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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: December 9, 2003
(Date of earliest event reported)
VERIZON COMMUNICATIONS INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8606 23-2259884
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)
incorporation)
1095 Avenue of the Americas,
New York, New York 10036
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (212) 395-2121
Not applicable
(Former name or former address, if changed since last report)
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Item 9. Regulation FD Disclosure.
Below is a press release issued by Verizon Communications Inc.
NEWS RELEASE
(VERIZON LOGO)
FOR IMMEDIATE RELEASE MEDIA CONTACTS:
DEC. 9, 2003 PETER THONIS
212-395-2355
peter.thonis@verizon.com
BOB VARETTONI
212-395-7726
robert.a.varettoni@verizon.com
VERIZON ANNOUNCES ESTIMATED CHARGES
AND ONGOING SAVINGS FROM VOLUNTARY SEPARATION PLAN
NEW YORK -- Verizon Communications Inc. (NYSE:VZ) today estimated that
it expects to record an after-tax fourth-quarter charge of approximately $2.8
billion, or 99 cents in fully diluted earnings per share, associated with a
voluntary separation plan under which 21,260 employees left the payroll this
quarter.
Approximately $1.1 billion of this charge involves cash severance
payments and related costs associated with the voluntary separation program. The
remainder represents Verizon's pension and post-retirement benefits costs.
In addition, the company expects to record a charge related to pension
settlements of $0.7 billion to $0.9 billion, after taxes, mostly in the first
quarter of 2004. This charge primarily represents the immediate recognition of
deferred pension-plan investment results and is required
Verizon News Release, page 2
when pension payments become significant. Most volunteers have elected to
receive lump-sum pension payments in the first quarter. Charges are recorded in
the quarter the payments are made.
ONGOING EXPENSES REDUCED
"Through this voluntary program, we have swiftly and aggressively
reduced ongoing expenses," said Verizon Chief Financial Officer Doreen Toben.
"By capturing the productivity gains created by process improvements, we will
achieve about $1 billion in annual pre-tax cash savings from this program, which
takes costs out of areas of the business that are burdened by harmful regulatory
policies.
"Meanwhile, we continue to speed our business transformation by
focusing on growth areas in wireline and wireless. We are also creating more
certainty for investors by accelerating expense reductions."
The pension-related charges will not affect required 2004 pension trust
contributions, which Verizon announced earlier this year would total
approximately $125 million.
A Fortune 10 company, Verizon Communications (NYSE:VZ) is one of the
world's leading providers of communications services, with approximately $67
billion in revenues. Verizon companies are the largest providers of wireline and
wireless communications in the United States, with more than 139 million access
line equivalents and 36 million Verizon Wireless customers. Verizon is the third
largest long-distance carrier for U.S. consumers, with nearly 16 million
long-distance lines. The company is also the largest directory publisher in the
world, as measured by directory titles and circulation. Verizon's international
presence includes wireline and wireless communications operations and
investments, primarily in the Americas and Europe. For more information, visit
www.verizon.com.
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Verizon News Release, page 3
VERIZON'S ONLINE NEWS CENTER: Verizon news releases, executive speeches and
biographies, media contacts and other information are available at Verizon's
News Center on the World Wide Web at www.verizon.com/news. To receive news
releases by e-mail, visit the News Center and register for customized automatic
delivery of Verizon news releases.
NOTE: This press release contains statements about expected future events and
financial results that are forward-looking and subject to risks and
uncertainties. For those statements, we claim the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995. The following important factors could affect future results
and could cause those results to differ materially from those expressed in the
forward-looking statements: the duration and extent of the current economic
downturn; materially adverse changes in economic and industry conditions and
labor matters, including workforce levels and labor negotiations, and any
resulting financial and/or operational impact, in the markets served by us or by
companies in which we have substantial investments; material changes in
available technology; technology substitution; an adverse change in the ratings
afforded our debt securities by nationally accredited ratings organizations; the
final results of federal and state regulatory proceedings concerning our
provision of retail and wholesale services and judicial review of those results;
the effects of competition in our markets; our ability to satisfy regulatory
merger conditions; the ability of Verizon Wireless to continue to obtain
sufficient spectrum resources; our ability to recover insurance proceeds
relating to equipment losses and other adverse financial impacts resulting from
the terrorist attacks on Sept. 11, 2001; and changes in our accounting
assumptions that regulatory agencies, including the SEC, may require or that
result from changes in the accounting rules or their application, which could
result in an impact on earnings.
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.
Verizon Communications Inc.
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(Registrant)
Date: December 9, 2003 /s/ David H. Benson
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David H. Benson
Senior Vice President and Controller