Windstream 2009 Annual Report Download

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2009 ANNUAL REPORT
Proxy Statement and Form 10-K

Table of contents

  • Page 1
    2009 ANNUAL REPORT Proxy Statement and Form 10-K

  • Page 2
    ... key metrics in 2009. We also instituted during the year a "pricefor-life" initiative, which bundles high-speed Internet, unlimited local and long-distance voice and other features for a fixed price for the life of the customer account. The pricing program and our overall service level improvements...

  • Page 3
    WINDSTREAM CORPORATION Table of Contents Proxy Statement Annual Report Form 10-K Information Regarding Non-GAAP Financial Measures Corporate Information

  • Page 4
    ... MAY VOTE ON THE INTERNET, BY TELEPHONE OR BY MAIL. Importance notice regarding the availability of proxy materials for the 2010 Annual Meeting of Stockholders to be held on May 5, 2010. Windstream's Proxy Statement and Annual Report to security holders for the fiscal year ended December 31, 2009 is...

  • Page 5
    ...2010 at 11:00 a.m. (local time) TABLE OF CONTENTS Page No. Internet Availability of Proxy Materials ...Voting Information ...Proposal No. 1 - Election of Directors ...Board and Board Committee Matters ...Stock Ownership Guidelines ...Security Ownership of Directors and Executive Officers ...Security...

  • Page 6
    ... of Windstream, by execution and delivery of a later proxy or by voting the shares in person at the Annual Meeting. If not revoked, all shares represented by properly executed proxies will be voted as specified therein. The close of business on March 17, 2010 has been fixed as the record date...

  • Page 7
    ... do not count as affirmative votes. In order to minimize the number of broker non-votes, Windstream encourages you to provide voting instructions to the organization that holds your shares by carefully following the instructions provided in the notice of internet availability of proxy materials. 3

  • Page 8
    ...strategic planning, financial reporting, and mergers and acquisitions. Samuel E. Beall, III, age 59, has served as a director of Windstream since November 2006 and serves on the Compensation Committee and Governance Committee. Mr. Beall has served as Chairman of the Board and Chief Executive Officer...

  • Page 9
    ... officer. Mr. Frantz served as the 2006 and 2007 Chairman of the Board and of the Executive Committee of USTelecom, a telecom trade association. Because Mr. Frantz is not "independent", he is disqualified, under applicable stock exchange rules, from serving on the Audit, Compensation, or Governance...

  • Page 10
    ... a telecom trade association. He is a director and a member of the Audit Committee of RF Micro Devices, based in Greensboro, North Carolina. The Board believes it is important that Windstream's Chief Executive Officer serve on the Board, as the position of Chief Executive Officer puts Mr. Gardner in...

  • Page 11
    ... investor since 1999. From 1989 to 1999, Mr. Montgomery was Chief Executive Officer of SA-SO Company, a company engaged in the distribution of municipal and traffic control products based in Dallas, Texas. Prior to 1989, Mr. Montgomery worked as a registered representative in the financial services...

  • Page 12
    ... officer or member of management to serve in the role of Chairman. Mr. Gardner has served as Windstream's CEO from 2006 to the present, and Mr. Frantz served as Chairman of Windstream from 2006 to 2010. In 2010, in order to enhance Windstream's corporate governance profile, Mr. Frantz and the Board...

  • Page 13
    ... programs, plans, and awards for Windstream's directors and principal officers. For more information regarding the Compensation Committee, see "Management Compensation - Compensation Discussion and Analysis". The Governance Committee held two meetings during 2009. In February 2010, the Board of...

  • Page 14
    ...), and executive officers have a transition period of three years from their initial election to meet the applicable ownership guidelines and, thereafter, one year to meet any increased ownership requirements resulting from changes in stock price, annual base fee, annual base salary, or applicable...

  • Page 15
    ... below sets forth the number of shares of Common Stock that each named executive officer is expected to own by the 2010 Annual Meeting of Stockholders, which amounts were determined based on each person's position with Windstream and base salary as of the date of Windstream's 2009 Annual Meeting...

  • Page 16
    SECURITY OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS Set forth below is certain information, as of March 1, 2010, as to shares of Windstream common stock beneficially owned by each director, named executive officer who was serving as an executive officer at the end of 2009, and by all directors ...

  • Page 17
    ...REPORT ON EXECUTIVE COMPENSATION This report provides information concerning the Compensation Committee of Windstream Corporation's Board of Directors. The Compensation Committee's Charter is available on the Investor Relations page of Windstream Corporation's website at www.windstream.com/investors...

  • Page 18
    AUDIT COMMITTEE REPORT This report provides information concerning the Audit Committee of Windstream Corporation's Board of Directors. The Audit Committee's Charter is available on the Investor Relations page of Windstream Corporation's website at www.windstream.com/investors. The Audit Committee is...

  • Page 19
    ... in the review and design of Windstream's executive compensation program for 2009 and 2010, and to provide information on competitive market practices and survey data for both plan design and compensation levels. During 2009, Watson Wyatt performed no other services for the Company outside of...

  • Page 20
    ...term (annual) cash incentive payments; and • Long-term incentives in the form of equity-based compensation. The compensation program for all executive officers also includes the Windstream 2007 Deferred Compensation Plan, the Windstream 401(k) Plan, a change-in-control agreement, and other limited...

  • Page 21
    ... total direct compensation at risk. During 2009, the executive officers participated in a cash short-term incentive plan based on Windstream's achievement of OIBDA, which is a non-GAAP financial measure and is one of the principal measures used by Windstream to communicate its financial performance...

  • Page 22
    ... providing long-term compensation incentives. Each officer receives a portion of his or her total direct annual compensation for a given year in the form of long-term equity-based incentive compensation. All Windstream equity compensation awards have been issued as either time-based restricted stock...

  • Page 23
    ...-based vesting restricted stock is also granted to align executives with key long-term company objectives and to preserve the deductibility of compensation related to awards under Section 162(m) of the Internal Revenue Code. As discussed above, Windstream has adopted minimum share ownership...

  • Page 24
    ... for "good reason" or a termination without "cause" (as those terms are defined in the change-in-control agreement). Upon a qualifying separation from service, the executive officers are eligible for a cash, lump sum payment based upon a multiple of base salary and target bonus of three times for...

