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Archive for April 30th, 2009

Acme Packet Acquires Covergence

FOR IMMEDIATE RELEASE

Media Contact: Investor Relations:

Richard Williams Brian Norris

Connect2 Communications Acme Packet

+1.919.523.0621 +1.781.328.4790

rmwilliams@connect2comm.com bnorris@acmepacket.com


Acme Packet Acquires Covergence

Industry leader in session border control

extends product line with low-end, software-based, enterprise-focused solutions,

adds 4 of the Fortune 25 to customer base

BURLINGTON, MA, APRIL 30, 2009 — Acme Packet, Inc. (NASDAQ: APKT), the leader in session border control solutions, today announced that it has acquired privately-held Covergence, Inc. for consideration valued at approximately $22.8 million, consisting of approximately $22.2 million of Acme Packet common stock and an aggregate of $0.6 million in cash payments to stockholders of Covergence and tax withholding payments. The Maynard, Massachusetts based company is an emerging, innovative provider of software-based session border controllers (SBCs) for delivering VoIP/IP telephony, Unified Communications and Service-Oriented Architecture (SOA) applications within global 1000 enterprises.

“SIP trunking – with its compelling return-on-investment and increasing worldwide availability – will drive many enterprises to deploy it to even the smallest of locations,” stated Andy Ory, CEO and co-founder of Acme Packet. “With the acquisition of Covergence, Acme Packet accelerates its ability to now satisfy the SIP trunking SBC requirements of enterprise small offices and remote sites.”

Covergence’s software-based SBCs will complement Acme Packet’s existing Net-Net family of custom hardware-based SBCs by extending Acme Packet’s low-end product range to address the needs of small and remote enterprise locations. Available as hardened Unix-based software for Intel x86-class servers or as a virtual machine package, Covergence’s SBCs will provide Acme Packet’s distribution partners and enterprise customers with new, capital expenditure and operating expense friendly price points for smaller sites. Opportunities for Acme Packet partners will also include the physical integration of this software-based SBC with other enterprise IP networking or communications equipment. From a customer leadership perspective, the Covergence acquisition will add four of the Fortune 25 to Acme Packet’s growing base of enterprise customers.

The core Covergence team will be relocated to Acme Packet’s headquarters in nearby Burlington, Massachusetts. Three Covergence executives will be joining Acme Packet in roles closely related to their positions at Covergence: Ken Kuenzel, Office of the Chief Technology Officer; Jim Donovan, Vice President, Enterprise Product Management; and Marty Falaro, Vice President, Business Development.

Company to Host Live Conference Call and Webcast

The Company’s management team will review the acquisition of Covergence during its previously scheduled conference call and webcast at 5:00 p.m. eastern daylight savings time today. The conference call may be accessed in the United States by dialing (800) 230-1074 and using access code “APKT”. The conference call may be accessed outside of the United States by dialing (612) 332-1213 and using access code “APKT”. The conference call will be simultaneously webcast on the Company’s investor relations website, which can be accessed at www.ir.acmepacket.com. A replay of the conference call will be available approximately two hours after the call by dialing (800) 475-6701 and using access code 995307 or by accessing the webcast replay on the Company’s investor relations website.


About Acme Packet

Acme Packet, Inc. (NASDAQ: APKT), the leader in session border control solutions, enables the delivery of trusted, first-class interactive communications—voice, video and multimedia sessions—and data services across IP network borders. Our Net-Net family of session border controllers, multiservice security gateways and session routing proxies supports multiple applications in service provider, enterprise and contact center networks—from VoIP trunking to hosted enterprise and residential services to fixed-mobile convergence. They satisfy critical security, service assurance and regulatory requirements in wireline, cable and wireless networks; and support multiple protocols—SIP, H.323, MGCP/NCS, H.248 and RTSP—and multiple border points—interconnect, access and data center. Our products have been selected by more than 635 customers in 92 countries, including 29 of the top 30, and 89 of the top 100 service providers in the world. For more information, contact us at +1 781.328.4400, or visit www.acmepacket.com.


