2022
71 ANNUAL ST
MEETING 1
MAKING CONNECTIONS
2022 ANNUAL MEETING OF MEMBERS
JUNE 21ST, 2022 I RAY, NORTH DAKOTA
AGENDA 5:00 PM • Registration • Meal Begins • Kids Activities • Demontration Booths • Live Music
BUSINESS MEETING – 6:00 PM • Call to Order • Report of Quorum • Nation Anthem • Reading of the Minutes of 2021 Meeting • Attorney’s Report Bylaw Amendments
• Financial Report • Election of Two (2) Directors • Introductions • President and General Manager’s Report • Unfinished Business • New Business • Adjournment
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2021 MINUTES
the screen for viewing by the membership while Attorney Gjovig discussed them.
OF THE ANNUAL MEETING OF NORTHWEST COMMUNICATIONS COOPERATIVE
ELECTION OF DIRECTORS
Roger Manger, Secretary/Treasurer, reported on the Certificate of Director Nominations, verifying that the following members were nominated by petition as Directors for three-year terms and two-year terms (as the case may be):
The 2021 Annual Meeting of the members of the Northwest Communications Cooperative was held in Ray, North Dakota on Tuesday, June 15, 2021. The Annual Meeting was attended in person by 78 people, including 55 voting members. The meeting was also broadcast live on television and via Facebook. At the meeting’s close, checks donated by merchants or the Cooperative were awarded to the members through drawings.
District 1: Grenora, Marmon, and Round Prairie Exchange: Roger Manger – Incumbent Candidate (3yr term) District 2: Ray and Epping Exchange: Troy Donnelly – Incumbent Candidate (3yr term) District 3: Wildrose, McGregor, Noonan, and Alamo Exchange: AJ Cvancara – Incumbent Candidate (2yr term) District 4: Flaxton, Lignite and Bowbells Exchange: Nate Jepsen – Incumbent Candidate (3yr term) District 7: Crosby Exchange: Jim Simonson – Incumbent Candidate (2yr term)
CALL TO ORDER
The meeting was called to order at 6:00 p.m. by President AJ Cvancara. President Cvancara declared that a quorum was present and proper notice of the annual meeting had been given in accordance with the by-laws of the Cooperative. The national anthem was then played.
INTRODUCTION OF CANDIDATES AND ELECTION
President Cvancara indicated that the By-Laws of NCC require that candidates for election as directors must be nominated by petition. He noted that, as Secretary Roger Manger had reported, the following candidates had been nominated: District 1: Grenora, Marmon, and Round Prairie Exchange: Roger Manger – Incumbent Candidate 3yr term)
PRESENTATION OF MINUTES OF 2019 ANNUAL MEETING
District 2: Ray and Epping Exchange: Troy Donnelly – Incumbent Candidate (3yr term)
President Cvancara drew attention to the 2019 Annual Meeting Minutes contained in the Annual Report booklet and requested approval of the same.
District 3: Wildrose, McGregor, Noonan, and Alamo Exchange: AJ Cvancara – Incumbent Candidate (2yr term)
MOTION: Duly made, seconded and unanimously carried to dispense with the reading of the Minutes of the June 18, 2019 Annual Meeting and approve to the Minutes as printed in the 2021 Annual Report booklet, page 3.
District 4: Flaxton, Lignite and Bowbells Exchange: Nate Jepsen – Incumbent Candidate (3yr term) District 7: Crosby Exchange: Jim Simonson – Incumbent Candidate (2yr term)
President Cvancara referred the members to the biographical profile for each of the candidates in the Annual Report booklet
ATTORNEY’S REPORT:
pages 4-5. He explained that the by-laws of the Cooperative require that candidates for election as directors be nominated only by petition and that the parties identified by Secretary/
Jennifer Gjovig, Legal Counsel, reported on By-Law Changes made in the last two years. These changes were published on
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2021 minutes continued
Treasurer Roger Manger had been so nominated. Because there was no contest for District 1, District 2, District 3, District 4 or District 7 director positions, he entertained a motion to allow Secretary/Treasurer Manger to cast a unanimous ballot for the
hope for a return to a normal annual meeting in 2022, President Cvancara called the members’ attention to the combined President and General Manager’s Report in the Annual Report booklet and introduced GM/CEO Jeremy Becker.
candidates:
GENERAL MANAGER’S REPORT
MOTION: Duly made, seconded and unanimously carried that Secretary/Treasurer Manger cast a unanimous ballot for Roger Manger as Director of District 1, Troy Donnelly as Director of District 2, AJ Cvancara as Director of District 3, Nate Jepsen as
GM/CEO Becker drew attention to the joint General Manager and Board President’s Report in the Annual Report booklet on pages 8-9 and offered comments regarding the following points: (1) NCC’s desire to offer the best video options to its members in light of the ever-changing landscape; (2) NCC’s retirement of $1.5 million dollars in capital credits; (3) an increase in the minimum internet speed offered to 100 mbps; and (4) NCC’s contribution of
Director of District 4 and Jim Simonson as Director of District 7.
