UNITED STATES
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) July 29, 2003
ATLANTIC TELE-NETWORK, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-19551 | 47-0728886 | ||
| (State or other jurisdiction of incorporation) |
Commission File Number | (IRS Employer Identification No.) |
19 Estate Thomas, Havensite
PO Box 12030
St. Thomas, U.S. Virgin Islands 00801
(Address of principal executive offices and zip code)
(340) 777-8000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
| Item 7. | Financial Statements and Exhibits. |
| (c) | Exhibits |
| 99.1 | Press release of the Company dated July 29, 2003 |
| Item 9. | Regulation FD Disclosure. (Information furnished pursuant to Item 12, “Results of Operations and Financial Condition”) |
On July 29, 2003, Atlantic Tele-Network, Inc. (the “Company”) issued a press release announcing earnings results for the quarter ended June 30, 2003. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with the procedural guidance in SEC Release No. 33-8216, the information in this Form 8-K and the Exhibit attached hereto is being furnished under “Item 9. Regulation FD Disclosure” rather than under “Item 12. Results of Operations and Financial Condition.” The information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Exchange Act, except as expressly set forth by specific reference in such a filing.
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 hereunto duly authorized.
| ATLANTIC TELE-NETWORK, INC. | ||
| By: |
/s/ MICHAEL T. PRIOR | |
| Chief Financial Officer | ||
July 30, 2003
EXHIBIT INDEX
| Exhibit Number |
Description of Exhibit | |
| 99.1 | Press release of the Company dated July 29, 2003 | |
Exhibit 99.1
P R E S S R E L E A S E: FOR IMMEDIATE RELEASE
For further information:
Company Contacts:
Cornelius B. Prior, Jr., CEO
(340) 777-8000
Michael T. Prior, CFO
(340) 777-8000
ATLANTIC TELE-NETWORK, INC.
REPORTS SECOND QUARTER 2003 EARNINGS THAT ARE 43% HIGHER THAN
SECOND QUARTER 2002 AND 10% HIGHER THAN FIRST QUARTER 2003
ST. THOMAS, U.S. VIRGIN ISLANDS (July 29, 2003) Atlantic Tele-Network, Inc. (AMEX: ANK) today reported earnings of $3.1 million, or $0.62 per share, for the quarter ended June 30, 2003, compared to earnings of $2.2 million, or $0.43 per share, for the quarter ended June 30, 2002, an increase of 43%. The Company’s second quarter earnings also were 10% higher than first quarter 2003 earnings of $2.8 million, or $0.56 per share. Earnings for the first six months of this year total $5.9 million, or $1.18 per share ($1.17 diluted), compared to earnings of $4.2 million, or $0.84 per share ($0.83 diluted) for the six months ended June 30, 2002, an increase of 41%.
Telephone operating revenues were $19.1 million in the second quarter, compared to $16.5 million for the second quarter of 2002, an increase of 16%. The increase in telephone operating revenues is principally attributable to a 26% increase in local exchange revenues and a 9% increase in international long distance revenues, or $1.7 million and $0.9 million respectively. The increase in local exchange revenues primarily reflects the substantial increase in GT&T’s cellular subscribers from the previous year, although GT&T’s wireline subscribers (access lines) increased as well. Cellular subscribers rose from 57,048 on June 30, 2002 to 104,852 on June 30, 2003, an increase of 83%, while wireline subscribers increased from 82,043 to 88,138, or 7%. At the end of the first quarter of 2003, GT&T had cellular subscribers of 92,756 and wireline subscribers of 87,057.
The increase of $1.5 million in international long distance revenue in the first six months of this year compared to last year, about 9%, was due to an increased volume of traffic of about 27%. The increased traffic was due to the substantial increase in GT&T’s subscribers, as well as lower prices for U.S. traffic continuing to stimulate demand in response to the FCC mandated reduction in international settlement rates for traffic between Guyana and the United States effective January 1, 2002. The lower prices for U.S. traffic also appear to have stimulated refiling through the U.S. of traffic for Guyana from foreign carriers which generally pay more to send such traffic to Guyana directly. These two factors have contributed to a reduction in average revenue per minute for inbound long distance.
Total telephone operating expenses were $11.1 million for the second quarter of 2003, compared with $10.4 million for the corresponding quarter of 2002, an increase of 6%, as telephone operating margins widened. The largest contribution to the improvement in margins was a reduction in international long distance expense, which was offset in part by higher general and administrative expense as well as higher depreciation and other expenses related to the substantial expansion of facilities and subscribers.
Cornelius B. Prior, Jr., Chairman of the Board and Chief Executive Officer of Atlantic Tele-Network, Inc. said “We are pleased by the continued growth of our Guyana subsidiary, GT&T, particularly in its cellular operations. Press reports in Guyana about the construction activity of one of the other cellular license holders—with whom GT&T has signed an interconnection agreement—indicate that we may face more significant competition in the cellular business later this year. Cellular operations in Bermuda continued to thrive as well, with our share of net income up 15% from the second quarter of 2002 and up 32% from the first half of 2002. First and second quarter subscriber and revenue growth flattened, but our Cellular One company remains the largest cellular provider in Bermuda and we expect to see growth resume with the introduction of new handsets and services following the completion this month of its upgrade to a “2.5G” CDMA system.”
Atlantic Tele-Network, Inc. is a telecommunications company with headquarters in St. Thomas, U.S. Virgin Islands. Its principal subsidiary, Guyana Telephone and Telegraph Company, Limited, is 80% owned by ATN and is the national telephone service provider in the Cooperative Republic of Guyana for all local, long-distance and international service. ATN owns 100% of Choice Communications, LLC, the largest internet service provider in the United States Virgin Islands and the only wireless TV provider in the USVI, as well as 100% of Atlantic Tele-Center, Inc., a Web-enabled outsourcing call center in Guyana. ATN also holds a 44% investment in Bermuda Digital Communications Ltd., the non-wireline cellular operator in Bermuda using the name “Cellular One”.
This release contains forward-looking statements within the meaning of the federal securities laws. Actual results could differ materially from these statements as a result of many factors, including matters discussed in the Company’s Form 10-K annual report for the year ended December 31, 2002, which is on file with the Securities and Exchange Commission.
Financial tables follow
Schedule A
ATLANTIC TELE-NETWORK, INC.
Statement of Operations Data
For the Three and Six Months Ended June 30, 2003 and 2002
(In Thousands, Except Per Share Data)
| Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2003 |
2002 |
2003 |
2002 |
|||||||||||||
| Telephone operations: |
||||||||||||||||
| Revenues: |
||||||||||||||||
| International long-distance revenues |
$ | 10,131 | $ | 9,261 | $ | 19,342 | $ | 17,779 | ||||||||
| Local exchange service revenues |
8,218 | 6,502 | 16,259 | 12,660 | ||||||||||||
| Other revenues |
756 | 783 | 1,619 | 1,419 | ||||||||||||
| Total revenues from telephone operations |
19,105 | 16,546 | 37,220 | 31,858 | ||||||||||||
| Expenses: |
||||||||||||||||
| International long-distance expenses |
1,936 | 2,417 | 3,776 | 5,085 | ||||||||||||
| Telephone operating expenses |
7,472 | 6,868 | 14,982 | 13,236 | ||||||||||||
| General and administrative expenses |
1,643 | 1,125 | 3,306 | 2,268 | ||||||||||||
| Total telephone operating expenses |
11,051 | 10,410 | 22,064 | 20,589 | ||||||||||||
| Income from telephone operations |
8,054 | 6,136 | 15,156 | 11,269 | ||||||||||||
| Other operations: |
||||||||||||||||
| Revenues of other operations |
1,016 | 860 | 2,278 | 1,945 | ||||||||||||
| Expenses of other operations |
2,215 | 2,124 | 4,323 | 4,030 | ||||||||||||
| Loss from other operations |
(1,199 | ) | (1,264 | ) | (2,045 | ) | (2,085 | ) | ||||||||
| Other income (expense): |
||||||||||||||||
| Interest expense |
(73 | ) | (131 | ) | (172 | ) | (286 | ) | ||||||||
| Interest income |
126 | 350 | 264 | 651 | ||||||||||||
| Equity in earnings of Bermuda Digital Telecommunications |
574 | 498 | 1,116 | 848 | ||||||||||||
| Other income (expense): |
229 | 229 | 411 | 408 | ||||||||||||
| Other income (expense), net: |
856 | 946 | 1,619 | 1,621 | ||||||||||||
| Income before income taxes and minority interest |
7,711 | 5,818 | 14,730 | 10,805 | ||||||||||||
| Income taxes |
3,844 | 3,136 | 7,386 | 5,683 | ||||||||||||
| Income before minority interest |
3,867 | 2,682 | 7,344 | 5,122 | ||||||||||||
| Minority interest |
(761 | ) | (510 | ) | (1,426 | ) | (933 | ) | ||||||||
| Net income |
$ | 3,106 | $ | 2,172 | $ | 5,918 | $ | 4,189 | ||||||||
| Net income per share: |
||||||||||||||||
| Basic |
$ | 0.62 | $ | 0.43 | $ | 1.18 | $ | 0.84 | ||||||||
| Diluted |
$ | 0.62 | $ | 0.43 | $ | 1.17 | $ | 0.83 | ||||||||
| Weighted average common stock outstanding: |
||||||||||||||||
| Basic |
5,016 | 4,995 | 5,012 | 4,995 | ||||||||||||
| Diluted |
5,016 | 5,066 | 5,042 | 5,066 | ||||||||||||
Schedule B
ATLANTIC TELE-NETWORK, INC.
Selected Operations Statistics
For the Periods Ended December 31, 2002, March 31, 2003 and June 30, 2002 and 2003
(In Thousands, Except Access Line Data)
Guyana Telephone & Telegraph Co., Ltd.
| As of 06/30/03 |
As of 03/31/03 |
As of 12/31/02 |
As of 06/30/02 | |||||
| Access lines (fixed) |
88,138 | 87,057 | 86,245 | 82,043 | ||||
| Cellular subscribers lines |
104,852 | 92,756 | 79,915 | 57,048 | ||||
International Long-Distance Traffic:
| For the Three |
For the Six Months Ended |
|||||||||||
| 06/30/03 |
06/30/02 |
06/30/03 |
06/30/02 |
|||||||||
| International Minutes of Traffic: |
||||||||||||
| Inbound |
29,861 | 25,476 | 58,025 | 45,798 | ||||||||
| Outbound |
6,331 | 4,644 | 11,933 | 9,128 | ||||||||
| Total International Minutes |
36,192 | 30,120 | 69,958 | 54,926 | ||||||||
| International Minutes of Traffic Mix: |
||||||||||||
| Inbound |
82.5 | % | 84.6 | % | 82.9 | % | 83.4 | % | ||||
| Outbound |
17.5 | % | 15.4 | % | 17.1 | % | 16.6 | % | ||||
| Total International Minutes |
100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | ||||