SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): October 31, 2001
QWEST COMMUNICATIONS INTERNATIONAL INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
000-22609 84-1339282
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(Commission File Number) (IRS Employer Identification No.)
1801 California Street Denver, Colorado 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 303-992-1400
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Not applicable
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(Former name or former address, if changed since last report)
ITEM 5. Other Events.
On October 31, 2001, Qwest Communications International Inc. ("Qwest") announced
its financial results for the 3rd quarter of 2001. A copy of the press release
announcing the same is attached as Exhibit 99.1 to this Current Report on Form
8-K.
On October 31, 2001, Qwest also hosted a conference call with media, analysts,
investors, and other interested persons during which it discussed its financial
results and related matters. As previously announced, the webcast of the call
(live and replay) is accessible on Qwest's website.
On the call or in this Current Report on Form 8-K Qwest announced the following
(all numbers are approximate):
o Based upon, among other things, its assumptions on the economy, including
its belief that the recession will be deeper and longer than previously
anticipated, it was not providing guidance for any future periods beyond
2001. It said that it expected that for 2002 "recurring revenues" could
increase by mid- to high- single digit percentage points over 2001, and
EBITDA (earnings before interest, taxes, depreciation and amortization)
from recurring revenues could increase by 100 to 200 basis points more than
the recurring revenue growth rate. It expected that it would take two to
three quarters to reverse the trend of decreasing EBITDA margins. However,
based upon, among other things, uncertainties caused by the economy and the
buying patterns of its customers, it believed it was too early to provide
any guidance to that effect. It expected to provide guidance for 2002 in
mid-December 2001.
o It expected that, for the 4th quarter of 2001, total revenues and
"recurring revenues" would increase approximately 3% and 4%, respectively,
over the same figures for the 3rd quarter of 2001, and total EBITDA would
increase approximately 1% over the same figure for the 3rd quarter of 2001.
"Recurring revenue" reflects adjustments made to remove optical capacity
asset sales and non-recurring IP equipment revenue in the periods
presented.
o It expected revenues from optical capacity asset sales and other
non-recurring IP equipment sales would be approximately 2% to 2.5% of total
revenues for the 4th quarter of 2001.
o It expected that cash EPS (earnings per share) for the 4th quarter of 2001
would be approximately the same as that for the 3rd quarter of 2001.
o It expected capital expenditures for 2001 of approximately $8.5 billion and
for 2002 of approximately $5.5 billion. Based upon, among other things, its
assumptions regarding the economy, it believed that in 2002, capital
expenditures could more likely be less than its estimate than greater than
its estimate.
o It expected to be free cash flow positive in the 2nd quarter of 2002 and
total debt would increase to approximately $25 billion before then.
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o With respect to the status of its Section 271 approval process, it expected
to file several applications with the FCC for approval in late 2001 or in
January or February 2002, and to receive approval for all states by
mid-2002.
Forward Looking Statements Warning
This Current Report on Form 8-K contains projections and other forward-looking
statements that involve risks and uncertainties. These statements may differ
materially from actual future events or results. Readers are referred to the
documents filed by Qwest with the Securities and Exchange Commission,
specifically the most recent reports which identify important risk factors that
could cause actual results to differ from those contained in the forward-looking
statements, including potential fluctuations in quarterly results, volatility of
Qwest's stock price, intense competition in the communications services market,
changes in demand for Qwest's products and services, dependence on new product
development and acceleration of the deployment of advanced new services, such as
broadband data, wireless and video services, which could require substantial
expenditure of financial and other resources in excess of contemplated levels,
higher than anticipated employee levels, capital expenditures and operating
expenses, rapid and significant changes in technology and markets, adverse
changes in the regulatory or legislative environment affecting Qwest's business,
delays in Qwest's ability to provide interLATA services within its 14-state
local service territory, adverse conditions in the economy nationally and within
its territory, failure to maintain rights of way, and failure to achieve the
projected synergies and financial results expected to result from the
acquisition of U S WEST, Inc. timely or at all and difficulties in combining the
operations of Qwest and U S WEST, which could affect Qwest's revenues, levels of
expenses and operating results. The information contained in this Current Report
on Form 8-K is a statement of Qwest's present intention and is based upon, among
other things, the existing regulatory environment, industry conditions, market
conditions and prices, the economy in general and Qwest's assumptions. Qwest may
change its intentions, at any time and without notice, based upon any changes in
such factors, in Qwest's assumptions or otherwise. This Current Report on Form
8-K includes analysts' estimates and other information prepared by third parties
for which Qwest assumes no responsibility. Qwest undertakes no obligation to
review or confirm analysts' expectations or estimates or to release publicly any
revisions to any forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
By including any information in this Current Report on Form 8-K, Qwest does not
necessarily acknowledge that disclosure of such information is required by
applicable law or that the information is material.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit 99.1 Press Release dated October 31, 2001.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Qwest has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
QWEST COMMUNICATIONS INTERNATIONAL INC.
DATE: October 31, 2001 By: /s/ YASH A. RANA
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Yash A. Rana
Vice President
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EXHIBIT INDEX
Exhibit 99.1 Press Release dated October 31, 2001.
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