Acme Packet Safe Harbor Statement

Statements contained herein that are not historical fact may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements may relate, among other things, to our position in the session border control market, our expected financial and operating results, the opportunities created by the acquisition of Covergence and our ability to satisfy certain SIP trunking requirements, our ability to establish and maintain intellectual property rights, our ability to build and grow Acme Packet, the benefits and advantages of our products, including any enhancements or new features, services and programs, and our ability to achieve our goals, plans and objectives. Such forward-looking statements do not constitute guarantees of future performance and are subject to a variety of risks and uncertainties that could cause our actual results to differ materially from those anticipated. These include, but are not limited to: difficulties in growing our customer base, difficulties leveraging market opportunities, difficulties providing solutions that meet the needs of customers, difficulties in integrating an acquired business, poor product sales, long sales cycles, difficulty developing new products, difficulty in relationships with vendors and partners, higher risk in international operations, difficulty managing rapid growth, and increased competition. Additional factors that could cause actual results to differ materially form those projected or suggested in any forward-looking statements are contained in our recent filings with the Securities and Exchange Commission, including those factors discussed under the caption “Risk Factors” in such filings.


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CenturyTel Reports First Quarter Earnings

CenturyTel Reports First Quarter Earnings

Date: 4/30/2009 8:20:00 AM

For a complete listing of our news releases, please click here


MONROE, La., April 30 /PRNewswire-FirstCall/ — CenturyTel, Inc. (NYSE:

CTL) announces operating results for first quarter 2009.


— Operating revenues, excluding nonrecurring items, decreased 2.0% to

$635.4 million from $648.6 million in first quarter 2008. Reported

under GAAP (generally accepted accounting principles), operating

revenues for first quarter 2009 were $636.4 million.

— Operating cash flow (as defined in the attached financial schedules),

excluding nonrecurring items, was $305.5 million in first quarter 2009

compared to $319.2 million in first quarter 2008.

— Net income attributable to CenturyTel, excluding nonrecurring items,

for first quarter 2009 was $81.9 million versus $86.2 million in first

quarter 2008. Reported under GAAP, net income attributable to

CenturyTel was $67.2 million in first quarter 2009 and $88.8 million

in first quarter 2008.

— Diluted earnings per share, excluding nonrecurring items, increased

2.5% to $.82 in first quarter 2009 from $.80 in first quarter 2008.

Reported under GAAP, diluted earnings per share was $.67 in first

quarter 2009 and $.82 in first quarter 2008.

— Free cash flow (as defined in the attached financial schedules),

excluding nonrecurring items and $6.4 million of capital expenditures

related to the EMBARQ integration, was $170.4 million in first quarter

2009 compared to $167.1 million in first quarter 2008.


— High-speed Internet customers increased by more than 24,000 in first

quarter 2009, resulting in more than 665,000 high-speed Internet

customers in service at the end of the quarter, or nearly 34% of total

access lines.


First Quarter Highlights


(Excluding

nonrecurring items

reflected in the

attached financial

schedules)

Quarter Ended Quarter Ended

(In thousands, except 3/31/09 3/31/08 % Change

per share amounts

and subscriber data)


Operating Revenues $635,357 $648,614 (2.0)%

Operating Cash Flow(1) $305,521 $319,177 (4.3)%

Net Income

Attributable to

CenturyTel $81,898 $86,171 (5.0)%

Diluted Earnings Per

Share $.82 $.80 2.5%

Average Diluted

Shares Outstanding 99,144 106,675 (7.1)%

Capital Expenditures $45,496 (2) $54,739 (16.9)%


Access Lines 1,967,000 2,108,000 (6.7)%

High-Speed Internet

Customers 665,000 586,000 13.5%


(1) Operating Cash Flow is a non-GAAP financial measure. A reconciliation

of this item to comparable GAAP measures is included in the attached

financial schedules.

(2) Includes $6.4 million of capital expenditures related to the

integration of EMBARQ.


“CenturyTel achieved solid operating results and generated free cash flow

of $170 million during the first quarter,” Glen F. Post, III, chairman and

chief executive officer, said. “Broadband demand was strong as we added 24,000

high-speed Internet customers during the quarter, an 81% improvement over

fourth quarter 2008.”


