FairPoint Communications 2004 Annual Report Download - page 95

(d) Other Uses of Offering Proceeds
A total of $1.0 million common stock subject to put was repurchased in January 2005 and the proceeds were used to repay
the note receivable—related party. The Company used proceeds of $8.6 million to repurchase the remaining $136,000
common stock subject to put option and to pay a long-term deferred transaction fee of $8.4 million.
(e) Dividends
The Company has adopted a dividend policy under which a substantial portion of the cash generated in excess of
operating needs, interest and principal payments on indebtedness, dividends on future senior classes of capital stock, if any,
capital expenditures, taxes and future reserves, if any, would in general be distributed as regular quarterly dividend payments
to the holders of our common stock, rather than retained and used for other purposes.
On March 3, 2005, the Company declared a dividend of $0.22543 per share of common stock, payable on April 15, 2005
to holders of record as of March 31, 2005.
(f) Pro Forma Balance Sheet (Unaudited)
The accompanying unaudited pro forma balance sheet gives effect to the significant subsequent events described above
that occurred in February and March 2005 as if they occurred in December 31, 2004. The following, in conjunction with
disclosures made above, is a summary of the adjustments made in arriving at the pro forma December 31, 2004 presentation
(amounts in thousands):
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Balance as of December 31, 2004 $3,595 18,812 16,582 809,908 12,621 (371,565)
Proceeds from new credit facility 566,000 — — 566,000 — —
Credit facility issuance costs (8,159)8,159 — — — —
Proceeds of Offering, net of issuance costs 434,750 — — — — —
Payment of existing debt (786,180) — — (786,180) — —
Payment of preferred stock subject to
mandatory redemption (129,141) — — — — (12,261)
Payment of accrued interest (16,051) — (16,051) — — —
Payment of deferred transaction fee (8,445) — — — (8,445) —
Payment of tender premiums and fees (59,315) — — — — (59,315)
Settlement of common stock subject to put (136) — — — — —
Draw on new revolving credit facility 3,082 — — 3,082 — —
Write-off of debt issue costs — (17,410) — — — (17,410)
Pro forma balance as of December 31,
2004 $— 9,561 531 592,810 4,176 (460,551)
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On December 1, 2003, the Company acquired 100% of the capital stock of CST and Commtel. The purchase price for this
acquisition was $32.6 million. The Company believes the
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