UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 0-15279
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
GENERAL COMMUNICATION, INC.
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
1
INDEX
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
FORM 11-K
FOR THE YEAR ENDED DECEMBER 31, 2001
Page No.
--------
Independent Auditors' Report dated May 31, 2002..........................................................3
Statements of Net Assets Available for Plan Benefits at December 31, 2001 and 2000.......................4
Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended
December 31, 2001 and 2000............................................................................5
Notes to Financial Statements............................................................................6
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) .........................................14
Schedule H, Line 4j - Schedule of Reportable Transactions ..............................................15
Consent of Independent Auditors.........................................................................16
Signature...............................................................................................17
2
INDEPENDENT AUDITORS' REPORT
The Plan Trustees
General Communication, Inc. Qualified
Employee Stock Purchase Plan
We have audited the accompanying statements of net assets available for plan
benefits of General Communication, Inc. Qualified Employee Stock Purchase Plan
as of December 31, 2001 and 2000, and the related statements of changes in net
assets available for plan benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of General
Communication, Inc. Qualified Employee Stock Purchase Plan as of December 31,
2001 and 2000, and the changes in those net assets available for plan benefits
for the years then ended, in conformity with accounting principles generally
accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
at end of year and reportable transactions are presented for the purpose of
additional analysis and are not a required part of the basic financial
statements but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/
KPMG LLP
Anchorage, Alaska
May 31, 2002
3
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Statements of Net Assets Available for Plan Benefits
December 31, 2001 and 2000
2001 2000
-------------- --------------
Cash and cash equivalents $ 8 150
-------------- --------------
Investments, at fair value:
Nonparticipant directed:
Common stock 20,384,336 15,522,232
-------------- --------------
Participant directed:
Common stocks 19,308,839 14,617,456
Mutual funds 4,303,188 3,908,513
Common/collective trust 547,656 228,069
-------------- --------------
24,159,683 18,754,038
Participant loans 843,557 536,638
-------------- --------------
Total investments, at fair value 45,387,576 34,812,908
-------------- --------------
Contributions receivable:
Employee 150,773 118,475
Employer 129,199 657,957
-------------- --------------
279,972 776,432
Investment income receivable 5,935 1,517
Accrued excess employee contributions (47,942) ---
-------------- --------------
Net assets available for plan benefits $ 45,625,549 35,591,007
============== ==============
See accompanying notes to financial statements.
4
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Statements of Changes in Net Assets Available for Plan Benefits
Years Ended December 31, 2001 and 2000
2001 2000
---------------- ----------------
Contributions:
Employee $ 3,883,166 3,522,784
Employer 3,321,168 2,783,038
---------------- ----------------
7,204,334 6,305,822
---------------- ----------------
Investment income:
Net appreciation in fair value of investments 5,364,369 8,567,768
Dividend income 164,731 383,306
Interest income 67,601 56,013
---------------- ----------------
5,596,701 9,007,087
---------------- ----------------
Increase in net assets available for plan benefits 12,801,035 15,312,909
Employee withdrawals 2,766,493 1,734,467
---------------- ----------------
Net increase in net assets available for plan benefits 10,034,542 13,578,442
Net assets available for plan benefits at beginning of period 35,591,007 22,012,565
---------------- ----------------
Net assets available for plan benefits at end of period $ 45,625,549 35,591,007
================ ================
See accompanying notes to financial statements.
