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: November 13, 2001 ----------------- (Date of earliest event reported) Electric Lightwave, Inc. ------------------------------------------------- (Exact name of Registrant as specified in charter) Delaware 0-23393 93-1035711 - ---------------------------- ------------------------ ------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3 High Ridge Park, Stamford, CT 06905 -------------------------------------------- -------- (Address of principal executive offices) (Zip Code) (203) 614-5600 --------------- (Registrant's telephone number, including area code) No change since last report --------------------------- (Former name or address, if changed since last report) Item 7. Financial Statements, Exhibits (c) Exhibits 99.1 Press Release of Electric Lightwave, Inc. released November 13, 2001 announcing earnings for the three and nine months ended September 30, 2001. FOR IMMEDIATE RELEASE Contact: Brigid M. Smith, Assistant Vice President Corporate Communications (203) 614-5042 bsmith@czn.com Electric Lightwave, Inc. Reports Third-Quarter Results Stamford, Conn., November 13, 2001 -- Electric Lightwave, Inc. (Nasdaq: ELIX) today reported financial results for the quarter ended September 30, 2001. Revenue for the period totaled $53.3 million, compared to $63.6 million for the same period in 2000. Although revenue for the quarter was down 16 percent from the corresponding period in 2000, the Network Services component of revenue grew 21 percent due to sales of additional circuits to new and existing customers as ELI concentrated upon its targeted customer base. The revenue decrease was primarily due to reduced rates for reciprocal compensation, the non-renewal of a take-or-pay contract with a major customer, and reduced demand from ISPs and other carriers for Internet-related traffic. ELI revenue for the nine months ended September 30, 2001 was $176.3 million, a $4.7 million decrease compared to revenue of $181.0 million for the same period in 2000. ELI's gross margin during the third quarter of 2001 was 68 percent. ELI's third-quarter 2001 EBITDA loss of $2.1 million was impacted by workforce reductions with an associated expense of $1.4 million, and lower-than-anticipated revenue for the quarter. ELI EBITDA for the third quarter of 2000 was $4.8 million. ELI EBITDA for the nine months ended September 30, 2001 was $5.2 million, compared to a $3.3 million EBITDA loss for the same period in 2000, an improvement of $8.5 million. Third quarter 2001 net loss was $47.3 million, or 92 cents per share, compared to a net loss of $32.6 million, or 64 cents per share, for the third quarter of 2000. For the nine months ended September 30, 2001, net loss was $125.3 million, or $2.46 per share, compared to a net loss of $102.7 million, or $2.04 per share, for the same period of 2000. For 2001, guidance for ELI is being lowered to $228 million in revenue, $10 million in EBITDA, and capital expenditures of $55 million. ELI's Class A Common Stock is currently traded on the Nasdaq National Market System, but the stock does not meet minimum bid price and market value of public float requirements for continued listing that were applicable on September 27, 2001. On that date Nasdaq Stock Market, Inc. implemented a moratorium until January 2, 2002, at which time compliance with the minimum requirements for listing on the Nasdaq National and SmallCap Markets will start anew. If ELI's Class A Common Stock does not meet the requirements of the National Market System for 30 consecutive days, and is unable to regain compliance within 90 days, the stock could be subject to delisting at that time. About Electric Lightwave, Inc. Electric Lightwave, Inc. is a facilities-based competitive local exchange carrier providing Internet, data, voice and dedicated access services to communications-intensive businesses. The company owns and operates high-speed fiber-optic networks that interconnect major markets in the West and operates a leading national Internet and data network. The company is 85 percent owned by Citizens Communications (NYSE:CZN, CZB). More information about Electric Lightwave, Inc. may be found at www.eli.net. This press release 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. All forward-looking statements are only predictions or statements of current plans, which are constantly under review by Electric Lightwave (the company). All forward-looking statements may differ from actual future results due to, but not limited to, changes in the local and overall economy, 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 