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):
February 3, 2004
CenturyTel, Inc.
(Exact name of registrant as specified in its charter)
Louisiana 1-7784 72-0651161
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
100 CenturyTel Drive, Monroe, Louisiana 71203
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (318) 388-9000
Item 5. OTHER EVENTS
On February 3, 2004, the Company issued the following press release .
FOR IMMEDIATE RELEASE FOR MORE INFORMATION CONTACT:
February 3, 2004 Media: Patricia Cameron 318.388.9674
patricia.cameron@centurytel.com
Investors: Tony Davis 318.388.9525
tony.davis@centurytel.com
CenturyTel Announces Stock Repurchase Program
MONROE, La.... CenturyTel, Inc. (NYSE:CTL/CTL.A) announced today that
its board of directors approved a stock repurchase program that will allow the
Company to repurchase up to an aggregate of $400 million of either its common
stock or convertible equity units.
"Our solid balance sheet, stable investment grade credit ratings and
strong free cash flow generation enable us to repurchase shares at attractive
prices that will be accretive to earnings," Glen F. Post III, president and
chief executive officer, said. "This program allows us to continue to
comfortably service debt while maintaining the flexibility to consider other
investment opportunities as they become available."
CenturyTel has outstanding approximately 142 million common shares and
$500 million stated value of convertible equity units. Repurchases under the
program may be made in the open market or in privately negotiated transactions
at such times and in such amounts as management deems appropriate, depending
upon market conditions and other factors. The program will expire in December
2005 unless extended by CenturyTel's board of directors. Today's closing prices
of the Company's common stock and convertible equity units (CUSIP 156700403)
were $26.33 and $23.43 per share, respectively.
In addition to historical information, this release includes certain
forward-looking statements, estimates and projections that are based on current
expectations only, and are subject to a number of risks, uncertainties and
assumptions, many of which are beyond the control of the Company. Actual events
and results 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 affect actual results 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; the Company's ability to effectively manage its growth,
including integrating newly-acquired businesses into the Company's operations,
hiring adequate numbers of qualified staff, and successfully upgrading its
billing and other information systems; possible changes in the demand for, or
pricing of, the Company's products and services; the Company's ability to
successfully introduce new product or service offerings on a timely and
cost-effective basis; the Company's ability to collect its receivables from
financially troubled communications companies; other risks referenced from time
to time in the Company's filings with the Securities and Exchange Commission;
and the effects of more general factors such as changes in interest 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 Company's
business are described in greater detail in the Company's Annual Report on Form
10-K for the year ended December 31, 2002. You are cautioned not to place undue
reliance on these forward-looking statements, which speak only as of the date of
this release. The information contained in this release is as of February 3,
2004. The Company undertakes no obligation to update any of its forward-looking
statements.
CenturyTel, Inc. provides communications services including local, long
distance, Internet access and data services to more than 3 million customers in
22 states. The company, headquartered in Monroe, Louisiana, is publicly traded
on the New York Stock Exchange under the symbol CTL, and is included in the S&P
500 Index. CenturyTel is the 8th largest local exchange telephone company, based
on access lines, in the United States. Visit CenturyTel at www.centurytel.com.
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 thereunto duly authorized.
CenturyTel, Inc.
Dated: February 3, 2004 By: /s/ Neil A. Sweasy
----------------------
Neil A. Sweasy
Vice President and Controller