SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended June 30, 1997 Commission File No. 0-16751
------------------- --------
CFW COMMUNICATIONS COMPANY
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
VIRGINIA 54-1443350
- ------------------------------------------------------------------------------
(State or other jurisdiction of (I R S employer
incorporation or organization) identification no.)
P. O. Box 1990, Waynesboro, Virginia 22980
- ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 540-946-3500
None
- ------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes x No
------- -------
(APPLICABLE ONLY TO CORPORATE ISSUERS)
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class COMMON STOCK, NO PAR VALUE Outstanding 8/13/97 12,982,749
-------------------------- ----------
<PAGE>
CFW COMMUNICATIONS COMPANY
I N D E X
- - - - -
Page
Number
------
PART I. FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets,
June 30,1997 and December 31, 1996 3-4
Condensed Consolidated Statements of
Income, Three and Six Months Ended
June 30, 1997 and 1996 5
Condensed Consolidated Statements of
Cash Flows, Six Months Ended
June 30,1997 and 1996 6
Notes to Condensed Consolidated
Financial Statements 7
Management's Discussion and Analysis
of Financial Condition and Results of
Operations 8-12
PART II. OTHER INFORMATION 13
SIGNATURES 14-15
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CFW COMMUNICATIONS COMPANY
Condensed Consolidated Balance Sheets
ASSETS
June 30, 1997 December 31,
(unaudited) 1996
------------- ------------
CURRENT ASSETS
Cash and cash equivalents $ 564,922 $ 3,003,607
Accounts receivable, including
interest receivable 12,013,258 9,441,979
Note receivable 175,415 126,062
Materials and supplies 1,880,225 2,019,836
Prepaid expenses 351,053 345,277
Income taxes receivable - 617,067
------------- ------------
14,984,873 15,553,828
------------- ------------
SECURITIES AND INVESTMENTS 11,693,438 20,597,270
------------- ------------
<PAGE>
PROPERTY AND EQUIPMENT
In service 129,152,536 124,388,071
Under construction 4,029,183 2,807,983
------------- ------------
133,181,719 127,196,054
Less: accumulated depreciation 41,124,846 37,162,040
------------- ------------
92,056,873 90,034,014
------------- ------------
OTHER ASSETS
Cost in excess of net assets
of business acquired, less
accumulated amortization 13,455,249 12,660,497
Deferred charges 2,349,317 2,198,923
Deposit for PCS licenses - 1,355,347
Radio spectrum licenses 6,376,195 -
------------- ------------
22,180,761 16,214,767
------------- ------------
TOTAL ASSETS $140,915,945 $142,399,879
============= ============
CFW COMMUNICATIONS COMPANY
Condensed Consolidated Balance Sheets
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, 1997 December 31,
(unaudited) 1996
------------- ------------
CURRENT LIABILITIES
Accounts payable $ 2,690,691 $ 3,346,045
Customers' deposits 498,354 469,566
Advance billings 2,141,785 1,876,808
Accrued payroll 690,272 1,007,883
Accrued interest 737,777 726,000
Other accrued liabilities 2,817,572 2,987,816
Deferred revenue 1,676,372 1,181,481
Income taxes payable 1,919,522 -
------------- ------------
13,172,345 11,595,599
------------- ------------
LONG-TERM DEBT 21,700,000 24,000,000
------------- ------------
LONG-TERM LIABILITIES
Deferred income taxes 8,561,757 10,702,885
Retirement benefits other than
pensions 8,078,315 7,724,107
Other 1,463,397 1,478,467
------------- ------------
18,103,469 19,905,459
------------- ------------
MINORITY INTERESTS 648,912 896,895
------------- ------------
SHAREHOLDERS' EQUITY
Preferred stock, no par - -
Common stock, no par 43,378,440 43,378,440
Retained earnings 45,874,455 40,163,310
Unrealized gain (loss) on securities
available for sale (1,961,676) 2,460,176
------------- ------------
87,291,219 86,001,926
------------- -------------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $140,915,945 $142,399,879
=============== ==============
See accompanying notes to condensed consolidated financial statements.
