EX-99.1 3 a03-2429_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

FOR IMMEDIATE RELEASE

 

CONTACT: Timothy W. Henry

 

 

Telephone: (704) 344.8150

 

 

Email: Thenry@fairpoint.com

 

 

FAIRPOINT REPORTS STABLE SECOND QUARTER
OPERATING RESULTS

 

CHARLOTTE, N.C. (Aug. 11, 2003) – FairPoint Communications, Inc. (“FairPoint”) today announced its financial results for the second quarter ended June 30, 2003 and its six-month results for the period ended June 30, 2003.

 

Highlights of FairPoint’s financial results for the second quarter from continuing operations, compared with the same quarter a year ago, include:

 

                  Consolidated revenues increased 3.1 percent to $57.3 million.

                  RLEC revenues increased 2.5 percent to $55.8 million.

                  Adjusted consolidated 2003 earnings before interest, taxes, depreciation and amortization (EBITDA) increased 7.3 percent to $33.4 million.

                  Adjusted RLEC EBITDA increased 7.0 percent to $33.2 million.

                  Access line equivalents (voice plus DSL) increased 0.7 percent when compared to the previous quarter.

 

Results for the second-quarter ended June 30, 2003

 

FairPoint reported second-quarter consolidated revenues from continuing operations of $57.3 million, a 3.1 percent increase compared to $55.6 million for the three months ended June 30, 2002.  The RLEC companies reported revenues of $55.8 million, an increase of 2.5 percent compared to $54.5 million for the same period in 2002.   FairPoint’s wholesale long distance subsidiary, FairPoint Carrier Services, Inc. (“Carrier Services”) reported revenues of $1.5 million, a 36.4 percent increase compared to $1.1 million for the second-quarter of 2002.

 

Adjusted Consolidated EBITDA from continuing operations (excluding non-cash items and competitive local exchange carrier (“CLEC”) discontinued operations, but including results from our South Dakota properties which are pending divestiture) was $33.4 million, a 7.3 percent increase from $31.1 million for the same period in 2002.  This year over year increase was primarily attributed to the 3.1 percent increase in consolidated revenues. Adjusted RLEC EBITDA from continuing operations (excluding non-cash items, but including results from our South Dakota properties which are pending divestiture) was $33.2 million, a 7.0 percent increase from $31.0 million in the second

 



 

quarter of 2002.  Carrier Services reported EBITDA of $0.1 million in the second quarter of 2003, an increase of $0.1 million from last year.

 

FairPoint reported a consolidated net loss after taxes of $0.5 million compared to  consolidated net income of $11.1 million for the same period in 2002.  This year over year change was attributed to a gain on CLEC discontinued operations of $18.3 million in 2002.  FairPoint reported a $6.7 million decrease in loss from continuing operations during the three- month period ended June 30, 2003 as compared to the same period in 2002.

 

See the attached “EBITDA Reconciliation” table for an explanation of our calculation of EBITDA, Adjusted Consolidated EBITDA and Adjusted RLEC EBITDA and a reconciliation of such items to net cash provided by operating activities of continuing operations.

 

Results for the six month period ended June 30, 2003

 

FairPoint reported six-month consolidated revenues from continuing operations of $113.1 million, a 0.3 percent increase compared to $112.7 million for the six months ended June 30, 2002.  The RLEC companies reported revenues of $110.3 million, an increase of 1.9 percent compared to $108.2 million last year.   Carrier Services reported revenues of $2.8 million, a 37.8 percent decrease compared to $4.5 million for the six-month period in 2002.

 

Adjusted Consolidated EBITDA from continuing operations (excluding non-cash items and CLEC discontinued operations, but including the operations from our South Dakota properties pending divestiture) was $67.2 million in the six-month period in 2003, a 1.9 percent increase from $65.9 million for the same period in 2002.  This year over year increase was mainly attributed to an increase in revenues of $0.4 million and a decrease in cash operating expenses of $0.5 million.  Adjusted RLEC EBITDA from continuing operations (excluding non-cash items, but including the operations from our South Dakota properties pending divestiture) was $66.8 million, a 2.4 percent increase from $65.3 million for the same period in 2002.  Carrier Services reported EBITDA of $0.3 million for the six-month period of 2003 compared to $0.6 million last year.

