 sales) 61,726 10,243 - - 10,766 - (523)
Notes: (1) The above data is based on information which has been certified as accurate and complete by the
trustee, Wells Fargo Bank, N.A. Wells Fargo Bank, N.A. sponsors these funds and, accordingly, is
a party-in-interest. Additionally, Century Telephone Enterprises, Inc., as sponsor of the Plan,
is considered a party-in-interest.
(2) The purchase price denotes cost and current value of the security on the transaction date.
(3) Current value is substantially the same as purchase price or selling price of the security on the
transaction date.
</TABLE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administration Committee has duly caused this annual report to be
signed on its behalf by the undersigned thereunto duly authorized.
Century Telephone Enterprises, Inc.
Retirement Savings Plan For Bargaining
Unit Employees and Trust
June 28, 1995 /s/ Ray B. Finney
Ray B. Finney
Plan Administration Committee Member
CENTURY TELEPHONE ENTERPRISES, INC.
Index to Exhibit
Exhibit
Number
- ------------------------------------------------------------------------------
23.1 Consent of KPMG Peat Marwick
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Century Telephone Enterprises, Inc.:
We consent to incorporation by reference in the Registration Statement (No.
33-46562) on Form S-8 of Century Telephone Enterprises, Inc. of our report
dated June 16, 1995, relating to the statement of net assets available for
benefits of Century Telephone Enterprises, Inc. Retirement Savings Plan for
Bargaining Unit Employees and Trust as of December 31, 1994 and 1993, and the
related statement of changes in net assets available for benefits for the year
ended December 31, 1994, and related financial statement schedules as of and
for the year ended December 31, 1994, which report appears in the December 31,
1994, annual report on Form 11-K of Century Telephone Enterprises, Inc.
Retirement Savings Plan for Bargaining Unit Employees and Trust.
KPMG PEAT MARWICK LLP
/s/ KPMG PEAT MARWICK LLP
Shreveport, Louisiana
June 27, 1995
