-----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, RGM6KkeVCRx7t29HgfoSN2+QoMqFx8HNn+3KgO8T2gzSPxFeS+zAmzfKNyibwAqY RMv8WAMzGQKBBfZTHzODug== 0001010549-06-000232.txt : 20060425 0001010549-06-000232.hdr.sgml : 20060425 20060425172204 ACCESSION NUMBER: 0001010549-06-000232 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060425 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060425 DATE AS OF CHANGE: 20060425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CabelTel International Corp CENTRAL INDEX KEY: 0000105744 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 752399477 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08187 FILM NUMBER: 06778914 BUSINESS ADDRESS: STREET 1: 1755 WITTINGTON PLACE STREET 2: SUITE 340 CITY: DALLAS STATE: TX ZIP: 75234 BUSINESS PHONE: 9724078400 MAIL ADDRESS: STREET 1: 1755 WITTINGTON PLACE STREET 2: SUITE 340 CITY: DALLAS STATE: TX ZIP: 75234 FORMER COMPANY: FORMER CONFORMED NAME: GREENBRIAR CORP DATE OF NAME CHANGE: 19960514 FORMER COMPANY: FORMER CONFORMED NAME: MEDICAL RESOURCE COMPANIES OF AMERICA DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WESPAC INVESTORS TRUST DATE OF NAME CHANGE: 19900605 8-K 1 cabel8k042506.txt 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 Date of Report: April 25, 2006 (Date of Earliest Event Reported) CABELTEL INTERNATIONAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 000-08187 75-2399477 (State or other (Commission (I.R.S. Employer jurisdiction of incorporation) File No.) Identification No.) 1755 Wittington Place, Suite 340 Dallas, Texas 75234 (Address of principal executive offices) 972-407-8400 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions: [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 2 - Financial Information Item 2.02. Results of Operations and Financial Condition On April 25, 2006, CableTel International Corporation ("CIC" or the "Company") announced its operational results for the fiscal year ended December 31, 2005. A copy of the announcement is attached as Exhibit "99.1." The information furnished pursuant to Item 2.02 in this Form 8-K, including Exhibit "99.1" attached hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K. Section 9 - Financial Statements and Exhibits Item 9.01. Financial Statements and Exhibits (c) Exhibits. The following exhibit is furnished with this Report: Exhibit Designation Description of Exhibit 99.1* Press Release dated April 25, 2006. _________________________ *Furnished herewith. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly-caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly-authorized. Dated: April 25, 2006. CABLETEL INTERNATIONAL CORPORATION By: /s/ Gene S. Bertcher ------------------------------- Gene S. Bertcher, President and Chief Financial Officer EX-99.1 2 cabel8kex991042506.txt PRESS RELEASE DATED APRIL 25, 2006 Exhibit 99.1 CabelTel International Corporation CabelTel International Corporation Reports 2005 Results Dallas, Texas (Business Wire) April 25, 2006...CabelTel International Corporation (AMEX: GBR), a Dallas-based company with investments in a retirement center in Oregon, oil wells in East Texas, an outlet mall in North Texas and a Bulgarian telecommunications company, today reported a net loss of $986,000 or $1.01 per share for the twelve months ended December 31, 2005, compared to a loss of $816,000 and $0.84 per share for the same period in 2004. On October 12, 2004, the Company acquired, for 31,500 shares of newly-designated 2% Series J Preferred Stock, 74.8% of CableTEL AD ("CableTEL"), a Bulgarian telecommunications company. The terms of the acquisition agreement require the Company to present a proposal to its stockholders to approve the mandatory exchange of all shares of Series J Preferred Stock into 8,788,500 shares of common stock which, if approved by stockholders, would represent 90% of the resulting total issued and outstanding shares of common stock in the Company. As of this date, the exchange has not occurred. The Company's financial statements do not reflect CableTEL AD and will not do so until the exchange is completed. Key items for the twelve months ended December 31, 2005, compared to the same period in 2004 included: - --Revenues were $5.8 million in 2005 and $6.1 million in 2004. The decrease is primarily due to reduction of occupancy as well as rental rates in the Company's outlet mall. - --Operating expenses were $6.5 million in 2005 and $6.9 million in 2004. The decrease is due to reductions in the cost of operations of the Company's outlet mall. - --General and administrative expense was $1.2 million in 2005 and $1.7 million in 2004. During 2004 the Company incurred legal fees related to a dispute with the IRS and overall professional fees with regard to it's acquisition of the CableTEL AD. These expenses did not occur in 2005. - -- During the fourth quarter of 2004 and continuing through 2005 the Company borrowed a total of $7.2 million from a related party which it advanced to CabelTEL AD for operations and acquisitions in Bulgaria. The Company has a receivable from CableTEL AD for principal and interest. The interest from CableTEL AD equals the Company's interest cost on the $7.2 million. CabelTel International Corporation (AMEX: GBR) is a Dallas-based company with investments in a retirement center, gas and oil wells, a North Texas outlet mall and a Bulgarian telecommunications company. A copy of the Company's SEC Form 10-K and other information is available on the Company's website, www.cabeltel.us. Certain statements in this media release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. The words "estimate", "plan", "intend", "expect", "anticipate", "believe" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are found at various places throughout this Report and in the documents incorporated herein by reference. CabelTel International Corporation disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Although we believe that our expectations are based upon reasonable assumptions, we can give no assurance that our goals will be achieved. Important factors that could cause our actual results to differ from estimates or projects contained in any forward-looking statements are described under ITEM 1A. RISK FACTORS in the Company's Form 10-K for the fiscal year ended December 31, 2005.
