-----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, UnyQmbZjz1Nhx0XZQUyJuZ8RJQwfL7Z0MAGuKz70BG2meMk5lMHWcrSkU8GTkDzt UggDE9tQr45o0G7VQDewPw== 0000808461-06-000019.txt : 20060207 0000808461-06-000019.hdr.sgml : 20060207 20060207152350 ACCESSION NUMBER: 0000808461-06-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060207 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060207 DATE AS OF CHANGE: 20060207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL COMMUNICATION INC CENTRAL INDEX KEY: 0000808461 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 920072737 STATE OF INCORPORATION: AK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15279 FILM NUMBER: 06585370 BUSINESS ADDRESS: STREET 1: 2550 DENALI ST STE 1000 CITY: ANCHORAGE STATE: AK ZIP: 99503 BUSINESS PHONE: 9072655600 MAIL ADDRESS: STREET 1: 2550 DENALI STREET STREET 2: SUITE 1000 CITY: ANCHORAGE STATE: AK ZIP: 99503 8-K 1 gci8k020706form.txt GENERAL COMMUNICATION, INC. FORM 8-K 02 07 06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 7, 2006 GENERAL COMMUNICATION, INC. (Exact Name of Registrant as Specified in its Charter) Alaska 0-15279 92-0072737 - --------------- ---------------------- ------------ (State or Other (Commission File Number) (IRS Employer Jurisdiction of Identification Incorporation) Number) 2550 Denali Street Suite 1000 Anchorage, Alaska 99503 ----------------------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (907) 868-5600 NONE ----------------------------------------------------------- (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 obligations 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 February 7, 2006 General Communication, Inc. ("GCI") announced that it presented at the Kaufman Bros. West Coast Investor Conference on February 7, 2006. Ron Duncan, GCI president and CEO, presented an overview of GCI's business strategies, commented on certain GCI financial prospects for 2006, cash balances as of December 31, 2005, and provided more information regarding GCI's previously announced purchase of a substantial majority interest in Alaska DigiTel. A copy of the press release is attached as Exhibit 99.1. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (a) Financial statements of businesses acquired: Not Applicable (b) Pro forma financial information: Not Applicable (c) Exhibit: 99.1 Press release dated February 7, 2006. SIGNATURE 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. GENERAL COMMUNICATION, INC. --------------------------- (Registrant) Date: February 7, 2006 By /s/ John M. Lowber -------------------------------- Name: John M. Lowber Title: Senior Vice President, Chief Financial Officer, Secretary and Treasurer (Principal Financial Officer) EXHIBIT INDEX Exhibit No. Description - ----------- -------------------------------------------------------- 99.1 Press release of General Communication, Inc., dated February 7, 2006. EX-99 2 gci8k020706exhibit.txt EXHIBIT 99.1 Exhibit 99.1 February 7, 2006 John Lowber, (907) 868-5628; jlowber@gci.com Bruce Broquet, (907) 868-6660; bbroquet@gci.com David Morris, (907) 265-5396; dmorris@gci.com FOR IMMEDIATE RELEASE GCI PRESENTS AT KAUFMAN BROS. WEST COAST INVESTOR CONFERENCE o Expects 2006 EBITDA in range of $150 million to $154 million o Projected 2006 Capital Expenditures to approximate $85 million o GCI ended 2005 with more than $40 million of cash on hand ANCHORAGE, AK -- GCI (NASDAQ:GNCMA) presented today at the Kaufman Bros. West Coast Investor Conference. Ron Duncan, GCI president and CEO, presented an overview of GCI's business strategies, commented on certain GCI financial prospects for 2006 and provided more information regarding GCI's previously announced purchase of Alaska DigiTel ("DigiTel"). In regard to analyst expectations for GCI 2006 results, Duncan noted that the average expected EBITDA was $156 million, "Seventy-five percent of the analysts are projecting between $150 and $154 million in EBITDA for 2006," Duncan said. "We are very comfortable in that range. Two analysts have us above $160 million. Excluding the benefit of the consolidated results of the DigiTel transaction, these estimates are very aggressive." Duncan also said he expected 2006 capital expenditures to be in the range of $80 million to $90 million. Duncan also provided more details on GCI's agreement to acquire a substantial majority interest in Alaska DigiTel, a small Alaska PCS provider. GCI expects to acquire approximately 80 percent of the equity in DigiTel for about $29 million. The existing owners have a right to maintain a portion of the company and GCI has agreed to purchase the remainder. The exact percentage and dollar amounts for GCI's interest in DigiTel will vary in proportion to the amount the existing owners elect to retain, but GCI expects to own between 75 percent and 85 percent after completion of the transaction. The transaction is based on a post closing enterprise valuation of $37 million for DigiTel. GCI expects DigiTel to have about $3 million in EBITDA in 2006. GCI will consolidate Digitel's results for financial reporting purposes and in doing so certain inter-company transactions for services that GCI sells to DigiTel will be eliminated and the benefit of those will increase GCI's reported wireless EBITDA. On a whole year basis the inter-company eliminations would approximate $2 million. Thus, if GCI consolidated DigiTel in its results for the entirety of 2006, GCI would report approximately $5 million in wireless EBITDA as a result of the transaction and the EBITDA reported in its other segments would be reduced by approximately $2 million. The DigiTel transaction requires certain regulatory approvals and GCI is uncertain when it will close. Actual consolidated financial results arising from the DigiTel transaction will depend both on the closing date and actual economic performance of DigiTel. Duncan also noted that GCI ended 2005 with more than $40 million in cash on its balance sheet. He commented, "GCI could close the DigiTel transaction either from cash on hand or by drawing down additional debt. We have not yet decided on the appropriate course of action." A replay of Ron Duncan's presentation at the Kaufman Bros. West Coast Investor Conference is available for two weeks. To access the replay log on to the Kaufman Bros. Conference website at http://www.wsw.com/webcast/kbro10/gncma/. GCI is the largest telecommunications company in Alaska. A pioneer in bundled services, GCI provides local, wireless, and long distance telephone, cable television, Internet and data communication services throughout Alaska. More information about the company can be found at www.gci.com. The foregoing contains forward-looking statements regarding the company's expected results that are based on management's expectations as well as on a number of assumptions concerning future events. Actual results might differ materially from those projected in the forward looking statements due to uncertainties and other factors, many of which are outside GCI's control. Additional information concerning factors that could cause actual results to differ materially from those in the forward looking statements is contained in GCI's cautionary statement sections of Form 10-K and 10-Q filed with the Securities and Exchange Commission. # # # -----END PRIVACY-ENHANCED MESSAGE-----