5
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
(1) Description of Plan
The following description of the General Communication, Inc. Qualified
Employee Stock Purchase Plan ("Plan") provides general information
only. Participants should refer to the Plan document for a more
complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering employees of
General Communication, Inc. ("GCI") and affiliated companies
(collectively, the "Company") who have completed one year of
service, as defined in the Plan document. Affiliated companies
include GCI, Inc., GCI, Inc.'s wholly-owned subsidiary GCI Holdings,
Inc., GCI Holdings, Inc.'s wholly-owned subsidiaries GCI
Communication Corp., GCI Cable, Inc., and GCI Transport Co., Inc.,
GCI Holdings, Inc.'s 85% controlling interest in GCI Fiber
Communication Co., Inc., GCI Communication Corp.'s wholly-owned
subsidiary Potter View Development Co., Inc., GCI Cable, Inc.'s
wholly-owned subsidiary GCI American Cablesystems, Inc., GCI
American Cablesystems, Inc.'s wholly-owned subsidiary GCI
Cablesystems of Alaska, Inc., GCI Transport Co., Inc.'s wholly-owned
subsidiaries GCI Satellite Co., Inc., GCI Fiber Co., Inc. and Fiber
Hold Co., Inc. and GCI Fiber Co., Inc.'s and Fiber Hold Co., Inc.'s
wholly-owned partnership Alaska United Fiber System Partnership.
Contributions
The Plan provides for a qualified cash or deferred arrangement as
defined in Section 401(k) of the Internal Revenue Code of 1986
("Code"). A participant may elect the following methods to make
employee contributions:
(1) Salary Reduction Contributions which will not be included in
the participant's current earnings for federal income tax
purposes but rather are taxable upon distribution, or
(2) Non-qualified Voluntary Contributions ("after-tax
contributions") which will be included in the participant's
current earnings for federal income tax purposes and are not
taxable upon distribution.
Eligible employees of the Company may elect to reduce their
compensation in any amount up to 10% of such compensation subject to
a maximum of $10,500 in 2001 and 2000; they may contribute up to 10%
of their compensation with after-tax dollars; or they may elect a
combination of salary reduction and after-tax contributions. The
Company may match employee salary reduction and after-tax
contributions in any amount determined by the Company's Board of
Directors each year, but not more than 10% of any one employee's
compensation will be matched in any pay period. All matching
contributions are invested in GCI Class A or Class B common stock
(see footnote 9). The combination of salary reduction, after-tax,
forfeited and matching contributions cannot exceed the lesser of 25%
of any employee's compensation (determined after salary reduction)
for any year, or $35,000. Compensation considered for all Plan
purposes is subject to a compensation ceiling of $170,000 in 2001
and 2000.
Employee contributions invested in GCI Class A and Class B common
stock may receive up to 100% matching, as determined each year by
the Company's Board of Directors, in GCI Class A and Class B common
stock. Employee contributions invested in other than GCI Class A and
Class B common stock may receive up to 50% matching, as determined
each year by the Company's Board of Directors, in GCI Class A and
Class B common stock (see footnote 9).
Matching amounts contributed to the Plan by the Company are not
taxed to the employee until distribution upon retirement, hardship,
disability, death or termination of employment. Plan
6 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
earnings are taxable to the employee either upon distribution or, in
the case of GCI common stock distributions, upon eventual
disposition of the stock.
Participant Accounts
Each participant account is credited with the participant's
contributions, employer matching contributions and allocations of
Plan earnings. Plan earnings are allocated quarterly. Earnings of
assets other than GCI Class A and Class B common stock are allocated
based on the participant's weighted average account balance
(excluding GCI common stock) as a proportion of total weighted
average account balances (excluding GCI common stock) during the
calendar quarter. Earnings on GCI common stock are allocated to the
accounts holding such common stock, based upon the number of shares
held by each participant account at the end of the calendar quarter.
Vesting
A participant's interest in his or her Salary Reduction
Contributions and Non-qualified Voluntary Contributions is always
fully vested and is not subject to forfeiture.
The participant's interest in the Company matched portion of their
account ("Matching Account") is vested based upon years of service
with the Company (as defined in the Plan document), in accordance
with the following schedule:
Years of Service Vested Percentage
------------------------- ------------------
Less than 1 0%
1 or more but less than 2 20%
2 or more but less than 3 30%
3 or more but less than 4 45%
4 or more but less than 5 60%
5 or more but less than 6 80%
6 or more 100%
Any portion of a participant's account which is forfeitable shall be
forfeited on the earlier of the date a terminated participant
receives a distribution or the date on which the participant
experiences five consecutive one-year breaks in service (as defined
in the Plan document).
