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): March 30, 2001
CITIZENS COMMUNICATIONS COMPANY.
(Exact name of Registrant as specified in its charter)
Delaware 001-11001 06-0619596
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) 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
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(Former name or former address, if changed since last report)
Item 5. Other Events.
Citizens Communications Company announced on March 30, 2001 that it
plans to offer $3 billion worth of debt and equity securities under a
shelf registration statement.
Item 7. Financial Statements, Exhibits
(c) Exhibits
99.1 Press Release of Citizens Communications Company released
March 30, 2001 announcing $3 billion shelf registration.
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.
Dated: April 4, 2001 By: /s/ Scott N. Schneider
-------------------------------
Name: Scott N. Schneider
Title: Executive Vice President
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Media:
Brigid M. Smith, Assistant Vice President
Corporate Communications
(203) 614-5042
bsmith@czn.com
Citizens Communications Files $3 Billion Shelf Registration
Stamford, Conn., March 30, 2001 -- Citizens Communications Company (NYSE: CZN)
announced its plans to offer $3 billion worth of debt and equity securities
under a shelf registration statement. The net proceeds from the sale of these
securities will be used to refinance its bank borrowings and other extensions of
credit, to expand its networks, services and related infrastructure and fund
working capital and pending and future acquisitions, and make further
investments in the related telecommunications business as well as general
corporate purposes.
The shelf registration statement filed with the Securities and Exchange
Commission on Form S-3 permits the company to offer from time to time, common
stock, preferred stock, depositary shares, debt securities, and warrants to
purchase these types of securities up to a total dollar amount of $3 billion.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any of these securities.
About Citizens Communications
Citizens Communications serves 1.4 million access lines in 17 states and is
acquiring an additional 1.7 million access lines. Citizens owns 85 percent 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.