Document


 

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 (Date of earliest event reported): October 20, 2016
Crown Castle International Corp.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
001-16441
 
76-0470458
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
 
1220 Augusta Drive, Suite 600
 Houston, TX
 
 
77057
 
(Address of principal executive offices)
 
(Zip Code)
 
Registrant's telephone number, including area code: (713) 570-3000
(Former name or former address, if changed since last report.)
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:
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
 
Soliciting 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))

 







ITEM 2.02 — RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 20, 2016, Crown Castle International Corp. ("Company") issued a press release disclosing its financial results for the third quarter of 2016. The October 20, 2016 press release is furnished herewith as Exhibit 99.1.
ITEM 7.01 — REGULATION FD DISCLOSURE
The press release referenced in Item 2.02 above refers to certain supplemental information that was posted as a supplemental information package on the Company's website on October 20, 2016. The supplemental information package is furnished herewith as Exhibit 99.2.
ITEM 9.01 — FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
As described in Item 2.02 and 7.01 of this Report, the following exhibits are furnished as part of this Current Report on Form 8-K:
Exhibit No.
 
Description
99.1
 
Press Release dated October 20, 2016
99.2
 
Supplemental Information Package for the period ended September 30, 2016
The information in this Form 8-K and Exhibit 99.1 and 99.2 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.





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.
 
 
 
 
 
 
CROWN CASTLE INTERNATIONAL CORP. 
 
 
By:  
/s/ Kenneth J. Simon
 
 
 
Name:  
Kenneth J. Simon 
 
 
 
Title:
Senior Vice President
and General Counsel 
 
Date: October 20, 2016





EXHIBIT INDEX
Exhibit No.
 
Description
99.1
 
Press Release dated October 20, 2016
99.2
 
Supplemental Information Package for the period ended September 30, 2016



Exhibit
Exhibit 99.1

https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-ccaltlogorgba04a02a11.jpg
 
NEWS RELEASE
October 20, 2016

 
 
Contacts: Dan Schlanger, CFO
 
Son Nguyen, VP & Treasurer
FOR IMMEDIATE RELEASE
Crown Castle International Corp.
 
713-570-3050

CROWN CASTLE REPORTS THIRD QUARTER 2016 RESULTS, PROVIDES OUTLOOK FOR FULL YEAR 2017 AND
ANNOUNCES INCREASE TO COMMON STOCK DIVIDEND

October 20, 2016 - HOUSTON, TEXAS - Crown Castle International Corp. (NYSE: CCI) ("Crown Castle") today reported results for the quarter ended September 30, 2016.
"Our business continues to grow at a healthy pace as U.S. wireless carriers further invest to enhance the consumer mobile experience," stated Jay Brown, Crown Castle’s Chief Executive Officer. "Driven by the continued adoption and introduction of data-intensive applications and consistent with many industry forecasts, we believe over the next decade there will be tremendous growth in wireless data traffic that will necessitate further investment in wireless networks, which we expect will result in revenue and cash flow growth for Crown Castle. Today, as a result of our investments over the last several years to acquire towers and deploy small cells, we have the leading portfolio of U.S. wireless infrastructure, which we expect will continue to generate significant incremental returns.  Consistent with the growth we are seeing in our business, we are increasing our quarterly stock dividend by 7% to $0.95 per share, commencing with our fourth quarter 2016 dividend payment."
    
RESULTS FOR THE QUARTER
The table below sets forth select financial results for the three month period ended September 30, 2016. For further information, refer to the financial statements and non-GAAP and other calculation reconciliations included in this press release.
(in millions)
Actual
Midpoint Q3 2016 Outlook(b)
Actual Compared to Outlook
Q3 2016
Q3 2015
$ Change
% Change
Site rental revenues
$812
$765
+$47
6%
$808
+$4
Site rental gross margin
$555
$518
+$37
7%
$552
+$3
Net income (loss)
$98
$104
-$6
-6%
$101
-$3
Adjusted EBITDA(a)
$564
$529
+$35
7%
$560
+$4
AFFO(a)(c)
$416
$356
+$60
17%
$403
+$13
Weighted-average common shares outstanding - diluted
338
334
+4
1%
339
-1
Note: Figures may not tie due to rounding
(a)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(b)
As issued on July 21, 2016.
(c)
Attributable to CCIC common stockholders.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 2