Operating revenues, excluding nonrecurring items, decreased 2.0% to $635.4

million in first quarter 2009 from $648.6 million in first quarter 2008.

Revenue increases during the quarter of approximately $23 million resulted

primarily from growth in high-speed Internet customers and growth in fiber

transport revenues. These increases were more than offset by revenue declines

of approximately $36 million, primarily attributable to access line declines

and lower access revenues.


Operating expenses, excluding nonrecurring items, decreased 1.7% to $457.4

million in first quarter 2009 from $465.1 million in first quarter 2008

primarily due to lower depreciation expense associated with fully depreciated

assets which was partially offset by increased expenses due to growth in

high-speed Internet customers, higher bad debt expense and higher

personnel-related costs.


Operating cash flow, excluding nonrecurring items, decreased 4.3% to

$305.5 million in first quarter 2009 from $319.2 million in first quarter

2008. CenturyTel achieved an operating cash flow margin of 48.1% during the

quarter.


“We have made solid progress toward completing the EMBARQ merger as both

companies’ shareholders overwhelmingly approved the merger in late January and

to date, we have received approval from 10 of the 15 states which require

formal approval,” said Post. “We continue to expect to receive all necessary

state and federal regulatory approvals and to complete the merger during the

second quarter. This strategic combination of CenturyTel and EMBARQ creates a

larger and financially stronger company, and I am confident we will be well

positioned to drive long-term shareholder value and deliver the reliable,

high-quality communications services our customers and communities want and

need.”


Net income attributable to CenturyTel, excluding nonrecurring items,

decreased 5.0% to $81.9 million in first quarter 2009 from $86.2 million in

first quarter 2008. Diluted earnings per share, excluding nonrecurring items,

increased 2.5% to $.82 in first quarter 2009 from $.80 in first quarter 2008.

First quarter 2009 diluted earnings per share was favorably impacted by the

7.1% fewer average diluted shares outstanding due to share repurchases during

the twelve months ended March 31, 2009.


Under generally accepted accounting principles (GAAP), the Company

reported net income attributable to CenturyTel of $67.2 million and diluted

earnings per share of $.67 in first quarter 2009 compared to $88.8 million and

$.82, respectively, in first quarter 2008. Net income and diluted earnings per

share in first quarter 2009 include an aggregate after-tax charge of $10.9

million associated with the discontinuance of our supplemental executive

retirement plan; a $5.0 million after-tax cost associated with our October

2008 bridge credit facility related to the EMBARQ acquisition; and a $4.7

million after-tax charge related to integration costs associated with our

pending acquisition of EMBARQ. Such factors were partially offset by a $5.8

million tax benefit associated with the reduction of a deferred tax asset

valuation allowance.


New accounting pronouncements effective first quarter 2009. First quarter

2009 results include the effects of two new accounting pronouncements, SFAS

160 and FSP EITF 03-6-1. SFAS 160 requires that noncontrolling interests be

recognized as equity on the balance sheet and net income attributable to

noncontrolling interests be included in consolidated net income. FSP EITF

03-6-1 requires that outstanding non-vested restricted stock be considered a

participating security and therefore included in the earnings allocation in

computing earnings per share under the two-class method. Both pronouncements

require prior periods to be recast using the current applicable guidance;

therefore, our first quarter 2008 results of operations included in this press

release reflect the retroactive application of these new accounting

pronouncements.


For second quarter 2009, CenturyTel expects total revenues of $628 to $638

million and diluted earnings per share of $.77 to $.81. The seasonal impact of

outside plant maintenance activities, along with annual wage adjustments

effective in the second quarter, will result in higher cash expenses compared

to the first quarter of 2009.


These outlook figures, along with previously announced guidance for full

year 2009, exclude the effects of nonrecurring items, the pending EMBARQ

acquisition and any changes in operating or capital plans related thereto, the

pending conversion to price cap regulation recently approved by the Federal

Communications Commission, and any future mergers, acquisitions, divestitures

or other similar business transactions.


