FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to _______________ Commission file number 0-19179 ----------- CT COMMUNICATIONS, INC. - ------------------------------------------------------------------- (Exact name of registrant as specified in its charter) NORTH CAROLINA 56-1837282 - ----------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 68 Cabarrus Avenue, East P.O. Box 227, Concord, N.C. 28025 - ------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (704) 722-2404 - ------------------------------------------------------------------- (Registrant's telephone number, including area code) - ----------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --------- -------- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 1,485,024 shares of Common Stock outstanding as of September 30, 1996. Voting - 227,019 Class B Non-Voting - 1,258,005 CT COMMUNICATIONS, INC. INDEX Page No. -------- PART I. Financial Information Balance Sheets -- Sept. 30, 1996 and December 31, 1995 2-3 Statements of Income -- Three and Nine Months Ended Sept. 30, 1996 and 1995 4 Statements of Cash Flows -- Nine Months Ended Sept. 30, 1996 and 1995 5 Notes to Financial Statements 6-8 Management's Discussion and Analysis of Financial Condition and Results of Operations 9-15 PART II. Other Information 16 PART I. FINANCIAL INFORMATION CT COMMUNICATIONS, INC. Consolidated Balance Sheets Unaudited ASSETS September 30, December 31, 1996 1995 Current assets: ----------- ------------ Cash and cash equivalents $ 6,036,752 $4,751,204 Short-term investments 216,157 2,711,699 Accounts receivable, net of allowance for doubtful accounts of $100,000 in 1996 and 1995 6,625,257 8,878,698 Refundable income taxes --- 176,228 Materials and supplies 2,659,244 1,803,419 Deferred income taxes --- 71,324 Prepaid expenses and other assets 150,350 533,385 ------------ ------------ Total current assets 15,687,760 18,925,957 Investments securities 5,475,126 9,074,888 Investments in affiliates 26,627,179 21,788,955 Property, plant & equipment: Telephone plant in service: Land, buildings, and general equipment 22,510,661 17,400,228 Central office equipment 50,238,029 47,037,535 Poles, wire, cables and conduit 69,318,206 65,849,055 Construction in progress 1,140,234 14,483 143,207,12 130,301,301 Less accumulated depreciation 78,401,089 72,325,624 ------------ ------------ Net property, plant, and equipment 64,806,041 57,975,677 ------------- ------------ TOTAL ASSETS $112,596,106 $107,765,477 ============= ============ (Continued) Consolidated Balance Sheets, (Continued) LIABILITIES & STOCKHOLDERS' EQUITY Unaudited September 30, December 31, 1996 1995 Current liabilities: ------------ ----------- Current portion of long-term debt & redeemable preferred stock $ 2,072,500 $ 652,500 Accounts payable 7,515,802 8,852,272 Customer deposits and advance billings 1,117,714 1,080,773 Accrued payroll 666,826 468,390 Accrued pension cost 1,064,246 1,143,033 Other accrued liabilities 1,489,491 500,654 Income taxes payable 457,270 --- ----------- ----------- Total current liabilities 14,383,849 12,697,622 ------------ ----------- Long-term debt 2,169,000 4,074,000 ------------ ---------- Deferred credits and other liabilities: Deferred income taxes 1,130,006 1,568,455 Investment tax credits 1,062,686 1,148,850 Regulatory liability 2,570,157 2,633,285 Postretirement benefits other than pension 9,129,958 8,104,965 ----------- ------------ Other 1,103,098 1,103,098 14,995,905 14,558,653 Redeemable preferred stock, $100 par value: 4.8% series; authorized 5,000 shares; issued and outstanding 1,750 shares in 1996 and 1995 162,500 162,500 ------------ ----------- Total liabilities 31,711,254 31,492,775 ------------ ----------- Stockholders' equity: Preferred Stock not subject to mandatory redemption: 5% series, $100 par value; 15,087 shares outstanding 1,508,700 1,508,700 4.5% series, $100 par value; 2,000 shares outstanding 200,000 200,000 Discount on 5% preferred stock (16,059) (16,059) Common stock: Voting, 227,019 shares outstanding 4,021,094 4,021,094 Nonvoting, outstanding 1,258,005 shares in 1996 and 1,256,001 in 1995 23,317,281 23,114,777 Other capital 298,083 298,083 Unearned compensation (198,497) (60,752) Unrealized gain on securities available- for-sale 893,048 1,196,766 Retained earnings 0,861,202 46,010,093 ------------ ----------- Total stockholders' equity 80,884,852 76,272,702 ------------ ----------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $112,596,106 $107,765,477 =========== =========== See Accompanying Notes To Financial Statements. CT COMMUNICATIONS, INC. Consolidated Statements of Income For 3 and 9 