-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IvNU75T06RR1DsAcCayD1TwVbWXPsUJGpQrEb820E7avqrJrAbcrZR5DIbaff+dj 6EnwVQ8iFhnvMJvOXr+weg== 0001104659-05-043055.txt : 20050907 0001104659-05-043055.hdr.sgml : 20050907 20050907113142 ACCESSION NUMBER: 0001104659-05-043055 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050825 FILED AS OF DATE: 20050907 DATE AS OF CHANGE: 20050907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRICOM SA CENTRAL INDEX KEY: 0001052124 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14816 FILM NUMBER: 051072045 BUSINESS ADDRESS: STREET 1: AVE LOPE DE VEGA NO 95 CITY: SANTO DOMINGO STATE: G8 BUSINESS PHONE: 8094766000 MAIL ADDRESS: STREET 1: AVE LOPE DE VEGA NO 95 CITY: SANTO DOMINGO STATE: G8 ZIP: 00000 6-K 1 a05-15889_16k.htm 6-K

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

Report of Foreign Private Issuer

 

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

For the month of:  August 25, 2005

 

TRICOM, S.A.

(Translation of registrant’s name into English)

 

Avenida Lope de Vega No. 95, Santo Domingo, Dominican Republic

(Address of principal executives offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ý Form 40-F o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes o No ý

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-        

 

 



 

The press release on August 25, 2005, a copy of which is attached as Exhibit 99.1, is incorporated by reference into this Form 6-K.

 

Exhibits.

 

The following exhibit is filed with this report:

 

99.1 -  Press Release, dated August 25, 2005, of TRICOM, S.A.

 

[Signature on following page.]

 

2



 

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.

 

 

TRICOM, S.A

 

 

 

 

 

 

Dated: August 26, 2005

By:

/s/ HECTOR CASTRO NOBOA

 

 

Hector Castro Noboa

 

 

Chief Executive Officer

 

3



 

Exhibit Index

 

99.1 -  Press Release, dated August 25, 2005, of TRICOM, S.A.

 

4


EX-99.1 2 a05-15889_1ex99d1.htm EX-99.1

Exhibit 99.1

 

TRICOM REPORTS SECOND QUARTER RESULTS

 

(Santo Domingo, Dominican Republic, August 25, 2005) Tricom, S.A. (OTC: TRICY) today announced consolidated unaudited financial and operational results for the second quarter and first six months of 2005.

 

Results of Operations

 

Operating revenues grew 29 percent to $55.4 million for the 2005 second quarter compared to $43.0 for the 2004 second quarter, and increased by 31 percent to $110.4 million during the first six months of 2005 compared to $84.3 million for the first six months of 2004.  These results reflect the continued improvement of the Company’s core domestic businesses coupled with the appreciation of the value of the Dominican peso. The revenue growth was driven by the Company’s domestic telephony, mobile, cable and data & Internet services, offset by slightly lower international long distance revenues.

 

Operating losses declined by approximately 35 percent to $5.0 million during the 2005 second quarter compared to $7.7 million during the 2004 second quarter, and by 45 percent to $6.9 million during the first six months of 2005 compared to $12.6 million for the first six months of 2004. The improvement in the Company’s operating performance during the 2005 second quarter and first six months of the year is attributable to improved margins resulting from higher operating revenues.

 

Consolidated operating costs and expenses increased by 19.3 percent to $60.4 million in the 2005 second quarter, and by 21.1 percent to $117.3 million during the first half of the year, primarily due to higher selling, general and administrative expenses (SG&A) and non-cash depreciation and amortization charges. These increases were offset in part by lower costs related to the Company’s financial restructuring efforts totaling $1.8 million during the 2005 second quarter and $3.0 million during the first six months of the year compared to $2.6 million during the 2004 second quarter and $4.6 million during the first six months of 2004.

 

SG&A expenses increased by 77.4 percent to $20.6 million in the 2005 second quarter and by 71.1 percent to $38.4 million during the first six months of the year, mainly due to higher employee compensation, which include severance and other compensations payable to the Company’s former Chief Executive Officer, energy and occupancy costs, as well as marketing and promotional expenses. The increases in SG&A expenses were in large part attributed to the increase in the average value of the Dominican Peso. Depreciation and amortization expenses totaled $16.0 million during the 2005 second quarter and $32.1 million during the first six months of 2005, a 12 percent and 20 percent, increase respectively, from the year-ago periods. The increase in depreciation and amortization expenses is due primarily to a shorter useful life of the Company’s depreciable asset base.

 



 

Interest expense increased by 18.6 percent to $16.7 million in the 2005 second quarter, and by 12.6 percent to $33.2 million during the first half of the year primarily due to currency appreciation impacting peso-denominated interest bearing indebtedness, as well as cumulative penalties for debt in arrears. The Company is in default with respect to its outstanding indebtedness, approximately $446 million principal amount as of June 30, 2005.

 

Net loss totaled $20.8 million, or $0.32 per share, for the 2005 second quarter, and $40.1 million, or $0.62 per share, for the first six months of the year.