HIGHLIGHTS FROM THE QUARTER
Site rental revenues. Site rental revenues grew approximately 6%, or $47 million, from third quarter 2015 to third quarter 2016, inclusive of approximately $47 million in Organic Contribution to Site Rental Revenues plus $19 million in contributions from acquisitions and other items, less a $19 million reduction in straight-line revenues. The $47 million in Organic Contribution to Site Rental Revenues represents approximately 6% growth, comprised of approximately 9% growth from new leasing activity and contracted tenant escalations, net of approximately 3% from tenant non-renewals.
Net income (loss). Net income (loss) for third quarter 2016 was negatively impacted by approximately $10 million in losses on retirement of long-term obligations related to refinancing activities during the quarter.
AFFO. AFFO for third quarter 2016 benefited from approximately $7 million in lower than expected sustaining capital expenditures during the quarter. This benefit is primarily attributable to timing, as the unspent amount from third quarter 2016 is expected to be spent during fourth quarter 2016.
Capital expenditures. Capital expenditures during the quarter were approximately $221 million, comprised of approximately $17 million of land purchases, approximately $19 million of sustaining capital expenditures and approximately $185 million of revenue generating capital expenditures.
Common stock dividend. During the quarter, Crown Castle paid common stock dividends of approximately $299 million in the aggregate, or $0.885 per common share.
Financing activities. During the quarter, Crown Castle issued $700 million in aggregate principal amount of senior unsecured notes, the proceeds of which were used to refinance existing debt.

"Our excellent third quarter results allowed us to increase our full year 2016 Outlook, setting the stage for expected continued growth in 2017," stated Dan Schlanger, Crown Castle's Chief Financial Officer. "We expect the healthy leasing environment from 2016 to continue into 2017 as the wireless carriers continue to upgrade and enhance their networks to meet increasing demand for wireless connectivity. This leasing backdrop combined with the strength of our business model, the quality of our assets and the strength of our balance sheet give us the confidence to increase our dividend and provide us with opportunities to continue to invest in our business to drive long-term growth in AFFO and dividends."

DIVIDEND INCREASE ANNOUNCEMENT
Crown Castle's Board of Directors has declared a quarterly cash dividend of $0.95 per common share, representing an increase of approximately 7% over the previous quarterly dividend of $0.885 per share. The quarterly dividend will be payable on December 30, 2016 to common stockholders of record at the close of business on December 16, 2016. Future dividends are subject to the approval of Crown Castle's Board of Directors.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 3

OUTLOOK
This Outlook section contains forward-looking statements, and actual results may differ materially. Information regarding potential risks which could cause actual results to differ from the forward-looking statements herein is set forth below and in Crown Castle's filings with the SEC.
The following table sets forth Crown Castle's current Outlook for fourth quarter 2016, full year 2016 and full year 2017:    
(in millions)
Fourth Quarter 2016
Full Year 2016
Full Year 2017
Site rental revenues
$811
to
$816
$3,227
to
$3,232
$3,314
to
$3,344
Site rental cost of operations
$253
to
$258
$1,015
to
$1,020
$1,023
to
$1,053
Site rental gross margin
$556
to
$561
$2,210
to
$2,215
$2,276
to
$2,306
Net income (loss)
$90
to
$110
$318
to
$338
$375
to
$425
Adjusted EBITDA(a)
$566
to
$571
$2,219
to
$2,224
$2,263
to
$2,293
Interest expense and amortization of deferred financing costs(b)
$128
to
$133
$514
to
$519
$515
to
$545
FFO(a)(d)
$383
to
$388
$1,426
to
$1,431
$1,566
to
$1,596
AFFO(a)(d)
$403
to
$408
$1,606
to
$1,611
$1,739
to
$1,769
Weighted-average common shares outstanding - diluted(c)
346
340
350

(a)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(b)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein for a discussion of non-cash interest expense.
(c)
The assumption for fourth quarter 2016, full year 2016 and full year 2017 diluted weighted-average common shares outstanding is based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(d)
Attributable to CCIC common stockholders.
Full Year 2016 Outlook
The table below compares the results for full year 2015, the midpoint of the current full year 2016 Outlook and the midpoint of the previously provided full year 2016 Outlook for select metrics.
 