A participant's interest in their Matching Account fully vests
without regard to the number of years of service when the
participant, while still employed: (i) attains Normal Retirement Age
(as defined in the Plan document) and retires under the terms of the
Plan; (ii) dies, or (iii) becomes totally and permanently disabled.
A participant's interest in their Matching Account fully vests upon
the termination or partial termination of the Plan or upon complete
discontinuance of Company contributions.
If a participant terminates participation for any reason other than
attainment of Normal Retirement Age and retirement, death or
disability while any portion of his or her account in the Plan is
forfeitable, and receives a distribution of his or her vested
account balance attributable to Company matching contributions not
later than the close of the second Plan year following the Plan year
in which participation terminated, then upon becoming an eligible
employee, the participating employee will have the right to repay
the distribution to the Plan in accordance with Plan provisions. The
shares of that participating employee's account previously forfeited
will be restored.
Forfeitures
If a participating employee terminates participation for any reason
other than attainment of Normal Retirement Age and retirement, death
or disability, that portion of his or her account
7 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
attributable to Company matching contributions which has not vested
will be forfeited. All amounts so forfeited will be used to reduce
future Company matching contributions. At December 31, 2001 and
2000, $295,533 and $109,842, respectively, had been forfeited but
had not yet been used to reduce the Company's match.
Participant Loans
Participants may borrow from their accounts a minimum of $1,000 up
to a maximum equal to the lesser of $50,000 or 50% of the portion of
their account balance comprised of participant contributions and
earnings upon such contributions. Loan transactions are treated as a
transfer to (from) the appropriate investment fund from (to) the
participant's loan. Loan terms range from 1-5 years. Loans are
secured by the vested balance in the participant's account and earn
interest at a fixed rate calculated at the loan date. The fixed rate
is calculated using the prime rate reported in the Wall Street
Journal at the loan date plus 2%. Principal and interest is paid
ratably through semi-monthly payroll deductions.
(2) Summary of Significant Accounting Policies
The Plan financial statements are based on the accrual method of
accounting in accordance with generally accepted accounting principles.
Plan investments are stated at fair value.
In preparing the financial statements, the Plan administrator is
required to make certain estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities as of the date of the financial statements and
additions and deductions to (from) net assets for the period. Actual
results could differ from those estimates and assumptions.
At December 31, 2001 the fair values of GCI Class A common stock,
WorldCom Group common stock, MCI Group common stock, AT&T Corporation
common stock and AT&T Wireless Corporation common stock are based on
the average of the closing bid and ask prices as listed on the National
Association of Securities Dealers Automated Quotation (NASDAQ) National
Market System. GCI Class B common stock is traded on the
Over-the-Counter market. GCI Class B common stock is convertible
share-for-share into GCI Class A common stock and is valued based on
Over-the-Counter activity. Mutual fund investments are carried at fair
value, as determined by individual fund management, based upon quoted
market prices.
The Common/Collective Trust invests primarily in money market
instruments, US Government agency obligations, and investment
contracts. The Plan's ownership in the Common/Collective Trust is
carried at fair value based on the investment's net asset value per
unit. Money market instruments and US Government agency obligations in
the Common/Collective Trust are valued at amortized cost. The
investment contracts in the Common/Collective Trust are carried at
either contract value, which approximates fair value, because certain
contracts are fully benefit responsive, or at contract book value which
approximates amortized cost.
Purchases and sales of securities are recorded on a trade-date basis.
Reclassifications have been made to the 2000 financial statements to
make them comparable with the 2001 presentation.
(3) Administration of Plan Assets
Effective July 1, 2000, Merrill Lynch was selected to be the Plan's
recordkeeper and asset trustee. The Heintzberger Company was
recordkeeper for the Plan and National Bank of Alaska was asset trustee
for the Plan through June 30, 2000. Administrative expenses related to
the Plan of $16,191 and $76,826 for the years ended December 31, 2001
and 2000, respectively, are paid directly by the Company to the
recordkeeper and the asset trustee. The asset trustee charges trade
8 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
fees for all transactions in common stock investments. Trade fees for
mutual fund investments, if any, are described in each fund's
prospectus. Company employees provide administrative support to the
Plan but no employee receives compensation from the Plan.
