Otelco Reports Fourth Quarter and Year 2008 Results

Otelco Inc. (NASDAQ: OTT)(TSX: OTT.un), a wireline telecommunications services provider in Alabama, Maine, Massachusetts, Missouri and West Virginia, today announced results for its fourth quarter and year ended December 31, 2008. The results include the Company’s announced acquisition of three Country Road Communications LLC entities as of October 31, 2008. Key quarterly and annual highlights for Otelco include:

  • Total revenues of $23.3 million for fourth quarter and $77.1 million for 2008.
  • Operating income of $5.3 million for fourth quarter and $21.1 million for 2008.
  • Adjusted EBITDA (as defined below) of $11.0 million for fourth quarter and $37.4 million for 2008.

“We are pleased with our fourth quarter results as both our operating and financial metrics experienced growth,” stated Mike Weaver, President and Chief Executive Officer of Otelco. “We completed the acquisition of the Country Road entities on favorable financial terms, significantly increasing our presence in New England. The acquisition adds over 29,000 voice and data access lines, bringing the combined Company to over 100,000 voice and data access lines. The acquisition also added more than 98,000 wholesale network connections, significantly expanding our switching capability and providing additional network scale, particularly in New England. In the fourth quarter, the combined Maine CLEC entities added over 1,400 voice and data access lines.

“Revenue increased 30.7% in the fourth quarter compared to last year, putting us on a trajectory to exceed $100 million for 2009. Adjusted EBITDA was $11.0 million for the quarter, including $2.2 million from the acquisition, and $37.4 million for the year, a growth of 26.6% for the quarter and 7.9% for the year,” added Weaver. “Our senior debt agreement has a maturity date of October 2013. The lower market interest rates have allowed us to hedge our interest expense into early 2012 at very favorable rates.

“The integration process is moving forward on schedule. We remain focused on this task and expect the process to be completed in the third quarter of this year,” noted Weaver. “As evidenced by our sixteenth consecutive IDS distribution payment in December, we remain committed to returning cash to our shareholders.”

Distribution to Income Deposit Security Holders

Each quarter, the Board will consider the declaration of dividends during its normally scheduled meeting. For this quarter, the Board is meeting on February 20, 2009. The scheduled interest and any dividend declared will be paid on March 30, 2009 to holders of record as of the close of business on March 16, 2009. The interest payment will cover the period from December 30, 2008 through March 29, 2009. Currently, it is anticipated that the Company’s dividends in 2009 will continue to be treated as a return of capital for tax purposes. The Company has made sixteen successive quarterly distributions of dividends and interest since its IDS units were originally offered to the public in December 2004.

Fourth Quarter 2008 Financial Summary

(Dollars in thousands, except per share amounts)

Change

4Q 2007

4Q 2008

Amount

Percent

Revenues $ 17,864 $ 23,349 $ 5,485 30.7 %
Operating income $ 4,989 $ 5,276 $ 287 5.8 %
Interest expense $ (4,745 ) $ (7,578 ) $ 2,833 59.7 %
Net income available to stockholders $ 1,070 $ (1,390 ) $ (2,460 )

(229.9)

%

Basic net income per share $ 0.08 $ (0.11 ) $ (0.19 )

*

%

Diluted net income per share $ 0.04 $ (0.13 ) $ (0.17 )

*

%

Adjusted EBITDA(a)

$ 8,708 $ 11,020 $ 2,312 26.6 %
Capital expenditures $ 2,186 $ 2,395 $ 209 9.6 %

Change

2007

2008

Amount

Percent

Revenues $ 69,749 $ 77,115 $ 7,366 10.6 %
Operating income $ 19,266 $ 21,087 $ 1,821 9.5 %
Interest expense $ (21,378 ) $ (21,808 ) $ 430 2.0 %
Net income available to stockholders $ 179 $ 214 $ 35 19.6 %
Basic net income per share $ 0.02 $ 0.02 $ - - %
Diluted net income per share $ (0.10 ) $ (0.03 ) $ 0.07

*

%

Adjusted EBITDA(a)

$ 34,636 $ 37,366 $ 2,730 7.9 %
Capital expenditures $ 6,572 $ 9,244 $ 2,672 40.7 %
* Not a meaningful calculation

