- -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 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): JANUARY 27, 1999 MCLEODUSA INCORPORATED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 0-20763 42-1407240 (STATE OR OTHER (COMMISSION (IRS EMPLOYER JURISDICTION FILE NUMBER) IDENTIFICATION NUMBER) OF INCORPORATION) MCLEODUSA TECHNOLOGY PARK 52406-3177 6400 C STREET, S.W., P.O. BOX 3177, CEDAR RAPIDS, IA (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (319) 364-0000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INFORMATION TO BE INCLUDED IN THE REPORT ITEM 5. OTHER EVENTS FOURTH QUARTER AND FISCAL YEAR RESULTS FOR 1998 On January 27, 1999, the Company issued a press release announcing results for fourth quarter and fiscal year 1998. Revenues were $604.1 million for the year ended December 31, 1998, compared to $267.9 million for 1997, an increase of 125 percent. Competitive telecommunications revenues grew 145 percent for the year. Earnings per share for the year was $(1.99) compared to $(1.45) for 1997. EBITDA (earnings before interest, taxes, depreciation and amortization) for the year was a positive $20.0 million, compared with EBITDA loss of $31.5 million for 1997. Enclosed as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated by reference herein, is the text of the press release issued by the Company on January 27, 1999. * * * * * Certain statements contained in this Current Report on Form 8-K are forward- looking statements that involve risks and uncertainties, including, but not limited to revision of expansion plans, availability of financing and regulatory approvals, the number of potential customers in a target market, the existence of strategic alliances or relationships, technological, regulatory or other developments in the Company's business, changes in the competitive climate in which the Company operates and the emergence of future opportunities, all of which could cause actual results and experiences of McLeodUSA Incorporated to differ materially from anticipated results and expectations expressed in the forward-looking statements contained herein. These and other applicable risks are summarized under the caption "Risk Factors" and elsewhere in the Company's Registration Statement on Form S-4, which was filed with the Securities and Exchange Commission on December 14, 1998. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. 99.1 Press Release, dated January 27, 1999, announcing the Company's results for the fourth quarter and fiscal year 1998. 2 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. McLeodUSA Incorporated Date: February 3, 1999 By: /s/ Randall Rings ---------------------------------- RANDALL RINGS VICE PRESIDENT, SECRETARY AND GENERAL COUNSEL EXHIBIT INDEX PAGE NUMBER IN SEQUENTIAL EXHIBIT NUMBER EXHIBIT NUMBERING SYSTEM -------------- ------- ---------------- 99.1 Press Release, dated January 27, 1999, announcing the Company's results for the fourth quarter and fiscal year 1998.