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): December 14, 1995
HICKORY TECH CORPORATION
Incorporated in Minnesota
Commission file number 0-13721
I.R.S. Employer Identification 41-1524393
221 East Hickory Street
P.O. Box 3248
Mankato, MN 56002-3248
Registrant's telephone number including area code (800) 326-5789
ITEM 5. OTHER EVENTS
On June 30, 1995, the Registrant filed a Form 8-K announcing that the HTC Group,
consisting of the Registrant and EBSco Limited, a District of Columbia
Corporation ("EBSco"), entered into five Purchase Agreements with US West
Communications, Inc., a Colorado Corporation (US West), to purchase the assets
of eighty-two (82) rural telephone exchanges (the "Exchanges") in Minnesota,
Iowa and Nebraska. The Registrant executed two Purchase Agreements to acquire
assets of eight (8) Exchanges in Minnesota for $25,900,000 and six (6) Exchanges
in Iowa for $22,100,000. EBSco executed three Purchase Agreements, one each for
Exchanges in Minnesota, Iowa and Nebraska.
Subsequently, EBSco 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").
The Purchase Agreements were drafted so that the purchasers could not purchase
the Exchanges in a given state unless all Purchase Agreements for that state
were closed simultaneously. Tritech did not fulfill funding requirements for
the Purchase Agreements that were assigned to it by EBSco for Minnesota and
Nebraska, and therefore US West canceled those Purchase Agreements and also
canceled Registrant's Purchase Agreement for the Exchanges in Minnesota.
Registrant intends to complete its purchase of the six (6) Exchanges in Iowa
(containing approximately 7,600 access lines) pursuant to its Purchase Agreement
with U.S. West. Registrant will purchase the Exchanges in Iowa through its
wholly-owned subsidiary, Heartland Telecommunications Company of Iowa.
Registrant may purchase up to eight (8) additional Exchanges in Iowa (containing
approximately 7,700 access lines) that are the subject of the EBSco Purchase
Agreement of Iowa. The maximum purchase price for the additional Exchanges in
Iowa will be $21,000,000, and will depend upon the number of additional
Exchanges purchased. The balance of the Exchanges from the EBSco Purchase
Agreement for Iowa will be purchased by Alpine. The allocation of the Iowa
Exchanges between the Registrant and Alpine should be decided in early January,
1996.
The acquisition will be structured as a purchase of telephone assets from US
West and must be approved by the Public Utilities Board of Iowa and the Federal
Communications Commission. It is anticipated that approvals for the purchase of
the Exchanges will be completed in the third quarter of 1996.
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: December 21, 1995
HICKORY TECH CORPORATION
/s/ Robert D. Alton, Jr.
Robert D. Alton, Jr.
Chief Executive Officer
/s/ David A. Christensen
David A. Christensen
Chief Financial Officer