 

FairPoint reported consolidated net income after taxes of $0.8 million for the six-month period of 2003 compared to $16.6 million for the same period in 2002.  This year over year change was attributed to a gain on CLEC discontinued operations of $18.3 million in 2002.  FairPoint reported a $2.5 million decrease in loss from continuing operations during the six-month period ended June 30, 2003 as compared to the same period in 2002.

 

For the quarter ended June 30, 2003, access line equivalents (voice plus DSL) increased 0.7 percent to 251,597 from 249,274 at March 31, 2003.  For the six-month period ended June 30, 2003, access line equivalents (voice plus DSL) increased 1.2 percent from 248,581 at December 31, 2002.

 

2



 

RLEC Acquisition Pending in New York State

 

Since the first quarter earnings release, the Company, MJD Ventures, Inc. and FairPoint Berkshire Corporation (“FairPoint Berkshire”) executed an agreement and plan of merger, dated June 18, 2003, with Berkshire Telephone Corporation (“Berkshire”) to merge FairPoint Berkshire with Berkshire, pending required regulatory approvals.  Shareholders of Berkshire would receive approximately $19.2 million, subject to adjustment.  Berkshire is an independent local exchange carrier that provides voice communication services to over 6,700 access lines serving five communities in New York State.  Berkshire communities of service are adjacent to Taconic Telephone Corp., one of the Company’s subsidiaries.  This acquisition is expected to close during the first quarter of 2004.

 

“Similar to our announcement last quarter upon executing an agreement to acquire Community Service Telephone Co. located in Maine, the Berkshire acquisition is consistent with our objective to acquire strategically located companies and rationalize our footprint.  Berkshire is adjacent to FairPoint’s Taconic Telephone Corp.,” said Gene Johnson, FairPoint’s Chief Executive Officer.   “With this acquisition we will enable Berkshire and Taconic customers to benefit from enhanced communications services offerings, customer service and other synergies which will result from the merger.”

 

About FairPoint

 

FairPoint Communications, Inc. is one of the leading providers of telecommunications services to rural communities across the country.  Incorporated in 1991, FairPoint’s mission is to acquire and operate telecommunications companies that set the standard of excellence for the delivery of service to rural communities.  Today, FairPoint owns and operates 29 rural local exchange companies located in 18 states.  FairPoint serves customers with 251,597 access line equivalents (voice plus DSL) and offers an array of services including local voice, long distance, data and Internet.

 

Forward Looking Statement

 

The statements in this news release that are not historical facts are forward-looking statements that are subject to material risks and uncertainties.  Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors which are discussed in previous FairPoint Communications, Inc. filings with the Securities and Exchange Commission.   These risks and uncertainties include, but are not limited to, uncertainties relating to economic conditions, acquisitions and divestitures, growth and expansion risks, the availability of equipment, materials, inventories and programming, product acceptance, and the ability to construct, expand and upgrade its services and facilities.   FairPoint does not undertake to update any forward-looking statements in this news release or with respect to matters described herein.

 

# # #

 

3



 

FairPoint Communications, Inc.

 

Consolidated and Rural Local Exchange Comparative Financial Information

 

For the Three and Six Months Ended June 30, 2003 and 2002

 

($ million)

 

Three-Months Ended
06/30/03

 

Three-Months Ended
06/30/02

 

Consolidated Results from Continuing Operations:

 

 

 

 

 

Revenues

 

$

57,285

 

$

55,570

 

Operating expenses

 

39,383

 

38,721

 

Income from operations

 

17,902

 

16,849

 

Other expense

 

(18,883

)(1)(2)

(24,530

)(3)(4)

Income from continuing operations before income taxes

 

(981

)

