-----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, U/z+lv6kyVSo0ReYlbEVcyht0WeZax/tYIhS8ri3Y0XOEwU8oQTY4QTFxBv36TSs ZHIccQgZZH2b+wRMCyQk1g== /in/edgar/work/0000020520-00-000015/0000020520-00-000015.txt : 20000713 0000020520-00-000015.hdr.sgml : 20000713 ACCESSION NUMBER: 0000020520-00-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000712 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000712 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS COMMUNICATIONS CO CENTRAL INDEX KEY: 0000020520 STANDARD INDUSTRIAL CLASSIFICATION: [4931 ] IRS NUMBER: 060619596 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11001 FILM NUMBER: 671683 BUSINESS ADDRESS: STREET 1: HIGH RIDGE PK BLDG 3 STREET 2: P O BOX 3801 CITY: STAMFORD STATE: CT ZIP: 06905 BUSINESS PHONE: 2033298800 MAIL ADDRESS: STREET 1: HIGH RIDGE PARK BLDG NO 3 CITY: STAMFORD STATE: CT ZIP: 06905 FORMER COMPANY: FORMER CONFORMED NAME: CITIZENS UTILITIES CO DATE OF NAME CHANGE: 19920703 8-K 1 0001.txt FORM 8-K 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: July 12, 2000 (Date of earliest event reported) CITIZENS COMMUNICATIONS COMPANY (Exact name of Registrant as specified in charter) Delaware 001-11001 06-0619596 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3 High Ridge Park, P.O. Box 3801, Stamford, Connecticut 06905 - ------------------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (203) 614-5600 (Registrant's telephone number, including area code) Citizens Utilities Company (Former name or address, if changed since last report) Item 5. Other Events. Citizens Communications Company entered into a definitive agreement to acquire Frontier's 1.1 million telephone access lines from Global Crossing Ltd. The transaction is subject to various state and federal regulatory approvals and is expected to be completed in the second half of 2001. Item 7. Financial Statements, Exhibits. (c) Exhibits 99.1 Press release of Citizens Communications Company released July 12, 2000 announcing a definitive agreement to acquire Frontier's 1.1 million telephone access lines from Global Crossing Ltd. 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. CITIZENS COMMUNICATIONS COMPANY Registrant By:/s/ Livingston E. Ross ------------------------------- Livingston E. Ross Vice President and Chief Accounting Officer Date: July 12, 2000 EX-99 2 0002.txt PRESS RELEASE ANNOUNCING ACQUISITION Exhibit 99.1 COMPANY LOGO Citizens Communications 3 High Ridge Park Stamford, CT 06905 203.614.5600 Web site: www.czn.net FOR IMMEDIATE RELEASE Contacts: Financial Community: Media: Alan H. Oshiki, Assistant Vice President Brigid M. Smith, Assistant Vice Investor Relations President Corporate Communications (203) 614-5629 (203) 614-5042 aoshiki@czn.com bsmith@czn.com Citizens Communications Enters Into Agreement to Acquire 1.1 Million Telephone Access Lines From Global Crossing Ltd. STAMFORD, Conn., July 12, 2000 - Citizens Communications (NYSE:CZN) announced today that it has entered into a definitive agreement to acquire Frontier's 1.1 million telephone access lines from Global Crossing Ltd. (NASDAQ:GBLX) for $3.65 billion in cash. Citizens and Global Crossing also entered into a strategic agreement under which Global Crossing will provide long distance services. "This transaction takes Citizens another step closer to our goal to grow our service platform to 5 million access lines," said Leonard Tow, Citizens' chairman and chief executive officer. "These properties are an excellent complement to our existing businesses. Over 80% of the lines we are acquiring will add critical mass to our operating clusters in New York state and the Midwest, and will provide us with the economies of scale necessary for our drive toward significant EBITDA margin improvement. Along with acquisition agreements made in 1999 with GTE and US WEST, the Frontier acquisition will bring the number of access lines Citizens will serve to over 3 million." A new $3.5 billion bank credit line has been arranged to fund this transaction. The transaction is subject to various state and federal regulatory approvals and is expected to be completed in the second half of 2001. Citizens Communications provides telecommunications services to more than 1 million customers in 14 states. In 1999, Citizens agreed to purchase approximately 1 million additional access lines in 11 states. The first of these transactions, in Nebraska, closed on June 30; the remainder will continue to close throughout the next 12 months. Citizens also owns 82% of Electric Lightwave, Inc. (NASDAQ:ELIX), a facilities-based, integrated communications provider that offers a broad range of services to telecommunications-intensive businesses throughout the United States. More information about Citizens can be found at www.czn.net. This document contains forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the statements. These and all forward-looking statements (including oral representations) are only predictions or statements of current plans that are constantly under review by the company. All forward-looking statements may differ from actual results because of, but not limited to, changes in the local and overall economy, changes in market conditions for debt and equity securities, the nature and pace of technological changes, the number and effectiveness of competitors in the company's markets, success in overall strategy, changes in legal or regulatory policy, changes in legislation, the company's ability to identify future markets and successfully expand existing ones, the mix of products and services offered in the company's target markets, the effects of acquisitions and dispositions and the ability to effectively integrate businesses acquired. These important factors should be considered in evaluating any statement contained herein and/or made by the company or on its behalf. The foregoing information should be read in conjunction with the company's filings with the U.S. Securities and Exchange Commission including, but not limited to, reports on Forms 10-K and 10-Q. The company does not intend to update or revise these forward-looking statements to reflect the occurrence of future events or circumstances. -----END PRIVACY-ENHANCED MESSAGE-----