Reconciliation of Adjusted EBITDA to Net Income

Three Months Ended

Twelve Months Ended

December 31,

December 31,

2007

2008

2007

2008

Adjusted EBITDA
Net Income $ 1,070 $ (1,390 ) $ 179 $ 214
Add: Depreciation 2,818 3,497 11,752 11,772
Interest Expense, net of premium 4,155 5,516 17,881 17,905
Interest Expense – Caplet Cost 217 307 891 1,029
Interest Expense – Amortize Loan Cost 373 1,755 2,606 2,874
Gain/Loss from Investments - - - (45 )
Income Tax Expense (Benefit) (277 ) (667 ) (374 ) 29
Change in Fair Value of Derivatives (316 ) (224 ) (970 ) (324 )
Loan Fees 19 19 76 76
Amortization - Intangibles 649 2,207 2,254 3,836
Adjusted EBITDA $ 8,708 $ 11,020 $ 34,636 $ 37,366
Less: Acquired Entity - 2,193 - 2,193
Adjusted EBITDA w/o acquisition $ 8,708 $ 8,827 $ 34,636 $ 35,173

(a) Adjusted EBITDA is defined as consolidated net income (loss) plus interest expense, depreciation and amortization, income taxes and certain non-recurring fees, expenses or charges and other non-cash charges reducing consolidated net income. Adjusted EBITDA is not a measure calculated in accordance with generally acceptable accounting principles (GAAP). While providing useful information, Adjusted EBITDA should not be considered in isolation or as a substitute for consolidated statement of operations data prepared in accordance with GAAP. The Company believes Adjusted EBITDA is useful as a tool to analyze the Company on the basis of operating performance and leverage. The definition of Adjusted EBITDA corresponds to the definition of Adjusted EBITDA in the indenture governing the Company’s senior subordinated notes and its credit facility and certain of the covenants contained therein. The Company’s presentation of Adjusted EBITDA may not be comparable to similarly titled measures used by other companies.

Otelco Inc. (including Acquired Entities at date of acquisition)

Quarter

Sept. 30,

Dec. 31,

% Change

Key Operating Statistics

2007

2008

2008

2008

RLEC access lines:
Voice lines 36,687 35,600 51,530 44.7 %
Data lines 12,160 13,395 18,709 39.7 %

RLEC access line equivalents (1)

48,847 48,995 70,239 43.4 %
CLEC access lines:
Voice lines 16,973 18,229 26,558 45.7 %
Data lines 2,571 2,864 3,246 13.3 %

CLEC access line equivalents (1)

19,544 21,093 29,804 41.3 %

Otelco access line equivalents (1)

68,391 70,088 100,043 42.7 %
Cable television customers 4,169 4,115 4,082

(0.8)

%

Wholesale network connections - - 98,187

*

%

Dial-up internet customers 15,249 12,537 11,864

(5.4)

%

* Not a meaningful calculation

(1) We define access line equivalents as voice access lines and data access lines (including cable modems, digital subscriber lines, and dedicated data access trunks).

Country Road Communications LLC Acquired Entities

Oct. 31,

Dec. 31,

% Change

Key Operating Statistics

2008

2008

2008

RLEC access lines:
Voice lines 16,933 16,360

(3.4)

%

Data lines 5,229 5,158

(1.4)

%

RLEC access line equivalents (1)

22,162 21,518

(2.9)

%

CLEC access lines:
Voice lines 6,583 7,707 17.1 %
Data lines 367 391 6.5 %

CLEC access line equivalents (1)

6,950 8,098 16.5 %

Acquired access line equivalents (1)

29,112 29,616 1.7 %
Wholesale network connections 93,994 98,187 4.5 %
Dial-up internet customers 251 214

(14.7)

%

(1) We define access line equivalents as voice access lines and data access lines (including cable modems, digital subscriber lines, and dedicated data access trunks).

FINANCIAL DISCUSSION FOR FOURTH QUARTER 2008:

All financial information includes three entities acquired from Country Road Communications LLC on and as of October 31, 2008.