  • Page 25
    ...Benefits. Beginning in 2009, the reimbursement of country club and financial planning expenses was discontinued for all participants and no new perquisite programs were added. Windstream permits limited personal use of Windstream's corporate aircraft by the named executive officers. Under Windstream...

  • Page 26
    ... as a member of the Board. During 2006, Mr. Frantz received restricted share grants comprising annual grants for his service as an executive officer and replacement and one-time grants in connection with the spin-off and merger, and these grants vested in full in August 2009. During 2009, Mr. Frantz...

  • Page 27
    ... a named executive officer in 2007. (2) Base salaries were frozen from February 8, 2008 through December 31, 2009. (3) All stock award amounts for restricted stock granted by Windstream reflect the aggregate fair value on grant date based on the closing stock price of Windstream common stock on the...

  • Page 28
    ... $50,000 of life insurance coverage provided by the Company. For 2007 and 2008, "All Other Compensation" included payment of initial or annual country club dues and reimbursement of financial planning and related expenses, which were eliminated in 2009. Information On Plan-Based Awards The following...

  • Page 29
    ...,914 Name Jeffery R. Gardner (1) Windstream named executive officers have no outstanding awards of stock options. (2) Market value calculated using the closing price of Windstream common stock on December 31, 2009, which was $10.99. (3) Performance-based shares vested ratably in annual one-third...

  • Page 30
    ... service as of December 31, 2005, which will end on December 31, 2010. Of our named executive officers, only Messrs. Gardner and Crane were eligible for continuing accruals under the Pension Plan as of the end of 2009. The Pension Plan's accrued benefit is payable in the form of a monthly life...

  • Page 31
    ... regard to the IRS compensation limit ($245,000 for 2009) over (y) the participant's regular Pension Plan benefit (on a single life-annuity basis payable commencing on the later of the participant's retirement date or age 65 regardless of the actual form or timing of payment). If the participant has...

  • Page 32
    ... from the Alltel Corporation Pension Plan and the Alltel Corporation Benefit Restoration Plan as part of the spin-off. The present value of accumulated benefits was calculated based on retirement at age 60 with 20 years of credited service, current compensation as of December 31, 2009, no pre...

  • Page 33
    ...rate, plus 200 basis points. The prime rate for 2009 was set at 5.25%, which was determined using the prime rate published in the Wall Street Journal on the first business day of 2010. Of our named executive officers, only Mr. Gardner is eligible for interest based on the prime rate + 2% ("1998 Fund...

  • Page 34
    ... for "good reason" (as defined below) on December 31, 2009, then Windstream would have been obligated to pay Mr. Gardner, in a lump sum, approximately $2,973,000. This severance benefit under the Employment Agreement equals three times his annual base salary. The Employment Agreement provides that...

  • Page 35
    ... of restricted shares is based on the closing price of Windstream's common stock on December 31, 2009 of $10.99 per share. Accelerated Vesting of Restricted Shares. In the event that an executive officer listed above died or became permanently disabled (as determined by the Compensation Committee in...

  • Page 36
    ... number of unvested shares as of December 31, 2009, multiplied by (ii) the closing price of Windstream's common stock on December 31, 2009 of $10.99 per share. Change-in-Control Agreements. Windstream has a Change-in-Control Agreement with certain of its executive officers, including its executive...

  • Page 37
    ... executive officers by Windstream or its successor at the same time that the payments or benefits subject to the excise tax are paid or provided. The total tax gross-up amount in the above table assumes that (i) the excise tax rate is 20%, the federal income tax rate is 35%, the Medicare tax rate...

  • Page 38
    ... would have been received by the executive officer had the financial results been properly reported, after giving effect to the restatement, would have been lower than the amount actually received, (ii) in the case of time-based restricted stock, the vesting of such compensation occurred during the...

  • Page 39
    ... include strong internal controls over financial reporting, robust stock ownership guidelines, a clawback policy for senior executives, and a three year vesting cycle for equity-based compensation. The result is a strong alignment between the interests of management and shareholders. Windstream also...

  • Page 40
    ...to provide a retention incentive. Each officer receives a significant portion of his or her total direct annual compensation for a given year in the form of long-term equity-based incentive compensation. All Windstream equity compensation awards have been issued as either time-based restricted stock...

  • Page 41
    ... 162(m) denies a corporation's federal income tax deduction for compensation it pays to certain executive officers in excess of $1 million per year for each such officer. Section 162(m) provides an exception to this limitation for performance-based compensation, the material terms of which have been...

  • Page 42
    ... to the aggregate plan limit described above: (i) shares tendered in payment of the option price of a stock option granted under the Amended Plan; (ii) shares withheld by Windstream to satisfy the tax withholding obligation; and (iii) shares that are repurchased by Windstream in connection with the...

  • Page 43
    ...all of the shares of Windstream common stock to which the exercise relates, or the payment of the option price in installments (although, in the case of executive officers and directors, these payment methods may be affected by the restrictions on personal loans to executive officers provided by the...

  • Page 44
    ... the participant at the time and in the manner determined by the Compensation Committee in cash, shares of Windstream common stock or any combination thereof. The grant may provide for the payment of dividend equivalents thereon in cash or in shares of Windstream common stock on a current, deferred...

  • Page 45
    ... may authorize the payment of dividend equivalents with respect to the restricted stock units, in cash or shares of Windstream common stock, on a current, deferred or contingent basis. The Compensation Committee must fix a restriction period at the time of grant, and may provide for the earlier...

  • Page 46
    ... business expansion goals, cost targets, customer satisfaction, gross or net additional customers, average customer life, employee satisfaction, management of employment practices and employee benefits, supervision of litigation and information technology, and goals relating to acquisitions...

  • Page 47
    ...; and (iii) at the time of sale of shares of Windstream common stock acquired pursuant to the exercise of the nonqualified option right, appreciation (or depreciation) in value of the shares after the date of exercise will be treated as either short-term or long-term capital gain (or loss) depending...

  • Page 48
    ... to the optionee, then upon sale of such shares, any amount realized in excess of the option price will be taxed to the optionee as a long-term capital gain and any loss sustained will be a long-term capital loss. If shares of Windstream common stock acquired upon the timely exercise of an ISO are...

  • Page 49
    ...income meets the test of reasonableness, (ii) is an ordinary and necessary business expense, (iii) is not an "excess parachute payment" within the meaning of Section 280G of the Code and (iv) is not disallowed by the $1 million limitation on certain executive compensation. Future Plan Benefits It is...

