-----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, DyXTIoi+dYaTuoJP40pshPF1SEikii2+L+mf8+MQ3l+/D9hbL708OZbErKQMGl/X chrXfLweFJFmQ9IiQwjyew== /in/edgar/work/20000628/0000950144-00-008303/0000950144-00-008303.txt : 20000920 0000950144-00-008303.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950144-00-008303 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERMEDIA COMMUNICATIONS INC CENTRAL INDEX KEY: 0000885067 STANDARD INDUSTRIAL CLASSIFICATION: [4813 ] IRS NUMBER: 592913586 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-20135 FILM NUMBER: 663465 BUSINESS ADDRESS: STREET 1: 3625 QUEEN PALM DR STREET 2: STE 720 CITY: TAMPA STATE: FL ZIP: 33619 BUSINESS PHONE: 8138290011 MAIL ADDRESS: STREET 1: 3625 QUEEN PALM DRIVE CITY: TAMPA STATE: FL ZIP: 33619-1309 FORMER COMPANY: FORMER CONFORMED NAME: INTERMEDIA COMMUNICATIONS OF FLORIDA INC DATE OF NAME CHANGE: 19930328 11-K 1 e11-k.txt INTERMEDIA COMMUNICATIONS, INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (MARK ONE) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Fee Required) FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (No fee Required) FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 0-20135 INTERMEDIA COMMUNICATIONS INC. (Exact name of registrant as specified in its charter) A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Intermedia Communications Inc. 401(k) Profit Sharing Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Intermedia Communications Inc. One Intermedia Way Tampa, Florida 33647-1752 (813) 829-0011 REQUIRED INFORMATION Intermedia Communications Inc. 401(k) Plan is subject to the Employee Retirement Income Security Act of 1974 (ERISA). Required information includes financial statements and schedules for the Plan prepared in accordance with ERISA reporting requirements. 2 AUDITED FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Intermedia Communications Inc. 401(k) Profit Sharing Plan December 31, 1999 and 1998 and Year Ended December 31, 1999 with Report of Independent Auditors 3 Intermedia Communications Inc. 401(k) Profit Sharing Plan Audited Financial Statements and Supplemental Schedules December 31, 1999 and 1998 and Year Ended December 31, 1999 CONTENTS Report of Independent Auditors..........................................................1 Audited Financial Statements Statements of Net Assets Available for Benefits.........................................2 Statement of Changes in Net Assets Available for Benefits...............................3 Notes to Financial Statements...........................................................4 Supplemental Schedules Schedule H, Line 4i--Schedule of Assets Held for Investment Purposes at End of Year.....9 Schedule G, Part III--Schedule of Nonexempt Transactions...............................10
4 Report of Independent Auditors The Plan Administrator Intermedia Communications Inc. 401(k) Profit Sharing Plan We have audited the accompanying statements of net assets available for benefits of Intermedia Communications Inc. 401(k) Profit Sharing Plan as of December 31, 1999 and 1998, and the related statement of changes in net assets available for benefits for the year ended December 31, 1999. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1999 and 1998 and the changes in its net assets available for benefits for the year ended December 31, 1999, in conformity with accounting principles generally accepted in the United States. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes at end of year as of December 31, 1999 and nonexempt transactions for the year then ended are presented for purposes of additional analysis and are not a required part of the financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole. /s/ Ernst & Young LLP Tampa, Florida June 26, 2000 1 5 Intermedia Communications Inc. 401(k) Profit Sharing Plan Statements of Net Assets Available for Benefits
DECEMBER 31 1999 1998 ---------------------------------- ASSETS Investments, at fair value $65,937,412 $37,797,639 Contribution receivables 1,225,175 1,159,938 ---------------------------------- Net assets available for benefits $67,162,587 $38,957,577 ==================================
See accompanying notes. 2 6 Intermedia Communications Inc. 401(k) Profit Sharing Plan Statement of Changes in Net Assets Available for Benefits Year ended December 31, 1999 ADDITIONS TO NET ASSETS AVAILABLE FOR BENEFITS ATTRIBUTED TO: Investment income: Net appreciation in fair value of investments $14,398,239 Interest and dividends 2,099,335 ----------- 16,497,574 Contributions: Participants 14,179,815 Employer 4,661,394 ----------- 18,841,209 ----------- Total additions 35,338,783 DEDUCTIONS FROM NET ASSETS AVAILABLE FOR BENEFITS ATTRIBUTED TO: Benefits paid directly to participants 7,115,068 Excess contribution refund 14,882 Other 3,823 ----------- Total deductions 7,133,773 ----------- Increase in net assets available for benefits 28,205,010 Net assets available for benefits at beginning of year 38,957,577 ----------- Net assets available for benefits at end of year $67,162,587 ===========
