8-KOther Events

VERIZON COMMUNICATIONS INC 8-K Report, Corporate Update (Jul 3, 2006)

Filed July 3, 2006For Securities:VZ

Summary

Verizon Communications Inc. (VZ) filed an 8-K on July 3, 2006, to announce a significant strategic divestiture and provide updated financial information. The company has entered into definitive agreements to sell its interests in its Caribbean and Latin American operations to América Móvil and a joint venture involving Telmex and América Móvil. These operations, including Puerto Rico Telephone and Verizon Dominicana, will be presented as discontinued operations starting in the second quarter of 2006. This filing also makes available unaudited historical consolidated financial information for the past five quarters, restated to reflect the discontinued operations presentation. Additionally, investors are provided with unaudited pro forma financial information for the past five quarters and the full year 2005, which incorporates the merger with MCI. This pro forma data is for illustrative purposes and does not account for potential cost savings or integration costs associated with the MCI merger, nor does it guarantee future results.

Key Highlights

  • 1Verizon is selling its Caribbean and Latin American operations (Puerto Rico Telephone and Verizon Dominicana) to América Móvil and a Telmex/América Móvil joint venture.
  • 2These divested operations will be classified as 'discontinued operations' beginning in the second quarter of 2006.
  • 3The company is providing restated historical financial information for the last five quarters to reflect the discontinued operations presentation.
  • 4Unaudited pro forma financial information reflecting the merger with MCI is being made available for the last five quarters and the year ended December 31, 2005.
  • 5The pro forma financial information is for illustrative purposes and does not include potential cost savings or integration costs from the MCI merger.
  • 6The pro forma data does not guarantee actual results or future performance.
  • 7The filing aims to provide investors with a clearer view of ongoing operations and the impact of the MCI merger separately.

Frequently Asked Questions

The primary event reported is Verizon's entry into definitive agreements to sell its interests in its Caribbean and Latin American operations. These operations will be classified as discontinued operations starting from the second quarter of 2006.

The assets are being sold to América Móvil, S.A. de C.V., and a company owned jointly by Teléfonos de Mexico, S.A. de C.V. (Telmex) and América Móvil.

Verizon is providing restated historical financials to reflect the classification of its Caribbean and Latin American operations as discontinued operations. The pro forma financials are to illustrate the impact of the merger with MCI, offering investors a clearer view of the combined entity's potential financial position, albeit with caveats.

The unaudited pro forma financial information is presented for illustrative purposes only. It does not reflect the realization of potential cost savings, integration costs, or other effects that could result from the MCI merger. It is not intended to be indicative of actual results that would have been obtained nor a projection of future results.