  • Page 50
    ..., in 2009 the Board of Directors of Windstream (i) froze the base salary, short-term incentive and long-term equity incentive levels for all named executive officers at the levels approved for 2008 and (ii) eliminated country club memberships and financial planning perquisites for executive officers...

  • Page 51
    ... senior executives to hold a significant portion of shares obtained through compensation plans after the termination of employment would focus them on Company long-term success and would better align their interests with those of Company stockholders. In the context of the current financial climate...

  • Page 52
    ... ownership of shares at ten times base salary; the Chief Financial Officer ("CFO") and General Counsel at five times base salary; and three times base salary for all other executive officers. Further, officers are required to hold for at least six months all shares received, net of tax payment...

  • Page 53
    ... of products or other transactions conducted by Windstream in the ordinary course of business and on terms generally available to employees or customers. A transaction also does not include an employment or service relationship involving a director or executive officer and any related compensation...

  • Page 54
    ... sharing an address and receiving by mail multiple copies of Windstream's proxy statement and Annual Report who wish to share a single copy of those documents in the future should also notify Windstream at: Investor Relations, Windstream Corporation, 4001 Rodney Parham Road, Little Rock, Arkansas...

  • Page 55
    ... services: tax return preparation and review; advice on income tax, tax accounting, sales/use tax, excise tax and other miscellaneous tax matters; tax advice and implementation assistance on restructurings, mergers and acquisition matters and other tax strategies. The pre-approval policy provides...

  • Page 56
    ... proposed business must be delivered in writing to the Corporate Secretary of Windstream at the principal executive offices of Windstream at 4001 Rodney Parham Road, Little Rock, Arkansas 72212. Windstream will bear the cost of solicitation of proxies. In addition to the use of the mail, proxies may...

  • Page 57
    ... made under the Securities Act of 1933 or the Securities Exchange Act of 1934. IT IS IMPORTANT THAT ALL SHARES BE VOTED PROMPTLY. THEREFORE, STOCKHOLDERS ARE URGED TO VOTE AS SOON AS POSSIBLE ON THE INTERNET, BY TELEPHONE, OR BY MAIL. Dated: March 26, 2010 By Order of the Board of Directors, John...

  • Page 58
    ... such terms in this Section 2. "Applicable Laws" means the requirements relating to the administration of equity-based compensation plans under U.S. state corporate laws, U.S. federal and state securities laws, the Code, any stock exchange or quotation system on which the Common Shares are listed or...

  • Page 59
    ...voting securities of such corporation except to the extent that such ownership existed prior to the Business Combination, and (iii) at least a majority of the members of the board of directors of the corporation resulting from such Business Combination were members of the Incumbent Board at the time...

  • Page 60
    ... business expansion goals, cost targets, customer satisfaction, gross or net additional customers, average customer life, employee satisfaction, management of employment practices and employee benefits, supervision of litigation and information technology, and goals relating to acquisitions...

  • Page 61
    ... per share Option Price or per share Base Price provided for in the related Option Right or FreeStanding Appreciation Right, respectively. "Subsidiary" means a corporation, company or other entity which is designated by the Board and in which the Company has a direct or indirect ownership or other...

  • Page 62
    ... the proceeds of sale through a bank or broker on a date satisfactory to the Company of some or all of the shares to which such exercise relates; (ii) payment of the Option Price, at the election of the Optionee, in installments, with or without interest, upon terms determined by the Board; or (iii...

  • Page 63
    ... with this Plan and applicable sections of the Code, as the Board may approve. l. The Board may, at the Date of Grant of any Option Rights (other than Incentive Stock Options), provide for the payment of dividend equivalents to the Optionee on either a current or deferred or contingent basis or may...

  • Page 64
    (v) Any grant may provide for the payment to the Participant of dividend equivalents thereon in cash or Common Shares on a current, deferred or contingent basis. c. Any grant of Tandem Appreciation Rights shall provide that such Rights may be exercised only at a time when the related Option Right is...

  • Page 65
    ... such terms and provisions, consistent with this Plan and applicable sections of the Code, as the Board may approve. g. The Board may, at the Date of Grant of Performance Shares, provide for the payment of dividend equivalents to the holder thereof on either a current or deferred or contingent basis...

  • Page 66
    ... no right to vote them, but the Board may, at the Date of Grant, authorize the payment of dividend equivalents on such Restricted Stock Units on either a current or deferred or contingent basis, either in cash or in additional Common Shares. f. Each grant or sale of Restricted Stock Units shall be...

  • Page 67
    ... pursuant to this Plan. The Board may provide for the elimination of fractions or for the settlement of fractions in cash. 14. Withholding Taxes. The Company shall have the right to deduct from any payment or benefit realized under this Plan an amount equal to the federal, state, local, foreign and...

  • Page 68
    ... Board may provide for such special terms for awards to Participants who are foreign nationals or who are employed by the Company or any Subsidiary outside of the United States of America as the Board may consider necessary or appropriate to accommodate differences in local law, tax policy or custom...

  • Page 69
    ... Board may at any time and from time to time amend the Plan in whole or in part; provided, however, that any amendment which must be approved by the stockholders of the Company in order to comply with applicable law or the rules of the New York Stock Exchange or, if the Common Shares are not traded...

  • Page 70
    ... all Common Shares available for issuance or transfer under this Plan have been issued or transferred and the Company has no further obligation hereunder. i. Neither a Participant nor any other person shall, by reason of participation in the Plan, acquire any right or title to any assets, funds or...

  • Page 71
    ..., Inc. Securus Technologies Inc Solarus Southern Company - Southernlinc Sprint Nextel Corporation SureWest Communications Co TDS Telecom Telephone & Data Systems, Inc. Time Warner Cable T-Mobile Usa U.S. Cellular® University Of Michigan Verizon Communications Inc. Viacom, Inc. Virgin Media Inc...

  • Page 72
    WINDSTREAM CORPORATION ANNUAL REPORT ON FORM 10-K

  • Page 73
    ... WINDSTREAM CORPORATION (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation or organization) 4001 Rodney Parham Road, Little Rock, Arkansas (Address of principal executive offices) Registrant's telephone number, including area code Securities...

  • Page 74
    ... Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9A. Controls and Procedures Item 9B. Other Information Part III Item 10. Item 11. Item 12. Item 13. Item 14. Directors, Executive Officers, and Corporate Governance Executive Compensation Security...