See accompanying notes. 3 7 Intermedia Communications Inc. 401(k) Profit Sharing Plan Notes to Financial Statements December 31, 1999 1. DESCRIPTION OF PLAN The following description of the Intermedia Communications Inc. 401(k) Profit Sharing Plan (the Plan) provides only general information. Participants should refer to the plan agreement for a more complete description of the Plan's provisions. GENERAL The Plan is a defined contribution plan covering substantially all employees of Intermedia Communications Inc. and affiliated companies (collectively, the Company) who have at least three months of service and are age 21 or older, except those employees whose employment is governed by a collective bargaining agreement or leased employees. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Effective July 1, 1998, the Plan was amended and restated to allow for the transfer of certain plan assets to the Putnam Group of Investment Funds. Additional amendments were made to the Plan to allow employees who were employed by the following companies acquired by the Company to participate in the Plan: Shared Technologies Fairchild, Inc. (Shared), Long Distance Saver group of companies (collectively, LDS) and National Telecommunications of Florida, Inc. and NTC, Inc. (collectively, National). Employees previously making salary reduction contributions under 401(k) plans sponsored by Shared, LDS, or National (collectively, previous plans) began to make salary deferrals into the Plan at the rates being made under the previous plans, unless such participants elected to change or cease making such contributions. Effective January 1, 1999, all participants of the Digex, Incorporated (Digex) 401(k) Profit Sharing Plan became eligible to participate in the Plan. Digex is a majority-owned subsidiary of the Company. Employees previously making salary reduction contributions under a 401(k) plan sponsored by Digex began to make salary deferrals into the Plan unless such participants elected to change or cease making such contributions. CONTRIBUTIONS Each year, participants may contribute up to 15% of pretax annual compensation up to certain amounts, as defined in the plan document. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Company contributions are discretionary at the option of the Company's Board of Directors. The Company contributed 50% of the first 7% of compensation that a participant contributed to the Plan during 1999. 4 8 Intermedia Communications Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF PLAN (CONTINUED) PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contributions and allocations of (a) the Company's contributions and (b) Plan earnings. Allocations are based on participant compensation or account balances, as defined. Forfeited balances of terminated participants' nonvested accounts are used to reduce future Company contributions. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. VESTING Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company contribution portion of their accounts plus actual earnings thereon is based on years of service. A participant is incrementally vested over three years of credited service. INVESTMENT OPTIONS Upon enrollment in the Plan, a participant may direct employer and employee contributions in percentage increments in any of eleven investment options. Participants may change their investment options daily. PARTICIPANT LOANS Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of the participant's vested account balance. Loan terms range from 1 to 15 years. The loans are secured by the balance in the participant's account and bear interest at a rate commensurate with local prevailing rates as determined monthly by the plan administrator. Principal and interest are paid ratably through monthly payroll deductions. PAYMENT OF BENEFITS Upon termination of service, death, disability, or retirement, a participant may elect to receive a lump-sum payment equal to the vested value of his or her account, or choose from various forms of annuity payments. As of December 31, 1999 and 1998, participants elected distributions in the amount of $128,624 and $14,112, respectively, that had not yet been paid. 5 9 Intermedia Communications Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF PLAN (CONTINUED) PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts. 2. SUMMARY OF ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements have been prepared on the accrual basis of accounting. INVESTMENT VALUATION AND INCOME RECOGNITION All investments, other than loans to participants, are stated at fair value which equals the quoted market price on the last business day of the plan year. The participant loans are valued at their outstanding balances, which approximate fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. RECLASSIFICATION Certain amounts in the 1998 financial statements have been reclassified to conform to the 1999 presentation. 6 10 Intermedia Communications Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 3. INVESTMENTS The Plan's investments were held and administered by Union Central Life Insurance Company through June 30, 1998 and by Putnam Fiduciary Trust Company beginning July 1, 1998. During 1999, the Plan's investments (including investments purchased, sold as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:
