-----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, InTRSEvMxiX2+4fbkTgo/AREJQ0hqATA/WdWfM5S5FoEwWZO4WNCcRi1AyvFjCmU kQ7Is5XKL3y9aOZzRTt/vg== 0000020520-99-000023.txt : 19991221 0000020520-99-000023.hdr.sgml : 19991221 ACCESSION NUMBER: 0000020520-99-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991220 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS UTILITIES CO CENTRAL INDEX KEY: 0000020520 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [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: 99777544 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 8-K 1 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: December 16, 1999 (Date of earliest event reported) CITIZENS UTILITIES 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) No change since last report (Former name or address, if changed since last report) Item 5. Other Events. Citizens Utilities Company entered into a definitive agreement to purchase from GTE Corporation 106,850 telephone access lines in Illinois for $303 million in cash. The Company expects that the acquisition, which is subject to various state and federal regulatory approvals, will close in late 2000, at which time the total access lines should number approximately 115,000. Item 7. Financial Statements, Exhibits. (c) Exhibits 99.1 Press release of Citizens Utilities Company released December 16, 1999 announcing a definitive agreement to purchase 106,850 telephone access lines from GTE Corporation. 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 UTILITIES COMPANY Registrant By:/s/ Livingston Ross ---------------------------- Vice President and Chief Accounting Officer Date: December 20, 1999 EX-99 2 PRESS RELEASE ANNOUNCING ACQUISITION Exhibit 99.1 Company Logo Citizens Utilities 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 Utilities to Purchase 115,000 Telephone Access Lines from GTE in Illinois STAMFORD, Conn., December 16, 1999 - Citizens Utilities (NYSE: CZN, CZNPr) announced today that it has entered into a definitive agreement to purchase 106,850 (year-end 1998) telephone access lines in Illinois from GTE Corporation (NYSE: GTE) for $303 million in cash. Citizens expects that the acquisition, which is subject to various state and federal regulatory approvals, will close in late 2000, at which time the total access lines should number approximately 115,000. Combined with other access line purchases announced earlier this year, Citizens will be adding approximately 925,000 access lines in 2000. Citizens Utilities provides telecommunications services and public utility services to 1.9 million customers in 22 states. 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. To fund its expansion in the telecommunications business, the company will use the proceeds of its previously announced public utility divestitures. 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 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, weather conditions, changes in legal or regulatory policy, changes in legislation, the company's ability to identify future markets and successfully expand existing ones and the mix of products and services offered in the company's target markets. 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-----