CabelTel International Corporation and Subsidiaries CONSOLIDATED BALANCE SHEETS (Amounts in thousands) December 31, ----------------------- ASSETS 2005 2004 ---------- ---------- CURRENT ASSETS Cash and cash equivalents $ 650 $ 762 Accounts receivable - trade 339 222 Notes receivable 306 856 Property held for sale -- 1,760 Other current assets, net 179 103 ---------- ---------- Total Current Assets 1,474 3,703 NOTES RECEIVABLE, net of deferred income 309 309 PROPERTY AND EQUIPMENT, AT COST Land and improvements 2,232 2,232 Buildings and improvements 5,298 6,987 Equipment and furnishings 292 273 Proven oil and gas properties (full cost method) 1,401 1,479 ---------- ---------- 9,223 10,971 Less accumulated depreciation, depletion, and amortization 963 (1,090) ---------- ---------- 8,260 9,881 DEFERRED INCOME TAX BENEFIT 1,161 1,161 DUE FROM CABLETEL AD 8,004 951 DEPOSITS 129 36 OTHER ASSETS, NET 743 725 ---------- ---------- Total Assets $ 20,080 $ 16,766 ========== ==========
CabelTel International Corporation and Subsidiaries CONSOLIDATED BALANCE SHEETS - CONTINUED (Amounts in thousands, except share amounts) December 31, ------------------------ LIABILITIES AND STOCKHOLDERS' EQUITY 2005 2004 ---------- ---------- CURRENT LIABILITIES Current maturities of long-term debt $ 2,383 $ 4,780 Current notes payable -- 240 Accounts payable - trade 842 687 Accrued expenses 1,236 828 Other current liabilities 371 -- ---------- ---------- Total Current Liabilities 4,832 6,535 LONG-TERM DEBT (including amounts to related parties of $7,347) 13,560 8,338 OTHER NON-CURRENT LIABILITIES (including amounts to related parties of $591) 936 155 ---------- ---------- Total Liabilities 19,328 15,028 STOCKHOLDERS' EQUITY Preferred stock, Series B 1 1 Preferred stock, Series J 2% 3,150 3,150 Preferred stock, Series J contra equity (3,150) (3,150) Common stock, $.01 par value; authorized, 4,000,000 shares; issued and outstanding, 976,955 shares 10 10 Additional paid-in capital 55,966 55,966 Accumulated deficit (55,225) (54,239) ---------- ---------- 752 1,738 ---------- ---------- Total liabilities & equity $ 20,080 16,766 ========== ==========
CabelTel International Corporation and Subsidiaries CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in thousands, except per share amounts) Year Ended ----------------------------------- December 31, ----------------------------------- 2005 2004 2003 --------- --------- --------- Revenue Real estate operations $ 4,098 $ 4,643 $ 2,486 Oil and gas operations 1,723 1,410 449 --------- --------- --------- 5,821 6,053 2,935 --------- --------- --------- Operating expenses Real estate operations 3,001 3,172 1,115 Oil and gas operations 1,349 1,111 441 Lease expense 932 917 969 General and administrative 1,191 1,715 1,111 -- --------- --------- 6,473 6,915 3,636 --------- --------- --------- Operating loss (652) (862) (701) Other income (expense) Interest income 700 213 304 Interest expense (1,189) (904) (413) Gain (loss) on sale of assets, net (118) 1,456 1,058 Other income (expense), net 285 (403) 374 --------- --------- --------- (322) 362 1,323 --------- --------- --------- Earnings (loss) from continuing operations (974) (500) 622 Discontinued operations Profit from operations 22 (316) (400) Other expense (34) -- -- --------- --------- --------- Loss from discontinued operations (12) (316) (400) --------- --------- --------- Net earnings (loss) (986) (816) 222 Preferred dividend requirement -- -- -- --------- --------- --------- Net earnings (loss) applicable to common shares $ (986) $ (816) $ 222 ========= ========= ========= Earnings (loss) per share - basic Continuing operations $ (1.00) $ (0.51) $ 0.88 Discontinued operations (0.01) (0.32) (0.57) --------- --------- --------- Net earnings (loss) per share $ (1.01) $ (0.84) $ 0.31 Basic weighted average common shares 977 977 706
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