Revenue

Total revenues grew 30.7% in the three months ended December 31, 2008 to $23.3 million from $17.9 million in the three months ended December 31, 2007. The growth in revenue was associated with the acquisition. Local services revenue grew 48.0% in the fourth quarter to $9.9 million from $6.7 million in the quarter ended December 31, 2007. The acquisition provided an increase of $3.5 million for the quarter. Network access revenue increased 23.4% in the fourth quarter to $8.0 million from $6.5 million in the quarter ended December 31, 2007. The acquisition provided an increase of $1.6 million for the quarter. Cable television revenue for the existing subsidiaries in the three months ended December 31, 2008 increased 24.8% to just under $0.7 million from just over $0.5 million in the three months ended December 31, 2007. Internet revenue for the fourth quarter 2008 increased 14.0% to $3.4 million from $3.0 million in the quarter ended December 31, 2007, primarily associated with the acquisition. Transport services revenue for the existing subsidiaries grew 16.7% to over $1.3 million in the three months ended December 31, 2008 from just under $1.2 million in the same period in 2007.

Operating Expenses

Operating expenses in the three months ended December 31, 2008 increased 40.4% to $18.1 million from $12.9 million in the three months ended December 31, 2007. Cost of services increased 38.8% to $9.1 million in the quarter ending December 31, 2008 from $6.6 million in the same period last year, included $2.7 million from the acquisition and a reduction of $0.2 million from the existing units. Selling, general and administrative expenses increased 14.5% to $3.2 million in the quarter ended December 31, 2008 from $2.8 million in the quarter ended December 31, 2007. Selling, general and administrative included $0.6 million from the acquisition and a reduction of $0.2 million from the existing units. Depreciation and amortization for fourth quarter increased 64.5% to $5.7 million from $3.5 million. Depreciation and amortization included $2.5 million from the acquisition including amortization of intangible assets acquired and a reduction of $0.3 million from the existing units.

Interest Expense

Interest expense increased 59.7% to $7.6 million in the quarter ended December 31, 2008 from $4.7 million a year ago. The results reflect $1.4 million in one time amortization of loan costs for extinguished loans. The balance reflects the increased senior debt associated with the acquisition.

Adjusted EBITDA

Adjusted EBITDA for the three months ended December 31, 2008 was $11.0 million compared to $8.7 million for the same period in 2007. Adjusted EBITDA included $2.2 million from the acquisition and an increase of $0.1 million from the existing units. For the year ended December 31, 2008, Adjusted EBITDA was $37.4 million, an increase of 7.9% from $34.6 million the year ended December 31, 2007. See financial tables for a reconciliation of Adjusted EBITDA to net income.

Balance Sheet

As of December 31, 2008, the Company had cash and cash equivalents of $13.5 million compared to $12.8 million at the end of 2007. Total long-term debt increased to $278.8 million, reflecting the acquisition. The fourth quarter distribution of $5.3 million in interest and dividends to our share owners and $0.3 million to our bond holders occurred on December 30, 2008. This represents the sixteenth consecutive quarterly distribution since going public in December 2004.

Capital Expenditures

Capital expenditures were $2.4 million for the quarter and $9.2 million for all of 2008. In addition to the acquisition, the Company completed the initial deployment of IPTV in Alabama; added DSL capacity in each subsidiary; added 43 miles to its fiber backbone in Maine; purchased competitive customer specific equipment; and upgraded other network and switching facilities.

Selected Information on Acquisition

Otelco’s results include two months of the results of the entities acquired from Country Road Communications LLC. Selected financial information for those entities, as included in the reported Otelco financial statements, is provided below.

Revenue ($000)
Local services $ 3,481
Network access 1,596
Internet 411
Total Revenue $ 5,488
Cost of services and products 2,733
General and Administrative 563
Margin on revenue $ 2,192
Capital expenditures $ 123

Fourth Quarter Earnings Conference Call

Otelco has scheduled a conference call, which will be broadcast live over the Internet, on Wednesday, February 18, 2009, at 11:00 a.m. ET. To participate in the call, dial (913) 312-6691 and ask for the Otelco call 10 minutes prior to the start time. Investors, analysts and the general public will also have the opportunity to listen to the conference call free over the Internet by visiting the Company's Web site at www.OtelcoInc.com or www.earnings.com. To listen to the live call online, please visit the Web site at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live Web cast, a replay of the Web cast will be available on the Company's website at www.OtelcoInc.com or www.earnings.com for 30 days. A one-week telephonic replay may also be accessed by calling 719-457-0820 and using the passcode 3842477.

