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): November 13, 2001 CITIZENS COMMUNICATIONS COMPANY (Exact name of Registrant as specified in its charter) Delaware 001-11001 06-0619596 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 3 High Ridge Park, P.O. Box 3801 Stamford, Connecticut 06905 (Address of Principal Executive Offices) (Zip Code) (203) 614-5600 (Registrant's Telephone Number, Including Area Code) No Change Since Last Report ---------------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements, Exhibits (c) Exhibits 99.1 Press Release of Citizens Communications Company released November 13, 2001 announcing earnings for the quarter and nine months ended September 30, 2001. 99.2 Financial and operating data Citizens Communications 3 High Ridge Park Stamford, CT 06905 203.614.5600 Web site: www.czn.net ------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE Contact: Brigid Smith Assistant Vice President, Corporate Communications 203.614.5042 bsmith@czn.com Citizens Communications Reports 82 Percent Increase in Third Quarter EBITDA Q3 '01 Revenue Increases 46 Percent from Q3 '00 Revenue Stamford, Conn., November 13, 2001 -- Citizens Communications (NYSE:CZN, CZB) today reported financial results for the quarter ended September 30, 2001. Highlights of the quarter include: * This is the first full quarter reporting 2.5 million telephone access lines, reflecting the acquisition of approximately 1.1 million Frontier Corp. lines on June 29. Annualized Incumbent Local Exchange (ILEC) operating results were in line with previously announced 2001 guidance targets of $1.55 billion in annual revenue, $800 million in annual EBITDA before restructuring and acquisition assimilation expenses, and annual capital expenditures of $400 million. * Completed the replacement of the $6.15 billion, 364-day credit facilities with $4.5 billion of debt and committed facilities with a weighted average maturity of 10-1/2 years in conjunction with the issuance of approximately $750 million of its Common Stock and equity-linked securities. * Began de-leveraging by reducing net debt and long-term debt liabilities (net of cash and short-term investments) by $340 million. * Completed the divestiture of the Louisiana Gas division for $363.4 million on July 2, 2001 and recognized a $139.3 million pre-tax gain. * Citizens recorded restructuring charges in the quarter related to its previously announced consolidation of operations support functions of Citizens and Frontier. The charges include a $13.0 million charge to operating expenses and $8.8 million to depreciation. * Results include a $43.6 million non-cash after-tax charge relating to the discontinuation of FAS No. 71. Consolidated third-quarter revenue from continuing operations, which includes revenue from the company's telecommunications, electric and gas operations, was $661.1 million, an increase of 46 percent from the third quarter of 2000. For the nine months ended September 30, 2001, consolidated revenue from continuing operations was $1,791.1 million, an increase of 36 percent from the same period in 2000. Third quarter 2001 EBITDA from continuing operations totaled $251.9 million, an 82 percent increase over third quarter 2000 EBITDA of $138.3 million. For the nine months ended September 30, 2001, EBITDA from continuing operations was $620.4 million, an increase of 58 percent from the comparable period in 2000. Consolidated net loss for the third quarter of 2001 was $.4 million, compared to net income of $1.5 million for the same period in 2000. For the nine months ended September 30, 2001, net income was $18.6 million compared to $11.8 million for the corresponding period in 2000. The current and year-ago quarters include EBITDA of $237.6 million and $111.0 million, respectively, from the company's ILEC operations. Third quarter 2001 EBITDA loss from the company's Electric Lightwave operation was $2.1 million compared to $4.8 million in EBITDA for the comparable period in 2000. The current quarter also includes $15.9 million in EBITDA from the company's Public Services operations, compared to $22.3 million for the same period in 2000. The decrease is primarily due to the sale of Louisiana Gas, the largest of Citizens' four gas divisions, which was sold on July 2, 2001 for $363.4 million, resulting in a pre-tax gain of $139.3 million. Citizens' results for the third quarter of 2001 include a $43.6 million non-cash after-tax charge relating to the