SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
January 11, 2001
Date of Report (Date of earliest event reported)
SHENANDOAH TELECOMMUNICATIONS COMPANY
(Exact name of registrant as specified in its charter)
Virginia 0-9881 54-116807
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification No.)
PO Box 459, Edinburg, Virginia 22824
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 540-984-4141
Not Applicable
(Former name or former address, if changed since last report.)
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Item 5. Other Events
On January 11, 2001, Shenandoah Telecommunications Company (Shenandoah) in
connection with its subsidiaries, Shenandoah Personal Communications Company and
Shenandoah Mobile Company, completed the sale of its GSM-based PCS network
equipment to VoiceStream Wireless Corporation and its affiliates. In addition to
the equipment, Shenandoah sold to the same parties its two 10-MHZ PCS licenses
in the Winchester, VA Basic Trading Area (BTA), and its 15-MHZ PCS license in
the Harrisonburg, VA BTA. The total transaction value was approximately $6.5
million.
Shenandoah, a Sprint PCS network partner, will continue to be a CDMA-based PCS
provider as part of the Sprint PCS network. Proceeds from the sale of the GSM
equipment and PCS licenses will be used in part to fund the build-out of
Shenandoah's CDMA network, currently expanding in the Harrisburg, PA market
area. A portion of the proceeds will also be used to refund approximately $3.9
million that was advance by Sprint PCS to the Company for assistance with the
GSM to CDMA conversion.
The Company and its subsidiaries retained ownership of all of its presently
owned tower sites, and will lease space on approximately 30 towers to
VoiceStream and its affiliates for the continued operation of the GSM network.
As previously disclosed in our June 30, 2000 10-Q, the Company recorded a
one-time impairment charge of $673,000 in anticipation of this transaction. As a
result, there was no further material earnings impact.
This report contains forward-looking information. This information is subject to
certain risks and uncertainties that could cause actual results to differ
materially from those anticipated. Factors that might cause such differences
include, but are not limited to changes in the interest environment;
management's business strategy; national, regional, local market conditions; and
legislative and regulatory conditions. Readers should not place undue reliance
on this forward-looking information, which reflect management's view only as of
the date hereof. The Company undertakes no obligation to publicly revise this
forward-looking information to reflect subsequent events or circumstances.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
SHENANDOAH TELECOMMUNICAITONS COMPANY
By: /s/ LAURENCE F PAXTON
Laurence F. Paxton
Vice-President Finance
Date: January 17, 2001