ABOUT OTELCO

Otelco Inc., headquartered in Oneonta, Alabama, provides wireline telecommunications services in Alabama, Maine, Massachusetts, Missouri and West Virginia. The Company’s services include local and long distance telephone, network access, transport, digital high-speed and dial-up Internet access, cable television and other telephone related services. With more than 100,000 voice and data access lines which are collectively referred to as access line equivalents, Otelco is among the top 25 largest local exchange carriers in the United States based on number of access lines. Otelco operates ten incumbent telephone companies serving rural markets, or rural local exchange carriers, each of which can trace its history as a local telecommunications provider as far back as the early 1900s. It also provides competitive retail and wholesale communications services through several subsidiaries. For more information, visit the Company’s web site at www.OtelcoInc.com.

FORWARD LOOKING STATEMENTS

Statements in this press release that are not statements of historical or current fact constitute forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties, and other unknown factors that could cause the actual results of the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements which explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms “believes”, “belief,” “expects,” ‘intends,” “anticipates,” “plans,” or similar terms to be uncertain and forward-looking. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in the Company’s filings with the Securities and Exchange Commission.

OTELCO INC.

Consolidated Balance Sheets

As of

As of

December 31, 2007

December 31, 2008

Assets

Current assets
Cash and cash equivalents $ 12,810,497 $ 13,542,255
Accounts receivable:

Due from subscribers, net of allowance for doubtful accounts of $257,862 and $318,446 respectively

2,753,451 5,207,731
Unbilled receivables 2,616,867 2,567,730
Other 1,760,207 4,348,044
Materials and supplies 1,991,724 2,305,755
Prepaid expenses 1,149,180 1,141,908
Income tax receivable 469,546 181,644
Deferred income taxes 1,486,439 6,725,068
Total current assets 25,037,911 36,020,135
Property and equipment, net 54,610,355 75,407,062
Goodwill 134,570,435 189,334,837
Intangible assets, net 9,514,772 44,390,644
Investments 1,207,183 2,015,583
Deferred financing costs 5,878,943 8,315,921
Interest rate cap 1,510,951 7,765
Deferred charges 155,573 49,540
Total assets $ 232,486,123 $ 355,541,487

Liabilities and Stockholders’ Equity

Current liabilities
Accounts payable $ 2,058,989 $ 2,312,920
Accrued expenses 3,716,880 6,632,287
Advanced billings and payments 2,077,713 2,024,123
Customer deposits 185,147 180,582
Total current liabilities 8,038,729 11,149,912
Deferred income taxes 25,223,656 45,962,402
Advance billings and payments 797,498 739,736
Other liabilities 183,756 188,346
Long-term notes payable 170,019,705 278,799,513
Total liabilities 204,263,344 336,839,909
Derivative liability 814,005 238,054

Class B common convertible to senior subordinated notes

4,085,033 4,085,033
Stockholders’ equity

Class A Common stock, $.01 par value-authorized 20,000,000 shares; issued and outstanding 12,676,733 shares

126,767

126,767

Class B Common stock, $.01 par value-authorized 800,000 shares; issued and outstanding 544,671 shares

5,447 5,447
Additional paid in capital 28,215,056 19,277,959
Retained deficit (4,084,797 ) (3,870,923 )
Accumulated other comprehensive loss (938,732 ) (1,160,759 )
Total stockholders’ equity 23,323,741 14,378,491
Total liabilities and stockholders’ equity $ 232,486,123 $ 355,541,487

OTELCO INC.