  • Page 75
    ... 3.0 million access lines and 1.1 million high-speed Internet customers primarily located in rural areas in 16 states. The shaded areas in the following map reflect Windstream's service territories as of December 31, 2009. The Company's web site address is www.windstream.com. Windstream files with...

  • Page 76
    ...2009, we closed our previously announced acquisition of Lexcom, Inc. ("Lexcom"), which resulted in the addition of approximately 22,000 access lines, 9,000 high-speed Internet customers and 12,000 cable television customers in North Carolina. This acquisition increased Windstream's presence in North...

  • Page 77
    ...Telecom provided services to approximately 256,000 access lines, 95,000 high-speed Internet customers and 26,000 digital television customers in Iowa and Minnesota. MATERIAL DISPOSITIONS COMPLETED DURING THE LAST FIVE YEARS On November 21, 2008, Windstream completed the sale of its wireless business...

  • Page 78
    ... 2009, Windstream served more than 3.0 million access lines and 1.1 million high-speed Internet customers in 16 states. Windstream's service offerings include phone, high-speed Internet and digital television. The Company also offers a wide range of IP-based voice and data services to businesses and...

  • Page 79
    ... web sites. We also provide Internet access services to dial up Internet subscribers and data transmission services over special circuits, Ethernet based access and private lines. The Company's Internet access services also enable customers to establish an e-mail account and to send and receive...

  • Page 80
    ...Missouri, North Carolina and Pennsylvania. The cable television properties are not significant to Windstream's wireline operating results. Product sales represent equipment sales to customers, including computer sales to residential high-speed Internet customers, Internet modems and customer premise...

  • Page 81
    ... by state Public Service Commissions ("PSCs"). The FCC has principal jurisdiction over matters including, but not limited to, interstate switched and special access rates, as well as high-speed Internet service offerings. It also regulates the rates that ILECs may charge for the use of their local...

  • Page 82
    ... or when such changes would occur. Universal Service During 2009, Windstream received $124.3 million in federal universal service support. The federal universal service program is designed to provide affordable telecommunications services to customers that live in high-cost rural areas, low-income...

  • Page 83
    ... that time, and effective July 2008 for companies affected by the price cap conversion in 2008. Consequently the Company now benefits from the decreased regulation of its high-speed Internet services, providing the Company with additional retail pricing flexibility and relief from federal universal...

  • Page 84
    ... related to high-speed Internet access deployment and adoption and, among other things, may consider universal service and intercarrier compensation reform. On December 7, 2009, Windstream, CenturyTel, Inc. ("CenturyLink") , Frontier Communications Corporation, Consolidated Communications Holding...

  • Page 85
    ... in high cost rural areas and to qualifying low-income and disabled customers. By order of the Texas PUC, the Texas USF distributes support to eligible carriers serving areas identified as high cost, on a per-line basis. Texas USF support payments are based on the number of actual lines in service...

  • Page 86
    ... plans. The Company receives $13.3 million annually from the fund. The Company cannot estimate at this time the financial impact that would result from the changes, if any, to the Pennsylvania universal service fund. In June 2006, the D&E subsidiaries made a filing to increase their local rates...

  • Page 87
    ... of service and price of facilities and services provided by other incumbent local exchange carriers on which our CLEC services depend; the availability and cost of financing in the corporate debt markets; the potential for adverse changes in the ratings given to Windstream's debt securities by...

  • Page 88
    ... mainly under Competitive Local Exchange Carrier certificates obtained in states where they offer services and therefore are subject to fewer service quality or service reporting requirements than our ILEC operations. In addition, the rates or prices of the voice service offerings of cable companies...

  • Page 89
    ... limits our pricing flexibility for regulated voice and high-speed Internet products, subjects us to service quality, service reporting and other obligations, and exposes us to the reduction of revenue from changes to the universal service fund or the inter-carrier compensation system. As a provider...

  • Page 90
    ...USF revenues to support the high cost of providing affordable telecommunications services in rural markets. Such support payments constituted approximately 7 percent of our revenues for the year ended December 31, 2009. A portion of such fees are based on relative cost and access line counts, and we...

  • Page 91
    ... market or business conditions may limit, our ability to do some of these things on favorable terms or at all. As of February 23, 2010, Moody's Investors Service ("Moody's"), Standard & Poor's Corporation ("S&P") and Fitch Ratings ("Fitch") had granted Windstream the following senior secured, senior...

  • Page 92
    ...were routine and lump sum benefit payments of $51.1 million and $35.6 million, respectively. Returns generated on plan assets have historically funded a large portion of the benefits paid under the Company's pension plan. The Company estimates that the long term rate of return on plan assets will be...

  • Page 93
    ... communications companies are material to its operations and their financial difficulties may adversely affect Windstream. Windstream originates and terminates calls for long distance carriers and other interexchange carriers over Windstream's network in exchange for access charges that represent...

  • Page 94
    ... change could have a material and adverse effect on the market price of Windstream's common stock. In addition, the American Jobs and Growth Tax Relief Reconciliation Act of 2003 designated qualifying dividend payments on capital stock as long term capital gains, which capped the federal tax rate...

  • Page 95
    ... or in the aggregate, would have a material adverse effect on the consolidated financial condition or results of operations of the Company. Item 4. Submission of Matters to a Vote of Security Holders No matters were submitted to the security holders for a vote during the fourth quarter of 2009. 22

  • Page 96
    ... of Operations, Financial Condition, Liquidity and Capital Resources" in the Financial Supplement to this annual report on Form 10-K. (b) Not applicable. (c) Information pertaining to the repurchase of Windstream shares is included below. (1) In February 2008, the Windstream Board of Directors...

  • Page 97
    ... day of public trading of Valor shares, of total cumulative stockholder returns on Windstream common stock, along with the returns on the Standards & Poor's ("S&P") 500 Stock Index and the S&P Telecom Index. The S&P Telecom Index consists of the following companies: American Tower Corporation, AT...

  • Page 98
    ...Equity Securities Set forth below is a line graph showing quarterly comparisons of stockholder returns since July 18, 2006, the initial day of trading following the spin off from Alltel and merger with Valor. The graph includes the total cumulative stockholder returns on Windstream common stock, and...

  • Page 99
    ... Corporation Form 10-K, Part II Item 5. Market for the Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities Under the Company's stocked-based compensation plans, Windstream may issue restricted stock and other equity securities to directors, officers...

