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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: July 29, 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 (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
1095 Avenue of the Americas,
New York, New York 10036
(Address of principal executive offices) (Zip Code)
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. 12. Disclosure of Results of Operations and Financial Condition
Attached as an exhibit hereto is a press release and financial tables dated July
29, 2003 issued by Verizon Communications Inc. and included in its Investor
Relations Bulletin. The information contained in this report, including the
exhibit attached hereto, is also intended to be furnished under Item 9
"Regulation FD Disclosure" and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934.
Non-GAAP Measures
Verizon's press release and financial tables include non-GAAP financial
information. The consolidated statements of income before special items
eliminates special items and non-recurring items of revenues, expenses, gains
and losses primarily as a result of their non-operational and/or non-recurring
nature. Management believes this presentation assists readers in better
understanding our results of operations and trends from period to period,
consistent with how management evaluates Verizon's consolidated and segment
results of operations for a variety of internal measures including strategic
business planning, capital allocation and compensation. Furthermore, while some
of these items have been periodically reported in Verizon's consolidated results
of operations, including significant severance and impairment charges, their
occurrence in future periods is dependent upon future business and economic
factors, among other evaluation criteria, and may frequently be beyond the
control of management. As a result of these factors, management also provides
this information externally, along with a complete reconciliation to their
comparable GAAP amounts so readers have access to the detail and general nature
of adjustments made to GAAP results.
Management believes that adjusted operating income before depreciation and
amortization margin, free cash flow, net debt and wireless cash expense per
subscriber per month, non-GAAP financial measures, are useful in evaluating
financial performance. Margins, free cash flow and net debt are also commonly
used by readers of financial information in assessing performance. Cash expense
per subscriber is a non-GAAP measure used internally to evaluate expense
efficiency.
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: July 29, 2003 /s/ David H. Benson
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David H. Benson
Senior Vice President and Controller
EXHIBIT INDEX
Exhibit
Number Description
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99 Press release and financial tables, dated July 29, 2003, issued
by Verizon Communications Inc. and contained in its Investor
Relations Bulletin.