SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 10-Q/A
(Amendment No.1)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2005
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF
1934
For the transition period from __________________ to _________________________
Commission File Number: 0-9881
SHENANDOAH TELECOMMUNICATIONS COMPANY
(Exact name of registrant as specified in its charter)
Virginia 54-1162807
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
124 South Main Street, Edinburg, Virginia 22824
(Address of principal executive offices) (Zip code)
(540) 984-4141
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. |X| YES |_| NO
Indicate by check mark whether the registration is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). |X| YES |_|NO
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at April 25, 2005
-------------------------- -----------------------------
Common Stock, No Par Value 7,647,084 Shares
Explanatory Note
The undersigned registrant hereby files Amendment No. 1 to amend the following
items of its Form 10-Q for the quarter ended March 31, 2005. All other
information is unchanged and reflects the disclosures made at the time of the
original filing. This Amendment No. 1 does not reflect events occurring after
the filing of the Form 10-Q or, except for the statement of cash flows presented
below, modify or update in any way disclosures made in the Form 10-Q.
1.) Item 1, Unaudited Condensed Consolidated Statements of Cash Flows
for the Three Months Ended March 31, 2005 and 2004
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Three Months Ended
March 31,
2005 2004
--------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 2,395 $ 2,313
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 5,296 4,334
Amortization 126 3
Deferred income taxes (2,050) 22
Gain on investments (75) --
Loss (income) from patronage and equity investments 260 (34)
Loss on disposal of assets 21 79
Other 507 303
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable 267 (486)
Materials and supplies (52) 203
Increase (decrease) in:
Accounts payable (82) 275
Other prepaids, deferrals and accruals 7,845 (108)
--------------------
Net cash provided by operating activities 14,458 6,904
Cash Flows from Investing Activities
Purchase and construction of plant and equipment, net
of retirements (4,195) (1,621)
Purchases of investment securities (139) (56)
Proceeds from investment activities 24 96
Proceeds from sale of equipment 56 15
--------------------
Net cash used in investing activities (4,254) (1,566)
Cash Flows from Financing Activities
Principal payments on long-term debt (1,080) (1,045)
Proceeds from exercise of incentive stock options 255 149
--------------------
Net cash used in financing activities (825) (896)
--------------------
Net increase in cash and cash equivalents 9,379 4,442
Cash and Cash Equivalents
Beginning 14,172 28,696
--------------------
Ending $ 23,551 $ 33,138
====================
Cash paid for:
Interest paid $ 835 $ 799
Income taxes (net of refunds) $ -- $ 410
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PART II. OTHER INFORMATION
ITEM 6. Exhibits
(a) The following exhibits are filed with this Quarterly Report on Form
10-Q/A:
31 Certifications pursuant to Rule 13a-14(a) under the Securities
Exchange Act of 1934.
32 Certifications pursuant to Rule 13a-14(b) under the Securities
Exchange Act of 1934 and 18 U.S.C. 1350.
SIGNATURES
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.
SHENANDOAH TELECOMMUNICATIONS COMPANY
(Registrant)
June 6, 2005 /s/ Earle A. MacKenzie
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Earle A. MacKenzie
Executive Vice President and
Chief Financial Officer
(Duly Authorized Officer and Principal Financial Officer)
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