  • Page 100
    ... Corporation Form 10-K, Part II Item 6. Selected Financial Data For information pertaining to Selected Financial Data of Windstream, refer to page F-30 of the Financial Supplement, which is incorporated by reference herein. Item 7. Management's Discussion and Analysis of Financial Condition...

  • Page 101
    ... accepted accounting principles. Windstream's management, with the participation of the Chief Executive Officer and Chief Financial Officer, have evaluated any changes in the Company's internal control over financial reporting that occurred during the period covered by this annual report, and...

  • Page 102
    ..., refer to "Audit Committee Report" in Windstream's Proxy Statement for its 2010 Annual Meeting of Stockholders, which is incorporated herein by reference. Executive officers of the Company as of December 31, 2009, were as follows: Name Jeffery R. Gardner Business Experience Age President and Chief...

  • Page 103
    ... to Investor Relations, Windstream Corporation, 4001 Rodney Parham Road, Little Rock, Arkansas 72212. For information regarding compliance with Section 16(a) of the Exchange Act, refer to "Section 16 (a) Beneficial Ownership Reporting Compliance" in Windstream's Proxy Statement for its 2010 Annual...

  • Page 104
    ... Financial Statement Schedules: Report of Independent Registered Public Accounting Firm Schedule II. Valuation and Qualifying Accounts 3. Exhibits: Exhibit Index 36-40 Separate condensed financial statements of Windstream Corporation have been omitted since the Company meets the tests set forth...

  • Page 105
    ... duly authorized. Windstream Corporation Registrant By /s/ Jeffery R. Gardner Jeffery R. Gardner, President and Chief Executive Officer Date: February 24, 2010 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf...

  • Page 106
    ... 24, 2010 appearing in this 2009 Annual Report on Form 10-K of the Company also included an audit of the financial statement schedule listed in Item 15(a)(2) of this Form 10-K. In our opinion, this financial statement schedule presents fairly, in all material respects, the information set forth...

  • Page 107
    ... loss carry forwards acquired from Valor. (F) Costs primarily include charges for accounting, legal, broker fees and other miscellaneous costs associated with the completed acquisitions of D&E, Lexcom and NuVox, as well as the pending acquisition of Iowa Telecom. In addition, the Company incurred...

  • Page 108
    ... split off of its directory publishing business. Additionally in 2007, the Company incurred $4.6 million in restructuring costs from a workforce reduction plan and the announced realignment of its business operations and customer service functions intended to improve overall support to its customers...

  • Page 109
    ...Corporation's Current Report on Form 8-K dated February 19, 2010). Indenture dated July 17, 2006 among Windstream Corporation (as successor to Alltel Holding Corp.), certain subsidiaries of Windstream... of November 20, 2009 to the Indenture dated July 17, 2006 between the Company, certain of its ...

  • Page 110
    ...Number and Name 4.11 Third Supplemental Indenture dated as of June 22, 2009 to the Indenture dated as of February 27, 2007 between the Company...4.11 to the Corporation's Current Report on Form 10-K dated February 29, 2008). Fourth Supplemental Indenture dated as of June 22, 2009 to the Indenture dated...

  • Page 111
    ... by reference to Exhibit 10.1 to the Corporation's Form 8-K dated October 8, 2009). Director Compensation Program dated February 17, 2010. Form of Restricted Shares Agreement (Non-Employee Directors) entered into between Windstream Corporation and non-employee directors (incorporated herein by...

  • Page 112
    ... herein by reference to Exhibit 10.5 to the Corporation's Current Report on Form 8-K dated January 4, 2008). Form of Change-In-Control Agreement entered into between Windstream Corporation and certain executive officers on August 10, 2010 (incorporated herein by reference to Exhibit 10.1 to...

  • Page 113
    ...to Exhibit 14.1 to the Corporation's Annual Report on Form 10-K for the year ended December 31, 2008). Listing of Subsidiaries. Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm. Power of Attorney. Certification of Chief Executive Officer pursuant to Section 302 of...

  • Page 114
    WINDSTREAM CORPORATION FINANCIAL SUPPLEMENT TO ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2009

  • Page 115
    ...31, 2009 Management's Discussion and Analysis of Financial Condition and Results of Operations Selected Financial Data Management's Responsibility for Financial Statements Management's Report on Internal Control Over Financial Reporting Report of Independent Registered Public Accounting Firm Annual...

  • Page 116
    ...IP-based voice and data services and advanced phone systems and equipment to businesses and government agencies. As of December 31, 2009, the Company provided service to approximately 3.0 million access lines and 1.1 million high-speed Internet customers primarily located in rural areas in 16 states...

  • Page 117
    ...can bundle local phone, high-speed Internet, long distance and video services. These bundles provide customers with one convenient location to obtain all their communications and entertainment needs, a convenient billing solution and bundle discounts. Operating trends for access lines and high-speed...

  • Page 118
    ...which as of the date of acquisition served approximately 22,000 access lines, 9,000 high-speed Internet customers and 12,000 cable television customers in North Carolina. This acquisition increased Windstream's presence in North Carolina and provides the opportunity for approximately $5.0 million in...

  • Page 119
    ... of the CTC acquisition. The acquisition of CTC significantly increased Windstream's operating presence in North Carolina through the addition of approximately 132,000 access lines and 31,000 high-speed Internet customers and provided the opportunity to generate significant operating efficiencies...

  • Page 120
    ... and data services and advanced phone systems for businesses and government agencies, high-speed Internet, phone, long distance, network access and video services and related product offerings. The Company has historically reported a product distribution segment, but in the first quarter of 2009 the...

  • Page 121
    ...Segment income Access lines in service (c) Residential (c) Business (c) Wholesale (d) Special circuits Total access lines in service Average access lines in service Average service revenue per customer per month (e) High-speed Internet customers Digital television customers (c) $ 2009 $ 1,116.2 825...

  • Page 122
    ... consist of traditional telephone services provided to both residential and business customers. These revenues primarily represent monthly recurring charges for basic services such as local dial-tone and enhanced services such as caller identification, voicemail and call waiting. The following table...

  • Page 123
    ... long distance calls, as well as receipts from federal and state universal service funds that subsidize the cost of providing wireline services. The following table reflects the primary drivers of year-over-year changes in switched access and USF revenues: Twelve months ended December 31, 2009...