 Midpoint of FY 2016 Outlook to FY 2015 Actual Comparison
Previous Full Year 2016 Outlook(b)
Current Compared to Previous Outlook
($ in millions)
Current Full Year
2016 Outlook
Full Year 2015 Actual
$ Change
% Change
Site rental revenues
$3,230
$3,018
+$212
+7%
$3,223
+$7
Site rental gross margin
$2,213
$2,055
+$158
+8%
$2,207
+$6
Net income (loss)
$328
$1,524
-$1,196
-78%
$338
-$10
Adjusted EBITDA(a)
$2,222
$2,119
+$103
+5%
$2,215
+$7
AFFO(a)(d)
$1,609
$1,437
+$172
+12%
$1,605
+$4
Weighted-average common shares outstanding - diluted(c)
340
334
+6
+2%
341
-1

(a)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(b)
As issued on July 21, 2016. Represents midpoint of Outlook.
(c)
The assumption for full year 2016 diluted weighted-average common shares outstanding is based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(d)
Attributable to CCIC common stockholders.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 4

The increase in full year 2016 Outlook primarily reflects the higher than expected results from the third quarter and the expected timing benefit from tenant non-renewals occurring later than previously expected, partially offset by an expected increase in sustaining capital expenditures for the full year.

Full Year 2017 Outlook
The table below compares the midpoint of the current full year 2016 Outlook and the midpoint of the full year 2017 Outlook for select metrics:
 
 Midpoint
 
 
($ in millions)
Full Year
2016 Outlook
Full Year 2017 Outlook
$ Change
% Change
Site rental revenues
$3,230
$3,329
+$99
+3%
Site rental gross margin
$2,213
$2,291
+$78
+4%
Net income (loss)
$328
$400
+$72
+22%
Adjusted EBITDA(a)
$2,222
$2,278
+$56
+3%
AFFO(a)(c)
$1,609
$1,754
+$145
+9%
Weighted-average common shares outstanding - diluted(b)
340
350
+10
+3%
(a)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(b)
The assumption for full year 2016 and 2017 diluted weighted-average common shares outstanding is based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(c)
Attributable to CCIC common stockholders.

The chart below reconciles the components of expected growth from 2016 to 2017 in site rental revenues of $85 million to $115 million, including expected Organic Contribution to Site Rental Revenues of approximately $140 million to $170 million.
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-revenuechartjpeg.jpg

At the midpoint, growth from new leasing activity for full year 2017 is approximately $10 million lower than full year 2016. This lower growth reflects similar growth from towers and approximately $15 million higher growth from small cells, offset by approximately $25 million in lower growth from amortization of deferred credits


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 5

(commonly referred to as prepaid rent).  Further, full year 2017 Outlook assumes prepaid rent to be received during the year to be similar to full year 2016.
The chart below reconciles the components of expected growth in AFFO from 2016 to 2017 of approximately $145 million at the midpoint.
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-affochartjpeg.jpg
Network services gross margin contribution for full year 2017 is expected to be approximately $235 million to $255 million compared to full year 2016 expectation of $255 million to $260 million.
The conversion of the 4.5% Mandatory Convertible Preferred Stock ("Preferred Stock") on November 1, 2016 will eliminate $44 million in annual preferred dividend payments, which are deducted to arrive at AFFO. As a result of the anticipated conversion of the Preferred Stock, 11.6 million common shares are expected to be issued on November 1, 2016. The amount of common shares to be issued is subject to change depending on the average common share price for the 20 business days preceding November 1, 2016.
Additional information is available in Crown Castle's quarterly Supplemental Information Package posted in the Investors section of its website.