discontinuance of FAS No. 71. Citizens has historically applied FAS No. 71 because its ILEC properties were predominantly regulated following a cost of service/rate of return approach. Beginning in the third quarter of 2001, these properties no longer met the criteria for application of FAS No. 71 due to the continuing process of deregulation and the introduction of competition to our existing rural local exchange telephone properties, and our expectation that these trends will continue for all Citizens' properties. Restructuring expense of $13.0 million for the three and nine months ended September 30, 2001 is related to Citizens' previously announced plan to close its operations support center in Plano, Texas by April 2002. The restructuring resulted in the reduction of 749 employees. These expenses primarily consist of severance, benefits, retention, early lease termination costs and other planning and communication costs. We expect to incur additional costs of approximately $3.1 million through the first quarter of 2002. Telecommunications - ILEC The current quarter is the first full quarter reflecting the acquisition of Frontier Corp. on June 29, 2001. Access lines at the end of the third quarter of 2001 totaled approximately 2.5 million and include approximately 1,229,000 access lines acquired since September 30, 2000. ILEC revenue for the third quarter of 2001 was $507.2 million, compared to $246.8 million for the same period in 2000. Acquisitions accounted for $245.5 million of the increase. Excluding acquisitions, revenue grew by 6 percent, led by access line growth of 3 percent. A 26 percent increase in the third quarter of 2001 in data and long-distance revenue, excluding acquisitions, reflects Citizens' continuing efforts to provide a more comprehensive set of services to its customers. Revenue for the nine months ended September 30, 2001 from the ILEC was $1,083.3 million, compared to $700.5 million for the same period in 2000 for a 55 percent increase year-over-year. Acquisitions accounted for $350.3 million of this increase. ILEC EBITDA for the third quarter was $237.6 million, compared to $111.0 million in the same period of 2000. Third-quarter ILEC EBITDA results were affected by restructuring charges of $13.0 million and $5.1 million related to acquisition assimilation expense. Absent these expenses, EBITDA for the third quarter of 2001 would have been $255.7 million, compared to $123.5 million for the same period in 2000. The ILEC EBITDA margin for the third quarter of 2001, after restructuring and acquisition assimilation expense, was 50.4 percent, compared to 50.0 percent for the same period in 2000, reflecting the lower margins at the recently acquired Frontier properties as well as the current expenses of operating and consolidating the Citizens and Frontier operations. The current quarter also includes an $8.8 million increase in depreciation due to the reduction in useful life of certain assets which will be phased out as a result of the restructuring. Operating results through the second quarter of 2002 will reflect the current expenses of two operations centers until the consolidation and integration is completed during 2002. The accelerated level of depreciation expense will also continue over the next three quarters. ILEC EBITDA for the nine months ended September 30, 2001 was $535.7 million, up 72 percent from $312.1 million in the prior year period, resulting in an EBITDA margin of 49 percent. ILEC EBITDA for the nine months ended September 30, 2001 includes the above-described restructuring charges and assimilation expense related to acquisitions of telephone access lines. Absent these restructuring charges and assimilation expense, continuing ILEC EBITDA was $566.3 million, a 68 percent increase over the prior year's corresponding period, for an EBITDA margin of 52 percent for the nine months ended September 30, 2001 compared to 48 percent for the same period of 2000. ILEC Financings During the third quarter of 2001, the company completed the long-term financing of Citizens' local exchange access line acquisitions. The company sold $1.75 billion in long-term debt securities in August and completed bank financings of $1 billion of committed five-year revolving and 10-year-term debt during October. These financings provide excess liquidity and financial flexibility. Since May 2001, Citizens has issued $4.5 billion of debt and committed bank facilities with a weighted average maturity