FINANCIAL REPORT
approximately $60,000 back to the communities it serves.
President Cvancara called CFO Jen Bingeman to present regarding the financial status of NCC. CFO Bingeman directed the members’ attention to the report in the Annual Report booklet
UNFINISHED BUSINESS
pages 6-7 and presented regarding the same.
President Cvancara called for unfinished business and none was
MOTION: Duly made, seconded and unanimously carried to
presented.
accept and approve the financial report.
NEW BUSINESS
INTRODUCTIONS
President Cvancara called for new business and none was
President Cvancara introduced the Directors and their spouses and Attorney Gjovig. President Cvancara also introduced a retired Cooperative employee and special guests and recognized veterans who were present.
presented.
ADJOURNMENT
Following the completion of the Agenda, President Cvancara called for a motion to adjourn the meeting. President Cvancara announced that the Directors, General Manager, attorney and employees would be available after the meeting to answer any questions.
Dist. 1 – (Grenora, Marmon & Round Prairie) Roger Manger & MaryLou Dist. 2 – (Ray & Epping) Troy Donnelly & Deanna Dist. 3 – (Wildrose, Alamo, McGregor, & Noonan) AJ Cvancara & Katy Dist. 4 – (Flaxton, Lignite, & Bowbells) Nate Jepsen & Lenell Dist. 5 – (Powers Lake & Columbus) Leslie Grubb & Tyler Dist. 6 – (Tioga) Lorena Lambrecht & Daren Dist. 7 – (Crosby) Jim Simonson & Sandra Legal Counsel – Jennifer Gjovig
MOTION: Duly made, seconded and unanimously carried that the meeting adjourn.
PRESIDENT’S REPORT AND GM/CEO INTRODUCTION
Respectfully submitted, -ROGER MANGER, Secretary ATTEST: AJ CVANCARA, President
After thanking the NCC’s employees for their hard work for the annual meeting and throughout the year and acknowledging a
MAKING CONNECTIONS 4
2021 FINANCIAL REPORT
2021
2020
ASSETS
CURRENT ASSETS: Cash and Cash Equivalents Accounts Receivable
$1,835,756
$11,688,324
$953,647
$1,415,931
Other Accounts Receivable
$81,105
-
Notes Receivable, Current Portion
$4,494
$47,501
Income Tax Receivable
-
Materials and Supplies
$2,307
$392,266
Debt Securities, Current Portion Equity Securities Other Current Assets Total Current Assets
$374,895
$71,133
-
$10,069,956
-
$333,380
$192,310
$13,741,737
$13,721,268
$6,166,186
$5,933,049
$591,654
$663,049
NON-CURRENT ASSETS: Investment in Affiliates Investments in Nonaffiliates Debt Securities
$2,421,366
Notes Receivable, Long-Term Portion
-
$10,416
$10,000
$25,939
$24,034
$9,215,561
$6,630,132
$85,994,499
$86,825,331
$813,320
$370,352
$8,131,850
$12,799,336
$94,939,669
$99,995,019
$39,715,038
$43,122,192
Net Property, Plant, and Equipment
$55,224,631
$56,872,827
Total Assets:
$78,181,929
$77,224,227
2021
2020
Intangible Assets Total Non-Current Assets PROPERTY, PLANT & EQUIPMENT: Regulated Telecommunications Plant in Service Regulated Telecommunications Plant under Construction Nonregulated Plant in Service Total Investment in Plant Less Accumulated Depreciation and Amortization
LIABILITIES AND EQUITIES CURRENT LIABILITIES: Accounts Payable, General Advance Billing and Customer Deposits Current Maturities of Long-Term Debt Current Maturities of Capital Lease Obligations
$454,362
$445,313
$25,175
$23,457
$1,745,958
$1,704,322
-
Income Taxes Payable
$29,658
Other Accrued Liabilities
$11,648 -
$301,054
$280,950
$2,556,207
$2,465,690
$27,184,498
$30,121,149
Total Member’s Equity
$48,441,224
$44,637,388
Total Liabilities & Equity:
$78,181,929
$77,224,227
Total Current Liabilities NONCURRENT LIABILITIES: Long-term Debt, Net of Current Maturities MEMBER’S EQUITY:
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OPERATING STATEMENT
2021