  • Page 124
    ... in access lines and declines in usage-based long distance billings as customers have migrated to packaged plans. (b) Increases in packaged plans resulted from migrations to plans that offer a defined number of minutes or unlimited toll calling for a fixed monthly fee instead of usage-based one...

  • Page 125
    ... Windstream's broadband service offerings. Average Service Revenue per Customer Average service revenue per customer per month increased 1 percent and 3 percent in 2009 and 2008, respectively, primarily due to high-speed Internet customer growth and pricing increases on long distance services...

  • Page 126
    ... of long distance traffic resulting from the increases in customers on packaged and unlimited usage rate plans, as previously discussed. Cost of Products Sold Cost of products sold represent the cost of equipment sales to customers, including sales of high-speed Internet modems and customer premise...

  • Page 127
    ...CTC acquisition Due to increase in amortization of franchise rights (a) Due to decrease in depreciation rates (b) Other Total depreciation and amortization expense (a) Effective January 1, 2009, the Company began amortizing its franchise rights on a straight-line basis over an estimated useful life...

  • Page 128
    ... by state Public Service Commissions ("PSCs"). The FCC has principal jurisdiction over matters including, but not limited to, interstate switched and special access rates, as well as high-speed Internet service offerings. It also regulates the rates that ILECs may charge for the use of their local...

  • Page 129
    ...related to high-speed Internet access deployment and adoption and, among other things, may consider universal service and intercarrier compensation reform. On December 7, 2009, Windstream, CenturyTel, Inc, Frontier Communications Corporation, Consolidated Communications Holding, Inc and Iowa Telecom...

  • Page 130
    ... in high cost rural areas and to qualifying low-income and disabled customers. By order of the Texas PUC, the Texas USF distributes support to eligible carriers serving areas identified as high cost, on a per-line basis. Texas USF support payments are based on the number of actual lines in service...

  • Page 131
    ... and sales Costs and expenses: Cost of products sold Selling, general, administrative and other Total costs and expenses Segment income $ 2009 $ $ $ 2008 $ $ 2007 123.0 123.0 90.2 27.5 117.7 5.3 In the fourth quarter of 2007, the Company completed the split off of its directory publishing business...

  • Page 132
    ... term of the lease. The severance and related employee costs will be paid in 2010. Each of these payments will be funded through operating cash flows. Merger, integration and restructuring costs decreased net income $19.4 million, $9.0 million and $8.8 million for the years ended December 31, 2009...

  • Page 133
    ... of the net assets sold to the transaction price less costs to sell. Wireless business income before taxes was $9.7 million and $1.2 million in 2008 and 2007, respectively. Additionally, the Company made tax payments of $14.8 million related to the excess of consideration received over tax basis in...

  • Page 134
    ...be sufficient to finance the acquisition of Iowa Telecom. The Company's board of directors has adopted a current dividend practice for the payment of quarterly cash dividends at a rate of $0.25 per share of the Company's common stock. This practice can be changed at any time at the discretion of the...

  • Page 135
    ... stock-based compensation expense and non-recurring merger, integration and restructuring charges. (b) The gross leverage ratio is computed by dividing total debt by adjusted EBITDA. (c) These ratios are expected to be favorably impacted by the completion of the NuVox and Iowa Telecom acquisitions...

  • Page 136
    ..., including high-speed Internet communication services. During each of the three years, the Company funded its capital expenditures through internally generated funds. The primary uses of cash for future capital expenditures are for property, plant and equipment necessary to support the Company...

  • Page 137
    ... and residential high-speed Internet services and expand our 6 Mb and 12 Mb high-speed Internet footprint. The forecasted spending levels in 2010 are subject to revision depending on changes in future capital requirements. The Company generated positive cash flows in 2009 sufficient to fund its...

  • Page 138
    ... trading or speculative purposes. Management periodically reviews Windstream's exposure to interest rate fluctuations and implements strategies to manage the exposure. Due to the interest rate risk inherent in its variable rate senior secured credit facility, the Company entered into four pay fixed...

  • Page 139
    ... Company must estimate service revenues earned but not yet billed at the end of each reporting period. Sales of communications products including customer premise equipment and modems are recognized when products are delivered to and accepted by customers. Fees assessed to communications customers...

  • Page 140
    ... and Other Postretirement Benefits - The annual costs of providing pension and other postretirement benefits are based on certain key actuarial assumptions, including the expected return on plan assets, discount rate and healthcare cost trend rate. Windstream's pension expense for 2010, estimated to...

  • Page 141
    ...in the rate would reduce our allocation of postretirement benefit cost by approximately $0.2 million. See Notes 2 and 8 for additional information on Windstream's pension and other postretirement plans. Useful Lives of Assets - The calculation of depreciation and amortization expense is based on the...

  • Page 142
    ... support from universal service funds or other government programs, expected rates of loss of access lines or intercarrier compensation, our expected ability to fund operations from cash flows from operations, our expectation of no pension contribution in 2010, expected synergies and other benefits...

  • Page 143
    ...state public service commissions in proceedings regarding universal service funds, intercarrier compensation or other matters that could reduce revenues or increase expenses; the effects of work stoppages; the impact of equipment failure, natural disasters or terrorist acts; earnings on pension plan...

  • Page 144
    ... effect of accounting change Net income Dividends declared per common share Balance sheet data Total assets Total long-term debt (including current maturities) Total equity Notes to Selected Financial Information: • Explanations for significant events affecting Windstream's historical operating...

  • Page 145
    ... The internal auditors and the independent registered public accounting firm periodically meet alone with the Audit Committee and have access to the Audit Committee at any time. Dated February 24, 2010 Jeffery R. Gardner President and Chief Executive Officer Anthony W. Thomas Chief Financial Officer...

  • Page 146
    ...'s internal control over financial reporting as of December 31, 2009, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein. Dated February 24, 2010 Jeffery R. Gardner President and Chief Executive Officer...

  • Page 147
    ... in Management's Report on Internal Control over Financial Reporting, management has excluded D&E Communications, Inc. and Lexcom, Inc. from its assessment of internal control over financial reporting as of December 31, 2009 as they were acquired by the Company in purchase business combinations...

  • Page 148
    ....4 in 2009, 2008 and 2007, respectively, included below) Cost of products sold Selling, general, administrative and other Depreciation and amortization Restructuring charges Merger and integration costs Total costs and expenses Operating income Other income, net Gain on sale of publishing business...