months ended September 30, 1996 and 1995 Unaudited Three Months Ended ------------------ September 30, ------------- OPERATING REVENUES: 1996 1995 ---- ---- Local service $ 6,173,732 $5,375,407 Access and toll service 9,849,842 6,438,006 Other and unregulated 2,645,408 2,251,026 Less provision for uncollectible accounts 38,034 (105,624) ------------ ----------- Total operating revenues 18,707,016 13,958,815 OPERATING EXPENSES: Plant specific 7,565,899 3,405,436 Depreciation and amortization 3,009,958 3,615,590 Customer operations 1,780,148 1,415,186 Corporate operations 2,459,636 1,731,375 ------------ ----------- Total operating expenses 14,815,641 10,167,587 ------------ ---------- Net operating revenues 3,891,375 3,791,228 OTHER INCOME (EXPENSES): Equity in income of affiliates 358,699 180,469 Interest, dividend income and gain on sale 892,116 837,010 Other expenses, principally interest (441,269) (143,667) ------------ --------- Total other income 809,546 873,812 ------------ --------- Income before income taxes 4,700,921 4,665,040 Income taxes 2,139,354 1,706,060 ------------ --------- Net income 2,561,567 2,958,980 DIVIDENDS ON PREFERRED STOCK 23,128 23,278 ------------ ----------- EARNINGS FOR COMMON STOCK $ 2,538,439 $2,935,702 ============ ============ EARNINGS PER COMMON SHARE* $ 1.71 $ 1.98 ============ ============ DIVIDENDS PER COMMON SHARE* $ .70 $ .68 ============ =========== WEIGHTED AVERAGE SHARES OUTSTANDING* 1,485,024 1,480,806 *See accompanying notes to financial statements. CT COMMUNICATIONS, INC. Consolidated Statements of Income For 3 and 9 months ended September 30, 1996 and 1995 Unaudited Nine Months Ended ----------------- September 30, ------------ OPERATING REVENUES: 1996 1995 Local service $17,556,408 $15,691,350 Access and toll service 22,213,474 18,980,097 Other and unregulated 7,621,748 6,690,654 Less provision for uncollectible accounts (135,341) (208,436) ----------- ------------ Total operating revenues 47,256,289 41,153,665 OPERATING EXPENSES: Plant specific 15,558,184 9,815,481 Depreciation and amortization 7,575,129 7,594,559 Customer operations 5,166,996 4,416,352 Corporate operations 7,761,107 5,720,225 ---------- ----------- Total operating expenses 36,061,416 27,546,617 ---------- ----------- Net operating revenues 11,194,873 13,607,048 OTHER INCOME (EXPENSES): Equity in income of affiliates 2,345,333 1,790,812 Interest, dividend income and gain on sale 1,123,902 1,321,177 Other expenses, principally interest (998,719) (835,176) --------- ------------ Total other income 2,470,516 2,276,813 ----------- ----------- Income before income taxes 13,665,389 15,883,861 Income taxes 5,683,810 5,824,596 ------------ ----------- Net income 7,981,579 10,059,265 DIVIDENDS ON PREFERRED STOCK 69,382 69,832 ------------- ----------- EARNINGS FOR COMMON STOCK $ 7,912,197 $ 9,989,433 ============ =========== EARNINGS PER COMMON SHARE* $ 5.33 $ 6.76 ============ =========== DIVIDENDS PER COMMON SHARE* $ 2.08 $ 2.02 ============ =========== WEIGHTED AVERAGE SHARES OUTSTANDING* 1,484,691 1,477,749 *See accompanying notes to financial statements. CT COMMUNICATIONS, INC. Statements of Cash Flows For 9 months ended September 30, 1996 and 1995 Unaudited 1996 1995 ------ ------ Cash flows from operating activities: Net income $ 7,981,579 $10,059,265 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 7,575,129 7,594,559 Deferred income taxes and tax credits (453,289) (1,520,155) Postretirement benefits 1,024,993 1,259,894 Loss on retirement of non-regulated property 1,323 5,178 Loss (gain) on sale of investments 78,581 (148,680) Undistributed income of affiliate (2,345,332) (1,790,812) Decrease (increase) in accounts receivable 2,253,441 (1,800,857) (Increase) in materials and supplies (855,825) (370,092) Unrealized loss recorded in investment securities 497,996 --- Decrease in other assets 383,035 137,680 (Decrease) increase in accounts payable (1,336,470) 925,235 Increase in customer deposits and advance billings 36,941 65,246 Increase in accrued liabilities 1,045,358 1,048,867 Increase in income taxes payable (633,498) (567,852) Unearned compensation 137,745 --- ----------- ----------- Net cash provided by operating activities 15,391,707 14,897,476 Cash flows from investing activities: Capital expenditures in telephone plant (13,631,677) (12,097,546) Removal cost - telephone plant retired (156,794) (136,779) Purchase of investments in affiliates (3,637,492) (3,573,679) Purchases of investment securities (1,033,359) (3,649,386) Maturities of investment securities 1,328,126 --- Partnership capital distribution 1,144,600 648,712 Sales of investment securities 