(7,681

)

Income (loss) from discontinued operations - CLEC

 

 

18,308

 

Income from discontinued operations - SD Divestiture

 

608

 

601

 

Income taxes

 

(131

)

(144

)

Minority Interest in income of subsidiaries

 

 

(1

)

Net income (loss)

 

$

(504

)

$

11,083

 

 

 

 

 

 

 

Adjusted Consolidated EBITDA

 

$

33,351

 

$

31,080

 

Free Cash Flow

 

2,778

 

4,413

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

Gross property, plant and equipment

 

$

630,671

 

$

605,285

 

Capital expenditures

 

6,947

 

5,972

 

Interest expense (adjusted for amortization)

 

22,264

 

19,174

 

 

 

 

 

 

 

Rural Local Exchange Operations:

 

 

 

 

 

Revenues

 

$

55,818

 

$

54,473

 

Operating expenses

 

37,986

 

37,675

 

Income from operations

 

17,832

 

16,798

 

Other income (expense)

 

(18,407

)(2)

(18,593

)(3)

Earnings (Loss) before income taxes

 

(575

)

(1,795

)

Income from discontinued operations - SD Divestiture

 

608

 

601

 

Income taxes

 

(275

)

(144

)

Minority Interest in income of subsidiaries

 

 

(1

)

Net income (loss)

 

$

(242

)

$

(1,339

)

 

 

 

 

 

 

Adjusted RLEC EBITDA

 

$

33,207

 

$

31,025

 

Free Cash Flow

 

3,286

 

4,607

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

Gross property, plant and equipment

 

$

630,586

 

$

605,210

 

Capital expenditures

 

6,943

 

5,972

 

Interest expense (adjusted for amortization)

 

21,718

 

18,857

 

 

 

 

 

 

 

 

 

Six-Months Ended
06/30/03

 

Six-Months Ended
06/30/02

 

Consolidated Results from Continuing Operations:

 

 

 

 

 

Revenues

 

$

113,097

 

$

112,726

 

Operating expenses

 

77,067

 

76,105

 

Income from operations

 

36,030

 

36,621

 

Other expense

 

(36,205

)(5)(6)(7)(8)

(39,164

)(10)(11)

Income from continuing operations before income taxes

 

(175

)

(2,543

)

Income (loss) from discontinued operations

 

 

18,308

 

Income from discontinued operations - SD Divestiture

 

1,234

 

1,175

 

Income taxes

 

(268

)

(355

)

Minority Interest in income of subsidiaries

 

(1

)

(1

)

Net income (loss)

 

$

790

 

$

16,584

 

 

 

 

 

 

 

Adjusted Consolidated EBITDA

 

$

67,153

 

$

65,914

 

Free Cash Flow

 

12,187

 

14,897

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

Gross property, plant and equipment

 

$

630,671

 

$

605,285

 

Capital expenditures

 

10,489

 

10,009

 

Interest expense (adjusted for amortization)

 

42,053

 

37,884

 

 

 

 

 

 

 

Rural Local Exchange Operations:

 

 

 

 

 

Revenues

 

$

110,240

 

$

108,208

 

Operating expenses

 

74,445

 

72,193

 

Income from operations

 

35,795

 

36,015

 

Other income (expense)

 

(35,814

)(7)(8)(9)

(33,230

)(10)

Earnings (Loss) before income taxes

 

(19

)

2,785

 

Income from discontinued operations - SD Divestiture

 

1,234

 

1,175

 

Income taxes

 

(322

)

(355

)

Minority Interest in income of subsidiaries

 

(1

)

(1

)

Net income (loss)

 

$

892

 

$

3,604

 

 

 

 

 

 

 

Adjusted RLEC EBITDA

 

$

66,842

 

$

65,298

 

Free Cash Flow

 

13,197

 

14,506

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

Gross property, plant and equipment

 

$

630,586

 

$

605,210

 

Capital expenditures

 

10,479

 

10,009

 

Interest expense (adjusted for amortization)

 

40,934

 

37,567

 

Access line equivalents (voice plus DSL)

 

251,597

 

249,306

 

 


Footnotes:

(1)     Includes $0.5 million interest expense on Carrier Services long term debt for the three months ended June 30, 2003.