(4) Amendment or Termination
The Company's Board of Directors has reserved the right to amend or
terminate the Plan. No amendment may reduce the accrued benefits of any
participant or give the Company any interest in the trust assets of the
Plan. In the event of termination of the Plan, a participant with
respect to the Plan becomes fully vested in his or her Matching
Account.
(5) Investments
Investment choices offered to Plan participants were as follows:
Common Stock:
- GCI Class A and Class B common stock.
- WorldCom Group common stock - prior to September 14, 1998 the
Plan allowed participants to invest in MCI Communications Corp.
(MCI) Class A common stock. On September 14, 1998 WorldCom, Inc.
acquired MCI and subsequently converted each share of MCI Class
A common stock into WorldCom common stock.
- MCI Group common stock - after the Nasdaq National Market closed
on June 7, 2001, each share of WorldCom common stock was
converted to one share of WorldCom Group common stock and 1/25
of a share of MCI Group common stock.
- AT&T Corporation common stock - prior to March 15, 1999, the
Plan allowed participants to invest in TCI Group Series A common
stock. On March 15, 1999 AT&T merged with TCI and subsequently
converted each share of TCI Group Series A common stock into
0.7757 share of AT&T Corporation common stock.
- AT&T Wireless Corporation common stock - on July 9, 2001, AT&T
Corporation distributed shares of its unit AT&T Wireless Group
Inc. to AT&T shareholders. Shareholders received 0.3218 share of
AT&T Wireless Corporation common stock for each share of AT&T
Corporation common stock outstanding.
Common/Collective Trust:
- Merrill Lynch Retirement Preservation Trust - a collective trust
seeking to provide preservation of principal, liquidity and
current income that is typically higher than money market
accounts, by investing in a broadly diversified portfolio of
Guaranteed Investment Contracts, U.S. government agency
securities, and high-quality money market securities.
Mutual Funds:
- Alger Large Cap Growth Institutional Portfolio - a mutual fund
seeking long-term capital appreciation through investment in the
equity securities of large companies.
- Mercury Total Return Bond Fund - a mutual fund seeking to
maximize long-term total return through investment in bonds of
varying maturities with a portfolio duration of two to eight
years.
- Oakmark Select Fund - a mutual fund seeking long-term capital
appreciation through investment in a non-diversified portfolio
of common stocks of U.S. companies considered
9 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
priced significantly below anticipated long-term value. The fund
holds a high concentration of assets in a relatively small
number of securities.
- Dreyfus Founders Discovery Fund - a mutual fund seeking capital
appreciation through investment in companies with small market
capitalizations and high growth potential. The fund may invest
up to 30% of its total assets in foreign securities.
- Merrill Lynch Basic Value Fund - a mutual fund seeking primarily
capital appreciation and secondarily income through investment
in securities considered undervalued.
- PIMCO Innovation Fund - a mutual fund seeking capital
appreciation through investment in companies utilizing
innovative technologies to gain a strategic competitive
advantage in their industry, and companies that provide and
service those technologies.
- Van Kampen Aggressive Growth Fund - a mutual fund seeking
capital growth through investments in primarily small and medium
sized companies considered to have above-average potential for
capital growth. The fund may also invest in larger companies
that Fund management believes have an above-average potential
for capital growth.
- Merrill Lynch S&P 500 Index Fund - a mutual fund seeking to
match the performance of the Standard & Poor's 500 Composite
Stock Price Index through investment in similar proportions of
common stocks represented in the S&P 500.
- State Street Research Aurora Fund - a mutual fund seeking a high
total return, primarily capital appreciation, through
investments in small company value-oriented stocks.
- AIM International Equity Fund - a mutual fund seeking long-term
capital growth through investments in a diversified portfolio of
marketable equity securities of foreign companies traded on
recognized foreign securities exchanges or over-the-counter
markets.