CONFERENCE CALL DETAILS
Crown Castle has scheduled a conference call for Friday, October 21, 2016, at 10:30 a.m. Eastern time. The conference call may be accessed by dialing 888-811-5441 and asking for the Crown Castle call (access code 6156887) at least 30 minutes prior to the start time. The conference call may also be accessed live over the Internet at http://investor.crowncastle.com. Supplemental materials for the call have been posted on the Crown Castle website at http://investor.crowncastle.com.
A telephonic replay of the conference call will be available from 1:30 p.m. Eastern time on Friday, October 21, 2016, through 1:30 p.m. Eastern time on Thursday, January 19, 2017 and may be accessed by dialing 888-203-1112 and using access code 6156887. An audio archive will also be available on the company's website at http://investor.crowncastle.com shortly after the call and will be accessible for approximately 90 days.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 6


ABOUT CROWN CASTLE
Crown Castle provides wireless carriers with the infrastructure they need to keep people connected and businesses running. With approximately 40,000 towers and 17,000 miles of fiber supporting small cells, Crown Castle is the nation's largest provider of shared wireless infrastructure with a significant presence in the top 100 US markets. For more information on Crown Castle, please visit www.crowncastle.com.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 7

Non-GAAP Financial Measures and Other Calculations
This press release includes presentations of Adjusted EBITDA, Adjusted Funds from Operations ("AFFO"), Funds from Operations ("FFO"), and Organic Contribution to Site Rental Revenues, which are non-GAAP financial measures. These non-GAAP financial measures are not intended as alternative measures of operating results or cash flow from operations (as determined in accordance with Generally Accepted Accounting Principles ("GAAP")).
Our measures of Adjusted EBITDA, AFFO, FFO, Organic Contribution to Site Rental Revenues, Segment Site Rental Gross Margin, Segment Network Services and Other Gross Margin and Segment Operating Profit may not be comparable to similarly titled measures of other companies, including other companies in the tower sector or other REITs. Our definition of FFO is consistent with guidelines from the National Association of Real Estate Investment Trusts with the exception of the impact of income taxes in periods prior to our REIT conversion.
Adjusted EBITDA, AFFO, FFO, and Organic Contribution to Site Rental Revenues are presented as additional information because management believes these measures are useful indicators of the financial performance of our business. Among other things, management believes that:
Adjusted EBITDA is useful to investors or other interested parties in evaluating our financial performance. Adjusted EBITDA is the primary measure used by management (1) to evaluate the economic productivity of our operations and (2) for purposes of making decisions about allocating resources to, and assessing the performance of, our operations. Management believes that Adjusted EBITDA helps investors or other interested parties meaningfully evaluate and compare the results of our operations (1) from period to period and (2) to our competitors, by excluding the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results. Management also believes Adjusted EBITDA is frequently used by investors or other interested parties in the evaluation of REITs. In addition, Adjusted EBITDA is similar to the measure of current financial performance generally used in our debt covenant calculations. Adjusted EBITDA should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.
AFFO is useful to investors or other interested parties in evaluating our financial performance. Management believes that AFFO helps investors or other interested parties meaningfully evaluate our financial performance as they include (1) the impact of our capital structure (primarily interest expense on our outstanding debt and dividends on our preferred stock) and (2) sustaining capital expenditures, and exclude the impact of our (1) asset base (primarily depreciation, amortization and accretion) and (2) certain non-cash items, including straight-lined revenues and expenses related to fixed escalations and rent free periods. GAAP requires rental revenues and expenses related to leases that contain specified rental increases over the life of the lease to be recognized evenly over the life of the lease. In accordance with GAAP, if payment terms call for fixed escalations, or rent free periods, the revenue or expense is recognized on a straight-lined basis over the fixed, non-cancelable term of the contract. Management notes that the Company uses AFFO only as a performance measure. AFFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance and should not be considered as an alternative to cash flows from operations or as residual cash flow available for discretionary investment.
FFO is useful to investors or other interested parties in evaluating our financial performance. Management believes that FFO may be used by investors or other interested parties as a basis to compare our financial performance with that of other REITs. FFO helps investors or other interested parties meaningfully evaluate financial performance by excluding the impact of our asset base (primarily depreciation, amortization and accretion). FFO is not a key performance indicator used by the Company. FFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance and should not be considered as an alternative to cash flow from operations.
Organic Contribution to Site Rental Revenues is useful to investors or other interested parties in understanding the components of the year-over year changes in our site rental revenues computed in accordance with GAAP. Management uses the Organic Contribution to Site Rental Revenues to assess year-over-year growth rates for our rental activities, to evaluate current performance, to capture trends in rental rates, new leasing activities and customer non-renewals in our core business, as well to forecast future results. Organic Contribution to Site Rental Revenues is not meant as an alternative measure of revenue and should be considered only as a supplement in understanding and assessing the performance of our site rental revenues computed in accordance with GAAP.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 8