<PAGE>
CFW COMMUNICATIONS COMPANY
Condensed Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
------------------------ ----------------------
June 30, June 30, June 30, June 30,
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C>
OPERATING REVENUES
Wireline communications $ 8,420,632 $ 7,917,085 $16,733,892 $15,956,618
Wireless communications 2,925,150 2,294,719 5,634,068 4,261,432
Directory assistance 2,544,388 1,649,605 4,459,975 3,274,813
Other communications services 612,748 443,824 1,141,031 873,409
------------- ------------- ------------ -----------
14,502,918 12,305,233 27,968,966 24,366,272
------------- ------------- ------------ -----------
OPERATING EXPENSES
Maintenance and support 2,502,451 2,432,266 4,566,505 4,779,672
Depreciation & Amortization 2,231,207 1,897,927 4,417,569 3,711,454
Customer operations 3,406,814 2,761,002 6,452,099 5,508,284
Corporate operations 1,755,233 1,179,917 3,439,239 2,611,088
------------- ------------- ------------- ------------
9,895,705 8,271,112 18,875,412 16,610,498
------------- ------------- ------------- ------------
OPERATING INCOME 4,607,213 4,034,121 9,093,554 7,755,774
OTHER INCOME (EXPENSE)
Other expenses, principally
interest (191,987) (411,325) (582,221) (747,875)
Interest and dividend income 52,003 158,913 129,270 302,888
Equity Income (loss)- Wireless
Investees (15,241) 155,451 47,289 387,178
Gain on sale of investment 5,077,379 - 5,077,379 -
------------- ------------- ------------- ------------
9,529,367 3,937,160 13,765,271 7,697,965
INCOME TAXES 3,591,353 1,465,960 5,202,359 2,875,569
------------- ------------- ------------- ------------
5,938,014 2,471,200 8,562,912 4,822,396
MINORITY INTERESTS (32,616) (139,186) (177,588) (184,263)
------------- ------------- ------------- -------------
NET INCOME $ 5,905,398 $ 2,332,014 $ 8,385,324 $ 4,638,133
============= ============= ============= ============
Net income per share:
Income before minority
interests $ 0.455 $ 0.189 $ 0.656 $ 0.369
Minority interests ( 0.003) ( 0.010) ( 0.014) ( 0.014)
------------- ------------- ------------- -------------
Net income $ 0.452 $ 0.179 $ 0.642 $ 0.355
============= ============= ============= ============
Average shares outstanding 13,044,837 13,043,727 13,053,824 13,047,652
============= ============= ============= ============
Cash dividends per share $ 0.103 $ 0.098 $ 0.206 $ 0.196
============= ============= ============= ============
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<PAGE>
CFW COMMUNICATIONS COMPANY
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30, June 30,
1997 1996
------------ -----------
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 8,385,324 $ 4,638,133
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation 4,169,502 3,351,370
Amortization 248,067 360,084
Deferred taxes 674,093 288,031
Retirement benefits other than pensions 354,208 293,485
Other 473,697 121,602
Distributions received from investments 68,649 155,141
Equity from wireless investees (47,289) (351,383)
Minority interests, net of distributions 28,918 38,508
Gain on sale of investment (5,077,379) -
Changes in assets and liabilities
from operations:
(Increase) decrease in accounts
receivable (2,571,279) 73,609
(Increase) decrease in materials and
supplies 139,611 (9,590)
(Increase) decrease in other current assets 561,938 (109,101)
Decrease in accounts payable (655,354) (1,697,484)
Increase (decrease) in other accrued
liabilities (825,616) 1,013,149
Increase in other current liabilities 2,213,287 367,587
------------- ------------
Net cash provided by operating activities 8,140,377 8,533,141
------------- ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment (6,192,361) (7,012,081)
Purchase of radio spectrum licenses (5,031,818) -
Cash flows from securities and investments 128,378 735,308
Purchase of minority interest (1,103,481) -
Proceeds from Sale of Investment 6,594,399 -
------------- ------------
Net cash used in investing activities (5,604,883) (6,276,773)
