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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 11, 2000
CFW COMMUNICATIONS COMPANY
(Exact Name of Registrant as Specified in Charter)
Virginia 0-16751 54-1443350
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
P.O. Box 1990
Waynesboro, Virginia 22980
(Address of principal executive offices)
(540)946-3500
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On July 11, 2000, CFW Communications Company, a Virginia corporation
("CFW" or the "Company") closed the sale of its directory assistance operations
to Telegate AG, a Federal Republic of Germany corporation ("Telgate"). Pursuant
to the Stock Purchase Agreement, Telegate purchased the Company's ownership
interest in CFW Information Services Inc. in exchange for $32.0 million in cash
and $3.5 million in Telegate stock, representing an aggregate consideration of
$35.5 million. The Company retained ownership of three call center buildings in
Waynesboro, Clifton Forge, and Winchester, Virginia, and is leasing the
facilities to Telegate.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Unaudited pro forma consolidated financial information of CFW
Communications Company (to be filed by amendment within 60
days of the filing date of this Form 8-K).
(c) Exhibits.
EXHIBIT NUMBER DESCRIPTION
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10.1 Stock Purchase Agreement dated May 17, 2000, among Telegate,
Inc., Telegate AG, CFW Communications Company, and CFW
Information Services Inc. (incorporated by reference to Exhibit
10.3 to the Company's Current Report on Form 8-K filed with the
Commission on May 17, 2000).
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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.
CFW COMMUNICATIONS COMPANY
(Registrant)
By: /s/ Michael B. Moneymaker
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Michael B. Moneymaker
Senior Vice President and Chief
Financial Officer, Treasurer
and Secretary
Date: July 24, 2000