- Oppenheimer Quest Balanced Value Fund - a mutual fund seeking
primarily capital growth and secondarily income through
investments in common stock of companies traded on national
exchanges that are considered undervalued, and corporate and
government bonds.
Common stock investment prices follow:
December 31, December 31,
May 31, 2002 2001 2000
-------------- -------------- --------------
GCI Class A $ 9.00 8.53 7.00
GCI Class B 10.50 10.25 7.00
WorldCom Group 2.82 14.06 14.08
MCI Group 1.66 12.70 ---
AT&T Corporation 11.97 18.14 17.25
AT&T Wireless Corporation 8.11 14.37 ---
10 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
Investments which represent 5% or more of the Plan's net assets at
December 31, 2001 and 2000 follow:
2001 2000
-------------- -------------
GCI Class A and Class B common stock:
Participant directed $ 18,656,919 14,046,656
Nonparticipant directed 20,384,336 15,522,232
-------------- -------------
$ 39,041,255 29,568,888
============== =============
The Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) have appreciated
(depreciated) in value as follows:
Years ended December 31,
--------------------------------
2001 2000
-------------- --------------
Common stock $ 5,648,625 9,138,694
Mutual funds (284,256) (570,926)
-------------- --------------
$ 5,364,369 8,567,768
============== ==============
Net appreciation (depreciation) in fair value by participant and
nonparticipant directed investments is as follows:
Years ended December 31,
--------------------------------
2001 2000
-------------- --------------
Participant directed:
Common stock $ 2,407,963 3,248,120
Mutual funds (284,256) (570,926)
-------------- --------------
Total participant directed 2,123,707 2,677,194
Nonparticipant directed common
stock 3,240,662 5,890,574
-------------- --------------
$ 5,364,369 8,567,768
============== ==============
(6) Nonparticipant Directed Investments
The GCI Class A and Class B common stock contributed to the Plan by the
employer or purchased by the Plan with employer matching funds are
nonparticipant directed investments. The following summarizes the
significant components of the changes in net assets of nonparticipant
directed investments:
Years ended December 31,
-------------------------------
2001 2000
-------------- --------------
Changes in net assets:
Contributions $ 3,321,168 2,783,038
Net appreciation 3,123,054 5,305,340
Employee withdrawals (1,582,118) (836,541)
-------------- --------------
$ 4,862,104 7,251,837
============== ==============
11 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
(7) Income Taxes
The Plan is qualified under Section 401(a) of the Code pursuant to
favorable tax determination letters dated December 9, 1987, March 8,
1988, March 13, 1996 and February 23, 2001 obtained from the Internal
Revenue Service. Although the most recent tax determination letter
received by the Plan Sponsor does not reflect certain changes made to
the Plan, the Plan Administrator believes the Plan is currently
designed and is operated in compliance with the applicable requirements
of the Code. The trust established pursuant to the Plan is, therefore,
exempt from taxation under Section 501(a) of the Code.
(8) Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for plan
benefits per the financial statements to the Form 5500:
December 31,
2001 2000
-------------- -------------
Net assets available for plan
benefits per the financial
statements $ 45,625,549 35,591,007
Less accrued participant
withdrawals --- (47,545)
-------------- -------------
Net assets available for plan
benefits per Form 5500 $ 45,625,549 35,543,462
============== =============
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500:
Years Ended December 31,
-------------------------------
2001 2000
-------------- -------------
Benefits paid to participants per
the financial statements $ 2,766,493 1,734,467
Plus accrued participant
withdrawals, current year --- 47,545
Less accrued participant
withdrawals, prior year (47,545) (41,553)
-------------- -------------
Benefits paid to participants
per Form 5500 $ 2,718,948 1,740,459
============== =============
12 (Continued)
GENERAL COMMUNICATION, INC
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Notes to Financial Statements
(9) Subsequent Event
The Plan was amended as of April 30, 2002 allowing certain portions of
all active, inactive and terminated participants' GCI common stock
holdings to be sold and reinvested in other Plan investment choices, at
the participant's election. Effective on April 30, 2002, 25% of each
participant's March 31, 2002 GCI common stock balances were
diversifiable. The remaining GCI common stock balances at March 31,
2002 will become diversifiable in 25% increments on April 30, 2003,
2004 and 2005. Each participant will have the discretion to sell the
transferred shares and reinvest the proceeds in other Plan investments,
or continue to retain the shares of GCI common stock.
