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):  October 23, 2003

 

ALLTEL CORPORATION

(Exact name of registrant
as specified in its charter)

 




 
  
  
Delaware
  
  
  
 
  
  
  
1-4996
  
  
  
 
  
  
  
34-0868285
  
 
 
  
  
(State or other
  jurisdiction of

  incorporation or organization)
  
  
  
 
  
  
  
(Commission File
  Number)
  
  
  
 
  
  
  
(I.R.S. Employer

  Identification No.)
  
 




 




 
  
  
One
  Allied Drive, Little Rock, Arkansas
  
  
  
 
  
  
  
72202
  
 
 
  
  
(Address of
  principal executive offices)
  
  
  
 
  
  
  
(Zip Code)
  
 




 

Registrant’s telephone
number, including area code   (501) 905-8000

 

Not
Applicable

(Former Name or Former Address, if Changed Since Last Report)



 



 














 

Item
12.    Results of Operations and Financial Condition

On
October 23, 2003, ALLTEL Corporation ("ALLTEL" or the "Company")
issued a Press Release announcing the Company's third quarter 2003 unaudited
consolidated results of operations. The Press Release presents the Company's
consolidated results of operations measured under generally accepted accounting
principles ("GAAP") and its results of operations from current
businesses.
"Results
of operations from current businesses" include the following:

  

    
Segment
    income from current businesses for each of the wireless, wireline, and
    communications support services business segments
  

    
Total
    operating income from current businesses
  

    
Other
    income, net from current businesses
  

    
Interest
    expense from current businesses
  

    
Net income
    from current businesses
  

    
Basic
    and diluted earnings per share from current businesses
  

    
Equity
    free cash flow from current businesses

The current
business measures are non-GAAP financial measures that differ from their
respective GAAP counterparts in that they exclude the effects of discontinued
operations, early termination of debt, integration expenses and other charges,
gain on disposal of assets, write-down of investments and receivables and the
net financing costs related to prefunding the Company's 2002 acquisitions of
wireless properties from CenturyTel, Inc. and wireline properties in Kentucky
from Verizon Communications, Inc.
ALLTEL's
purpose for excluding items from the current business measures is to focus on
ALLTEL's true earnings capacity associated with providing telecommunication
services. Management believes the items excluded from the current business
measures are related to strategic activities or other events, specific to the
time and opportunity available, and, accordingly, should be excluded when
evaluating the trends of the Company's operations. For these reasons, ALLTEL
believes that presenting the current business measures assists investors in
assessing the true business performance of the Company by clarifying for
investors the effects that certain items such as asset sales, restructuring
expenses and other business consolidation costs arising from past acquisition
and restructuring activities had on the Company's GAAP consolidated results of
operations. The Company uses results from current businesses as management's
primary measure of the performance of its business segments. ALLTEL management,
including the chief operating decision-maker, uses the current business measures
consistently for all purposes, including internal reporting purposes, the
evaluation of business objectives, opportunities and performance and the
determination of management compensation.
Equity free
cash flow from current businesses is a non-GAAP financial measure that is
computed as net income from current businesses plus depreciation and
amortization less capital expenditures including capitalized software
development costs. The Company believes that reporting equity free cash flow
from current businesses assists investors in understanding ALLTEL's ability to
generate sufficient positive cash flows to fund its ongoing cash operating
requirements including capital expenditures, payment of dividends and debt
service obligations. Equity free cash flow from current businesses should not be considered in isolation
or as a substitute for cash flow from operations prepared in accordance with
GAAP.

2














The financial
tables of ALLTEL's Press Release include a reconciliation of each of the non-GAAP
financial measures discussed above to its most directly comparable financial
measure calculated and presented in accordance with GAAP.
The Company's
GAAP reported results of operations for the three and nine months ended
September 30, 2003 do not include the effects of the adoption of Statement of
Financial Accounting Standards No. 150 "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities
and Equity", ("SFAS No. 150") because the Company understands
that the Financial Accounting Standards Board, at its October 29, 2003 meeting,
will re-evaluate the applicability of SFAS No. 150 to minority interests in
limited life partnerships. If the Company were subsequently required to adopt
the provisions of SFAS No. 150, the cumulative effect of the change in
accounting principle would be a non-cash charge of $16.6 million, net of income
tax benefit of $10.6 million.
A copy of
ALLTEL's Press Release dated October 23, 2003 is attached hereto as Exhibit 99(a)
and is furnished as a part of this filing.
3






 

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.

 

 


 
  
  
 
  
  
  
ALLTEL CORPORATION
  
 
 
  
  
 
  
  
  
(Registrant)
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
 
  
  
  
 
  
 
 
  
  
 
  
  
  
By:  /s/ Jeffery R. Gardner
  
 
 
  
  
 
  
  
  
Jeffery R. Gardner
  
 
 
  
  
 
  
  
  
Executive
  Vice President -
  Chief Financial Officer
  
 
 
  
  
 
  
  
  
(Principal Financial
  Officer)
  
 
 
  
  
 
  
  
  
October
  23, 2003
  
 


 

4














 

EXHIBIT INDEX

 

 


 
  
  
Exhibit

  Number
  
  
  
 
  
  
  
Description of Exhibits
  
 
 
  
  
 
  
  
  
 
  
  
  
 
  
 
 
  
  
99(a)
  
  
  
 
  
  
  
Press Release, dated
  October 23, 2003 of
  ALLTEL Corporation.
  
 
 
  
  
 
  
  
  
 
  
  
  
 
  
 


 

5