5,223,960 2,634,747 ----------- ----------- Net cash used in investing activities(10,762,636) (16,173,931) ------------ ------------ Cash flows from financing activities: Repayment of long-term debt (485,000) (1,372,500) Dividends paid (3,144,595) (3,032,225) Proceeds from common stock issuance 186,955 500,449 Tax benefit from ESOP distribution 15,549 --- Other 83,568 40,364 ----------- ----------- Net cash used in financing activities(3,343,523) (3,863,912) ------------ ------------ Net increase (decrease) in cash and cash equivalents 1,285,548 (5,140,367) Cash and cash equivalents-beginning of period 4,751,204 8,346,235 ------------ ----------- Cash and cash equivalents-end of period $ 6,036,752 $ 3,205,868 ============ =========== See Accompanying Notes To Financial Statements. CT COMMUNICATIONS, INC. NOTES TO FINANCIAL STATEMENTS 1. In the opinion of Management, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of September 30, 1996, and the results of operations for the three months and nine months then ended and cash flows for the nine months then ended. 2. The results of operations for the three months and nine months ended September 30, 1996 and 1995 are not necessarily indicative of the results to be expected for the full year. 3. The following is a summary of common stock transactions during the nine months ended September 30, 1996. .....Voting..... Shares Value ------ ----- Outstanding at December 31, 1995...... 75,673 $4,021,094 Issued for stock split distributed 5/30/96 to holders of record 5/03/96 51,346 --- ------- ---------- Outstanding at September 30, 1996......227,019 $4,021,094 ======= ========== Weighted average shares outstanding for the nine months ended September 30, 1996..................227,019 Class B Non-Voting Shares Value ------ ----- Outstanding at December 31, 1995. 418,667 $23,114,777 Issuance of common stock......... 668 186,955 Issued for stock split distributed 5/30/96 to holders of record 5/03/96.. 838,670 --- Tax benefit from exercise of options --- 15,549 --------- ----------- Outstanding at September 30, 1996 1,258,005 $23,317,281 ========= =========== Weighted average shares outstanding for nine months ended September 30, 1996................1,257,672 On April 26, 1996, the Board of Directors declared a three for one stock split (two new shares for each share held) payable May 30, 1996 to shareholders of record May 3, 1996. This created an additional 151,346 shares of common voting and 838,670 shares of Class B non-voting shares. These amounts are reflected in all share data presented herein. 4. SECURITIES AVAILABLE-FOR-SALE September 30, 1996 ------------------------------ Gross Unrealized ------------------ Securities Amortized Fair Available-for-Sale Cost Gains Losses Value ------------------ ---- ----- ------ ----- State, county and municipal debt securities $3,388,549 $ 6,042 $ 13,508 $3,381,083 Equity Securities 843,505 2,394,207 927,512 2,310,200 ---------- ---------- -------- ---------- Total $4,232,054 $2,400,249 $941,020 $5,691,283 ========== ========== ======== ========== Amortized Cost Fair Value -------------- ---------- Current $ 245,147 $ 216,157 Due after one through five years 2,016,602 2,015,375 Due after five through ten years 1,126,800 1,149,551 Equity securities 843,505 2,310,200 ---------- ---------- Total $4,232,054 $5,691,283 ========== ========== 5. INVESTMENTS IN AFFILIATED COMPANIES 9/30/96 12/31/95 --------- ---------- ITC Associates Partnership (equity method) $ 5,519,832 $ 5,519,832 RSA 15 Partnership (equity method) 6,412,433 4,844,472 BellSouth Carolinas PCS, LP (equity method) 6,459,257 4,597,756 U.S. Telecom Holdings (equity method) 3,520,833 3,520,833 Wireless 1 - Carolinas (equity method) 1,322,403 240,000 ITC Holdings (equity method) 658,354 658,354 ITN Charter (cost method) 789,347 789,347 U.S. Intelco (cost method) 279,277 279,277 Ellerbe Partnership (equity method) 1,159,826 898,959 Access On (equity method) 271,035 271,035 Embion of North Carolina (equity method) --- 63,747 Data Base Network Services, Ltd. (cost method)* 123,747 --- Other, at cost which approximates market 110,835 105,343 ------------ ------------ TOTAL $ 26,627,179 $ 21,788,955 ============ ============ * The Registrant's interest in Embion of North Carolina was exchanged April 26, 1996 for 15,000 shares of Data Base Network Services, Ltd. 6. LONG-TERM DEBT: Long-term debt excluding annual maturities comprised the following: First Mortgage Bonds: September 30, 1996 December 31, 1995 -------------------- ------------------ ----------------- 6 1/4% Series F, due 3/1/97 $ --- $ 1,440,000 Note payable to a bank @ 7.25% due in installments until 2001 2,169,000 2,634,000 ----------- ----------- TOTAL $ 2,169,000 $ 4,074,000 =========== =========== Annual maturities and sinking fund requirements of the long-term debt outstanding for the five year period subsequent to September 30, 1996 are as follows: $155,000 in 1996; $2,060,000 in 1997; $620,000 in 1998, 1999 and 2000; and $154,000 thereafter. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations LIQUIDITY AND CAPITAL RESOURCES The liquidity of the Company decreased during the nine month period ending September 30, 1996. Current assets exceeded current liabilities by $1,303,911 at September 30, 1996. In comparison, current assets exceeded current liabilities by $6,228,335 at December 31, 1995. Current assets decreased by $3,238,197 when compared to December 31, 1995. This decrease is primarily due to a decrease in short-term investments of $2,495,542, which were applied to investments in affiliates; a decrease in accounts receivable of $2,253,441 due to an adjustment to reconcile customer accounts receivable and accelerated collection; a decrease in deferred income taxes of $71,324; a decrease in refundable income taxes of $176,228; and a decrease in prepaid expenses of $383,035, primarily prepaid directory expense and prepaid insurance. The decreases were offset in part by an increase in materials and supplies of $855,825 and an increase in cash and cash equivalents of $1,285,548. Current liabilities increased by $1,686,227 during the nine months ending September 30, 1996. This increase is primarily from the reclassification of long-term debt to current liabilities for the March 1, 1997 maturity of First Mortgage bonds in the amount of $1,420,000. Accounts payable decreased $1,336,470 due to payments made to creditors and other accrued liabilities increased $988,837 primarily due to an increase in accrued property taxes of $495,000 and an accrual for anticipated over earnings of $600,000. This accrual was made to address a North Carolina Utilities Commission notice identifying the Registrant as having earnings in excess of the maximum rate of return authorized by the Utilities Commission. The Company's primary source of liquidity is funds provided by operations. During the nine months ended September 30, 1996, cash provided by operations totaled $15,391,707. The primary use of cash during this period was for normal additions to telephone plant - $13,631,677, purchase of investments in affiliates - $3,637,492, payment of dividends - $3,144,595 and purchase of investment securities - $1,033,359. BellSouth Carolinas PCS LP received $2,489,600 of the cash expended for investments in affiliates. Funds needed in excess of those generated by operations were generated by the sale or maturity of investments available for sale and partnership capital distributions. Sales and maturities of these investments totaled $6,552,086 during the nine months ending September 30, 1996. At September 30, 1996, the Company's investment portfolio totaled $5.7 million, all of which could be pledged to secure additional borrowing, or sold, if needed for liquidity purposes. There are no plans to borrow additional funds at this time. At September 30, 1996, the Company had available lines of credit totaling $13,500,000, none of which was outstanding. Management believes the liquidity is adequate to meet the operational needs of the Company. RESULTS OF OPERATIONS 3 MONTHS ENDED SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 Operating revenues increased $4,748,201 or 34% for the three months ended September 30, 1996 compared to same period of 1995. Local service revenues increased $798,325 or 14.85% during this period. This growth is a result of improved demand for service and the metro calling plan which allocates more revenues to local service. It is expected that growth in this classification of revenues will continue throughout this year. On November 1, 1996, the Registrant asked the North Carolina Utilities Commission (NCUC) to approve a new rate plan which will substantially expand the area in which customers can call without paying long distance charges. If approved, this plan will initially reduce revenues by about $722,000 the first year; however, it will allow the Registrant to prepare for competition in the local area of operations. A more detailed discussion is below. Access and toll revenues increased $3,411,836 or 53% for the three months ended September 30, 1996 when compared to the same period of 1995. This increase is primarily a result of the reclassification of access and settlement charges from an offsetting revenue account to an expense