(2)     Includes FASB 133 mark-to-market gain of $1.9 million for the three months ended June 30, 2003.

(3)     Includes FASB 133 mark-to-market loss of $0.9 million for the three months ended June 30, 2002.

(4)     Includes $5.6 million impairment of Choice One stock for the three months ended June 30, 2002.

(5)     Includes $1.1 million interest expense on Carrier Services long term debt for the six months ended June 30, 2003.

(6)     Includes $3.5 million gain on extinguishment of debt for the six months ended June 30, 2003.

(7)     Includes $5.0 million write off of loan origination costs for the six months ended June 30, 2003.

(8)     Includes FASB 133 mark-to-market gain of $3.9 million for the six months ended June 30, 2003.

(9)     Includes $2.8 million gain on extinguishment of debt for the six months ended June 30, 2003.

(10)   Includes FASB 133 mark-to-market gain of $1.0 million for the six months ended June 30, 2002.

(11)   Includes $5.6 million impairment of Choice One stock for the six months ended June 30, 2002.

 

4



 

FairPoint Communications, Inc.

 

Sequential Financial Information for the Quarters ending June 30 and March 31, 2003, December 31, September 30 and June 30, 2002

 

($ million)

 

Three-Months Ended
6/30/03

 

Three-Months Ended
3/31/03

 

Three-Months Ended
12/31/02

 

Three-Months Ended
9/30/02

 

Three-Months Ended
6/30/02

 

Consolidated Results:

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Local calling services

 

$

14,255

 

$

13,691

 

$

13,797

 

$

13,901

 

$

13,745

 

USF - high cost loop support

 

4,865

 

5,001

 

6,261

 

5,964

 

5,241

 

Interstate access revenue

 

16,364

 

15,479

 

18,667

 

16,106

 

15,844

 

Intrastate access revenue

 

10,815

 

10,737

 

10,863

 

10,927

 

10,603

 

Long distance services

 

3,895

 

3,840

 

3,759

 

4,027

 

3,520

 

Data and internet services

 

2,691

 

2,718

 

2,522

 

2,353

 

2,328

 

Other services

 

4,400

 

4,346

 

4,445

 

4,501

 

4,289

 

Total revenues

 

57,285

 

55,812

 

60,314

 

57,779

 

55,570

 

Operating expenses

 

39,383

 

37,684

 

43,766

 

37,627

 

38,721

 

Income from operations

 

17,902

 

18,128

 

16,548

 

20,152

 

16,849

 

Other income (expense)

 

(18,883

)

(17,322

)

(20,806

)

(21,525

)

(24,530

)

Earnings (loss) from continuing operations before income taxes

 

(981

)

806

 

(4,258

)

(1,373

)

(7,681

)

Income (loss) from discontinued operations - CLEC

 

 

 

(534

)

1,726

 

18,308

 

Income from discontinued operations - SD Divestiture

 

608

 

626

 

609

 

649

 

601

 

Income taxes

 

(131

)

(137

)

(94

)

(69

)

(144

)

Minority interest in income of subsidiaries

 

 

(1

)

(1

)

 

(1

)

Net income (loss)

 

$

(504

)

$

1,294

 

$

(4,278

)

$

933

 

$

11,083

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Consolidated EBITDA

 

$

33,351

 

$

33,802

 

$

33,505

 

$

34,487

 

$

31,080

 

Free Cash Flow

 

2,778

 

9,409

 

(6,688

)

3,926

 

4,413

 

 

 

 

 

 

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

 

 

 

 

 

 

Gross property, plant and equipment

 

$

630,671

 

$

635,915

 

$

624,091

 

$

613,545

 

$

605,285

 

Capital expenditures

 

6,947

 

3,542

 

19,800

 