of 10 1/2 years in conjunction with the issuance of approximately $750 million of Common Stock and equity-linked securities. In the third quarter of 2001, Citizens began de-leveraging by reducing net debt and long-term liabilities (net of cash and short-term investments) by $340 million. Electric Lightwave, Inc. (NASDAQ: ELIX) Third quarter Electric Lightwave, Inc. (ELI) revenue totaled $53.3 million, compared to $63.6 million for the same period in 2000. Although revenue for the quarter was down 16 percent from the corresponding period in 2000, the Network Services component of revenue grew 21 percent due to sales of additional circuits to new and existing customers as ELI concentrated upon its targeted customer base. The revenue decrease was primarily due to reduced rates for reciprocal compensation, the non-renewal of a take-or-pay contract with a major customer, and reduced demand from ISPs and other carriers for Internet-related traffic. ELI revenue for the nine months ended September 30, 2001 was $176.3 million, compared to $181.0 million for the same period in 2000. ELI's gross margin during the third quarter of 2001 was 68 percent. ELI's third-quarter 2001 EBITDA loss of $2.1 million was impacted by a workforce reduction with an associated expense of $1.4 million, and lower-than-anticipated revenue for the quarter. ELI EBITDA for the third quarter of 2000 was $4.8 million. ELI EBITDA for the nine months ended September 30, 2001 was $5.2 million, compared to a $3.3 million EBITDA loss for the same period in 2000. ELI's Class A Common Stock is currently traded on the Nasdaq National Market System, but the stock does not meet minimum bid price and market value of public float requirements for continued listing that were applicable on September 27, 2001. On that date Nasdaq Stock Market, Inc. implemented a moratorium until January 2, 2002, at which time compliance with the minimum requirements for listing on the Nasdaq National and SmallCap Markets will start anew. If ELI's Class A Common Stock does not meet the requirements of the National Market System for 30 consecutive days, and is unable to regain compliance within 90 days, the stock could be subject to delisting at that time. Public Services In September, the California Public Utilities Commission (PUC) approved the sale of Citizens' water operations to American Water Works. The proposed $835 million sale is still pending an appeal of the PUC order. The company currently is working toward a closing before year end. Gas and Electric third-quarter revenues totaled $101.7 million versus $143.1 million for the prior year's quarter. Public Services EBITDA was $15.9 million for the third quarter of 2001, compared to $22.3 million for the same period in 2000, primarily due to the sale of Louisiana Gas. Revenues for the nine months ended September 30, 2001 totaled $534.5 million versus $440.6 million for the same period in 2000. For the nine months ended September 30, 2001, Public Services EBITDA was $77.4 million compared to $84.1 million for the same period of 2000. Guidance for the ILEC for the year ended 2001 is reaffirmed at $1.55 billion in annual revenue, $800 million in annual EBITDA before restructuring and acquisition assimilation expenses, and annual capital expenditures of $400 million. For Electric Lightwave, 2001 guidance is being lowered to $228 million in revenue, $10 million in EBITDA, and capital expenditures of $55 million. About Citizens Communications Citizens Communications serves approximately 2.5 million access lines in 24 states and is acquiring an additional 70,000 access lines. It owns 85 percent of Electric Lightwave, Inc. (NASDAQ: ELIX). More information on Citizens may be found at www.czn.net. This document contains forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the statements. These and all forward-looking statements (including oral representations) are only predictions or statements of current plans that are constantly under review by the company. All forward-looking statements may differ from actual results because of, but not limited to, changes in the local and overall economy, changes in market conditions for debt and equity securities, the nature and pace of technological changes, the number and effectiveness of competitors in the company's markets, success in overall strategy, changes in legal or regulatory policy, changes in legislation, the company's ability to identify future markets and successfully expand