------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividends (2,674,179) (2,543,459)
Repayment of borrowings (2,300,000) -
Other - (175,176)
------------- -------------
Net cash used in financing activities (4,974,179) (2,718,635)
-------------- -------------
Decrease in cash and cash equivalents (2,438,685) (462,267)
Cash and cash equivalents:
Beginning 3,003,607 5,264,986
------------- ------------
Ending $ 564,922 $ 4,802,719
============= ============
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<PAGE>
CFW COMMUNICATIONS COMPANY
Notes To Condensed Consolidated Financial Statements
(1) In the opinion of the Company, the accompanying condensed consolidated
financial statements which are unaudited, except for the condensed
consolidated balance sheet dated December 31, 1996, contain all
adjustments (consisting of only normal recurring accruals) necessary to
present fairly the financial position as of June 30, 1997 and December
31, 1996 and the results of operations for the three and six months
ended June 30, 1997 and 1996 and cash flows for the six months ended
June 30, 1997 and 1996.
Certain amounts on the 1996 financial statements have been reclassified,
with no effect on net income, to conform with classifications adopted in
1997.
(2) The results of operations for the three and six months ended June 30,
1997 and 1996 are not necessarily indicative of the results to be
expected for the full year.
(3) The Company has currently outstanding 415,070 options to acquire shares
of common stock, of which 211,768 are currently exercisable.
The earnings per common share were computed on the weighted average
number of shares outstanding. The common stock equivalents resulting
from the options mentioned in the preceding paragraph have been included
in the computation as outstanding shares.
The Company will adopt FAS 128, Earnings Per Share (EPS), for periods
ending after December 15, 1997. This standard replaces the presentation
of primary EPS with a presentation of basic EPS. The required change in
the computation of EPS is not expected to have a significant impact on
the Company's EPS.
(4) In April, 1997 the Company sold its 30% limited interest in the Roanoke
MSA Cellular Partnership to GTE Wireless (GTE) for approximately $6.6
million and recognized a gain on the sale of approximately $5.1 million.
In addition, in April, 1997 the Company purchased from GTE an 8.4%
limited interest in the Virginia RSA6 Cellular Partnership for
approximately $1.1 million. At June 30, 1997, the Company has an 84%
ownership interest in the Virginia RSA6 Cellular Partnership.
(5) In April, 1997, the Company and R&B Communications, Inc. (R&B) purchased
from GTE part of its Personal Communications Services (PCS) radio
spectrum license including most of West Virginia and parts of eastern
Kentucky, southwestern Virginia and eastern Ohio. The acquisition price
for the license was approximately $8.5 million of which the Company's
share was approximately $4.25 million.
In August, 1997 the Company and R&B formed the West Virginia PCS
Alliance, L.C. (WV PCS Alliance) and contributed the aforementioned
license along with PCS radio spectrum licenses for the Basic Trading
Areas (BTAs) of Clarksburg-Elkins, WV; Fairmont, WV; Morgantown, WV; and
Cumberland, MD. to the WV PCS Alliance. In August, 1997 the Company also
invested $1.0 million of cash in the WV PCS Alliance. In exchange for
the cash investment and contribution of licenses, the Company holds a
45% common ownership interest in the WV PCS Alliance.
These licenses enable the WV PCS Alliance to build-out and operate a PCS
system to provide PCS services to a 2.0 million populated area. The
Company is managing such build-out. The WV PCS Alliance expects to
commence operations during the first half of 1998. The Company will
account for its investment in the WV PCS Alliance under the equity
method of accounting and expects to provide guarantees for a portion of
the debt obligations to be incurred by the WV PCS Alliance.
