8-K 1 ntelos_8-k.txt FORM 8-K ================================================================================ 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): July 1, 2003 NTELOS INC. (Exact Name of Registrant as Specified in Charter) Virginia 0-16751 54-1443350 (State of Incorporation) (Commission File Number) (IRS Employer P. O. Box 1990 Waynesboro, Virginia 22980 (Address of principal executive offices) (540) 946-3500 (Registrant's telephone number, including area code) ================================================================================ Item 5. Other Events and Regulation FD Disclosure As previously reported, on March 4, 2003, NTELOS Inc. and certain of its subsidiaries filed voluntary petitions to reorganize under Chapter 11 of title 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia (the "Bankruptcy Court")(Case No. 03-32094). The company announced that, on July 1, 2003, the Bankruptcy Court approved the Disclosure Statement, which provides details regarding the company's Joint Plan of Reorganization. The Bankruptcy Court's approval of the Disclosure Statement, dated July 1, 2003, allows the company to commence soliciting votes for confirmation of its Joint Plan of Reorganization. The Disclosure Statement and ballots are expected to be mailed on or about July 7, 2003, with a deadline for returning completed ballots of August 1, 2003. The Court's confirmation hearing is expected to be held on August 11, 2003. The Joint Plan of Reorganization is subject to, among other things, a vote of the various classes of constituents, confirmation by the Bankruptcy Court, the new investment by certain of the company's senior noteholders and access to an exit financing credit facility, as described in Disclosure Statement. Persons who are entitled to vote on the Joint Plan of Reorganization should obtain and read the Bankruptcy Court approved Disclosure Statement prior to voting to accept or reject the Joint Plan of Reorganization. The full text of the Disclosure Statement and the Joint Plan of Reorganization, each dated as of July 1, 2003, are available on the company's website at www.ntelos.com. A copy of the company's press release is attached hereto as Exhibit 99.1 and is incorporated in its entirety herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press release dated July 2, 2003 announcing that the Bankruptcy Court has approved the Disclosure Statement in connection with the Joint Plan of Reorganization SIGNATURES 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 hereunto duly authorized. NTELOS INC. (Registrant) By: /s/ Michael B. Moneymaker ----------------------------------------- Michael B. Moneymaker Executive Vice President and Chief Financial Officer, Treasurer and Secretary Date: July 2, 2003

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): June 24, 2003

NTELOS Inc.

(Exact Name of Registrant as Specified in Charter)

Virginia		0-16751		54-1443350
(State of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

P. O. Box 1990

Waynesboro, Virginia 22980

(Address of principal executive offices)

(540) 946-3500

(Registrant’s telephone number, including area code)

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

EXHIBIT		DESCRIPTION
99.1		Monthly operating report for the period commencing May 1, 2003 and ending May 31, 2003

ITEM 9. REGULATION FD DISCLOSURE.

As previously reported, on March 4, 2003, NTELOS Inc. (the “Company”) and certain of its subsidiaries filed voluntary petitions to reorganize under Chapter 11 of title 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia (the “Bankruptcy Court”)(Case No. 03-32094). On June 24, 2003, the Company filed its monthly operating report for the period commencing May 1, 2003 and ending May 31, 2003 (the “Operating Report”) with the Bankruptcy Court, a copy of which is attached hereto as Exhibit 99.1.*

THE OPERATING REPORT CONTAINS INFORMATION THAT HAS NOT BEEN AUDITED OR REVIEWED BY INDEPENDENT ACCOUNTANTS, HAS NOT BEEN PRESENTED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, AND MAY BE SUBJECT TO FUTURE RECONCILIATION AND ADJUSTMENTS.

The Company cautions readers not to place undue reliance upon the information contained in the Operating Report, which contains unaudited information, and is in a format prescribed by the applicable bankruptcy laws. There can be no assurance that the Operating Report is complete. The Operating Report also contains information for a period which is shorter than those contained in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended. The information contained in the Operating Report might not be indicative of the Company’s financial condition or operating results for the period that would be reflected in the Company’s financial statements. Results set forth in the Operating Report should not be viewed as indicative of future results. The Company also cautions readers to read the Cautionary Statement contained as part of the Operating Report.

* Certain attachments to the Operating Report are not included as part of Exhibit 99.1, but are available at the office of the U.S. Trustee and the Bankruptcy Court. In addition, the Company undertakes to furnish a copy of any such omitted attachment to the Securities and Exchange Commission upon its request.

SIGNATURES

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 hereunto duly authorized.

NTELOS INC. (Registrant) By: /s/ MICHAEL B. MONEYMAKER Michael B. Moneymaker Executive Vice President and Chief Financial Officer, Treasurer and Secretary

Date: June 25, 2003

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