category. This amount is $2,382,954 for 1996 or 70% of the increase. This represents charges for the entire year of 1996. Amounts for 1995 are not reclassified. The remaining increase, $1,028,882, is generated by increased marketing and sales efforts and increased calling volumes by the interexchange carriers. Other and unregulated income increased $394,382 or 17.5% for this period. This increase results primarily from an increase of $206,423 in non-regulated income, net. This increased amount is a result of increased sales efforts in customer premise equipment and increased billing and collection charges. The Company is placing more emphasis on the non-regulated area of operations and it is expected that non-regulated income will continue to increase. Provision for uncollectible accounts decreased for this period due to increased collections of amounts previously written off. Operating expenses, exclusive of depreciation, increased $5,253,686 or 80.2%. Plant specific expenditures increased $4,160,463 or 122% for this period when compared to the same period of 1995. This increase results from the reclassification of access and toll settlement charges from an offsetting revenue account to an expense account in the amount of $2,382,954; increased maintenance expenditures in the outside plant operations of $699,172 due to extensive construction work on cable and pole line facilities; and increased access expense of $885,754 due to increased toll volumes generated by long distance sales. Also non-regulated expense increased by $124,916 due to increased activity in the non-regulated area of operation. RESULTS OF OPERATIONS (CON'T.) 3 MONTHS ENDED SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 (Con't.) Corporate and customer operations expense increased $1,093,223 or 34.7% for this period when compared to the same period of 1995. Approximately $457,027 of this amount relates to product management and advertising. General and administrative expense constitute $458,835 of this increase. The Registrant is placing more emphasis on development of product identity through increased advertising and has committed considerable expenditures in work process re-engineering and advanced internal information processing. Depreciation expense decreased $605,632 or 17% for this period when compared to 1995. An additional accrual of $600,000 has been recorded in this expense category for this period in expectation of earnings in excess of the maximum rate of return authorized by the North Carolina Utilities Commission. Also during the comparable period of 1995, a special amortization charge was recorded in the amount of $1,500,000. Without this amortization and accrual, depreciation and amortization would have been increased $294,368, which is a result of an increased depreciable base and higher rates in effect for this period. Other income decreased $64,101 or 7.3% for this period. This amount results from an increase in equity in income of affiliates of $178,230 during 1996 and an increase in interest income, dividend income and gain on sale of $55,106 which was offset in part by an increase in other expense, principally interest, of $297,602. Income taxes increased approximately $433,294 or 25% for this period due to increased taxable income for this period. The PCS network became operational during this period. It incurred losses due to start up costs of approximately $108,000. Losses related to start up costs are expected to occur over the next three years but are not expected to be material to overall operations. RESULTS OF OPERATIONS 9 MONTHS ENDED SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 Operating revenues increased $6,102,624 or 15% for the nine months ended September 30, 1996, over the nine months ended September 30, 1995. Local service revenues increased $1,865,058 or 11.9% during this period. This growth is a result of improving growth in demand for service and a metro calling plan which allocates more revenues to local service. It is expected that growth in this classification of revenues will continue throughout this year. RESULTS OF OPERATIONS (Con't.) 9 MONTHS ENDED SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 (Con't.) Access toll and revenues increased $3,233,377 or 17.0% during the nine months ended September 30, 1996 when compared to the nine months ended September 30, 1995. This increase is primarily a result of the reclassification of access and settlement charges from an offsetting revenue account to an expense category. This amount, $2,382,954, is for the entire year of 1996 and is 73.7% of the total increase for the period. Amounts for 1995 are