Consolidated Statements of Operations

Three Months Ended

Twelve Months Ended

December 31,

December 31,

2007

2008

2007

2008

Revenues
Local services $ 6,709,706 $ 9,929,632 $ 26,101,800 $ 30,013,901
Network access 6,490,828 8,011,824 25,670,619 27,281,727
Cable television 541,087 675,428 2,184,072 2,388,885
Internet 2,970,429 3,387,954 11,517,514 12,448,776
Transport services 1,152,489 1,344,376 4,275,429 4,981,651
Total revenues 17,864,539 23,349,214 69,749,434 77,114,940
Operating expenses
Cost of services and products 6,587,164 9,139,404 25,718,634 29,191,987

Selling, general and administrative expenses

2,820,918 3,229,767 10,418,760 11,228,585
Depreciation and amortization 3,467,108 5,704,024 14,346,620 15,607,726
Total operating expenses 12,875,190 18,073,195 50,484,014 56,028,298
Income from operations 4,989,349 5,276,019 19,265,420 21,086,642
Other income (expense)
Interest expense (4,744,927 ) (7,578,074 ) (21,378,434 ) (21,807,800 )
Change in fair value of derivative 315,809 224,271 970,281 324,058
Other income 232,348 20,999 947,737 639,784
Total other expense (4,196,770 ) (7,332,804 ) (19,460,416 ) (20,843,958 )
Income (loss) before income taxes 792,579 (2,056,785 ) (194,996 ) 242,684
Income tax benefit 277,296 667,239 374,375 (28,810 )

Net income (loss) available to common stockholders

$ 1,069,875 $ (1,389,546 ) $ 179,379 $ 213,874
Weighted average shares outstanding:
Basic 12,676,733 12,676,733 11,156,185 12,676,733
Diluted 13,221,404 13,221,404 11,700,856 13,221,404
Net income (loss) per share:
Basic $ 0.08 $ (0.11 ) $ 0.02 $ 0.02
Diluted $ 0.04 $ (0.13 ) $ (0.10 ) $ (0.03 )
Dividends declared per share $ 0.18 $ 0.18 $ 0.71 0.71

OTELCO INC.

Consolidated Statements of Cash Flows

Twelve Months Ended

December 31,

2007 2008
Cash flows from operating activities:
Net income $ 179,379 $ 213,874

Adjustments to reconcile net income to cash flows from operating activities:

Depreciation 11,751,673 11,772,191
Amortization 2,594,943 3,835,535
Interest rate caplet 890,840 1,029,264
Amortization of debt premium (33,552 ) (73,224 )
Amortization of loan costs 2,606,422 2,874,164
Change in fair value of derivative (970,281 ) (324,058 )
Provision for deferred income taxes (208,771 ) (114,845 )
Provision for uncollectible revenue 225,615 416,892
Gain on early lease termination - (121,124 )

Changes in assets and liabilities; net of assets and liabilities acquired:

Accounts receivables (422,708 ) (1,394,629 )
Material and supplies (183,373 ) (124,010 )
Income tax receivable (469,546 ) 287,902
Prepaid expenses and other assets (86,233 ) 404,306
Accounts payable and accrued liabilities (1,843,834 ) 143,551
Advance billings and payments 755,510 (111,352 )
Other liabilities (15,630 ) (25,909 )
Net cash from operating activities 14,770,454 18,688,528
Cash flows from investing activities:
Acquisition and construction of property and equipment (6,572,336 ) (9,244,137 )
Proceeds from retirement of investment 7,557 (2,453 )

Payment for the purchase CR Companies, net of cash acquired

- (108,677,338 )
Deferred charges/acquisition (110,923 ) 51,222
Net cash from investing activities (6,675,702 ) (117,872,706 )
Cash flows from financing activities:
Cash dividends paid (9,585,120 ) (8,937,096 )
Proceeds from long-term notes payable - 108,853,032
Direct cost of subsequent public offering (2,314,980 ) -
Repayment of long-term notes payable (55,353,032 ) -
Loan origination costs and transaction costs (1,832,972 ) -
Proceeds from issuance of Income Deposit Securities (IDS) 59,400,000 -
Net cash from financing activities (9,686,104 ) 99,915,936
Net increase (decrease) in cash and cash equivalents (1,591,352 ) 731,758
Cash and cash equivalents, beginning of period 14,401,849 12,810,497
Cash and cash equivalents, end of period $ 12,810,497 $ 13,542,255
Supplemental disclosures of cash flow information:
Interest paid $ 20,636,959 $ 17,267,118
Income taxes received $ (133,218 ) $ (220,221 )

Contacts:

Otelco Inc.
Curtis Garner, Chief Financial Officer, 205-625-3571
Curtis@otelcotel.com

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