9,722

 

5,972

 

Interest expense (adjusted for amortization)

 

22,264

 

19,789

 

18,929

 

19,416

 

19,174

 

 

($ million)

 

Three-Months Ended
6/30/03

 

Three-Months Ended
3/31/03

 

Three-Months Ended
12/31/02

 

Three-Months Ended
9/30/02

 

Three-Months Ended
6/30/02

 

Rural Local Exchange Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Local calling services

 

$

14,258

 

$

13,693

 

$

13,799

 

$

13,903

 

$

13,749

 

USF - high cost loop support

 

4,865

 

5,001

 

6,261

 

5,964

 

5,241

 

Interstate access revenue

 

16,364

 

15,479

 

18,667

 

16,106

 

15,844

 

Intrastate access revenue

 

10,815

 

10,737

 

10,863

 

10,927

 

10,603

 

Long distance services

 

2,416

 

2,439

 

2,349

 

2,630

 

2,446

 

Data and internet services

 

2,691

 

2,718

 

2,522

 

2,353

 

2,328

 

Other services

 

4,409

 

4,355

 

4,482

 

4,502

 

4,262

 

Total revenues

 

55,818

 

54,422

 

58,943

 

56,385

 

54,473

 

Operating expenses

 

37,986

 

36,459

 

42,770

 

36,454

 

37,675

 

Income from operations

 

17,832

 

17,963

 

16,173

 

19,931

 

16,798

 

Other income (expense)

 

(18,407

)

(17,407

)

(19,485

)

(19,129

)

(18,593

)

Earnings (loss) before income taxes

 

(575

)

556

 

(3,312

)

802

 

(1,795

)

Income taxes

 

(275

)

(47

)

(94

)

(69

)

(144

)

Income from discontinued operations - SD Divestiture

 

608

 

626

 

609

 

649

 

601

 

Minority inerest in income of subsidiaries

 

 

(1

)

(1

)

 

(1

)

Net income (loss)

 

$

(242

)

$

1,134

 

$

(2,798

)

$

1,382

 

$

(1,339

)

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted RLEC EBITDA

 

$

33,207

 

$

33,635

 

$

33,126

 

$

34,261

 

$

31,024

 

Free Cash Flow

 

3,286

 

9,911

 

(6,481

)

4,279

 

4,607

 

 

 

 

 

 

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

 

 

 

 

 

 

Gross property, plant and equipment

 

$

630,586

 

$

635,834

 

$

624,016

 

$

613,470

 

$

605,210

 

Capital expenditures

 

6,943

 

3,536

 

19,800

 

9,722

 

5,972

 

Interest expense (adjusted for amortization)

 

21,718

 

19,216

 

18,343

 

18,837

 

18,857

 

Access line equivalents (voice plus DSL)

 

251,597

 

249,717

 

248,581

 

249,255

 

249,306

 

 

5



 

FairPoint Communications, Inc.

 

EBITDA

RECONCILATION

 

For the Three and Six Months Ended June 30, 2003 and 2002

 

 

 

Three-Months Ended
06/30/03

 

Three-Months Ended
06/30/02

 

 

 

 

 

 

 

Net cash provided by operating activities of continuing operations

 

$

3,734

 

$

2,857

 

Adjustments:

 

 

 

 

 

Depreciation and amortization

 

(12,110

)

(11,375

)

Impairment of investments

 

 

(5,621

)

Other non-cash items

 

3,162

 

1,431

 

Changes in assets and liabilities arising from continuing operations, net of acquisitions

 

4,102

 

4,882

 

Income from continuing operations

 

(1,112

)

(7,826

)

Adjustments:

 

 

 

 

 

Interest expense

 

23,299

 

20,062

 

Provision for income taxes

 

131

 

144

 

Depreciation and amortization

 

12,110

 

11,375

 

EBITDA

 

34,428

 

23,755

 

Adjustments:

 

 

 

 

 

South Dakota Divestiture EBITDA

 

779

 

794

 