CFW COMMUNICATIONS COMPANY
Item 2. Management's Discussion And Analysis
Of Financial Conditions And Results Of Operations
Three and Six Months Ended June 30, 1997 and 1996
<PAGE>
OVERVIEW
CFW Communications Company ("CFW" or the "Company") is a diversified
communications company providing a broad range of products and services to
business and residential customers in Virginia. These communications products
and services include local telephone, cellular and paging, wireless and wireline
cable television, directory assistance, competitive access, local Internet
access, and alarm monitoring and installation.
The Company's strategy is to be a regional full-service provider of
communications products and services to customers within an expanding service
area. The Company has implemented this strategy through acquisitions,
investments in spectrum licenses and internal growth through capital investment.
In addition, the Company has leveraged its existing switching platform and fiber
optic network by introducing new services such as long distance directory
assistance, cable television, local Internet access, and various enhanced
services such as Call Waiting and Caller Identification. These activities have
contributed to considerable growth in the Company's operating revenues.
As a result of the Company's increasing focus on and growth in wireless
communications and other competitive communications related businesses, a larger
percentage of the Company's operating revenues and operating cash flows
(operating cash flow is defined as operating income before depreciation and
amortization) are being generated by businesses other than the mature telephone
operations. Accordingly, management believes operating cash flow is a meaningful
indicator of the Company's performance. Operating cash flow is commonly used in
the wireless communications industry and by financial analysts and others who
follow the industry to measure operating performance.
Management expects continued proportionate growth in revenue, operating cash
flows and operating income from its current consolidated operations. However,
lower operating margins due to start-up costs of newer businesses are expected.
The Company's recognition of its proportionate share of losses associated with
the start-up of Virginia PCS Alliance, L.C. (VA Alliance), WV PCS Alliance, and
other PCS joint ventures is expected to offset net income growth from
consolidated operations and reduce net income as a percent of revenue. These
losses are expected to continue to grow until build-out is completed and a
sufficient customer base is established.
The Company wishes to caution readers that these forward-looking statements and
any other forward-looking statements made by the Company are based on a number
of assumptions including, but not limited to, continuation of economic growth
and demand for wireless and wireline communications services; continuation of
current level of services for certain material customers; reform initiatives
being considered by the FCC being relatively revenue neutral; significant
competition in the Company's telephone service area not emerging in 1997; and
achievement of build-out, operational, and marketing plans relating to
deployment of PCS services. Any significant deviations from these assumptions
could cause actual results to differ materially from those in the above and
other forward-looking statements.
CFW COMMUNICATIONS COMPANY
Item 2. Management's Discussion And Analysis
Of Financial Conditions And Results Of Operations
Continued
RESULTS OF OPERATIONS
The Company had net income of $5.9 million, or $0.45 per share, for the second
quarter 1997, including a $5.1 million ($3.1 million after tax or $0.24 per
share) gain on the sale of its investment in the Roanoke Cellular partnership.
Exclusive of this gain, net income for the second quarter 1997 increased 18% to
$2.8 million, or $0.21 per share, over second quarter 1996 net income of $2.3
million, or $0.18 per share. For the six months ended June 30, 1997 net income
was $8.4 million or $0.64 per share up from $4.6 million or $0.36 per share for
the prior year's comparable period. Operating revenues were $14.5 million for
the second quarter 1997 and $28.0 million for the six months ended June 30,
1997, an 18% increase over second quarter 1996 revenues of $12.3 million and a
15% increase over the $24.4 million for the prior year's comparable period.
Operating cash flows for the second quarter 1997 were $6.8 million, a 15%
increase over second quarter 1996 operating cash flows of $5.9 million.
Operating cash flows for the six months ended June 30, 1997 were $13.5 million,
an 18% increase over the $11.5 million for the prior year's comparable period.