In addition to the non-GAAP financial measures used herein, we also provide Segment Site Rental Gross Margin, Segment Network Services and Other Gross Margin and Segment Operating Profit, which are key measures used by management to evaluate our operating segments for purposes of making decisions about allocating capital and assessing performance. These segment measures are provided pursuant to GAAP requirements related to segment reporting. In addition, we provide the components of certain GAAP measures, such as capital expenditures.
We define our non-GAAP financial measures and other measures as follows:
Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) plus restructuring charges (credits), asset write-down charges, acquisition and integration costs, depreciation, amortization and accretion, amortization of prepaid lease purchase price adjustments, interest expense and amortization of deferred financing costs, gains (losses) on retirement of long-term obligations, net gain (loss) on interest rate swaps, gains (losses) on foreign currency swaps, impairment of available-for-sale securities, interest income, other income (expense), benefit (provision) for income taxes, cumulative effect of a change in accounting principle, income (loss) from discontinued operations and stock-based compensation expense.
Adjusted Funds from Operations. We define Adjusted Funds from Operations as FFO before straight-lined revenue, straight-line expense, stock-based compensation expense, non-cash portion of tax provision, non-real estate related depreciation, amortization and accretion, amortization of non-cash interest expense, other (income) expense, gain (loss) on retirement of long-term obligations, net gain (loss) on interest rate swaps, gains (losses) on foreign currency swaps, acquisition and integration costs, and adjustments for noncontrolling interests, and less capital improvement capital expenditures and corporate capital expenditures.
Funds from Operations. We define Funds from Operations as net income plus real estate related depreciation, amortization and accretion and asset write-down charges, less noncontrolling interest and cash paid for preferred stock dividends, and is a measure of funds from operations attributable to CCIC common stockholders.
Organic Contribution to Site Rental Revenues. We define the Organic Contribution to Site Rental Revenues as the sum of the change in GAAP site rental revenues related to (1) new leasing activity including revenues from the construction of small cells and the impact of prepaid rent, (2) escalators and less (3) non-renewals of customer contracts.
Discretionary capital expenditures. We define discretionary capital expenditures as those capital expenditures made with respect to activities which we believe exhibit sufficient potential to enhance long-term stockholder value. They consist of (1) improvements to existing wireless infrastructure and construction of new wireless infrastructure (collectively referred to as "revenue generating") and (2) purchases of land assets under towers as we seek to manage our interests in the land beneath our towers.
Sustaining capital expenditures. We define sustaining capital expenditures as either (1) corporate related capital improvements, such as buildings, information technology equipment and office equipment or (2) capital improvements to tower sites that enable our customers' ongoing quiet enjoyment of the tower.
Segment Site Rental Gross Margin. We define Segment Site Rental Gross Margin as segment site rental revenues less segment site rental cost of operations, excluding stock-based compensation expense and prepaid lease purchase price adjustments recorded in cost of operations.
Segment Network Services and Other Gross Margin. We define Segment Network Services and Other Gross Margin as segment network services and other revenues less segment network services and other cost of operations, excluding stock-based compensation expense recorded in cost of operations.
Segment Operating Profit. We define Segment Operating Profit as segment revenues less segment cost of operations and segment general and administrative expenses, excluding stock-based compensation expense and prepaid lease purchase price adjustments recorded in cost of operations.
The tables set forth below reconcile the non-GAAP financial measures used herein to comparable GAAP financial measures. The components in these tables may not sum to the total due to rounding.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 9

Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Financial Measures and Other Calculations:


Reconciliation of Historical Adjusted EBITDA:
 
For the Three Months Ended
 
For the Twelve Months Ended
 
September 30, 2016
 
September 30, 2015
 
December 31, 2015
(in millions)
 
 
 
 
 
Net income (loss)
$
98.4

 
$
103.8

 
$
1,524.3

Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
Income (loss) from discontinued operations

