CT COMMUNICATIONS INC /NC
8-K, 2000-03-07
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
Previous: COMSAT CORP, SC 13G, 2000-03-07
Next: CONOLOG CORP, POS AM, 2000-03-07




                     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): March 6, 2000



                          CT COMMUNICATIONS, INC.
- -------------------------------------------------------------------------------
           (Exact name of registrant as specified in its charter)



      North Carolina                   0-19179                   56-1837282
- -------------------------------------------------------------------------------
(State or other jurisdiction    (Commission File Number)      (I.R.S. Employer
   of incorporation or                                          Identification
      organization)                                                 Number)



   68 Cabarrus Avenue, East, Concord, North Carolina                28025
- -------------------------------------------------------------------------------
       (Address of principal executive offices)                   (Zip Code)



Registrant's telephone number, including area code:   (704) 722-2500)
                                                      ---------------





<PAGE>




ITEM 5     OTHER EVENTS

           On March 6, 2000, CT Communications, Inc. (the "Registrant")
announced financial results for the three-month period and year ended
December 31, 1999. A copy of the press release is included as Exhibit 99.1
to this Current Report on Form 8-K.

           Also on March 6, 2000, the Registrant announced a two-for-one
stock dividend on all of its issued and outstanding shares of Common Stock.
The dividend is payable on April 5, 2000 to shareholders of record as of
the close of business on March 15, 2000. A copy of the press release is
included as Exhibit 99.2 to this Current Report on Form 8-K.


ITEM 7     FINANCIAL STATEMENTS AND EXHIBITS

           (c)   The following exhibits are filed herewith:

                 Exhibit No.      Description
                 ----------       --------------

                 99.1             News release disseminated on March 6, 2000
                                  by CT Communications, Inc., announcing
                                  financial results for the three-month period
                                  and year ended December 31, 1999.

                 99.2             News release disseminated on March 6, 2000
                                  by CT Communications, Inc., announcing a
                                  two-for-one stock dividend on all of its
                                  issued and outstanding Common Stock.






<PAGE>




                                 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.


                                             CT COMMUNICATIONS, INC.



                                             By:    /s/ Amy M. Justis
                                                   ------------------------
                                                   Amy M. Justis
                                                   Vice President - Finance
Dated:   March 7, 2000







<PAGE>



                               EXHIBIT INDEX


Exhibit No.            Description
- -----------            -----------

99.1                   News Release disseminated on March 6, 2000 by CT
                       Communications, Inc., announcing financial results
                       for the three-month period and year ended December 31,
                       1999.

99.2                   News Release disseminated on March 6, 2000 by CT
                       Communications, Inc., announcing a two-for-one
                       stock dividend on all of its issued and outstanding
                       Common Stock.






                                                                March 6, 2000
                                                        For Immediate Release
                                                        Contact: Barry Rubens
                                                                 704.722.2404
                                                                  Mark Hadley
                                                                 704.722.3251


             CT Communications Reports Record Earnings for 1999

      CT Communications, Inc. ("CTC" Nasdaq: CTCI) announced a record net
income of $23.1 million, or diluted earnings per common share of $2.44, for
the year ended December 31, 1999, an increase of 72% over 1998. Net income
for the fourth quarter of 1999 was $5.0 million, or diluted earnings per
common share of $0.53, an increase of 31% over the fourth quarter of 1998.
These results are driven primarily by strong growth across the company's
four business segments and by gain on the sale of a portion of the
company's investment portfolio.

      Revenues were $105.6 million in 1999, a 15% increase over 1998,
and $27.6 million in the fourth quarter of 1999, a 12% increase over fourth
quarter of 1998. Drivers of the year over year revenue increase include:

    -Strong customer growth and revenue enhancements in the core telephone
     business.

     Access lines grew by over 7% to 116,935 with business access lines growth
     of nearly 14% and residential access lines growth of over 5%. Custom
     call feature revenue growth increased by more than 20%.

    -Significant access line growth in the competitive local exchange
     carrier ("CLEC").