We expect to update our outlook after completing the EMBARQ acquisition.

We currently expect to close the transaction during second quarter 2009,

subject to the receipt of regulatory approvals and satisfaction of other

conditions.


Reconciliation to GAAP. This release includes certain non-GAAP financial

measures, including but not limited to operating cash flow, free cash flow and

adjustments to GAAP measures to exclude the effect of nonrecurring items. In

addition to providing key metrics for management to evaluate the Company’s

performance, we believe these measurements assist readers in their

understanding of period-to-period operating performance and in identifying

historical and prospective trends. Reconciliations of non-GAAP financial

measures to the most comparable GAAP measures are included in the attached

financial schedules. Reconciliation of additional non-GAAP financial measures

that may be discussed during the earnings call described below will be

available on the Company’s Web site at www.centurytel.com. Investors are urged

to consider these non-GAAP measures in addition to, and not in substitution

for, measures prepared in accordance with GAAP.


Investor Call. As previously announced, CenturyTel’s management will host

a conference call at 10:30 a.m. Central Time today. Interested parties can

access the call by dialing 866.206.6509. The call will be accessible for

replay through May 6, 2009, by calling 888.266.2081 and entering the

conference ID number 1346640. Investors can also listen to CenturyTel’s

earnings conference call and replay by accessing the Investor Relations

portion of the Company’s Web site at www.centurytel.com through May 20, 2009.


Certain non-historical statements made in this release and future oral or

written statements or press releases by us or our management, in each case as

they relate to CenturyTel or EMBARQ, the operations of either such company or

our pending merger with EMBARQ, are intended to be forward-looking statements

within the meaning of the Private Securities Litigation Reform Act of 1995.

These forward-looking statements are based on current expectations only, and

are subject to a number of risks, uncertainties and assumptions, many of which

are beyond our control. Actual results or performance by CenturyTel or

EMBARQ, and issues relating to our pending merger with EMBARQ, may differ

materially from those anticipated, estimated or projected if one or more of

these risks or uncertainties materialize, or if underlying assumptions prove

incorrect. Factors that could impact actual results of CenturyTel or EMBARQ,

the combined company or the pending merger include but are not limited to:

the timing, success and overall effects of competition from a wide variety of

competitive providers; the risks inherent in rapid technological change; the

effects of ongoing changes in the regulation of the communications industry

(including the Federal Communication Commission’s proposed rules regarding

inter-carrier compensation and the Universal Service Fund described in our

recent SEC reports); our ability to effectively adjust to changes in the

communications industry; our ability to successfully complete our pending

merger with EMBARQ, including timely receiving all regulatory approvals; the

possibility that the anticipated benefits from the merger cannot be fully

realized in a timely manner or at all, or that integrating EMBARQ’s operations

into ours will be more difficult, disruptive or costly than anticipated; our

ability to effectively manage our expansion opportunities, including

successfully integrating newly-acquired or newly-developed businesses into our

operations and retaining and hiring key personnel; possible changes in the

demand for, or pricing of, our products and services; our ability to

successfully introduce new product or service offerings on a timely and

cost-effective basis; our continued access to credit markets on favorable

terms; our ability to collect our receivables from financially troubled

communications companies; our ability to pay a $2.80 per common share dividend

annually, which may be affected by changes in our cash requirements, capital

spending plans, cash flows or financial position; our ability to successfully

negotiate collective bargaining agreements on reasonable terms without work

stoppages; the effects of adverse weather; other risks referenced from time to

time in this prospectus or other of our filings with the SEC; and the effects

of more general factors such as changes in interest rates, in tax rates, in

accounting policies or practices, in operating, medical or administrative

costs, in general market, labor or economic conditions, or in legislation,

regulation or public policy. These and other uncertainties related to the

business and our plans are described in greater detail in Item 1A to our Form

10-K for the year ended December 31, 2008, as updated and supplemented by our

subsequent SEC reports. You should be aware that new factors may emerge from

time to time and it is not possible for us to identify all such factors nor

can we predict the impact of each such factor on the business or the extent to

which any one or more factors may cause actual results to differ from those

reflected in any forward-looking statements. You are further cautioned not to

place undue reliance on these forward-looking statements, which speak only as

of the date hereof. We undertake no obligation to update any of our

forward-looking statements for any reason, whether as a result of new

information, future events or otherwise.