not reclassified. The remaining increase is a result of increased marketing and sales efforts and increased calling volumes by the interexchange carriers. Other and unregulated operating revenues increased $931,094 or 13.9% during this period in comparison to the same period of the previous year. This increase is a result of larger amounts of non-regulated revenues and increased billing and collection revenues. The Company is placing more emphasis on the non-regulated area of operations and it is expected that non-regulated income will continue to increase. Operating expenses, exclusive of depreciation, for the nine month period ended September 30, 1996 increased $8,534,229 or 42.8%. Plant specific expenditures increased $5,742,703. This increase results from the reclassification of access and toll settlement charges from an offsetting revenue account to an expense account in the amount of $2,382,954; increased maintenance expenditures in the outside plant operations of $1,422,925 due to extensive construction work on cable and pole line facilities; and increased access expense of $1,335,909 due to increased toll volumes generated by long distance sales. Also non-regulated expense increased by $600,915 due to increased activity in the non-regulated area of operations. The remainder primarily relates to the development of an internal management information network. Corporate and customer operations expense increased $2,791,526 or 28% for this period when compared to the same period of 1995. Approximately $599,681 of this amount relates to product management and advertising. $603,057 relates to additional efforts being placed in customer service operations and $815,929 relates to consulting fees for work process re-engineering and software for a new accounting system. The remainder primarily relates to an adjustment to reconcile customer accounts receivable. Depreciation expense decreased $19,430 for the nine month period when compared to the same period of 1995. An additional accrual of $600,000 was recorded to this expense in anticipation of earnings in excess of the maximum rate of return authorized by the North Carolina Utilities Commission. Also during the comparable period of 1995, a special amortization was recorded in the amount of $1,500,000. Without this accrual and previous special amortization, depreciation and amortization would have increased $880,570 which is a result of an increased depreciable base and increased rates. RESULTS OF OPERATIONS (Con't.) 9 MONTHS ENDED SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 (Con't.) Other income increased $193,703 for this period. This increased amount in other income is primarily the recognition of additional income in earnings of affiliates of $554,521 over amounts accrued in 1995. The additional income was offset by decreased interest income, dividend income, and gain on sale of $197,275 and an increase in other expenses of $163,378. Interest income decreased due to smaller amounts invested in interest earning assets and lower earning rates. Income taxes decreased approximately 2.4% as a result of lower taxable income during this period. The PCS network became operational during this period. It incurred losses due to start up costs of approximately $108,000. Subsequent losses are not expected to be material to overall operations. Losses related to start up costs are expected to occur over the next three years but are not expected to be material to overall operations. REQUEST FOR NEW RATE PLAN The Registrant has asked the North Carolina Utilities Commission (NCUC) to approve a new rate plan that will substantially expand the area in which customers can call without paying long distance charges. The new plan also provides customers with 30 minutes of free calling each month into the metro area, which includes Charlotte; simplifies pricing for long distance calls into the western North Carolina area; reduces overall telephone costs for customers; and paves the way for competition to emerge for local dial tone service in the Registrant's franchise area. Under the proposed rate structure, the Registrant's residential customers, except those in the Harrisburg exchange, will pay $10.50 per month for basic local service, including touch-calling, which is currently a separate charge of 50 cents per month. Harrisburg customers will pay a slightly higher charge -- $12 per month -- because they can call more customers under that community's basic plan. Although these new prices reflect an increase for basic service, other changes in the plan will offset these increases for many customers, and overall the plan will initially