     More than 2,000 access lines were installed in 1999 for the CLEC to bring
     the total lines in service to over 3,500. Total lines sold at the end
     of 1999 was over 4,000. Over 1,000 lines were installed in 1999 at
     Concord Mills Mall, a large retail center approximately 10 miles north
     of Charlotte. CTC is the preferred provider for the merchants and has
     currently serves 100% of the local access lines. In addition, during
     January and February of 2000 CTC has sold over 1,600 lines in its CLEC
     markets.

    -Continued expansion of the Internet and Data Services business.

     Revenues increased over 70% with the addition of 3,621 customers and the
     roll-out of new products including QuickClick, CTC's DSL service.

    -High digital wireless subscriber growth.

     CTC  opened their fourth DCS retail store in third quarter and had 10,700
     subscribers by the end of 1999, a 65% increase over 1998.

<PAGE>

     Operating expenses, including depreciation and amortization, increased
$13 million or 18% over 1998 to $83.2 million. This increase was primarily
due to the expense related to the high growth in the competitive businesses
coupled with the increase in the depreciable asset base. Operating income
was $22.4 million for year-end 1999, an increase of 4% over 1998. For the
fourth quarter of 1999 operating income was $5.6 million, a 20% increase
over fourth quarter of 1998.

     EBITDA increased $3.2 million or 9% to $37.5 million in 1999. For the
fourth quarter of 1999 EBITDA was $9.2 million, a 9% increase over fourth
quarter of 1998.

     Other income increased from $.9 million in 1998 to $16.4 million in
1999 including $21.6 million of pretax gains on the sale of 660,000 shares
of ITC^DeltaCom stock during the year. As of December 31, 1999, CTC owned
approximately 941,000 shares of ITC^DeltaCom (Nasdaq: ITCD) stock as well
as 944,000 shares of Illuminet Holdings Inc. (Nasdaq: ILUM). In the fourth
quarter other income was $2.7 million versus $1.2 million in the fourth
quarter of 1998.

      "Strong growth and financial milestones made 1999 an exciting year
for CT Communications and its shareholders. We are particularly pleased at
the continued strength of our revenue and earnings growth," said Michael R.
Coltrane, president and chief executive officer. "By expanding our products
and services we were able to continue to meet our customers expanding
communication needs and by expanding into new markets we were able to reach
new customers with our service in 1999. We look forward to the year ahead
and to the continued opportunities for growth and expansion our industry
and communities provide."

      CTC is also announcing today that its Board of Directors approved a
2-for-1 split of its common stock, payable on April 5, 2000. Shareholders
of its common stock will receive one additional share for every share held
on the record date of March 15, 2000.

      CT Communications, Inc., which is headquartered in Concord, N.C., is
a growing provider of integrated telecommunications services to residential
and business customers located primarily in North and South Carolina. CT
Communications, Inc. offers a comprehensive package of telecommunications
services, including local and long distance telephone services, Internet
and data services and digital wireless services.



<PAGE>

<TABLE>
<CAPTION>


Consolidated Statements of Income
($ in thousands, except per share amounts)

                                         Three Months Ended         Three Months Ended
                                         December 31, 1999          December 31, 1998
                                         ----------------------------------------------------
<S>                                          <C>                        <C>
ILEC Services                                 19,731                     18,355

CLEC and Long Distance Services                4,260                      3,645

Internet and Data Services                     1,492                      1,190

Digital Wireless Services                      1,518                      1,014

Other                                            562                        337
                                         ----------------------------------------------------
Operating Revenue                            $27,563                    $24,541
                                         ----------------------------------------------------

ILEC Services                                 11,075                     10,334

CLEC and Long Distance Services                3,677                      3,531

Internet and Data Services                     1,402                        954

Digital Wireless Services                      2,153                      1,012

Other                                             15                        228
                                         ----------------------------------------------------
Operating Expenses                           $18,322                    $16,059
                                         ----------------------------------------------------

EBITDA                                        $9,241                     $8,482

Depreciation and Amortization                  3,607                      3,790
                                         ----------------------------------------------------
Operating Income                              $5,634                     $4,692
                                         ----------------------------------------------------

Other Income/(Expense)                         2,682                      1,237

Tax Expense                                    3,275                      2,082
                                         ----------------------------------------------------
Net Income                                    $5,041                     $3,847
                                         ----------------------------------------------------
Dividends on preferred stock                       7                          7
                                         ----------------------------------------------------
Earnings for Common Stock                     $5,034                     $3,839
                                         ----------------------------------------------------

