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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
February 8, 1999 (February 8, 1999)
COMMONWEALTH TELEPHONE ENTERPRISES, INC.
(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 0-11053 23-2093008
(State of incorporation (Commission File Number) (I.R.S. Employer
or organization) Identification No.)
100 CTE Drive
Dallas, PA 18612-9774
(Address, including zip code of Registrant's principal executive offices)
Registrant's telephone number, including area code: (717) 674-2700
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Item 5: Other Events
On February 8, 1999, the Registrant redeemed the shares of its Preferred
Stock Series A and Preferred Stock Series B at their stated value, an aggregate
of $52,000,000, plus accrued dividends. This was pursuant to a Settlement
Agreement between the Registrant and the Yee Family Trusts with respect to the
action filed on September 30, 1997 by the Yee Family Trusts, as holders of the
Registrant's Preferred Stock Series A and Preferred Stock Series B. The Yee
Family Trusts have dismissed with prejudice the action against all defendants,
including the Registrant, RCN Corporation and Cable Michigan, Inc.
The redemption will not affect the Registrant's reported net income, but
will reduce net income to common shareholders by increasing the Registrant's
reported preferred stock dividend and accretion for 1998 by approximately
$8,100,000, or $0.36 per diluted average common share. The increase in this
charge represents an acceleration of the accretion that would have been
recognized over the remaining term of the Preferred Stock (which otherwise would
have matured on May 15, 2003) and the accrued dividends through February 8,
1999. Under the terms of each series of Preferred Stock, the Registrant had the
option to redeem the Preferred Stock at its stated value plus accrued dividends
at any time after May 15, 1998.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this registration statement to be signed on its
behalf by the undersigned hereunto duly authorized.
COMMONWEALTH TELEPHONE ENTERPRISES, INC.
By: /s/ John J. Jones
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Name: John J. Jones
Title: Executive Vice President, General
Counsel and Corporate Secretary
Date: February 8, 1999