2020
OPERATING REVENUES: Wireline
$12,923,066
$12,899,238
Internet
$4,441,446
$4,271,765
Video
$2,148,294
$2,228,006
$2,658,946
$2,601,732
$22,171,752
$22,000,741
Plant-Specific Operations
$2,765,898
$2,922,195
Plant-Nonspecific Operations
$1,350,260
$1,157,813
Depreciation and Amortization
$4,453,666
$4,846,719
Miscellaneous Total Operating Revenues
OPERATING EXPENSES:
Customer Operations
$601,694
$606,522
Corporate Operations
$2,106,153
$1,931,039
$37,834
$38,062
$6,695,026
$7,120,536
$18,010,531
$18,622,886
$4,161,221
$3,377,855
$688,191
$601,843
Other Operating Taxes Nonregulated TOTAL OPERATING EXPENSES NET OPERATING MARGINS: NON OPERATING REVENUE (EXPENSE): Interest and Dividend Income Loss on Disposal of Plant
$(302,537)
Investment Income
$206,214
Gain on Debt Forgiveness
$1,087,500
Interest Expense
$(771,122)
$(895,426)
$12,187
$40,402
$1,009,127
$1,009,099
Other Nonoperating Expense
$46,916
$(21,626)
TOTAL NON OPERATING REVENUE
$1,976,476
$734,292
MARGINS BEFORE INCOME TAXES
$6,137,697
$4,112,147
$101,411
$105,857
$6,036,286
$4,006,290
Allowance for funds used during construction (AFUDC) Income from Affiliates
INCOME TAX EXPENSE: NET MARGINS
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Northwest Communications Cooperative and subsidiary as of December 31, 2021 and 2020, and the results of their operations and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Moss Adams, LLP- Spokane, Washington- April 6, 2022 6
DIRECTOR CANDIDATES LESLIE GRUBB
CANDIDATE FOR DISTRICT #5 POWERS LAKE AND COLUMBUS
The incumbent director for District #5 is Leslie Grubb. She is a graduate of Powers Lake High School and Minot State University, with a degree in Finance. Leslie is employed by Liberty State Bank as a Loan and Compliance Officer. She serves as Treasurer for the Women’s Group of Holy Cross Lutheran Church, where she also teaches Sunday School. Leslie is married to Tyler, and they have been blessed with four children: Oakley, Ella, Owen, and Ozmon. They farm near Powers Lake and enjoy going to the kids’ activities, going on adventures, being active in the community, and spending time at the lake.
LORENA LAMBRECHT
CANDIDATE FOR DISTRICT #6 TIOGA
The incumbent director from District #6 is Lorena Lambrecht. She is currently the Vice President of the NCC Board of Directors which she has served on since 2007. She is on the Broadband Association of North Dakota Board and is currently serving as its President. She is a graduate of Tioga High School and has taken college courses at Minot State University and also through the University of Indiana’s long distance learning program. Lorena had been employed at the Tioga Medical Center for 42 years. She recently retired and works as the situation demands in activities. She has been a member of the local chapter of Dollars for Scholars for over 20 years and is currently serving as its Secretary. She has served on the Tioga Public Schools Endowment Fund board. Lorena’s husband, Daren, is a retired Hess Corporation employee. They have two daughters; Krista and Kelsey. Lorena enjoys fishing, golfing, gardening, walking, and most importantly of all, spending time with her family.
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PRESIDENT AND MANAGER’S REPORT
Jeremy Becker
AJ Cvancara
General Manager/CEO
President: District #3 advocacy efforts are focused. It’s imperative to NCC’s success that
Welcome to our 71st Annual Meeting!
the legacy programs, which have long been in place, remain viable as these programs were momentous in the strategic planning to
This year, we’re excited to return to a more traditional Annual
build and to maintain our robust fiber network.