existing ones, the mix of products and services offered in the company's target markets, the effects of acquisitions and dispositions and the ability to effectively integrate businesses acquired. These important factors should be considered in evaluating any statement contained herein and/or made by the company or on its behalf. The foregoing information should be read in conjunction with the company's filings with the U.S. Securities and Exchange Commission including, but not limited to, reports on Forms 10-K and 10-Q. The company does not intend to update or revise these forward-looking statements to reflect the occurrence of future events or circumstances. Citizens Communications Company Consolidated Financial Data (unaudited) For the quarter ended For the nine months ended September 30, September 30, -------------------- ------------------------ % % (Amounts in thousands - except per-share amounts) 2001 2000 Change 2001 2000 Change --------------------------- ------------------------------- Income Statement Data Continuing operations (1) Revenue $ 661,121 $452,710 46% $1,791,144 $1,320,019 36% Cost of Services 123,214 114,497 8% 477,107 338,839 41% Depreciation and amortization 193,662 95,859 102% 413,734 278,483 49% Other operating expenses 267,892 187,373 43% 662,972 563,427 18% Restructuring expenses 13,002 - 100% 13,002 - 100% Acquisition assimilation expense 5,119 12,539 -59% 17,665 24,130 -27% Operating income 58,232 42,442 37% 206,664 115,140 79% Investment and other income, net (2) 3,070 5,096 -40% 16,495 27,135 -39% Gain on sale of assets 139,304 - 100% 139,304 - 100% Interest expense 123,452 49,559 149% 258,033 128,899 100% Income tax expense 39,610 (202) 19709% 49,183 5,096 865% Convertible preferred dividends 1,553 1,553 - 4,658 4,658 - Income (loss) from continuing operations 35,991 (3,372) 1167% 50,589 3,622 1297% Income from discontinued operations, net of tax 7,199 4,838 49% 11,675 8,182 43% Extraordinary expense-discontinuation of Statement of Financial Accounting Standards No. 71, net of tax 43,631 - 100% 43,631 - 100% Net income (loss) (441) 1,466 -130% 18,633 11,804 58% Carrying cost of equity forward contracts 1,003 - 100% 13,650 - 100% Available to common shareholders (1,444) 1,466 -198% 4,983 11,804 -58% EBITDA and Capital Expenditure Data (3) EBITDA from continuing operations $ 251,894 $138,301 82% $ 620,398 $ 393,623 58% EBITDA from discontinued operations 20,043 14,422 39% 42,052 33,811 24% Total Company EBITDA 271,937 152,723 78% 662,450 427,434 55% EBITDA from continuing operations before restructuring and acquisition assimilation expenses 270,015 150,840 79% 651,065 417,753 56% Cash capital expenditures from continuing operations 115,768 97,561 19% 299,861 349,866 -14% Cash capital expenditures from assets held for sale 16,918 19,720 -14% 50,619 59,475 -15% Cash capital expenditures from discontinued operations 7,823 34,596 -77% 20,716 69,072 -70% Total Company cash capital expenditures 140,509 151,877 -7% 371,196 478,413 -22% Balance Sheet Data Cash and investments $ 297,542 $ 418,075 -29% Total assets 10,385,131 6,519,811 59% Net plant (continuing operations) 4,537,291 3,255,120 39% Assets held for sale 1,093,939 1,129,055 -3% Assets of discontinued operations 743,238 638,891 16% Long-term debt (continuing operations) 6,243,591 2,925,680 113% Equity 1,986,136 1,849,104 7% Shares of common stock outstanding 280,036 261,820 7% Weighted average shares outstanding 285,615 260,309 10% 271,346 260,046 4% Per-Share Data (4) Available to common shareholders from continuing operations $ 0.12 $ (0.01) 1300% $ 0.14 $ 0.01 1300% Available to common shareholders per common share (0.01) 0.01 -200% 0.02 0.05 -60% EBITDA per share from continuing operations 0.88 0.53 66% 2.29 1.51 52% EBITDA per share from discontinued operations 0.07 0.06 17% 0.15 0.13 15% Total Company EBITDA per share 0.95 0.59 61% 2.44 1.64 49% Book value per share 7.32 7.11 3% Other Financial Data Long-term debt to long-term debt and equity 76% 61% Common equity market capitalization (in billions) $ 2.63 $ 3.50 Equity market capitalization (in billions) $ 2.81 $ 3.72 Market capitalization (in billions) (5) $ 9.05 $ 6.65 (1) Includes ours Incumbent Local Exchange Carrier (ILEC), Electric Lightwave, Inc. (ELI), (our Competitive Local Exchange Carrier) and our natural gas and electric businesses. The natural gas and electric businesses are presented in continuing operations in the selected income statement data and as assets