<PAGE>
These results reflect strong contributions from CFW's managed cellular
operations, positive cash flow contributions from wireless cable and growth in
telephone access lines, minutes of use and calling features.
OPERATING REVENUES
Total operating revenues increased $2.2 million or 18% for the three months
ended June 30, 1997 and $3.6 million or 15% for the six months then ended as
compared to the same periods in 1996. These increases are primarily attributable
to the net addition of over 10,000 combined cellular, paging and wireless cable
customers from a year ago and an expansion of more than 60% of the Company's
directory assistance contract. In addition, over 4% growth in access lines, 5%
growth in access and toll minutes, double digit growth in calling features and
doubling of internet customers have also contributed to the revenue increases.
WIRELINE COMMUNICATIONS
Revenues from the Company's wireline operations, which include telephone
revenues, fiber optic network usage and wireline cable revenues, increased $0.5
million or 6% and $0.8 million or 5% for the three and six months ended June 30,
1997. Telephone revenues, which include local service, access and toll services,
directory advertising and calling feature revenues were $7.1 million and $14.1
million for the three and six months ended June 30, 1997, an increase of $0.4
million or 6% and $0.5 million or 4%, respectively, over the comparable periods
in 1996. These revenue increases were due in part to a 6% growth in toll and
access minutes of use in second quarter 1997 compared to second quarter 1996 and
a 5% growth for the comparable six month period ending June 30, 1997. Internet
revenues increased $0.1 million or 89% and $0.2 million or 129% for the three
and six months ended June 30, 1997. These increases reflect a 108% increase in
the customer base over the first six months of 1996.
WIRELESS COMMUNICATIONS
Revenues from the Company's wireless communications, which include cellular,
paging, wireless cable, and other miscellaneous revenues, increased $0.6 million
or 28% and $1.4 million or 32% for the three and six months ended June 30, 1997.
Cellular revenues, including access, air time and roaming charges, increased by
$0.4 million or 24% for the
CFW COMMUNICATIONS COMPANY
Item 2. Management's Discussion And Analysis
Of Financial Conditions And Results Of Operations
Continued
three month period and $1.0 million or 31% for the comparable six month period.
Contributing to this growth was a 43% growth in the RSA6 cellular customer base
over the first six months of 1996. Wireless cable revenue increased $0.2 million
or 39% and $0.4 million or 35% for the three and six months ended June 30, 1997,
primarily due to customer growth of 31% over the comparable six months of 1996.
The cable customer growth reflects continued penetration in the Charlottesville,
Shenandoah Valley and Richmond markets.
DIRECTORY ASSISTANCE
The commencement of directory assistance services to customers seeking telephone
numbers in New Jersey and Delaware during the first half of 1997 generated an
additional $0.9 million or 54% and $1.2 million or 36% increase in revenues for
the three and six month periods ending June 30, 1997 as compared to the same
periods for 1996. The addition of New Jersey and Delaware is expected to
generate, on an annualized basis, over 60% growth in calling volume.
OPERATING EXPENSES
Operating expenses increased $1,624,600 or 20% for the three month period ended
June 30, 1997 and $2,264,900 or 14% for the six months then ended as compared to
the same time periods in 1996. Approximately $800,000 and $1,100,000 of this
increase for the three and six months ended June 30, 1997, respectively, was due
to the operating expenses, excluding depreciation and amortization, of the
Company's directory assistance service, which expanded to include New Jersey and
Delaware during the first half of 1997. Depreciation and amortization expense
increased $333,300 and $706,100 for the three and six months June 30, 1997 as a
result of capital additions primarily in telephone, network, wireless cable, and
information services businesses relating to continued business expansion.