Meeting, replete with food, fellowship, and door prizes. Despite the challenges and changes brought forth over the past
The importance of high-quality broadband in our lives
couple of years, our commitment and dedication to keeping our members connected has not changed—we appreciate each and every one of you and are proud to be your communications
Proven by the continued increase in internet demand from our
provider.
membership, internet access has become a pillar of our everyday lives. Many of us were left without power this past spring due to
Funding Programs
storms that impacted our region and we are confident it made all of us consider what life might be like without electricity. It’s also interesting to ponder what our lives would be like without
In November of 2021, the Infrastructure Investment and Jobs Act
the internet. The internet has become such an essential part
was signed into law by President Biden. Included in this bill was
of our personal lives, in the way we communicate, learn, and
$42.5 billion for the Broadband Equity, Access, and Deployment
entertain ourselves—and it’s also vital to the daily operations of
(BEAD) Program for the deployment of broadband. With the BEAD
all banking, healthcare, education, production, manufacturing,
program and other grant programs, there’s an unprecedented
transportation, and cellular facilities. We have become truly reliant
amount of dollars available to aid in the expansion of broadband
on the connection it provides. Therefore, it’s incumbent upon us to
infrastructure. Although this is positive for the industry as a whole,
continue to invest in the electronics, redundancy, and outside plant
the majority of these programs are centered on bringing internet
infrastructure of our network.
to unserved or underserved communities. Due to the foresight of North Dakota Rural Broadband providers, the opportunity to
In 2021, we enhanced core transport electronics and end user
capitalize on these programs is minimal, as North Dakota is already
electronics, and upgraded a fiber ring segment placed in the 1980s.
considered one of the most connected states in our country.
We also launched a new product last year called “myNCC Connect,” an app based service that helps protect and manage your home
Equally as important to building broadband infrastructure is
Wi-Fi network.
sustaining the networks once they’re built. This is where most of our
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cooperative, we share our financial success with our members. This
The need for constant vigilance
year we’ll allocate more than $4.3 million back to our members in the form of a credit to your capital accounts for the year 2021. These
As our substantial dependence on internet service increases, so
capital credit allocations become cash when a General Retirement is
does the interest of bad actors seeking to intercept and steal private
approved by the NCC Board of Directors. For the second year in a
information. We’re continuously improving and monitoring our
row, based off the financials of 2021 and the operational and capital
network to minimize our risk and prevent cyber-security attacks. As
needs of 2022, the NCC Board of Directors has approved a $1.5
members, you can assist in defending against these criminals by
million general retirement back to the membership. This will include
simply updating your passwords on a regular basis, using stronger
the remaining balances of 1994 and 1995, as well as a portion of
passwords or even more secure passphrases, and by carefully
1996 and 2021.
verifying the sending address on your emails before opening them. If there’s even the slightest doubt—don’t open it.
Let’s take a moment to appreciate each other and what we’ve created
The accessibility, reliability, and security of our network remain top priorities at NCC.
We would personally like to thank all of our members for the support
Contributing to the financial health of our communities
you have shown for your local telecommunications/broadband cooperative. We would also like to recognize and thank the NCC Board of
As noted on the financial statements of this booklet, NCC had
Directors, as well as our great employees for their dedication to our
another healthy year, showing a $6 million net margin and
success.
decreasing our Long Term Debt by nearly $3 million. As a cooperative, our main responsibility is to provide an affordable
We are looking forward to another champion year in keeping our
service that otherwise may not exist.
members connected!
As a cooperative, we have a Concern for Community. In 2021, NCC donated nearly $60,000 back to the communities we serve in the form of donations, sponsorships, and scholarships. And as a
Average Total Internet Demand by All Subscribers
NCC’s Internet Demand in Mbps
14000 12000 10000
9484
8000
8113 6360
6000
4840
4000 2000
9920
2926
YEAR 2016
3629
2017
2018
2019
2020
2021
2022 (May)
MAKING CONNECTIONS 9
SUBSCRIBER NUMBERS SUBSCRIBERS
Telephone
Residential
5749
Business
TOTALS
5344 4544
3878
4004
3592
3587
2812 2380 1871
YEAR
2017
1752
2018
1732
2019
1624
2020
SUBSCRIBERS
Internet
YEAR
2100 1487
2021 Total Internet
4272
4336
2017
2018
4637
4769
4837
2019
2020
2021
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MAKING CONNECTIONS
SUBSCRIBERS
Video
Total Video
2336
YEAR
2017
2153
2168
2168
2018
2019
2020
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1953
2021
BOARD OF DIRECTORS/ATTORNEY It would be an understatement to say the world of telecommunications has changed in the last few decades. Throughout our decades of experience, we’ve watched this industry progress and transform in radical ways, but some things don’t change - like our North Dakota mindset to get the job done, and done well, or our commitment to consistently provide you
with cutting-edge communication. Here at Northwest Communications Cooperative, we offer internet, telephone, video and security services that are topof-the-line and, most importantly, delivered with a handshake and a smile. Based in Ray, North Dakota, we consider northwest North Dakota our neighborhood. Let us know how we can serve you.