held for sale in the balance sheet data. We are reporting our water and wastewater businesses as discontinued operations. Prior year has been restated to conform to current presentation. Continuing operations reflect the elimination of intercompany transactions (see segment footnote in the SEC Form 10-Q). (2) Includes $12,222 of minority interest for the nine months ended 9/30/2000. (3) EBITDA is operating income plus depreciation and amortization. (4) Calculated based on weighted average shares outstanding. (5) Equity market capitalization plus long-term debt. Citizens Communications Company Financial and Operating Data by Service For the quarter ended For the nine months ended September 30, September 30, -------------------------- ---------------------------- % % (Dollars in thousands, except operating data) 2001 2000 Change 2001 2000 Change ----------------------------------- ------------------------------------- ILEC Select Income Statement Data Revenue Network access services $ 189,034 $ 114,725 65% $ 461,549 $ 330,018 40% Local network services 194,398 83,633 132% 390,802 231,557 69% Long distance and data services 71,860 26,422 172% 135,144 75,404 79% Directory services 25,253 9,376 169% 46,942 27,299 72% Other 26,657 12,611 111% 48,898 36,197 35% Total revenue 507,202 246,767 106% 1,083,335 700,475 55% Network access expense 45,846 16,723 174% 80,994 51,372 58% Depreciation and amortization 173,014 65,857 163% 347,703 195,628 78% Other operating expenses 205,619 106,542 93% 436,014 312,883 39% Restructuring expenses (1) 13,002 - 100% 13,002 - 100% Acquisition assimilation expense (2) 5,119 12,539 -59% 17,665 24,130 -27% Total expense 442,600 201,661 119% 895,378 584,013 53% Operating income 64,602 45,106 43% 187,957 116,462 61% EBITDA and Capital Expenditure Data EBITDA (3) $ 237,616 $ 110,963 114% $ 535,660 $ 312,090 72% EBITDA margin (4) 47% 45% 4% 49% 45% 9% EBITDA before restructuring and acquisition assimilation expenses 255,737 123,502 107% 566,327 336,220 68% EBITDA margin before acquisition assimilation expenses 50% 50% 0% 52% 48% 8% Cash capital expenditures 107,166 76,912 39% 255,955 259,002 -1% Balance Sheet Data Total assets $7,067,649 $3,038,634 133% Net plant 3,626,720 2,339,053 55% Operating Data Access Lines: (4) Embedded properties excluding acquisitions 1,261,406 1,223,876 3% Acquired properties 1,229,058 - 100% Total Access lines 2,490,464 1,223,876 103% Switched access minutes of use (in millions)(5) Excluding acquisitions 1,676 1,454 15% 5,037 4,157 21% Acquisitions 1,426 - 100% 1,817 - 100% Total MOU 3,102 1,454 113% 6,854 4,157 65% Employees 7,759 4,193 85% (1) Represents expenses associated with our plan to close our operations support center in Plano, Texas by April 2002. (2) Represents expenses associated with the completed and pending acquisitions. (3) EBITDA is operating income plus depreciation and amortization. (4) EBITDA divided by total revenue. (5) Acquisitions represent minutes of use from entities acquired after September 30, 2000. Citizens Communications Company Financial and Operating Data by Service For the quarter ended For the nine months ended September 30, September 30, ------------------------------ ------------------------------- % % (Dollars in thousands, except operating data) 2001 2000 Change 2001 2000 Change -------------------------------------- ----------------------------------- Electric Lightwave, Inc. Select Income Statement Data Revenue Network services $ 26,077 $ 21,627 21% $ 77,966 $ 54,804 42% Local telephone services 14,450 25,187 -43% 58,114 75,412 -23% Long distance services 3,131 3,728 -16% 9,314 12,590 -26% Data services 9,672 13,068 -26% 30,927 38,202 -19% Total revenue 53,330 63,610 -16% 176,321 181,008 -3% Network access expense 17,232 17,821 -3% 51,014 56,811 -10% Gross margin 36,098 45,789 -21% 125,307 124,197 1% Depreciation and amortization 19,919 16,306 22% 58,647 43,782 34% Other operating expenses 38,221 41,013 -7% 120,073 127,521 -6% Total expense 75,372 75,140 0% 229,734 228,114 1% Operating loss (22,042) (11,530) -91% (53,413) (47,106) -13% EBITDA and Capital Expenditure Data EBITDA (1) $ (2,123) $ 4,776 -144% $ 5,234 $ (3,324) 257% Cash capital expenditures (2) 8,602 20,649 -58% 43,906 90,864 -52% Balance Sheet Data Total assets $ 923,476 $ 906,280 2% Gross plant 1,029,724 962,454 7% Operating Data Access Line Equivalents 172,372 203,911 -15% Route miles 6,737 5,921 14% Fiber miles 353,785 297,208 19% Customers 2,245 2,915 -23% Buildings