 
0.5

 
(999.0
)
Asset write-down charges
8.3

 
7.5

 
33.5

Acquisition and integration costs
2.7

 
7.6

 
15.7

Depreciation, amortization and accretion
280.8

 
261.7

 
1,036.2

Amortization of prepaid lease purchase price adjustments
5.4

 
5.1

 
20.5

Interest expense and amortization of deferred financing costs(a)
129.9

 
129.9

 
527.1

Gains (losses) on retirement of long-term obligations
10.3

 

 
4.2

Interest income
(0.2
)
 
(0.8
)
 
(1.9
)
Other income (expense)
0.8

 
1.2

 
(57.0
)
Benefit (provision) for income taxes
5.0

 
(3.8
)
 
(51.5
)
Stock-based compensation expense
22.6

 
16.5

 
67.1

Adjusted EBITDA(b)
$
564.1

 
$
529.2

 
$
2,119.2

(a)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein for a discussion of non-cash interest expense.
(b)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.

Reconciliation of Current Outlook for Adjusted EBITDA:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(in millions)
Outlook
 
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$318
to
$338
 
$375
to
$425
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$37
to
$39
 
$35
to
$45
Acquisition and integration costs
$3
to
$6
 
$14
to
$17
 
$3
to
$8
Depreciation, amortization and accretion
$283
to
$298
 
$1,123
to
$1,138
 
$1,151
to
$1,177
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$20
to
$22
 
$20
to
$22
Interest expense and amortization of deferred financing costs(a)
$128
to
$133
 
$514
to
$519
 
$515
to
$545
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$52
to
$52
 
$0
to
$0
Interest income
$(1)
to
$0
 
$(2)
to
$(1)
 
$(1)
to
$1
Other income (expense)
$(1)
to
$2
 
$3
to
$6
 
$2
to
$4
Benefit (provision) for income taxes
$4
to
$8
 
$18
to
$22
 
$14
to
$22
Stock-based compensation expense
$21
to
$23
 
$97
to
$99
 
$94
to
$99
Adjusted EBITDA(b)
$566
to
$571
 
$2,219
to
$2,224
 
$2,263
to
$2,293
(a)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein for a discussion of non-cash interest expense.
(b)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 10

Reconciliation of Historical FFO and AFFO:
 
For the Three Months Ended
 
For the Nine Months Ended
 
For the Twelve Months Ended
(in millions)
September 30, 2016
 
September 30, 2015
 
September 30, 2016
 
September 30, 2015
 
December 31, 2015
Net income (loss)(a)
$
98.4

 
$
104.3

 
$
232.3

 
$
382.6

 
$
525.3

Real estate related depreciation, amortization and accretion
274.2

 
257.0

 
815.1

 
753.6

 
1,018.3

Asset write-down charges
8.3

 
7.5

 
28.3

 
19.7

 
33.5

Dividends on preferred stock
(11.0
)
 
(11.0
)
 
(33.0
)
 
(33.0
)
 
(44.0
)
FFO(b)(c)(d)(e)(f)
$
369.9

 
$
357.8

 
$
1,042.6

 
$
1,122.8

 
$
1,533.1

 
 
 
 
 
 
 
 
 
 
FFO (from above)
$
369.9

 
$
357.8

 
$
1,042.6

 
$
1,122.8

 
$
1,533.1

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
 
 
Straight-lined revenue
(8.8
)
 
(27.1
)
 
(42.4
)
 
(89.0
)
 
(111.3
)
Straight-lined expense
23.5

 
24.4

 
71.1

 
74.0

 
98.7

Stock-based compensation expense
22.6

 
16.5

 
75.3

 
49.3

 
67.1

Non-cash portion of tax provision
3.5

 
(5.9
)
 
5.2

 
(20.3
)
 
(63.9
)
Non-real estate related depreciation, amortization and accretion
6.6

 
4.6

 
19.6

 
13.0

 
17.9

Amortization of non-cash interest expense
3.3

 
8.6

 
11.3

 
32.4

 
37.1

Other (income) expense
0.8

 
1.2

 
4.6

 
(58.5
)
 
(57.0
)
Gains (losses) on retirement of long-term obligations
10.3

 

 
52.3

 
4.2

 
4.2

Acquisition and integration costs
2.7

 
7.6

 
11.5

 
12.0

 
15.7

Capital improvement capital expenditures
(10.0
)
 