ROGER MANGER
TROY DONNELLY District 2 Ray & Epping
President, District 3 Wildrose, McGregor, Noonan, & Alamo
NATE JEPSEN
LESLIE GRUBB
LORENA LAMBRECHT
Secretary/Treasurer, District 1 Marmon, Round Prairie & Grenora
District 4 Bowbells, Flaxton, & Lignite
AJ CVANCARA
District 5 Powers Lake & Columbus
JIM SIMONSON
Vice President, District 6 Tioga
JENNIFER GJOVIG
District 7 Crosby
Attorney
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NCC EMPLOYEES
MAKING CONNECTIONS
ANGELA SCHEPP
ANGIE KUPPER
AXCEL PRINE
BLANE ZELENY
BOB REOPELLE
BRYAN BENSON
BRYAN DAVIS
CLINT PERDUE
COURTNEY OLSON
DEAN RUSTAD
DINA EDWARDS
GARTH VAAGENE
GLEN SEVERSON
JAMIE HOLMEN
JASON HILL
JAYME HEIER
JEFF ROBILLARD
JEN BINGEMAN
JEREMY BECKER
JILENE ZERR
JOHN HALSETH
JON MOBERG
KAYTLIN VEJTASA
KELLY HEIER
KORY OLSON
Chief Marketing Officer
Communications Specialist
Operations Administrative Assistant
Customer Experience Rep
Construction Utility Tech
Customer Experience Rep
Communications Specialist
Engineer
Network Technician
Construction Utility Tech
Construction Utility Tech
Communications Specialist
Construction Utility Tech
Chief Financial Officer
Internet Technician
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Communications Specialist
Customer Service Supervisor
Network Specialist
GM/CEO
Network Supervisor
Communications Specialist
Chief Operations Officer
Construction Supervisor
Executive Assistant
Network Technician
LACEY VIALL
LINDA MAGNUSON
MAGGIE ALBRECHT
MANDY HAGGIN
RICHEY HOPKINS
RYAN OLSON
SAM BONTRAGER
SARAH KNOX
SHELDON JOHNSON
SHERI TORGERSON
STEPHANIE HODENFIELD
STEVE HOBSON
TANYA WEFLEN
TARYN BERGSTROM
TERRANCE VETTLESON
TODD WATTERUD
TRAVIS ZIEBARTH
ZACH ESSLER
Assistant Engineer
Construction Utility Tech
Communications Specialist
Accountant
Network Specialist
Custodian/Office Support
Outside Plant Supervisor
Customer Experience Rep
HR Manager
Customer Experience Rep
Construction Utility Tech
Office Support
Communications Specialist
Car Washer
Accountant
Communications Specialist
Engineering Manager
Communications Specialist
Home grown.
Locally committed. 14
SCHOLARSHIP WINNERS 2022 ARTHUR S. JOHNSON SCHOLARSHIP WINNERS
HANNAH JOHNSON
RUDY KUMMER
JAYDEN PARKINSON
Hannah Johnson, daughter of Lavern and and Julie Johnson, completed her junior year at the University of North Dakota.
Rudy Kummer, son of Eric & Anne Kummer, graduated from Bainville High School.
Jayden Parkinson, son of Jade and Kristie Parkinson, graduated from Bowbells High School.
2022 KENNETH LUND JR. SCHOLARSHIP WINNERS
THOMAS ANKENBAUER
BO THINGVOLD
CRYSTAL BAGLEY
Thomas Ankenbauer, son of Joy & Bryan Ankenbauer, graduated from Kenmare High School.
Bo Thingvold, son of Jon & Celeste Thingvold, completed his freshman year at Valley City State University.
Crystal Bagley, daughter of Delbert and Wanda Bagley, graduated from Tioga High School.
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MAKING CONNECTIONS
701.568.3331 I NCCRAY.COM
This institution is an equal opportunity provider and employer. 16