<PAGE> 1
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
April 25, 2000
WESTERN WIRELESS CORPORATION
---------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Washington
-------------------------------------------------
(State or Other Jurisdiction of Incorporation)
<TABLE>
<S> <C>
000-28160 91-1638901
- ------------------------ ---------------------------------
(Commission File Number) (IRS Employer Identification No.)
</TABLE>
Suite 400
3650 131st Avenue SE
Bellevue, WA 98006
------------------------------------------
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (425) 586-8700
--------------
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS
FOR IMMEDIATE RELEASE
WESTERN WIRELESS ANNOUNCES FIRST QUARTER 2000 FINANCIAL RESULTS
- CASH FLOW OF $65 MILLION, A 47% INCREASE OVER PRIOR YEAR -
BELLEVUE, Wash. (April 25, 2000) -- Western Wireless Corporation
(NASDAQ: WWCA), a leading provider of communication services to rural America,
announced today its financial and operating results for the first quarter ended
March 31, 2000.
"The first quarter of the new millennium is off to a strong start, with
EBITDA (operating income before non-cash charges) of $65 million and the fifth
consecutive quarter with an EBITDA margin at or above 40%," said John W.
Stanton, chairman and chief executive officer of Western Wireless. "During the
quarter, we closed on the Utah 5 acquisition, announced a definitive agreement
to acquire the Wyoming 1 and Arizona 6 service areas and today we announced the
acquisition of the Oklahoma 4 service area. Western Wireless International (WWI)
acquired an interest in the Ivory Coast, a nationwide license covering a
population of almost 15 million people."
COMPANY RESULTS
Mikal Thomsen, president and chief operating officer of Western
Wireless, commented, "In the first quarter, Western Wireless showed strong
subscriber and cash flow growth. Year over year, we grew subscribers by 26% and
cash flow by 47% while continuing to upgrade our network to meet the both the
current and future needs of our customers."
During the first quarter of 2000, domestic subscribers increased by
40,000, including 3,800 from acquisitions, to 874,700. Service revenues
increased 37 percent from the same quarter a year ago to $152.6 million and
total revenues were $159.3 million, up 37 percent over the same quarter a year
ago. EBITDA for the quarter was $65.1 million, a 47 percent increase over the
first quarter of 1999. A non-cash expense of $3 million was recognized for stock
based compensation. Net income was $1.1 million, earnings of $.01 per basic
share for the quarter. Capital expenditures were $48.9 million for the quarter
and $16.3 million in free cash flow (EBITDA less capital expenditures) was
generated during the first quarter of 2000.
<PAGE> 3
WESTERN WIRELESS INTERNATIONAL
WWI operating companies added 66,700 customers in six countries, to end
the quarter with 389,000 total customers. WWI operating companies held an
interest in international licenses in 9 countries at the end of the first
quarter.
ACQUISITION OF RURAL SERVICE AREA (RSA)
Separately, Western Wireless announced a definitive agreement to acquire
an RSA in northeastern Oklahoma for a purchase price of approximately $60
million. The Oklahoma 4 RSA includes an estimated 200,000 people.
Located in Bellevue, Wash., Western Wireless Corp. is a leading provider
of wireless communications services in the western United States and abroad. It
currently offers cellular service marketed under the Cellular One(R) name in 19
western states. Through its subsidiaries, Western Wireless is licensed to offer
wireless service in 9 countries.
FOR FURTHER INFORMATION CONTACT:
Investment Community: Media:
Gina Haggerty John Snyder
(800) 261-5960 Snyder Buscher Group
[email protected] (206) 652-9704
[email protected]
<PAGE> 4
[WESTERN WIRELESS LOGO]
- --------------------------------------------------------------------------------
WESTERN WIRELESS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
----------------------------
2000 1999
---------- ----------
<S> <C> <C>
Revenues:
Subscriber revenues $ 106,723 $ 86,934
Roamer revenues 44,649 23,250
Equipment sales 6,722 4,384
Other revenues 1,217 1,295
--------- ---------
Total revenues 159,311 115,863
--------- ---------
Operating expenses:
Cost of service 18,666 15,504
Cost of equipment sales 9,923 7,763
General and administrative 37,434 26,704
Sales and marketing 28,148 21,460
Depreciation and amortization 29,743 22,441
Stock based compensation 3,030
--------- ---------
Total operating expenses 126,944 93,872
--------- ---------
Operating income 32,367 21,991
--------- ---------
Other income (expense):
Interest and financing (31,713) (23,296)
expense, net
Equity in net loss of
unconsolidated affiliates 205 (4,761)
Other, net 123 647
--------- ---------
Total other expense (31,385) (27,410)
--------- ---------
Minority interest in consolidated
subsidiaries 150 192
--------- ---------
Net income (loss) from continuing
operations 1,132 (5,227)
--------- ---------
Net loss from discontinued operations (89,861)
Cost of discontinuance (18,500)
---------
Total discontinued operations (108,361)
---------
Net income (loss) $ 1,132 $(113,588)
========= =========
</TABLE>
<PAGE> 5
<TABLE>
<S> <C> <C>
Basic earnings (loss) per share:
Continuing operations $ 0.01 $ (0.07)
Discontinued operations (1.42)
-------------- --------------
Basic earnings (loss) per share $ 0.01 $ (1.49)
============== ==============
Diluted earnings (loss) per share:
Continuing operations $ 0.01 $ (0.07)
Discontinued operations (1.42)
-------------- --------------
Diluted earnings (loss) per share $ 0.01 $ (1.49)
============== ==============
Weighted average shares outstanding:
Basic 77,731,000 76,252,000
============== ==============
Diluted 80,342,000 76,252,000
============== ==============
</TABLE>
SUPPLEMENTARY FINANCIAL AND OPERATIONAL DATA
<TABLE>
<S> <C> <C>
EBITDA(1) $ 65,140 $ 44,432
======== ========
Beginning subscribers 834,700 660,400
Change in subscribers (excluding 36,200 35,100
acquisitions)
Change in subscribers due to 3,800
acquisitions
-------- --------
Total change in subscribers 40,000 35,100
-------- --------
Ending subscribers 874,700 695,500
======== ========
</TABLE>
(1) EBITDA REPRESENTS OPERATING INCOME BEFORE DEPRECIATION, AMORTIZATION AND
STOCK BASED COMPENSATION.
<PAGE> 6
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.
WESTERN WIRELESS CORPORATION
Dated: April 25, 2000
By /s/ Alan R. Bender
----------------------------------
Alan R. Bender
Executive Vice President and
Secretary