Stock-based compensation, net of forfeitures

 

 

 

FASB 133

 

(1,856

)

910

 

Impairment of investments

 

 

5,621

 

Gain on extinguishment of debt

 

 

 

Write off loan origination costs

 

 

 

Adjusted Consolidated EBITDA

 

33,351

 

31,080

 

Carrier Services EBITDA

 

(144

)

(55

)

Adjusted RLEC EBITDA

 

$

33,207

 

$

31,025

 

 

 

 

Six-Months Ended
06/30/03

 

Six-Months Ended
06/30/02

 

 

 

 

 

 

 

Net cash provided by operating activities of continuing operations

 

$

19,889

 

$

26,745

 

Adjustments:

 

 

 

 

 

Depreciation and amortization

 

(24,197

)

(22,915

)

Impairment of investments

 

 

(5,621

)

Other non-cash items

 

5,203

 

5,146

 

Changes in assets and liabilities arising from continuing operations, net of acquisitions

 

(1,339

)

(6,254

)

Income (loss) from continuing operations

 

(444

)

(2,899

)

Adjustments:

 

 

 

 

 

Interest expense

 

44,003

 

39,472

 

Provision for income taxes

 

268

 

355

 

Depreciation and amortization

 

24,197

 

22,915

 

EBITDA

 

68,024

 

59,843

 

Adjustments:

 

 

 

 

 

South Dakota Divestiture EBITDA

 

1,577

 

1,612

 

Stock-based compensation, net of forfeitures

 

 

(197

)

FASB 133

 

(3,949

)

(965

)

Impairment of investments

 

 

5,621

 

Gain on extinguishment of debt

 

(3,466

)

 

Write off loan origination costs

 

4,967

 

 

Adjusted Consolidated EBITDA

 

67,153

 

65,914

 

Carrier Services EBITDA

 

(311

)

(616

)

Adjusted RLEC EBITDA

 

$

66,842

 

$

65,298

 

 

“EBITDA” means net income (loss) from continuing operations before interest expense, income taxes, and depreciation and amortization. We believe EBITDA is useful to investors because EBITDA is commonly used in the telecommunications industry to analyze companies on the basis of operating performance, leverage and liquidity.  We believe EBITDA allows a standardized comparison between companies in the industry, while minimizing the differences from depreciation policies, financial leverage and tax strategies.  EBITDA is also used in covenants in credit facilities and high yield debt indentures to measure a borrower’s ability to incur debt and for other purposes, and may be the preferred measure for these covenants in our credit facility and in the indentures for our senior subordinated notes and the notes that limit our ability to incur debt are based upon EBITDA.  While providing useful information, EBITDA should not be considered in in isolation or as a substitute for consolidated statement of operations and cash flows data prepared in accordance with generally accepted accounting princples.  Adjusted Consolidated EBITDA is EBITDA as adjusted for the items noted in the above reconciliation.  Adjusted RLEC EBITDA is Adjusted Consolidated EBITDA excluding Carrier Services EBITDA.

 

6



 

FairPoint Communications, Inc.

 

Sequential QTR / QTR Free Cash Flow

 

 

 

Three-Months Ended
06/30/03

 

Three-Months Ended
03/31/03

 

Three-Months Ended
12/31/02

 

Three-Months Ended
09/30/02

 

Three-Months Ended
06/30/02

 

Consolidated Results:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Consolidated EBITDA

 

$

33,351

 

$

33,802

 

$

33,505

 

$

34,487

 

$

31,080

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Scheduled principal payments

 

1,231

 

925

 

1,370

 

1,354

 

1,377

 

Interest expense (adjusted for amortization)

 

22,264

 

19,789

 

18,929

 

19,416

 

19,174

 

Capital expenditures

 

6,947

 

3,542

 

19,800

 

9,722

 

5,972

 

Income taxes

 

131

 

137

 

94

 

69

 

144

 

Consolidated Free Cash Flow

 

$

2,778

 

$

9,409

 

$

(6,688

)