(14.4
)
 
(25.4
)
 
(32.5
)
 
(46.8
)
Corporate capital expenditures
(8.5
)
 
(17.0
)
 
(22.4
)
 
(42.9
)
 
(58.1
)
AFFO(b)(c)(d)(e)(f)
$
415.8

 
$
356.4

 
$
1,203.5

 
$
1,064.4

 
$
1,436.6

(a)
Exclusive of income (loss) from discontinued operations and related noncontrolling interest of $(0.5 million), $1.0 billion and $1.0 billion for the three months ended September 30, 2015, nine months ended September 30, 2015 and twelve months ended December 31, 2015, respectively.
(b)
See "Non-GAAP Financial Measures and Other Calculations" herein for a discussion of our definitions of FFO and AFFO.
(c)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(d)
Diluted weighted-average common shares outstanding were 338.4 million, 333.7 million, 337.1 million, 333.7 million and 334.1 million for the three months ended September 30, 2016 and 2015, the nine months ended September 30, 2016 and 2015 and the twelve months ended December 31, 2015. The diluted weighted-average common shares outstanding assumes no conversion of preferred stock in the share count.
(e)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(f)
Attributable to CCIC common stockholders.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 11

Reconciliation of Current Outlook for FFO and AFFO:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(in millions)
Outlook
 
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$318
to
$338
 
$375
to
$425
Real estate related depreciation, amortization and accretion
$277
to
$290
 
$1,097
to
$1,110
 
$1,127
to
$1,148
Asset write-down charges
$9
to
$11
 
$37
to
$39
 
$35
to
$45
Dividends on preferred stock
$(11)
to
$(11)
 
$(44)
to
$(44)
 
$0
to
$0
FFO(a)(b)(c)(d)(e)
$383
to
$388
 
$1,426
to
$1,431
 
$1,566
to
$1,596
 
 
 
 
 
 
 
 
 
 
 
 
FFO (from above)
$383
to
$388
 
$1,426
to
$1,431
 
$1,566
to
$1,596
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
 
 
 
 
Straight-lined revenue
$(8)
to
$(3)
 
$(50)
to
$(45)
 
$13
to
$28
Straight-lined expense
$20
to
$25
 
$90
to
$95
 
$78
to
$93
Stock-based compensation expense
$21
to
$23
 
$97
to
$99
 
$94
to
$99
Non-cash portion of tax provision
$2
to
$7
 
$9
to
$14
 
$(3)
to
$12
Non-real estate related depreciation, amortization and accretion
$6
to
$8
 
$26
to
$28
 
$24
to
$29
Amortization of non-cash interest expense
$3
to
$6
 
$12
to
$15
 
$11
to
$17
Other (income) expense
$(1)
to
$2
 
$3
to
$6
 
$2
to
$4
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$52
to
$52
 
$0
to
$0
Acquisition and integration costs
$3
to
$6
 
$14
to
$17
 
$3
to
$8
Capital improvement capital expenditures
$(20)
to
$(15)
 
$(46)
to
$(41)
 
$(45)
to
$(40)
Corporate capital expenditures
$(20)
to
$(15)
 
$(43)
to
$(38)
 
$(37)
to
$(32)
AFFO(a)(b)(c)(d)(e)
$403
to
$408
 
$1,606
to
$1,611
 
$1,739
to
$1,769
(a)
The assumption for fourth quarter 2016, full year 2016 and full year 2017 diluted weighted-average common shares outstanding is 346 million, 340 million and 350 million, respectively, based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(b)
See "Non-GAAP Financial Measures and Other Calculations" herein for a discussion for our definitions of FFO and AFFO.
(c)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(d)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(e)
Attributable to CCIC common stockholders.