13
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2001
(e) Current
(a) (b) Identity of Issue (c) Description of Investment (d) Cost Value
- ------ --------------------------------- ---------------------------------- ------------------ ---------------
Nonparticipant Directed:
Common Stock:
* General Communication, Inc 2,367,804 total shares of Class A
and Class B common stock $ 13,141,896 $ 20,384,336
---------------
Participant Directed:
Common Stocks:
* General Communication, Inc 2,184,622 total shares of Class A
and Class B common stock ** 18,656,919
* WorldCom Group 28,974 shares of common stock
** 407,952
AT&T Corporation 8,183 shares of common stock ** 148,441
AT&T Wireless Corporation 5,527 shares of common stock ** 79,417
MCI Group 1,268 shares of common stock ** 16,110
---------------
19,308,839
---------------
Mutual fund investments:
Alger Large Cap Growth
Institutional Portfolio 2,365 shares ** 29,988
Mercury Total Return Bond Fund 33,246 shares ** 423,548
Oakmark Select Fund 4,870 shares ** 132,308
Dreyfus Founders Discovery Fund 2,197 shares ** 62,616
Merrill Lynch Basic Value Fund 29,249 shares ** 853,775
PIMCO Innovation Fund 2,622 shares ** 59,283
Van Kampen Aggressive Growth Fund 17,620 shares ** 236,106
Merrill Lynch S&P 500 Index Fund 35,998 shares ** 506,846
State Street Research Aurora Fund 31,223 shares ** 1,010,072
AIM International Equity Fund 29,928 shares ** 445,924
Oppenheimer Quest Balanced Value
Fund 33,899 shares ** 542,722
---------------
4,303,188
Participant loans Interest bearing at 7.00% to
11.50% --- 843,557
---------------
Common / Collective Trust:
Merrill Lynch Retirement
Preservation Trust 547,661 units ** 547,656
---------------
Total participant directed 25,003,240
---------------
$ 45,387,576
===============
* Party-in-interest
** Not required for participant directed investments
See accompanying independent auditors' report.
14
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Schedule H, Line 4j - Schedule of Reportable Transactions
Year Ended December 31, 2001
(h) Current
Value of
Asset on
(a) Identity of (b) Description of (c) Purchase (d) Selling (g) Cost of Transaction (i) Net Gain
Party Involved Asset Price Price Asset Date (Loss)
- ------------------- -------------------- -------------- -------------- -------------- -------------- ------------
Series of
transactions:
GCI * Class A common stock
$ 4,157,546 $ --- $ 4,157,546 $ 4,157,546 $ ---
GCI * Class A common stock
$ 755,283 $ 1,121,931 --- --- $ 366,648
* Party-in-interest
See accompanying independent auditors' report.
15
Exhibit
CONSENT OF INDEPENDENT AUDITORS
The Plan Trustees
General Communication, Inc. Qualified
Employee Stock Purchase Plan
We consent to incorporation by reference in the Form S-8 Registration Statement
(No. 33-87639) of our report dated May 31, 2002 with respect to the statements
of net assets available for plan benefits of General Communication, Inc.
Qualified Employee Stock Purchase Plan as of December 31, 2001 and 2000 and the
related statements of changes in net assets available for plan benefits for
the years then ended and all related financial statement schedules, which
report appears in the December 31, 2001 annual report on Form 11-K of General
Communication, Inc. Qualified Employee Stock Purchase Plan.
/s/
KPMG LLP
Anchorage, Alaska
June 28, 2002
16
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees of the Plan have duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.
GENERAL COMMUNICATION, INC.
QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
Signature Title Date
- -------------------------------------- -------------------------------------------- -------------------
/s/ Plan Administrator June 14, 2002
- --------------------------------------
Alfred J. Walker
17