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 February 5, 2009
(Date of Earliest Event Reported)
CINCINNATI BELL INC.
(Exact name of registrant as specified in its charter)
Commission File No. 1-8519
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Ohio
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31-1056105 |
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(State of Incorporation)
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(I.R.S. Employer
Identification No.) |
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221 East Fourth Street, Cincinnati, Ohio
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45202 |
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(Address of principal
executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (513) 397-9900
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 8.01. Other Events
On February 5, 2009, Cincinnati Bell Inc. (CBI) announced that its Board of Directors
approved at its January 30, 2009 meeting a series of changes to its management pension plan and
retiree healthcare plan with the goals of reducing its cost structure and improving the Companys
competitive position in the marketplace. The changes include the following:
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Freezing pay-related pension credits under its defined benefit pension plan,
effective March 28, 2009, for currently employed managers and non-union
employees who, as of January 1, 2009, were accruing benefits under such plan
and who were (a) under the age of 50 and (b) were not eligible for the
Companys 2007 early retirement option; |
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Allowing currently employed managers and non-union employees who, as of
January 1, 2009, (a) were age 50 or older or (b) did not accept the Companys
2007 early retirement option, to continue to earn pension credits through
December 31, 2018, at which date all future pay-related pension credits will automatically
cease; |
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Terminating Company provided retiree healthcare benefits generally on
December 31, 2018; |
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Freezing Company contributions toward the cost of retiree healthcare
benefits at 2009 levels. In most cases, increased retiree healthcare costs
will be borne by the retirees; and |
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Modifying, in some cases, eligibility requirements for receipt of retiree
healthcare benefits. |
As
a result of the foregoing changes, the Company expects savings of approximately $140
million over the next 10 years.
Safe Harbor Note
Certain of the statements and predictions contained in this release constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act. In particular,
statements, projections or estimates that include or reference the words believes, anticipates,
plans, intends, expects, will, or any similar expression fall within the safe harbor for
forward-looking statements contained in the Reform Act. Actual results or outcomes may differ
materially from those indicated or suggested by any such forward-looking statement for a variety of
reasons, including, but not limited to: Cincinnati Bells ability to maintain its market position
in communications services, including wireless, wireline and internet services; general economic
trends affecting the purchase or supply of telecommunication services; world and national events
that may affect the ability to provide services; uncertainty in U.S. and world securities markets
that could result in increased costs for the Company and limit its financing alternatives; changes
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in the regulatory environment; any rulings, orders or decrees that may be issued by any court or
arbitrator; restrictions imposed under various credit facilities and debt instruments; work
stoppages caused by labor disputes; and Cincinnati Bells ability to develop and launch new
products and services. More information on potential risks and uncertainties is available in
recent filings with the Securities and Exchange Commission, including Cincinnati Bells Form 10-K
report, Form 10-Q reports and Form 8-K reports. The forward-looking statements included in this
report represent company estimates as of Feb. 5, 2009. Cincinnati Bell anticipates that
subsequent events and developments will cause its estimates to change.
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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.
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CINCINNATI BELL INC. |
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By:
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/s/ Christopher J. Wilson |
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Christopher J. Wilson |
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Vice President, General Counsel and Secretary |
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Date: February 5, 2009 |
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