<PAGE>
As a percentage of total operating revenues, total operating expenses remained
relatively unchanged at 68% for the three and six months ended June 30, 1997 as
compared to the same time periods in 1996. The year over year decrease of
operating expenses, excluding depreciation and amortization, as a percent of
total operating revenues is offset by the continued growth in depreciation and
amortization related to capital expansion.
MAINTENANCE AND SUPPORT EXPENSE
Maintenance and support expense, which includes property and equipment
maintenance, general engineering and general administration of plant operations,
increased $70,200 or 3% and decreased $213,200 or 4.5% for the three and six
months ended June 30, 1997. The three month increase is primarily attributable
to Company growth and property and equipment expansion. These expenses remained
relatively consistent for the six months ended June 30, 1997 due to increases
associated with growth in operations offset by a decrease in pricing for network
facilities for the directory assistance service.
DEPRECIATION AND AMORTIZATION EXPENSE
Depreciation and amortization expense increased $333,300 or 18% and $706,100 or
19% for the three and six months period ended June 30, 1997. Capital
expenditures related to wireless cable customer growth increased depreciation by
approximately $163,000 and $450,000 for the three and six months ended June 30,
1997. Expansion of the fiber optic
CFW COMMUNICATIONS COMPANY
Item 2. Management's Discussion And Analysis
Of Financial Conditions And Results Of Operations
Continued
network for competitive access and the capital expenditures relating to the
cellular business were also contributing factors to the increase in depreciation
and amortization expense.
CUSTOMER OPERATIONS EXPENSE
Customer operations expense, which includes marketing, product management,
product advertising, sales, publication of a regional telephone directory,
customer services, directory assistance services and local directory services
increased $646,000 or 23% and $944,000 or 17% for the three and six month period
ended June 30, 1997. This reflects continued training and additional staff
related to the expansion of area codes handled for directory assistance in the
New Jersey and Delaware areas.
CORPORATE OPERATIONS EXPENSE
Corporate operations expense, which includes taxes other than income, executive,
planning, accounting, external relations, legal, purchasing, information
management, human resources and other general and administrative expenses
increased $575,300 or 49% and $828,200 or 32% for the three and six month period
ended June 30, 1997. This increase relates primarily to internal infrastructure
growth necessary to support the growth in several of the businesses and
increased benefits costs.
EQUITY INCOME FROM WIRELESS INVESTEES
Equity income from wireless investees, which includes equity earnings from the
Company's interest in the Roanoke and RSA5 cellular partnerships decreased
$170,700 or 110% and $339,900 or 88% for the three and six months ended June 30,
1997 as compared to the same periods in 1996. In April 1997, the Company sold
its 30% limited interest in the Roanoke MSA cellular partnership to GTE and
recognized a $5.1 million gain in the second quarter (see Note 4 to the
Financial Statements).
INCOME TAXES
Income taxes increased $2,125,400 and $2,326,800 for the three and six months
ended June 30, 1997 as compared to the same periods in 1996. This increase is
due to an increase in taxable income from operations and $1.9 million of taxes
from the gain on sale of the Roanoke MSA cellular partnership. The effective
rate remained unchanged at 38% for the six month period ended June 30, 1997 and
1996.
<PAGE>
MINORITY INTERESTS
Minority interests decreased $106,600 for the three month period ended June 30,
1997 as compared to the comparable period in 1996. As described in Note 4 to the
Financial Statements, this was a result of the purchase of an additional 8.4%
interest in the RSA6 partnership.
LIQUIDITY AND CAPITAL RESOURCES
In the six months ended June 30, 1997, net cash provided by operating activities
was $8.1 million. Principal changes in operating assets and liabilities included
a $2.6 million increase in accounts receivable which represented the short term
advances to the PCS Alliances, the addition of two states for the directory
assistance contract,
CFW COMMUNICATIONS COMPANY
Item 2. Management's Discussion And Analysis
Of Financial Conditions And Results Of Operations
Continued
and the receivable for directory advertising. Deferred tax liabilities decreased
$2.1 million primarily due to the tax effect of the decrease in unrealized gain
on securities available for sale. Other current liabilities increased $2.2
million due to the $1.9 million of additional income taxes payable relating
primarily to the gain on the sale of the investment in Roanoke MSA cellular
partnership. Finally, accounts payable and other accrued liabilities decreased
by $655,400 and $825,600, respectively, due to the timing of payments at the
quarter end.