reduce the Registrant's revenues by about $722,000 a year. The Registrant proposes opening up all local exchange lines to toll-free calling, making it possible to call throughout areas of Cabarrus, Rowan and Stanly counties served by the Registrant without incurring a long distance charge. In addition to offering 30 minutes of free calling each month in the metro area, the Registrant is also proposing to expand the metro area to include Matthews, Huntersville, Davidson and other surrounding communities. Metro calling rates are being simplified, with plans tailored to individual calling needs. Customers may select a pre-set number of minutes for a flat monthly rate based on their needs and purchase additional minutes for as low as seven cents each. For very heavy callers, the Registrant is offering an unlimited metro calling package for residential customers only. Other significant elements of the plan include elimination of a separate charge for touch-calling and reductions in charges for long distance calls into a broader calling zone that extends into western North Carolina. A driving force behind the Registrant's new rate plan is customer demand for expanded calling options to areas beyond their home communities. A new state law that took effect in July (HB161) is helping to make it possible for the Registrant to meet this type of customer demand. Under this new legislation, telephone companies are given greater flexibility in setting their price structures, which is a key element in the Registrant's ability to offer expanded services. In exchange for greater flexibility in setting prices, however, local telephone companies must agree to open their markets to competition for local dial tone service -- the last area of telecommunications services to be deregulated. Under its "Price Regulation" filing, the Registrant is agreeing to open up its markets to competition for local dial tone service, provided it is allowed to "rebalance" or adjust its rates at the same time. By rebalancing rates, Management believes the Registrant can compete in emerging markets and still sustain local rates that are affordable. FACTORS THAT MAY AFFECT FUTURE RESULTS The foregoing discussion contains forward-looking statements about the Registrant's financial condition and results of operations, which are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's judgment only as of the date hereof. The Registrant undertakes no obligation to publicly revise these forward-looking statements to reflect events and circumstances that arise after the date hereof. Factors that may cause actual results to differ materially from these forward-looking statements are (1) the Registrant's ability to respond effectively to the sweeping changes in industry conditions created by the Telecommunications Act of 1996, and related state and federal legislation and regulations, (2) whether the North Carolina Utilities Commission grants the Registrant's proposed rate plan and, if granted, the Registrant's ability to implement the plan, (3) the Registrant's ability to recover the substantial costs to be incurred in connection with the implementation of its PCS business, and (4) the Registrant's ability to retain its existing customer base against local and long distance service competition, and to market such services to new customers. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS The registrant is not involved in any material legal proceedings at September 30, 1996, except as previously disclosed in Item 3 of its annual report on Form 10-K for year ended December 31, 1995 and in Note 9 to the registrant's financial statements included therein. ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits EXHIBIT NO. DESCRIPTION OF EXHIBIT 3.1 Articles of Incorporation of the Registrant, as amended. 3.2 By-laws of the Registrant, as amended. 27 Financial Data Schedules. b) Reports on Form 8-K There were no current reports on Form 8-K filed during the third quarter. 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 thereunto duly authorized. CT COMMUNICATIONS, INC. --------------------------------- (Registrant) /s/ BARRY R. RUBENS --------------------------------- Barry R. Rubens Senior Vice President, Secretary and Treasurer November 12, 1996 - ---------------------------- Date (The above signatory has dual responsibility as duly authorized officer and principal financial and accounting officer of the registrant.) EXHIBIT INDEX Sequential EXHIBIT NO. DESCRIPTION OF EXHIBIT PAGE NO. 3.1 Articles of Incorporation of the Registrant, as amended 3.2 By-laws of the Registrant, as amended. 27 Financial Data Schedules.