-----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, OBBplBACAOJ4IaWl9rKKEX1ef5XuI4CeZPswUYJmBmgGEJxBhZaAA1nWbSKAX5n4 d2KqMbevPAbsHRLGtrHGSw== 0001157523-06-001141.txt : 20060203 0001157523-06-001141.hdr.sgml : 20060203 20060203170942 ACCESSION NUMBER: 0001157523-06-001141 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060202 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060203 DATE AS OF CHANGE: 20060203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALASKA COMMUNICATIONS SYSTEMS GROUP INC CENTRAL INDEX KEY: 0001089511 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 522126573 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28167 FILM NUMBER: 06578763 BUSINESS ADDRESS: STREET 1: 600 TELEPHONE AVENUE STREET 2: - CITY: ANCHORAGE STATE: AK ZIP: 99503 BUSINESS PHONE: 9072973000 MAIL ADDRESS: STREET 1: 600 TELEPHONE AVENUE STREET 2: - CITY: ANCHORAGE STATE: AK ZIP: 99503 FORMER COMPANY: FORMER CONFORMED NAME: ALEC HOLDINGS INC DATE OF NAME CHANGE: 19990624 8-K 1 a5071194.txt ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. 8-K UNITED STATES 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 (Date of earliest event reported): February 2, 2006 ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. ----------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-28167 52-2126573 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 600 Telephone Ave, Anchorage, Alaska 99503 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 907-297-3000 ------------------------------ - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 (see General Instruction A.2. below): [ ] 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)) Item 8.01 Other Events On February 2, 2006, Alaska Communications Systems Group, Inc. ("ACS") announced it expects to receive $7.6 million in cash from the liquidation of the Rural Telephone Bank (RTB). ACS expects to receive the funds in mid-2006. The information relating to the RTB liquidation is in the press release attached hereto as Exhibit 99.1 and is incorporated herein by reference. In addition, ACS announced on February 2, 2006 that its subsidiary Alaska Communications Systems Holdings, Inc. ("ACSH") repurchased $8.0 million principal amount of its existing 9 7/8% senior unsecured notes due 2011 (CUSIP No. 011679AF4), at a weighted average price of $1,096.75 per senior note. The information relating to the repurchase of ACSH's senior notes is in the press release attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits Exhibit No. Description - ----------- ----------- Exhibit 99.1 Alaska Communications Systems Group, Inc. Press Release dated February 2, 2006 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized. Date: February 2, 2006 Alaska Communications Systems Group, Inc. /s/ David Wilson ----------------------------------------- David Wilson, Senior Vice President and Chief Financial Officer EX-99.1 2 a5071194ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Alaska Communications Systems Expects to Receive $7.6 Million From Liquidation of Rural Telephone Bank; Repurchases $8.0 Million of Its 9 7/8% Senior Notes Due 2011 ANCHORAGE, Alaska--(BUSINESS WIRE)--Feb. 2, 2006--Alaska Communications Systems Group, Inc. ("ACS") (NASDAQ:ALSK) today announced it expects to receive $7.6 million in cash from the liquidation of the Rural Telephone Bank (RTB). ACS expects to receive the funds in mid-2006. At that time, it would recognize a gain of approximately $6.6 million from the liquidation of its investment in Class C RTB stock, which has a carrying value of approximately $1.0 million. In addition, ACS announced today that its subsidiary, Alaska Communications Systems Holdings, Inc. ("ACSH"), has repurchased $8.0 million principal amount of its existing 9 7/8% senior unsecured notes due 2011 (CUSIP No. 011679AF4), at a weighted average price of $1,096.75 per senior note. "In anticipation of the receipt of RTB proceeds, we elected to reduce our debt by repurchasing a like amount of our high cost senior notes using excess cash on hand," said David Wilson, ACS senior vice president and chief financial officer. "The notes repurchased will reduce ACS' gross cash interest expense by approximately $790,000 per annum, more than offsetting the expected loss of approximately $500,000 in annual dividends we have historically received from our investment in Class C RTB stock." About Alaska Communications Systems ACS is the leading integrated communications provider in Alaska, offering local telephone service, wireless, long distance, data, and Internet services to business and residential customers throughout Alaska. More information can be found on the company's website at www.acsalaska.com or at its investor site at www.alsk.com. Safe Harbor Statement Statements about future results and other expectations constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and the current economic environment. The company cautions that these statements are not guarantees of future performance. Actual results may differ materially from those expressed or implied in the forward-looking statements. A number of factors in addition to those discussed herein could cause actual results to differ materially from expectations. The company's financial planning is affected by business and economic conditions and changes in customer order patterns. Any projections are inherently subject to significant economic and competitive uncertainties and contingencies, many of which are beyond the control of ACS. For further information regarding risks and uncertainties associated with ACS' business, please refer to the company's SEC filings, including, but not limited to, the sections entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the company's Form 10-K for the year ended December 31, 2004 and the company's Form 10-Q for the quarter ended September 30, 2005, and "Risk Factors" in the company's current report on Form 8-K dated November 29, 2005. The company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. CONTACT: Alaska Communications Systems Group Meghan Stapleton, 907-297-3000 (Media) meghan.stapleton@acsalaska.com or Lippert/Heilshorn & Associates Kirsten Chapman, 415-433-3777 (Investors) David Barnard, 415-433-3777 (Investors) david@lhai-sf.com -----END PRIVACY-ENHANCED MESSAGE-----