  • Page 149
    ..., net Net property, plant and equipment Other assets Total Assets Liabilities and Shareholders' Equity Current Liabilities: Current maturities of long-term debt Current portion of interest rate swaps Accounts payable Advance payments and customer deposits Accrued dividends Accrued taxes Accrued...

  • Page 150
    ... on sale of publishing business Loss on sale of wireless business Depreciation and amortization Provision for doubtful accounts Stock-based compensation expense Pension and postretirement benefits expense Deferred taxes Other, net Changes in operating assets and liabilities, net Accounts receivable...

  • Page 151
    ...) Change in employee benefit plans Unrealized holding losses on interest rate swaps Comprehensive income Additional transfers from Alltel (See Note 7) Stock-based compensation expense Common shares retired pursuant to split off of directory business (See Note 3) Stock repurchase Other, net Dividends...

  • Page 152
    ...phone, high-speed Internet and digital television services. The Company also offers a wide range of IP-based voice and data services and advanced phone systems and equipment to businesses and government agencies. The Company serves approximately 3.0 million customers primarily located in rural areas...

  • Page 153
    ... change, amortization expense increased by $32.3 million, calculated on a straight-line basis, and net income decreased $19.8 million or $0.05 per share in 2009. Net Property, Plant and Equipment - Property, plant and equipment are stated at original cost. Wireline plant consists of central office...

  • Page 154
    ... at the time they are removed from service. These asset retirement obligations, totaled $34.8 million and $44.6 million as of December 31, 2009 and 2008, respectively, and are included in other long term liabilities in the accompanying consolidated balance sheets. Derivative Instruments - Windstream...

  • Page 155
    ..., long distance and custom calling feature revenues are recognized monthly as services are provided. Sales of communications products including customer premise equipment and modems are recognized when products are delivered to and accepted by customers. Fees assessed to customers for service...

  • Page 156
    ... Arkansas, Florida, Georgia, Kentucky, Nebraska, North Carolina and Texas as "major" state taxing jurisdictions. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in its income tax expense. During the years ended December 31, 2009 and 2008, the Company...

  • Page 157
    ... the Windstream Board of Directors on December 14, 2006. Accounting Changes Change in Accounting Estimate - Effective January 1, 2009, the Company prospectively changed its estimate of useful life for its franchise rights from indefinite-lived to 30 years, primarily due to the effects of increasing...

  • Page 158
    ...: The related depreciation rates were changed effective April 1, 2007. The depreciable lives were lengthened to reflect the estimated remaining useful lives of the wireline plant based on the Company's expected future network utilization and capital expenditure levels required to provide service to...

  • Page 159
    ... Note 3 for a discussion of the Company's application of this guidance to its acquisitions of D&E Communications, Inc. ("D&E") and Lexcom, Inc. ("Lexcom"). Noncontrolling Interests in Consolidated Financial Statements - On January 1, 2009, Windstream adopted authoritative guidance for noncontrolling...

  • Page 160
    ... 1, 2009, the Company adopted authoritative guidance for determining whether instruments granted in share-based payment transactions are participating securities. Under this guidance, Windstream's non-vested share-based payment awards that contain a nonforfeitable right to receive dividends, whether...

  • Page 161
    ... access lines, 9,000 high-speed Internet customers and 12,000 cable television customers in North Carolina. This acquisition increased Windstream's presence in North Carolina and provides the opportunity for operating synergies with contiguous Windstream markets. In accordance with the Lexcom merger...

  • Page 162
    ... of the CTC acquisition. The access lines and high-speed Internet customers added through the acquisition significantly increased Windstream's presence in North Carolina and provided the opportunity to generate significant operating efficiencies with contiguous Windstream markets. The transaction...

  • Page 163
    ... territories. These operations were not central to the Company's strategic goals in its core communications business. Product revenues from these operations totaled $38.5 million and $76.2 million during 2009 and 2008, respectively, with related cost of products sold of $34.3 million and $68...

  • Page 164
    .... To facilitate the split off transaction, Windstream contributed the publishing business to a newly formed subsidiary ("Holdings"). Holdings paid a special cash dividend to Windstream in an amount of $40.0 million, issued additional shares of Holdings common stock to Windstream, and distributed to...

  • Page 165
    ... its wireless licenses to have an indefinite useful life. Intangible asset amortization methodology and useful lives were as follows as of December 31, 2009: Intangible Assets Franchise rights Customer lists Cable franchise rights Other Amortization Methodology straight-line sum of years digits...

  • Page 166
    ...notes, without collateral: Windstream Georgia Communications LLC - 6.50%, due November 15, 2013 Teleview, LLC - 7.00%, due January 2, 2010 Discount on long-term debt, net of premiums Less current maturities Total long-term debt Weighted average interest rate Weighted maturity 2009 2008 $ 114.4 168...

  • Page 167
    ...completed February 8, 2010 (see Note 17) and to repay certain debt of the acquired companies. The Company plans to use the remaining proceeds from the offering to finance the pending acquisition of Iowa Telecommunication Services, Inc ("Iowa Telecom") (see Note 16) and for general corporate purposes...

  • Page 168
    ... traded money market funds with next day access. The fair values of the interest rate swaps were determined based on the present value of expected future cash flows using LIBOR swap rates which are observable at commonly quoted intervals for the full term of the swaps, adjusted for the Company...

  • Page 169
    ... to receiving a special cash dividend and debt securities, Windstream received approximately 19.6 million outstanding shares of its common stock, which were valued at $253.5 million, in exchange for its contribution of the publishing business to Holdings. These shares were subsequently retired...

  • Page 170
    ... or market-related value of plan assets on a straight-line basis over five years. Unrecognized actuarial gains and losses below the 17.5 percent corridor are amortized over the average remaining service life of active employees, which was approximately 10 years for its pension plan during 2009. As...

  • Page 171
    ...with the acquisition of D&E on November 10, 2009, the Company assumed certain obligations related to a non-contributory qualified pension plan and postretirement benefit plan formerly sponsored by D&E. As a result Windstream recognized additional net pension and postretirement benefit obligations of...

  • Page 172
    ...: Pension Benefits 2009 2008 5.89% 6.18% 8.00% 8.00% 3.44% 3.44% Postretirement Benefits 2009 2008 5.79% 6.11% - Discount rate Expected return on plan assets Rate of compensation increase In developing the expected long-term rate of return assumption, the Company considered the historical rate of...

