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)
August 14, 2001
CITIZENS COMMUNICATIONS COMPANY
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(Exact name of registrant as specified in charter)
Delaware 001-11001 06-0619596
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
3 High Ridge Park, P.O. Box 3801, Stamford, Connecticut 06905
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(Address of principal executive offices) (Zip code)
(203) 614-5600
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(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.
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Citizens Communications announced today that it priced a private
offering $1.75 billion of senior notes for resale under Rule 144A of
the Securities Act of 1933. The closing of the offering is expected to
occur on August 16, 2001.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits
99.1 Press release of Citizens Communications Company released
August 14, 2001.
SIGNATURE
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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.
CITIZENS COMMUNICATIONS COMPANY
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(Registrant)
By: /s/ Robert J. Larson
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Robert J. Larson
Vice President and Chief Accounting Officer
Date: August 15, 2001
Citizens Communications
3 High Ridge Park
Stamford, CT 06905
203.614.5600
Web site: www.czn.net
FOR IMMEDIATE RELEASE
Contact:
Don Armour
Vice President, Finance
203.614.5124
Citizens Communications Prices $1.75 Billion Senior Note Offering
STAMFORD, Conn., August 14, 2001 -- Citizens Communications (NYSE:CZN) announced
today that it priced a private offering $1.75 billion of senior notes for resale
under Rule 144A of the Securities Act of 1933. The closing of the offering is
expected to occur on August 16, 2001.
In connection with the offering, Citizens Communications expects to issue $300
million of 6.375 percent senior notes due 2004, $750 million of 7.625 percent
senior notes due 2008 and $700 million of 9.000 percent senior notes due 2031.
Citizens Communications expects to use the net proceeds of the offering to
refinance outstanding indebtedness.
About Citizens Communications
Citizens Communications serves 2.5 million access lines in 24 states. 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.