CenturyTel (NYSE: CTL) is a leading provider of communications, high-speed

Internet and entertainment services in small-to-mid-size cities through our

broadband and fiber transport networks. Included in the S&P 500 Index,

CenturyTel delivers advanced communications with a personal touch to customers

in 25 states. Visit us at www.centurytel.com.


CenturyTel, Inc.

CONSOLIDATED STATEMENTS OF INCOME

THREE MONTHS ENDED MARCH 31, 2009 AND 2008

(UNAUDITED)


Three months ended March 31, 2009

——————————————–

As adjusted

excluding

Less non- non-

In thousands, except As recurring recurring

per share amounts reported items items

———— ———– ———–


OPERATING REVENUES

Voice $209,918 209,918

Network access 192,844 1,028 (1) 191,816

Data 139,937 139,937

Fiber

transport

and CLEC 41,498 41,498

Other 52,188 52,188

—— —– ——

636,385 1,028 635,357

——- —– ——-


OPERATING EXPENSES

Cost of services

and products 234,631 234,631

Selling, general

and administrative 109,845 14,640 (2) 95,205

Depreciation and

amortization 127,572 127,572

——- —— ——-

472,048 14,640 457,408

——- —— ——-


OPERATING INCOME 164,337 (13,612) 177,949


OTHER INCOME (EXPENSE)

Interest expense (52,032) (52,032)

Other income

(expense) (1,818) (8,000) (3) 6,182

Income tax

expense (43,107) 6,868 (4) (49,975)


—— ——- ——

NET INCOME 67,380 (14,744) 82,124

Less: Net income

attributable

to noncontrolling

interests (226) (226)

—- ——- —-

NET INCOME

ATTRIBUTABLE

TO CENTURYTEL, INC. $67,154 (14,744) 81,898

======= ======= ======


BASIC EARNINGS PER

SHARE $0.67 (0.15) 0.82

DILUTED EARNINGS PER

SHARE $0.67 (0.15) 0.82


AVERAGE SHARES OUTSTANDING


Basic 99,126 99,126

Diluted 99,144 99,144


DIVIDENDS PER COMMON

SHARE $0.7000 0.7000


Three months ended March 31, 2008

—————————————-

As adjusted

excluding

Less non- non-

In thousands, except As recurring recurring

per share amounts reported items items

———— ———— ———-


OPERATING REVENUES

Voice 220,480 220,480

Network access 208,698 208,698

Data 126,772 126,772

Fiber

transport

and CLEC 39,633 39,633

Other 53,031 53,031

—— - ——

648,614 - 648,614

——- — ——-


OPERATING EXPENSES

Cost of services

and products 237,812 237,812

Selling, general

and administrative 91,625 91,625

Depreciation and

amortization 135,684 135,684

——- — ——-

465,121 - 465,121

——- — ——-


OPERATING INCOME 183,493 - 183,493


OTHER INCOME (EXPENSE)

Interest expense (50,122) (50,122)

Other income

(expense) 8,663 4,136 (5) 4,527

Income tax expense (53,028) (1,547) (6) (51,481)


—— —– ——

NET INCOME 89,006 2,589 86,417

Less: Net income

attributable

to noncontrolling

interests (246) (246)

—- —– —-

NET INCOME

ATTRIBUTABLE

TO CENTURYTEL, INC. 88,760 2,589 86,171

====== ===== ======


BASIC EARNINGS PER

SHARE 0.83 0.02 0.80

DILUTED EARNINGS PER

SHARE 0.82 0.02 0.80


AVERAGE SHARES OUTSTANDING


Basic 106,142 106,142

Diluted 106,675 106,675


DIVIDENDS PER COMMON

SHARE 0.0675 0.0675


Increase

(decrease)