  • Page 173
    ... the pension plan liabilities. Given the long time horizon for paying out benefits, and the strong financial condition of the Company, the pension plan can accept an average level of risk relative to other similar plans. The liquidity needs of the plan are manageable given that lump sum payments are...

  • Page 174
    ... reported by the fund manager on the last business day of the year. The underlying assets are mostly comprised of publicly traded equity securities and fixed income securities. These securities are valued at the official closing price of, or the last reported sale prices as of the close of business...

  • Page 175
    ... Windstream Board of Directors approved grants of restricted shares to officers, executives, and non-employee directors and certain management employees. These grants include the standard annual grants to this employee and director group as a key component of their annual incentive compensation plan...

  • Page 176
    ... income. Transaction costs primarily include charges for accounting, legal, broker fees and other miscellaneous costs associated with the completed acquisitions of D&E, Lexcom and NuVox, and the pending acquisition of Iowa Telecom expected to be completed in 2010. These costs are considered indirect...

  • Page 177
    ...14.7 3.7 3.7 3.7 $12.8 (a) During 2009, the Company incurred acquisition related costs for accounting, legal, broker fees and other miscellaneous costs associated with the acquisitions of D&E, Lexcom and NuVox, as well as the pending acquisition of Iowa Telecom. These costs are considered indirect...

  • Page 178
    ... of income. An additional $0.8 million in non-cash merger and integrations costs incurred in 2008 associated with the wireless business are included in discontinued operations. Merger, integration and restructuring charges decreased net income $19.4 million, $9.0 million and $8.8 million for the...

  • Page 179
    ... of prior service cost Income tax expense Change in postretirement plan Change in employee benefit plans Interest rate swaps: Unrealized holding gain (loss) on interest rate swaps Income tax benefit Unrealized holding gain (losses) on interest rate swaps Comprehensive income $ 2009 334.5 2008 412...

  • Page 180
    ... State income taxes, net of federal benefit Adjustment of deferred taxes for legal entity restructuring Adjust deferred taxes for state net operating loss carryforward Nontaxable gain on sale of publishing business Nondeductible transaction costs Other items, net Effective income tax rates 2009 2008...

  • Page 181
    ... directory publishing business (see Note 3). Prior to the split off, the Company's publishing subsidiary coordinated advertising, sales, printing and distribution for 356 telephone directory contracts in 34 states. The Company accounts for affiliated sales at current market prices, tariff rates, or...

  • Page 182
    ...unaffiliated customers Affiliated revenues and sales Total revenues and sales Operating expenses Depreciation and amortization Restructuring charges Total costs and expenses Segment income Assets Capital expenditures For the year ended December 31, 2008 Directory Totals Wireline Publishing Segments...

  • Page 183
    ...Less affiliated eliminations Total revenues and sales Income before income taxes: Total business segment income Merger and integration costs Other income, net Gain on sale of publishing business Interest expense Total income from continuing operations before income taxes $ 2009 $ 2,996.6 2,996.6 979...

  • Page 184
    ... December 31, 2008 NonGuarantors Guarantors Eliminations Consolidated Revenues and sales: Service revenues Product sales Total revenues and sales Costs and expenses: Cost of services Cost of products sold Selling, general, administrative and other Depreciation and amortization Merger, integration...

  • Page 185
    ...: Cost of services Cost of products sold Selling, general, administrative and other Depreciation and amortization Merger, integration and restructuring Total costs and expenses Operating income Earnings from consolidated subsidiaries Other income (expense), net Gain on sale of publishing business...

  • Page 186
    ... of long-term debt Current portion of interest rate swaps Accounts payable Affiliates payable, net Advance payments and customer deposits Accrued dividends Accrued taxes Accrued interest Other current liabilities Total current liabilities Long-term debt Deferred income taxes Other liabilities Total...

  • Page 187
    ... of long-term debt Current portion of interest rate swaps Accounts payable Affiliates payable, net Advance payments and customer deposits Accrued dividends Accrued taxes Accrued interest Other current liabilities Total current liabilities Long-term debt Deferred income taxes Other liabilities Total...

  • Page 188
    ... Stock-based compensation expense Pension and postretirement benefits expense Deferred taxes Other, net Changes in operating assets and liabilities, net Net cash provided from operations Cash Flows from Investing Activities: Additions to property, plant and equipment Acquisition of D&E, net...

  • Page 189
    ... equipment Disposition of wireless business Disposition of acquired assets held for sale Other, net Net cash provided from (used in) investing activities Cash Flows from Financing Activities: Dividends paid on common shares Dividends received from (paid to) subsidiaries Stock repurchase Repayment of...

  • Page 190
    ... and equipment Acquisition of CT Communications, net of cash acquired Disposition of directory publishing business Other, net Net cash used in investing activities Cash Flows from Financing Activities: Dividends paid on common shares Dividends received from (paid to) subsidiaries Stock repurchase...

  • Page 191
    ... and Midwest states and provides opportunities for significant operating efficiencies with contiguous Windstream markets. NuVox's services include voice over internet protocol, local and long-distance voice, broadband internet access, email, voicemail, web hosting, secure electronic data storage and...

  • Page 192
    ...for periods subsequent to their acquisitions (see Note 3). Windstream completed the sale of its out of territory product distribution operations, on August 21, 2009. These operations were not central to the Company's strategic goals in its core communications business (See Note 3). Effective January...

  • Page 193
    ... twelve months ended December 31: (Dollars in millions) 2009 Operating income from continuing operations under GAAP ...Depreciation and amortization ...OIBDA from current businesses ...Adjustments prescribed by performance plan: Merger and integration costs ...D&E operating income post acquisition...

  • Page 194
    ... shares Dividend payout ratio Common stock repurchased Free cash flow returned to shareholders Percentage of free cash flow returned to shareholders Pro Forma Financial Results Including Pending Acquisitions for the twelve months ended December 31, 2009 (Dollars in millions) Pro forma Windstream...

  • Page 195
    [email protected] Senior Vice President - Human Resources Grant Raney Executive Vice President - Network Operations Cindy Nash Chief Information Officer (a) (b) (c) (d) Audit Committee Compensation Committee Governance Committee Chairman of the Board Richard J. Crane Executive...

  • Page 196
    4001 Rodney Parham Road Little Rock, AR 72212 windstream.com