TOTAL NET APPRECIATION IN FAIR VALUE OF INVESTMENTS ----------- Intermedia Communications Inc. Common Stock $ 2,950,486 Putnam Mutual Funds 11,447,753 ----------- $14,398,239 ===========
Investments that represent 5% or more of fair value of the Plan's net assets are as follows:
DECEMBER 31 1999 1998 ---------------------------------- Putnam Growth Opportunities Fund $22,059,886 $12,767,105 Intermedia Communications Inc. Common Stock 7,170,451 * Putnam Capital Appreciation Fund 6,547,765 6,373,468 Putnam Money Market Fund 6,481,083 5,109,701 Putnam New Opportunities Fund 6,419,237 * The Putnam Fund for Growth & Income 5,029,774 3,999,058 Putnam Equity Income Fund 3,398,506 3,145,553
*Investment was not greater than 5%. 7 11 Intermedia Communications Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 4. Income Tax Status The Company has received a determination letter from the Internal Revenue Service dated June 2, 1995, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan has been amended since receiving the determination letter and has applied for a new determination letter which it has not yet received. However, the plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. 5. Administrative Expenses The Company pays for all administrative costs on behalf of the Plan. These costs may include third-party administration fees, legal fees, audit fees, and investment fees, among others. Fees for administrative services are based upon reasonable and customary rates. 6. Subsequent Events Effective April 1, 2000, the Company added the investment option of Digex common stock to the plan. Effective July 1, 2000, the Company will transfer the investments and participants of Digex to the newly formed Digex, Incorporated 401(k) Plan. 8 12 Intermedia Communications Inc. 401(k) Profit Sharing Plan E.I.N: 69-2913586 Plan No.: 001 Schedule H, Line 4i Schedule of Assets Held for Investment Purposes at End of Year December 31, 1999
(c) Description of Investment, Including Maturity (b) Identity of Date, Rate Issue, Borrower, of Interest, Collateral, Par or (e) Current Value (a)Lessor or Similar Party Maturity Value (d) Cost - ----------------------------------------------------------------------------------------------------------------------- Mutual Funds Putnam Growth Opportunities Fund Mutual Fund $22,059,886 * Putnam Capital Appreciation Fund Mutual Fund 6,547,765 * Putnam New Opportunities Fund Mutual Fund 6,419,237 * The Putnam Fund for Growth & Income Mutual Fund 5,029,774 * Putnam Equity Income Fund Mutual Fund 3,398,506 * Putnam International Growth Fund Mutual Fund 3,139,695 * Putnam International Voyager Fund Mutual Fund 2,896,636 * Putnam Diversified Income Trust Mutual Fund 1,132,049 ----------- 50,623,548 Common Stock * Intermedia Communications Inc. Common Stock 7,170,451 ----------- 7,170,451 Money Market Fund * Putnam Fiduciary Trust Company Money Market Fund 6,481,083 ----------- 6,481,083 Loans to Participants Participant Loans 5.6% - 10.75% 1,662,330 ----------- Total Investments $65,937,412 ===========
* Party-in-interest. Note: Cost information has not been included in column (d) because all investments are participant directed. 9 13 Intermedia Communications Inc. 401(k) Profit Sharing Plan E.I.N: 69-2913586 Plan No.: 001 Schedule G, Part III--Schedule of Nonexempt Transactions Year ended December 31, 1999
(b) Relationship to (c) Description of Transactions Including Maturity Date, Plan, Employer, or Rate (a) Identity of Party Other of Interest, Collateral, Par Involved Party-in-Interest or Maturity Value - ------------------------------------------------------------------------------------------------------------------ Intermedia Communications Plan Sponsor Late remittance of participant contributions for the Inc. November 30, 1999 semimonthly pay period in the amount of $761,350, deposited December 28, 1999
Columns (d) through (j) are not applicable. 10 14 Exhibit Index Number Exhibit 23.1 Consent of Independent Auditors 11 15 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: June 27, 2000 INTERMEDIA COMMUNICATIONS INC. 401 (K) Plan (Name of Plan) By: /s/ Michael J. Randels --------------------------------------- Michael J. Randels Vice President-Human Resources 12 EX-23.1 2 ex23-1.txt CONSENT OF INDEPENDENT ACCOUNTANTS 1 Exhibit 23.1 Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8, No. 333-80893) pertaining to Intermedia Communications Inc. 401(k) Profit Sharing Plan of our report dated June 26, 2000, with respect to the financial statements and schedules of the Intermedia Communications Inc. 401(k) Profit Sharing Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1999. /s/ Ernst & Young LLP Tampa, Florida June 26, 2000 13 -----END PRIVACY-ENHANCED MESSAGE-----