$

3,926

 

$

4,413

 

 

 

 

 

 

 

 

 

 

 

 

 

Rural Local Exchange Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted RLEC EBITDA

 

$

33,207

 

$

33,635

 

$

33,126

 

$

34,261

 

$

31,024

 

Less:

 

 

 

 

 

 

 

 

 

 

 

Scheduled principal payments

 

985

 

925

 

1,370

 

1,354

 

1,377

 

Interest expense (adjusted for amortization)

 

21,718

 

19,216

 

18,343

 

18,837

 

18,857

 

Capital expenditures

 

6,943

 

3,536

 

19,800

 

9,722

 

5,972

 

Income taxes

 

275

 

47

 

94

 

69

 

211

 

Rural Local Exchange Free Cash Flow

 

$

3,286

 

$

9,911

 

$

(6,481

)

$

4,279

 

$

4,607

 

 

7



 

Financial Statements

 

FAIRPOINT COMMUNICATIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

 

 

 

June 30,
2003

 

December 31,
2002

 

 

 

(unaudited)

 

 

 

 

 

(Dollars in thousands)

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash

 

$

7,784

 

5,394

 

Accounts receivable

 

25,958

 

25,024

 

Other

 

6,319

 

5,463

 

Assets of discontinued operations

 

615

 

806

 

Assets held for sale

 

16,467

 

16,647

 

Total current assets

 

57,143

 

53,334

 

Property, plant, and equipment, net

 

258,351

 

271,690

 

Other assets:

 

 

 

 

 

Investments

 

43,695

 

43,627

 

Goodwill, net of accumulated amortization

 

443,781

 

443,781

 

Deferred charges and other assets

 

24,316

 

16,821

 

Total other assets

 

511,792

 

504,229

 

Total assets

 

$

827,286

 

829,253

 

Liabilities and Stockholders’ Deficit

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

13,804

 

20,664

 

Current portion of long-term debt and other long-term liabilities

 

13,304

 

6,240

 

Demand notes payable

 

416

 

427

 

Accrued interest payable

 

17,221

 

10,501

 

Other accrued liabilities

 

19,611

 

21,208

 

Liabilities of discontinued operations

 

3,583

 

5,065

 

Liabilities held for sale

 

692

 

639

 

Total current liabilities

 

68,631

 

64,744

 

Long-term liabilities:

 

 

 

 

 

Long-term debt, net of current portion

 

802,218

 

798,486

 

Liabilities of discontinued operations

 

5,039

 

5,265

 

Deferred credits and other long-term liabilities

 

11,828

 

13,449

 

Total long-term liabilities

 

819,085

 

817,200

 

Commitments and contingencies

 

 

 

 

 

Minority interest

 

16

 

16

 

Common stock subject to put options

 

2,136

 

3,136

 

Redeemable preferred stock

 

87,650

 

90,307

 

Stockholders’ deficit:

 

 

 

 

 

Common stock

 

499

 

499

 

Additional paid-in capital

 

198,050

 

206,942

 

Accumulated other comprehensive loss

 

(17

)

(1,132

)

Accumulated deficit

 

(348,764

)

(352,459

)

Total stockholders’ deficit

 

(150,232

)

(146,150

)

Total liabilities and stockholders’ deficit

 

$

827,286

 

829,253

 

 

8



 

FAIRPOINT COMMUNICATIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

 

Three months ended
June 30,

 

Six months ended
June 30,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

57,285

 

55,570

 

113,097

 

112,726

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Operating expenses, excluding depreciation and amortization and stock-based compensation

 

27,273

 

27,346

 

52,870

 

53,387

 

Depreciation and amortization

 

12,110

 

11,375

 

24,197

 

22,915

 

Stock-based compensation

 

 

 

 

(197

)

Total operating expenses

 

39,383

 

38,721

 

77,067

 

76,105

 

Income from operations

 

17,902

 

16,849

 

36,030

 

36,621

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Net gain (loss) on sale of investments and other assets

 

104

 