connected 860 850 1% Employees 928 1,156 -20% Revenue per employee $ 57,468 $ 55,026 4% $ 190,001 $ 156,581 21% Reciprocal compensation received (in thousands) $ 2,697 $ 9,202 -71% $ 18,422 $ 29,228 -37% (1) EBITDA is operating income plus depreciation and amortization. (2) Excludes capitalized leases. Citizens Communications Company Financial and Operating Data by Service For the quarter ended For the nine months ended September 30, September 30, --------------------------- ------------------------------ % % (Dollars in thousands, except operating data) 2001 2000 Change 2001 2000 Change ----------------------------------- -------------------------------------- Gas Sector (1) Select Income Statement Data Revenue Residential distribution $ 11,069 $ 28,112 -61% $ 175,858 $ 117,534 50% Commercial distribution 19,718 26,897 -27% 113,272 94,080 20% Industrial distribution 6,193 19,336 -68% 60,240 44,038 37% Total distribution 36,980 74,345 -50% 349,370 255,652 37% Other 737 5,987 -88% 11,017 15,101 -27% Total revenue 37,717 80,332 -53% 360,387 270,753 33% Gas purchased 24,988 48,182 -48% 252,065 148,238 70% Gross margin 12,729 32,150 -60% 108,322 122,515 -12% Depreciation and amortization (2) 152 6,707 -98% 457 19,076 -98% Other operating expenses 8,860 24,233 -63% 65,652 79,279 -17% Total expense 34,000 79,122 -57% 318,174 246,593 29% Operating income 3,717 1,210 207% 42,213 24,160 75% EBITDA and Capital Expenditure Data EBITDA (3) $ 3,869 $ 7,917 -51% $ 42,670 $ 43,236 -1% Cash capital expenditures 8,035 12,305 -35% 26,189 36,043 -27% Balance Sheet Data Assets held for sale $ 441,089 $ 598,048 -26% Net plant 354,313 514,908 -31% Operating Data Customers 200,062 467,870 -57% Employees 533 989 -46% Customers per employee 375 473 -21% Gross margin (net revenue) per employee $ 23,882 $ 32,508 -27% $ 203,231 $ 123,878 64% Billion Cubic Feet of gas throughput (BCF) 3.1 13.2 -77% 40.7 50.9 -20% (1) Our Louisiana Gas operations were disposed of by sale on July 2, 2001. The sale of this operation affects comparability of data presented. (2) Our gas operations are reported as "held for sale". Accordingly, we ceased to record depreciation expense effective October 1, 2000. (3) EBITDA is operating income plus depreciation and amortization. Citizens Communications Company Financial and Operating Data by Service For the quarter ended For the nine months ended September 30, September 30, --------------------------- -------------------------------- % % (Dollars in thousands, except operating data) 2001 2000 Change 2001 2000 Change ----------------------------------- --------------------------------------- Electric Sector Select Income Statement Data Revenue Residential distribution $ 28,291 $ 28,227 0% $ 74,355 $ 74,276 0% Commercial distribution 18,691 18,666 0% 50,125 50,233 0% Industrial distribution 12,668 13,168 -4% 37,942 36,841 3% Total distribution 59,650 60,061 -1% 162,422 161,350 1% Other 4,303 2,709 59% 11,692 8,529 37% Total revenue 63,953 62,770 2% 174,114 169,879 2% Electric energy and fuel oil purchased 36,149 32,540 11% 95,804 84,514 13% Gross margin 27,804 30,230 -8% 78,310 85,365 -8% Depreciation and amortization (1) 335 6,729 -95% 6,135 19,806 -69% Other operating expenses 15,821 15,816 0% 43,568 44,486 -2% Total expense 52,305 55,085 -5% 145,507 148,806 -2% Operating income 11,648 7,685 52% 28,607 21,073 36% EBITDA and Capital Expenditure Data EBITDA (2) $ 11,983 $ 14,414 -17% $ 34,742 $ 40,879 -15% Cash capital expenditures 8,883 7,415 20% 24,430 23,432 4% Balance Sheet Data Assets held for sale $ 652,850 $ 531,007 23% Net plant 440,143 417,561 5% Operating Data Customers 132,129 123,572 7% Employees 340 335 1% Customers per employee 389 369 5% Gross margin (net revenue) per employee $ 81,776 $ 90,239 -9% $ 230,324 $ 254,821 -10% Megawatt hours sold 582,441 578,505 1% 1,520,245 1,476,974 3% Megawatt hours generated 104,755 92,865 13% 315,770 296,154 7% Megawatt hours purchased 530,605 527,151 1% 1,334,788 1,327,966 1% (1) Our electric operations are reported as "held for sale". Accordingly, we ceased to record depreciation expense effective January 1, 2001. (2) EBITDA is operating income plus depreciation and amortization. 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. CITIZENS COMMUNICATIONS COMPANY ------------------------------- (Registrant) By: /s/ Robert J. Larson ------------------------------------------- Robert J. Larson Vice President and Chief Accounting Officer Date: November 13, 2001