Basic Earnings per common share                 $.54                       $.41

Diluted Earnings per common share               $.53                       $.41


<PAGE>

<CAPTION>


Consolidated Statements of Income
($ in thousands, except per share amounts)

                                            Year Ended                 Year Ended
                                         December 31, 1999          December 31, 1998
                                         ----------------------------------------------------
<S>                                         <C>                         <C>
ILEC Services                                 76,653                     70,647

CLEC and Long Distance Services               16,904                     13,883

Internet and Data Services                     5,717                      3,369

Digital Wireless Services                      5,193                      3,151

Other                                          1,125                        675
                                         ----------------------------------------------------
Operating Revenue                           $105,591                    $91,725
                                         ----------------------------------------------------

ILEC Services                                 41,931                     38,459

CLEC and Long Distance Services               13,489                     11,164

Internet and Data Services                     5,320                      2,907

Digital Wireless Services                      6,866                      4,196

Other                                            493                        705
                                         ----------------------------------------------------
Operating Expenses                           $68,099                    $57,431
                                         ----------------------------------------------------

EBITDA                                       $37,492                    $34,294

Depreciation and Amortization                 15,124                     12,841
                                         ----------------------------------------------------
Operating Income                             $22,368                    $21,453
                                         ----------------------------------------------------

Other Income/(Expense)                        16,398                        856

Tax Expense                                   15,698                      8,927

Net Income                                   $23,068                    $13,382
                                         ----------------------------------------------------
Dividends on preferred stock                      26                         28
                                         ----------------------------------------------------
Earnings for Common Stock                    $23,042                    $13,354
                                         ----------------------------------------------------

Basic Earnings per common share                $2.46                      $1.45

Diluted Earnings per common share              $2.44                      $1.44



<PAGE>

<CAPTION>


Consolidated Balance Sheet
($ in thousands)

                                              At December 31,            At December 31,
                                                   1999                       1998
                                              ----------------------------------------------------
<S>                                              <C>                        <C>
Current Assets                                    $24,905                    $22,683

Investment securities                              81,950                     24,666

Investment in affiliates                           31,684                     29,790

Property, plant and equipment, net                114,175                    100,172

Other Assets                                        5,878                      6,323
                                              ----------------------------------------------------
TOTAL ASSETS                                     $258,592                   $183,634
                                              ----------------------------------------------------

Current Liabilities                               $17,435                    $16,695

Long term debt                                     20,000                     20,000

Deferred credits and other liabilities             46,183                     27,231

Redeemable preferred stock                            113                        125

Stockholders' Equity                              174,862                    119,583
                                              ----------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY        $258,592                   $183,634
                                              ----------------------------------------------------
</TABLE>





                                                              March 6, 2000
                                                      For Immediate Release
                                                      Contact: Barry Rubens
                                                               704.722.2404
                                                                Mark Hadley
                                                               704.722.3251


               CT Communications Announces 2-for1 Stock Split


         CT Communications, Inc. ("CTC" Nasdaq: CTCI) announced today that
its Board of Directors approved a 2-for-1 split of its common shares.
Holders of its common stock will receive one additional common share
for every share held on the record date of March 15, 2000. Payment date for
the split will be April 5, 2000.

         "When considering the strong price growth our common stock has
seen in the past year, our prospects for continued growth and our concern
for making our common stock accessible to all investors, we feel a stock
split is most appropriate at this time," said, Barry R. Rubens, Chief
Financial Officer. "We're pleased with the strong interest in our stock
from investors and feel this stock split will help provide the liquidity
required to meet their needs."

         As of March 1, 2000, CT Communications had approximately 9.5
million common shares outstanding. Upon completion of the split, the number
will increase to approximately 19 million shares. This is the first split
of the common stock since it began trading on the Nasdaq National Market on
January 29, 1999.

         CT Communications, Inc., which is headquartered in Concord, N.C.,
is a growing provider of integrated telecommunications services to
residential and business customers located primarily in North and South
Carolina. CT Communications, Inc. offers a comprehensive package of
telecommunications services, including local and long distance telephone
services, Internet and data services and digital wireless services.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission