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) March 11, 2005
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.) |
9719 Estate Thomas Havensight
St. Thomas, U.S. Virgin Islands 00802
(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.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events | |
| On March 11, 2005, Atlantic Tele-Network, Inc. (the “Company”) issued a press release declaring a dividend to shareholders of record at March 31, 2005 and a management change at GT&T. 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. | ||
| Item 9.01 | Financial Statements and Exhibits | |
| (c) | Exhibits | |
| 99.1 | Press release of the Company dated March 11, 2005 | |
The information in the report, including the exhibit hereto, 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 | ||
March 14, 2005
EXHIBIT INDEX
| Exhibit |
Description of Exhibit | |
| 99.1 | Press release of the Company dated March 11, 2005 |
Exhibit 99.1
PRESS RELEASE: FOR IMMEDIATE RELEASE
For further information:
Company contacts:
Cornelius B. Prior, Jr., CEO
Michael T. Prior, CFO
(978) 745-8106, x.401
ATLANTIC TELE-NETWORK, INC.
ANNOUNCES CONTINUATION OF QUARTERLY DIVIDEND OF 27.5 CENTS
PER SHARE AND MANAGEMENT CHANGES AT GT&T
ST. THOMAS, U.S. Virgin Islands—March 11, 2005—Atlantic Tele-Network, Inc. (AMEX:ANK), announced that its Board of Directors has declared a quarterly cash dividend of $0.275 per share, payable on April 11, 2005 on all common shares outstanding to shareholders of record as of March 31, 2005.
In addition, ATN today announced that its Board of Directors accepted the resignation (effective June 1, 2005) of the current General Manager and CEO of its subsidiary Guyana Telephone and Telegraph Company, Limited (GT&T), Ms. Sonita Jagan. Ms. Jagan has been with GT&T for the last 12 years holding various positions of increasing responsibility within the Company, including Chief Financial Officer. Ms. Jagan is leaving Guyana to join her husband in Romania.
Ms. Jagan will be replaced by Mr. Joseph Singh, 59, whose past positions include Major General of the army of Guyana, and most recently, Executive Director of Conservation International Guyana. Mr. Singh holds an undergraduate degree in Natural Sciences from the University of Guyana as well as a Diploma in Public Administration from the same institution. In addition to earning many military honors and conservation awards, Mr. Singh was awarded numerous fellowships in various local and international organizations. It is expected that Mr. Singh will officially take over the duties as of June 1, 2005.
ATN Chairman and Chief Executive Officer, Cornelius B. Prior, Jr., said “Earlier as Chief Financial Officer and for the last seven years as Chief Executive Officer, Sonita Jagan has been an outstanding company manager, leading GT&T from 13,500 subscribers to over 250,000 today, despite local rates that are the lowest in the Caribbean. She built a highly trained and motivated local staff, with fewer employees now than when ATN acquired its 80% interest in 1991. We will miss her strong voice and leadership, but expect to continue to benefit from her experience when she joins the GT&T Board after Mr. Singh takes over. Mr. Singh is a national hero in Guyana, having commanded the armed forces for presidents of both major political parties and having maintained peace despite several threats of serious domestic violence. His
PRESS RELEASE: FOR IMMEDIATE RELEASE
For further information:
Company contacts:
Cornelius B. Prior, Jr., CEO
Michael T. Prior, CFO
(978) 745-8106, x.401
selection as Chairman of the Guyana Elections Commission for the 2000 general elections was the latest proof of his integrity and of the respect he has earned from all sides in the country. We feel fortunate that we have been able to obtain his services to continue the development of telecommunications in Guyana so ably accomplished to date by Ms. Jagan.”
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 also owns 44% of Bermuda Digital Communications Ltd., doing business in Bermuda as Cellular One, 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., which operates a Web-enabled outsourcing call center in Guyana and a VSAT Internet service provider focused on select Caribbean and Latin American markets.