Increase excluding

In thousands, except (decrease) nonrecurring

per share amounts as reported items

———– ———–


OPERATING REVENUES

Voice (4.8%) (4.8%)

Network access (7.6%) (8.1%)

Data 10.4% 10.4%

Fiber

transport

and CLEC 4.7% 4.7%

Other (1.6%) (1.6%)

(1.9%) (2.0%)


OPERATING EXPENSES

Cost of services

and products (1.3%) (1.3%)

Selling, general

and administrative 19.9% 3.9%

Depreciation and

amortization (6.0%) (6.0%)

1.5% (1.7%)


OPERATING INCOME (10.4%) (3.0%)


OTHER INCOME (EXPENSE)

Interest expense 3.8% 3.8%

Other income

(expense) (121.0%) 36.6%

Income tax

expense (18.7%) (2.9%)


NET INCOME (24.3%) (5.0%)

Less: Net income

attributable

to noncontrolling

interests (8.1%) (8.1%)

NET INCOME

ATTRIBUTABLE

TO CENTURYTEL, INC. (24.3%) (5.0%)


BASIC EARNINGS PER

SHARE (19.3%) 2.5%

DILUTED EARNINGS PER

SHARE (18.3%) 2.5%


AVERAGE SHARES OUTSTANDING


Basic (6.6%) (6.6%)

Diluted (7.1%) (7.1%)


DIVIDENDS PER COMMON

SHARE 937.0% 937.0%


NONRECURRING ITEMS


(1) - Revenue impact of settlement loss related to Supplemental Executive


Retirement Plan.


(2) - Includes settlement loss related to Supplemental Executive


Retirement Plan ($7.7 million) and integration costs associated with


pending acquisition of EMBARQ ($6.9 million).


(3) - Costs associated with our October 2008 $800 million bridge credit


facility related to the EMBARQ acquisition.


(4) - Includes $5.8 million income tax benefit caused by a reduction to


our deferred tax asset valuation allowance and $7.8 million income


tax benefit related to items (1) through (3); net of $6.7 million


income tax expense due to the nondeductible portion of settlement


payments related to the Supplemental Executive Retirement Plan.


(5) - Gain on the sale of a nonoperating investment.


(6) - Tax effect of item (5).


CenturyTel, Inc.

CONSOLIDATED BALANCE SHEETS

MARCH 31, 2009 AND DECEMBER 31, 2008

(UNAUDITED)


March 31, December 31,

2009 2008

——— ———

(in thousands)

ASSETS


CURRENT ASSETS


Cash and cash equivalents $61,230 243,327

Other current assets 259,400 312,080

——- ——-

Total current assets 320,630 555,407

——- ——-


NET PROPERTY, PLANT AND EQUIPMENT


Property, plant and equipment 8,900,683 8,868,451

Accumulated depreciation (6,079,113) (5,972,559)

———- ———-

Net property, plant and equipment 2,821,570 2,895,892

———- ———-


GOODWILL AND OTHER ASSETS

Goodwill 4,015,674 4,015,674

Other 775,939 787,222

——- ——-

Total goodwill and other assets 4,791,613 4,802,896

——— ———


TOTAL ASSETS $7,933,813 8,254,195

========== =========


LIABILITIES AND EQUITY


CURRENT LIABILITIES


Current maturities of long-term debt $20,148 20,407

Other current liabilities 394,714 437,983

——- ——-

Total current liabilities 414,862 458,390


LONG-TERM DEBT 3,002,402 3,294,119


DEFERRED CREDITS AND OTHER LIABILITIES 1,341,340 1,333,878


STOCKHOLDERS’ EQUITY 3,175,209 3,167,808

——— ———


TOTAL LIABILITIES AND EQUITY $7,933,813 8,254,195

========== =========


CenturyTel, Inc.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(UNAUDITED)


