UNITED STATES
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):June 23, 1995
HICKORY TECH CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota (State or other jurisdiction of incorporation)
0-13721 (Commission File Number)
41-1524393 (IRS Employer Identification No.)
221 East Hickory Street, P.O. Box 3248, Mankato, MN 56002-3248
(Address of principal executive officers) (Zip code)
Registrant's telephone number including area code (800) 326-5789
ITEM 5. OTHER EVENTS
On June 15, 1995, the HTC Group, consisting of the Registrant and EBSco Limited,
a District of Columbia corporation, entered into five purchase agreements (the
"Purchase Agreements") with U S West Communications, Inc., a Colorado
corporation, to purchase the assets of eighty-two (82) rural telephone exchanges
(the "Exchanges") in Minnesota, Iowa and Nebraska. The aggregate purchase price
for the Exchanges is $232,000,000. EBSco Limited executed three Purchase
Agreements for Exchanges located in Minnesota, Iowa and Nebraska. The Registrant
executed two Purchase Agreements to acquire assets of eight Exchanges in
Minnesota for $25,900,000 and six Exchanges in Iowa for $22,100,000.
The Registrant will own and operate its eight Minnesota Exchanges through its
wholly-owned subsidiary, Heartland Telecommunications Company of Minnesota. The
six exchanges in Iowa will be owned and operated through the Registrant's
wholly-owned subsidiary, Heartland Telecommunications Company of Iowa. There are
approximately 8,300 access lines located in the eight Minnesota Exchanges and
7,500 access lines in the six Iowa Exchanges.
On June 23, 1995, EBSco Limited assigned its interests in its three Purchase
Agreements to the Registrant, Alpine Communications, L.C. an Iowa Limited
Liability Company ("Alpine") and Tritech Communications, L.C., an Iowa Limited
Liability Company ("Tritech"). Alpine is headed by cable TV executives, Kenneth
D. Anderson and Jay R Eliason. Its partners include a group of independent
telephone companies whose owners serve over 30,000 telephone customers in Iowa.
It is contemplated by the parties that Alpine will acquire the assets of eight
Exchanges with approximately 9,600 access lines in Iowa and Tritech will acquire
60 Exchanges located in Iowa, Minnesota and Nebraska with approximately 35,400
access lines.
Registrant and Alpine have formed Tritech Management Group, Inc., a Minnesota
Corporation ("TMG"). TMG is equally owned by Alpine and Registrant and will
supply all management services to the Exchanges to be acquired by Tritech.
Registrant will receive fees at industry standard rates for management services
supplied to TMG for the Iowa and Minnesota Exchanges to be purchased by Tritech.
Some management services for the Exchanges located in Nebraska will be
contracted through an outside vendor.
The parties have also agreed that Registrant will provide all billing services
for the Exchanges to be acquired by Alpine and Tritech. The fees for these
services will be at industry standard rates.
The purchase of the Exchanges must be approved by the Federal Communication
Commission and the Public Utilities Commissions in Iowa, Minnesota and Nebraska.
It is anticipated that the approvals for the purchase of the Exchanges may not
occur for up to eighteen (18) months.
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 hereunto duly authorized.
Date: June 30, 1995
HICKORY TECH CORPORATION
Robert D. Alton, Jr.
Chief Executive Officer
David A. Christensen
Chief Financial Officer