and regulatory policy, relations with Incumbent Local Exchange Carriers (ILECs) and their ability to provide delivery of services including interoffice trunking, implementation of back office service delivery systems, the company's ability to identify future markets and successfully expand existing ones and the mix of products and services offered in the company's target markets. Readers should consider these important factors in evaluating any statement contained herein and/or made by the company or on its behalf. The company has no obligation to update or revise forward-looking statements to reflect the occurrence of future events or circumstances. Electric Lightwave, Inc. Statements of Operations Three Months Ended September 30, ------------------------------- (Dollars in thousands, except per share amounts) 2001 2000 -------------- -------------- Revenue Network services $ 26,077 $ 21,627 Local telephone services 14,450 25,187 Long distance services 3,131 3,728 Data services 9,672 13,068 -------------- -------------- Total revenue 53,330 63,610 Operating expenses Network access expense 17,232 17,821 Operations expense 14,442 13,473 Selling, general and administrative 22,361 27,430 Severance expense 1,418 110 Depreciation and amortization 19,919 16,306 -------------- -------------- Total operating expenses 75,372 75,140 Loss from operations (22,042) (11,530) Interest expense and other 25,231 20,603 -------------- -------------- Net loss before income taxes (47,273) (32,133) Income tax expense 22 459 -------------- -------------- Net loss $ (47,295) $ (32,592) ============== ============== EBITDA (1) $ (2,123) $ 4,776 ============== ============== Net loss per common share: Basic $ (0.92) $ (0.64) Diluted $ (0.92) $ (0.64) Weighted average shares outstanding 51,168 50,606 (1) EBITDA is Operating income plus depreciation and amortization. Electric Lightwave, Inc. Statements of Operations Nine Months Ended September 30, ------------------------------- (Dollars in thousands, except per share amounts) 2001 2000 -------------- -------------- Revenue Network services $ 77,966 $ 54,804 Local telephone services 58,114 75,412 Long distance services 9,314 12,590 Data services 30,927 38,202 -------------- -------------- Total revenue 176,321 181,008 Operating expenses Network access expense 51,014 56,811 Operations expense 40,820 38,494 Selling, general and administrative 76,112 88,875 Severance expense 3,141 152 Depreciation and amortization 58,647 43,782 -------------- -------------- Total operating expenses 229,734 228,114 Loss from operations (53,413) (47,106) Interest expense and other 71,401 54,643 -------------- -------------- Net loss before income taxes (124,814) (101,749) Income tax expense 449 940 -------------- -------------- Net loss $ (125,263) $ (102,689) ============== ============== EBITDA (1) $ 5,234 $ (3,324) ============== ============== Net loss per common share: Basic $ (2.46) $ (2.04) Diluted $ (2.46) $ (2.04) Weighted average shares outstanding 50,995 50,404 (1) EBITDA is Operating income plus depreciation and amortization. Electric Lightwave, Inc. Selected Financial and Operating Data (Dollars in thousands) September 30, 2001 June 30, 2001 September 30, 2000 ----------------------- ----------------- ---------------------- Selected Financial Data Gross Property Plant & Equipment: Owned or under capital lease $ 1,029,724 $ 1,023,783 $ 962,454 Under operating lease (1) $ 108,541 $ 108,541 $ 108,541 ----------------------- ----------------- ---------------------- Total $ 1,138,265 $ 1,132,324 $ 1,070,995 ======================= ================= ====================== Selected Operating Data Markets 25 25 25 Route miles (2) 6,737 6,734 5,921 Fiber miles (2) 353,785 349,455 297,208 Buildings connected on-net 860 856 850 Switches and routers: Internet routers 79 79 65 ATM switches 23 23 23 Frame relay switches 33 33 32 Voice switches 10 8 8 Access Line Equivalents 172,372 187,981 203,911 Access Line Equivalents/Voice switch 17,237 23,498 25,489 % on switch 99% 97% 92% Employees 928 949 1,156 Customers 2,245 2,267 2,915 (1) Facilities under an operating lease agreement under which we have the option to purchase the facilities at the end of the term. (2) Route and fiber miles also include those to which we have exclusive use pursuant to license and lease arrangements. Signature --------- 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. ELECTRIC LIGHTWAVE, INC. ------------------------ (Registrant) By: /s/ Robert J. Larson ------------------------------------------ Robert J. Larson Vice President and Chief Accouting Officer Date: November 13, 2001