(50

)

109

 

305

 

Interest and dividend income

 

270

 

478

 

729

 

1,091

 

Interest expense

 

(23,299

)

(20,062

)

(44,003

)

(39,472

)

Impairment on investments

 

 

(5,621

)

 

(5,621

)

Equity in net earnings of investees

 

2,185

 

1,634

 

4,513

 

3,568

 

Other nonoperating, net

 

1,857

 

(909

)

2,447

 

965

 

Total other expense

 

(18,883

)

(24,530

)

(36,205

)

(39,164

)

Loss from continuing operations before income taxes

 

(981

)

(7,681

)

(175

)

(2,543

)

Income tax expense

 

(131

)

(144

)

(268

)

(355

)

Minority interest in income of subsidiaries

 

 

(1

)

(1

)

(1

)

Loss from continuing operations

 

(1,112

)

(7,826

)

(444

)

(2,899

)

Discontinued operations

 

608

 

18,909

 

1,234

 

19,483

 

Net income (loss)

 

(504

)

11,083

 

790

 

16,584

 

Redeemable preferred stock dividends and accretion

 

(4,202

)

(2,527

)

(8,892

)

(2,527

)

Gain on repurchase of redeemable preferred stock

 

 

 

2,905

 

 

Net income (loss) attributed to common shareholders

 

$

(4,706

)

8,556

 

(5,197

)

14,057

 

 

9



 

FAIRPOINT COMMUNICATIONS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

Six months ended
June 30,

 

 

 

2003

 

2002

 

 

 

(Dollars in thousands)

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

790

 

16,584

 

Adjustments to reconcile net income to net cash provided by operating activities of continuing operations:

 

 

 

 

 

Income from discontinued operations

 

(1,234

)

(19,483

)

Amortization of debt issue costs

 

2,000

 

1,641

 

Depreciation and amortization

 

24,197

 

22,915

 

Gain on early retirement of debt

 

(3,466

)

 

Write-off of debt issue costs

 

4,967

 

 

Other non cash items

 

(8,704

)

(1,167

)

Changes in assets and liabilities arising from operations:

 

 

 

 

 

Accounts receivable and other current assets

 

(1,371

)

7,081

 

Accounts payable and accrued expenses

 

2,710

 

(1,080

)

Income taxes

 

443

 

149

 

Other assets/liabilities

 

(443

)

105

 

Total adjustments

 

19,099

 

10,161

 

Net cash provided by operating activities of continuing operations

 

19,889

 

26,745

 

Cash flows from investing activities of continuing operations:

 

 

 

 

 

Acquisitions of telephone properties

 

(1,795

)

 

Net capital additions

 

(10,167

)

(9,769

)

Distributions from investments

 

6,227

 

5,165

 

Other, net

 

(323

)

(217

)

Net cash used in investing activities of continuing operations

 

(6,058

)

(4,821

)

Cash flows from financing activities of continuing operations:

 

 

 

 

 

Debt issue costs

 

(14,826

)

(42

)

Proceeds from issuance of long-term debt

 

295,180

 

58,455

 

Repayments of long-term debt

 

(281,479

)

(69,042

)

Repurchase of preferred and common stock

 

(9,645

)

(1,002

)

Net cash used in financing activities of continuing operations

 

(10,770

)

(11,631

)

Net cash contributed from continuing operations to discontinued operations

 

(671

)

(8,596

)

Net increase in cash

 

2,390

 

1,697

 

Cash, beginning of period

 

5,394

 

2,919

 

Cash, end of period

 

$

7,784

 

4,616

 

Supplemental disclosures of noncash financing activities:

 

 

 

 

 

Redeemable preferred stock dividends paid in kind

 

$

8,163

 

2,286

 

Gain on repurchase of redeemable preferred stock

 

$

2,905

 

 

Accretion of redeemable preferred stock

 

$

729

 

241

 

Long-term debt issued in connection with Carrier Services’ Tranche B interest payment

 

$

796

 

 

 

10