Three months ended March 31, 2009

—————————————

As adjusted

Less excluding

non- non-

In thousands As recurring recurring

reported items items

———- ———- ————-

Operating cash flow

and cash flow margin

Operating income $164,337 (13,612) (1) 177,949

Add: Depreciation

and amortization 127,572 - 127,572

——- — ——-

Operating

cash flow $291,909 (13,612) 305,521

======== ======= =======


Revenues $636,385 1,028 (2) 635,357

======== ===== =======


Operating income

margin (operating

income divided by

revenues) 25.8% 28.0%

==== ====


Operating cash flow

margin (operating

cash flow divided by

revenues) 45.9% 48.1%

==== ====


Free cash flow (prior

to debt service

requirements and

dividends)

Net income

attributable

to CenturyTel, Inc. $67,154 (14,744) (3) 81,898

Add: Depreciation

and amortization 127,572 - 127,572

Less: Capital

expenditures (45,496) - (45,496) (5)

——- — ——-

Free cash flow $149,230 (14,744) 163,974

======== ======= =======


Free cash flow $149,230

Gain on asset

disposition -

Deferred

income taxes 17,249

Changes in

current assets

and current

liabilities 33,031

Increase in other

noncurrent assets (306)

Decrease in

other

noncurrent

liabilities (2,779)

Retirement benefits (23,497)

Excess tax

benefits from

share-based

compensation (335)

Other, net 12,078

Add: Capital

expenditures 45,496

——

Net cash

provided by

operating

activities $230,167

========


Three months ended March 31, 2008

—————————————–

As adjusted

Less excluding

non- non-

In thousands As recurring recurring

reported items items

———- ——— ————

Operating cash flow

and cash flow margin

Operating income 183,493 - 183,493

Add: Depreciation

and amortization 135,684 - 135,684

——- — ——-

Operating cash flow 319,177 - 319,177

======= === =======


Revenues 648,614 - 648,614

======= === =======


Operating income

margin (operating

income divided by

revenues) 28.3% 28.3%

==== ====


Operating cash flow

margin (operating

cash flow divided

by revenues) 49.2% 49.2%

==== ====


Free cash flow

(prior to debt

service

requirements and

dividends)

Net income

attributable to

CenturyTel, Inc. 88,760 2,589 (4) 86,171

Add: Depreciation

and amortization 135,684 - 135,684

Less: Capital

expenditures (54,739) - (54,739)

——- — ——-

Free cash flow 169,705 2,589 167,116

======= ===== =======


Free cash flow 169,705

Gain on asset

disposition (4,136)

Deferred

income taxes 8,357

Changes in current

assets and current

liabilities (12,277)

Increase in other

noncurrent assets (789)

Decrease in other

noncurrent liabilities (2,790)

Retirement

benefits 5,474

Excess tax benefits

from share-based

compensation (19)

Other, net 11,946

Add: Capital

expenditures 54,739

——

Net cash provided

by operating

activities 230,210

=======


NONRECURRING ITEMS


(1) - Includes integration costs associated with pending acquisition of


EMBARQ ($6.9 million) and settlement loss related to Supplemental

Executive Retirement Plan, including revenue impact ($6.7

million).


(2) - Revenue impact of settlement loss related to Supplemental


Executive Retirement Plan.


(3) - Includes (i) $6.7 million income tax expense due to the


nondeductible portion of settlement payments related to the

Supplemental Executive Retirement Plan; (ii) $5.0 million after-

tax charge associated with our $800 million bridge credit

facility related to the EMBARQ acquisition; (iii) $4.7 million

after-tax impact of integration costs associated with pending

acquisition of EMBARQ and (iv) $4.1 million after-tax impact of

settlement loss related to Supplemental Executive Retirement

Plan, including revenue impact. These unfavorable items were

partially offset by $5.8 million income tax benefit caused by a

reduction to our deferred tax asset valuation allowance.


(4) - Gain on the sale of a nonoperating investment, net of tax.


(5) - Includes $6.4 million of capital expenditures related to the


integration of EMBARQ. Excluding these costs, free cash flow was

$170.4 million for the three months ended March 31, 2009.


SOURCE CenturyTel, Inc.

-0- 04/30/2009

/CONTACT: Tony Davis of CenturyTel, Inc., +1-318-388-9525,

tony.davis@centurytel.com/

/Web Site: http://www.centurytel.com /

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