Windstream 2011 Annual Report Download - page 81

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SIGNIFICANT CUSTOMERS
No single customer, or group of related customers, represented 10 percent or more of our operating revenues in 2011, 2010, or
2009.
SEASONALITY
Our business is not subject to significant seasonal fluctuations.
MATERIAL DISPOSITIONS
Disposition of out-of-territory product distribution operations
On August 21, 2009, we completed the sale of our out-of-territory product distribution operations to Walker and Associates of
North Carolina, Inc. (“Walker”) for approximately $5.3 million in total consideration. These operations were not central to our
strategic goals in our core communications business.
Wireless markets acquired from CTC
On November 21, 2008, we completed the sale of our wireless business to AT&T Mobility II, LLC for approximately $56.7
million. The completion of this transaction resulted in the divestiture of approximately 52,000 wireless customers. Also
included in the sale were spectrum licenses, cell sites and six retail stores. Operations covered a four county area of North
Carolina with a population of approximately 450,000 at the time of the sale. The operating results of the wireless business have
been separately presented as discontinued operations in the accompanying consolidated statements of income.
Directory Publishing
On November 30, 2007, we completed the divestiture of our directory publishing business (the “publishing business”) in a tax-
free transaction with entities affiliated with Welsh, Carson, Anderson & Stowe (“WCAS”), a private equity investment firm and
Windstream shareholder.
To facilitate the transaction, we contributed the publishing business to a newly formed subsidiary (“Holdings”). Holdings paid
us a special $40.0 million cash dividend, issued additional shares of Holdings common stock to us, and distributed to us certain
Holdings debt securities with an aggregate principal amount of $210.5 million. We exchanged the Holdings debt securities for
outstanding Windstream debt securities with an equivalent fair market value, and then retired those securities. We used the
proceeds of the special dividend to repurchase approximately three million shares of our common stock during the fourth
quarter of 2007. We exchanged all of the outstanding equity of Holdings (the “Holdings Shares”) for an aggregate of
19,574,422 shares of Windstream common stock (the “Exchanged WIN Shares”) owned by WCAS, which were then retired.
Based on the price of Windstream common stock of $12.95 at November 30, 2007, the Exchanged WIN Shares had a value of
$253.5 million. The total value of the transaction was $506.7 million, including an adjustment for net working capital of
approximately $2.7 million. As a result of completing this transaction, we recorded a gain on the sale of its publishing business
of $451.3 million in the fourth quarter of 2007 after substantially all performance obligations had been fulfilled.
In connection with the consummation of the transactions, the parties entered into a publishing agreement whereby we granted
Local Insight Yellow Pages, Inc. (“Local Insight Yellow Pages”), the successor to our subsidiary that operated the publishing
business, an exclusive license to publish our directories in each of our markets other than the acquired CTC markets. Local
Insight Yellow Pages will, at no charge to us or our subscribers, publish directories with respect to our service areas covered
under the agreement in which we are required to publish such directories by applicable law, tariff or contract. Subject to the
termination provisions in the agreement, the publishing agreement will remain in effect for a term of fifty years. As part of this
agreement, we agreed to forego future royalty payments from Local Insight Yellow Pages on advertising revenues generated
from covered directories for the duration of the publishing agreement.
MORE INFORMATION
Our web site address is www.windstream.com. We file with, or furnish to, the Securities and Exchange Commission (the
“SEC”) annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, and amendments to
those reports, as well as various other information. This information can be found on the SEC website at www.sec.gov. In
addition, we make available free of charge through the Investor Relations page of our web site our annual reports, quarterly
reports, and current reports, and all amendments to any of those reports, as soon as reasonably practicable after providing such
reports to the SEC. In addition, on the corporate governance section of the Investor Relations page of our web site, we make
available our Code of Ethics, the Board of Directors’ Amended and Restated Corporate Governance Board Guidelines, and the