 

Recent Developments

 

On June 16, 2005, the Company announced that former Chief Executive Officer (CEO) and President Carl Carlson left the Company. The Company’s Board of Directors selected Hector Castro Noboa, Secretary and Vice-Chairman of the Board of Directors, to succeed Mr. Carlson as CEO. Mr. Carlson continues to work with the Company in a consulting role.

 

On July 27, 2005, the Company reached a settlement with General Electric Credit Corporation of Tennessee and General Electric Capital Corporation of Puerto Rico with respect to claims arising from the Company’s alleged breach of a lease agreement due to early termination in December 2003. As part of the settlement, the Company has signed a 7-year $6 million 9% per annum promissory note payable in monthly installments, with the first year comprised of interest-only payments and the principal balance amortized over the remaining 6 years.

 

Financial Restructuring Update

 

The Company understands that certain of its creditors, including an ad hoc committee of holders of its 11-3/8 percent Senior Notes, along with GFN Corporation, the Company’s majority shareholder, continue to engage in discussions regarding an agreement on a consensual financial restructuring of the Company’s balance sheet. The Company’s future results and its ability to continue operations will depend on the successful conclusion of the restructuring of its indebtedness.

 

Since these negotiations are ongoing, the value and treatment of the Company’s existing secured and unsecured obligations, as well as that of the interest of its existing shareholders, is uncertain at this time. Even if a restructuring can be completed, the value of the Company’s existing debt securities and instruments is expected to be substantially less than the current recorded face amount of such obligations, and investors in the Company’s equity interests, including the American Depository Shares, are expected to receive little or no value with respect to their investment.

 



 

About TRICOM

 

Tricom, S.A. is a full service communications services provider in the Dominican Republic. We offer local, long distance, mobile, cable television and broadband data transmission and Internet services. Through Tricom USA, we are one of the few Latin American based long distance carriers that is licensed by the U.S. Federal Communications Commission to own and operate switching facilities in the United States. Through our subsidiary, TCN Dominicana, S.A., we are the largest cable television operator in the Dominican Republic based on our number of subscribers and homes passed. For more information about Tricom, please visit www.tricom.net

 

Cautionary Language Concerning Forward-Looking Statements

 

Statements in this press release that are not strictly historical in nature are forward-looking statements. These statements are only predictions based on current information and expectations and involve a number of risks and uncertainties. Actual events or results may differ materially due to various factors. Factors which may cause actual results to differ materially from those discussed herein include economic considerations that could affect demand for telecommunications services and the ability of the Company to make collections, including devaluation of the Dominican peso, the effect of the Company’s default on its indebtedness, the inability to reach an agreement with our creditors on a restructuring plan, inflation, regulatory factors, legal proceedings, exchange controls and occurrences in currency markets, competition, and the risk factors set forth in the Company’s various filings with the Securities and Exchange Commission, including its more recently filed Annual Report on Form 20-F. The Company undertakes no obligation to revise these forward-looking statements to reflect events or circumstances after the date hereof.

 



 

TRICOM, S.A. AND SUBSIDIARIES

Consolidated Statement of Operations

(In US$Thousands)

 

 

 

Three-Months Ended

 

Six-Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2004

 

2005

 

2004

 

2005

 

 

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Total operating revenues

 

$

42,970

 

$

55,414

 

$

84,260

 

$

110,403

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales and services

 

22,142

 

21,957

 

43,096

 

43,834

 

Selling, general and administrative expenses

 

11,629

 

20,627

 

22,446

 

38,408

 

Depreciation and amortization

 

14,305

 

16,021

 

26,709

 

32,055

 

Special items & other operating expenses

 

2,585

 

1,839

 

4,637

 

3,048

 

Total operating costs and expenses

 

50,662

 

60,445

 

96,888

 

117,346

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

(7,692

)

(5,030

)

(12,629

)

(6,943

)

 

 

 

 

 

 

 

 

 

 

Other income (expenses):

 

 

 

 

 

 

 

 

 

Interest expense

 

(14,035

)

(16,652

)

(29,432

)

(33,152

)

Interest income

 

21

 

141

 

34

 

223

 

Foreign currency exchange gain (loss)

 

463

 

432

 

1,873

 

(591

)

Other, net

 

153

 

355

 

171

 

559

 

Other expenses, net

 

(13,399

)

(15,725

)

(27,354

)

(32,961

)

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) before income taxes

 

(21,090

)

(20,756

)

(39,982

)

(39,904

)

 

 

 

 

 

 

 

 

 

 

Income taxes, net

 

(60

)

(90

)

(120

)

(180

)

 

 

 

 

 

 

 

 

 

 

Net earnings (loss)

 

$

(21,150

)

$

(20,846

)

$

(40,102

)

$

(40,084

)

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) per common share

 

$

(0.33

)

$

(0.32

)

$

(0.62

)

$

(0.62

)

 

 

 

 

 

 

 

 

 

 

Average number of common shares used in calculation

 

64,603

 

64,603

 

64,603

 

64,603

 

 

###

 

For Further Information Contact:

Investor Relations

Ph (809) 476-4044 / 4012

e-mail: investor.relations@tricom.net

 


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