The Company's investing activities for the six months ended June 30, 1997
included $6.2 million for the purchase of property and equipment, including $1.2
million towards the construction of the PCS facility, $770,000 for accounting
and human resources software, and additions attributable to customer expansion
throughout all operating divisions. Other significant investing activities
include $5.0 million for the purchases of PCS and WCS radio spectrum licenses,
$1.1 million use of funds for the purchase of a portion of VA RSA6 minority
interest, and a $6.6 million source of funds representing the proceeds from the
sale of the Roanoke MSA cellular partnership.
Net cash used in financing activities for the six months ended June 30, 1997
aggregated $5.0 million, including $2.3 million to repay funds borrowed on an
available lines of credit and $2.7 million used to pay dividends on outstanding
capital stock.
Capital expenditures for 1997 are expected to approximate 1996 levels in order
for the Company to continue its growth trend in wireless communications and
other services.
The Company has entered into guaranty agreements whereby the Company is
committed to provide guarantees of up to $36.2 million of the VA PCS Alliance's
debt and redeemable preferred obligations, with such guarantee becoming
effective as obligations are incurred by the Alliance. At June 30, 1997, the
Company has guaranteed $11.4 million of the Alliance's obligations.
As described in Note 4 to the Financial Statements, in August 1997 the Company
invested approximately $1.0 million and contributed certain PCS licenses to the
WVA PCS Alliance in exchange for 45% common ownership interest.
<PAGE>
CFW COMMUNICATIONS COMPANY
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable
Item 2. Changes In Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission Of Matters To A Vote Of Security Holders
None.
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
(A) Exhibits
(27) Financial Data Schedule
(B) Reports on Form 8-K - None
<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.
CFW COMMUNICATIONS COMPANY
August 13, 1997 ----------------------------
J. S. Quarforth, President
and Chief Executive Officer
August 13, 1997 -------------------------------
C. S. Smith, VP-Administration,
Treasurer and Secretary
August 13, 1997 -------------------------------
M. B. Moneymaker
Vice President - Finance
<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.
CFW COMMUNICATIONS COMPANY
August 13, 1997 /s/ J. S. Quarforth
------------------------------------
J. S. Quarforth, President
and Chief Executive Officer
August 13, 1997 /s/ C. S. Smith
------------------------------------
C. S. Smith, VP-Administration,
Treasurer and Secretary
August 13, 1997 /s/ M. B. Moneymaker
------------------
M. B. Moneymaker
Vice President - Finance
<PAGE>
EXHIBIT 27
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 564,922
<SECURITIES> 0
<RECEIVABLES> 12,188,673
<ALLOWANCES> 0
<INVENTORY> 1,880,225
<CURRENT-ASSETS> 14,984,873
<PP&E> 129,152,536
<DEPRECIATION> 41,124,846
<TOTAL-ASSETS> 140,915,945
<CURRENT-LIABILITIES> 13,172,345
<BONDS> 21,700,000
0
0
<COMMON> 43,378,440
<OTHER-SE> 43,912,779
<TOTAL-LIABILITY-AND-EQUITY> 140,915,945
<SALES> 0
<TOTAL-REVENUES> 27,968,966
<CGS> 0
<TOTAL-COSTS> 18,875,412
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 553,701
<INCOME-PRETAX> 13,587,683
<INCOME-TAX> 5,202,359
<INCOME-CONTINUING> 8,385,324
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,385,324
<EPS-PRIMARY> 0.642
<EPS-DILUTED> 0
</TABLE>