The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 12

For Comparative Purposes - Reconciliation of Previous Outlook for Adjusted EBITDA:
 
Previously Issued
 
Previously Issued
 
Q3 2016
 
Full Year 2016
(in millions)
Outlook
 
Outlook
Net income (loss)
$91
to
$111
 
$318
to
$358
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$35
to
$45
Acquisition and integration costs
$3
to
$6
 
$14
to
$19
Depreciation, amortization and accretion
$275
to
$290
 
$1,107
to
$1,133
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$20
to
$22
Interest expense and amortization of deferred financing costs
$127
to
$132
 
$508
to
$528
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$42
to
$42
Interest income
$(1)
to
$0
 
$(1)
to
$0
Other income (expense)
$(1)
to
$2
 
$4
to
$6
Benefit (provision) for income taxes
$3
to
$7
 
$15
to
$23
Stock-based compensation expense
$21
to
$23
 
$93
to
$98
Adjusted EBITDA(a)
$557
to
$562
 
$2,205
to
$2,225
(a)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.

For Comparative Purposes - Reconciliation of Previous Outlook for FFO and AFFO:
 
Previously Issued
 
Previously Issued
 
Q3 2016
 
Full Year 2016
(in millions)
Outlook
 
Outlook
Net income (loss)
$91
to
$111
 
$318
to
$358
Real estate related depreciation, amortization and accretion
$269
to
$282
 
$1,083
to
$1,104
Asset write-down charges
$9
to
$11
 
$35
to
$45
Dividends on preferred stock
$(11)
to
$(11)
 
$(44)
to
$(44)
FFO(a)(b)(c)(e)
$375
to
$380
 
$1,421
to
$1,441
 
 
 
 
 
 
 
 
FFO (from above)
$375
to
$380
 
$1,421
to
$1,441
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-line revenue
$(13)
to
$(8)
 
$(56)
to
$(41)
Straight-line expense
$21
to
$26
 
$85
to
$100
Stock-based compensation expense
$21
to
$23
 
$93
to
$98
Non-cash portion of tax provision
$1
to
$6
 
$3
to
$18
Non-real estate related depreciation, amortization and accretion
$6
to
$8
 
$24
to
$29
Amortization of non-cash interest expense
$3
to
$6
 
$12
to
$18
Other (income) expense
$(1)
to
$2
 
$4
to
$6
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$42
to
$42
Acquisition and integration costs
$3
to
$6
 
$14
to
$19
Capital improvement capital expenditures
$(13)
to
$(11)
 
$(41)
to
$(36)
Corporate capital expenditures
$(14)
to
$(12)
 
$(43)
to
$(38)
AFFO(a)(b)(c)(e)
$400
to
$405
 
$1,595
to
$1,615
(a)
Previously issued third quarter 2016 outlook assumes diluted common shares outstanding as of June 30, 2016 of approximately 339 million shares. Previously issued full year 2016 outlook assumes diluted common shares outstanding of approximately 341 million shares, inclusive of the assumed conversion of the mandatory convertible preferred stock in November 2016.
(b)
See "Non-GAAP Financial Measures and Other Calculations" herein for a discussion for our definitions of FFO and AFFO.
(c)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(d)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(e)
Attributable to CCIC common stockholders.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 13

The components of changes in site rental revenues for the quarters ended September 30, 2016 and 2015 are as follows:

 
Three Months Ended September 30,
(in millions)
2016
 
2015
Components of changes in site rental revenues(f):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(a)(c)
$
737

 
$
672

 
 
 
 
New leasing activity(a)(c)
45

 
44

Escalators
22

 
23

Non-renewals
(20
)
 
(24
)
Organic Contribution to Site Rental Revenues(d)
47

 
43

Straight-lined revenues associated with fixed escalators
9

 
27

Acquisitions and builds(b)
19

 
23

Other

 

Total GAAP site rental revenues
$
812

 
$
765

 
 
 
 
Year-over-year changes in revenue:
 
 
 
Reported GAAP site rental revenues
6.1
%
 
 
Organic Contribution to Site Rental Revenues(d)(e)
6.4
%
 
 
(a)
Includes revenues from amortization of prepaid rent in accordance with GAAP.
(b)
The financial impact of acquisitions, as measured by the initial contribution, and tower builds is excluded from Organic Contribution to Site Rental Revenues until the one-year anniversary of the acquisition or build.
(c)
Includes revenues from the construction of new small cell nodes, exclusive of straight-lined revenues related to fixed escalators.
(d)
See "Non-GAAP Financial Measures and Other Calculations" herein.
(e)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-line associated with fixed escalations compared to Organic Contribution to Site Rental Revenues for the current period.
(f)
Additional information regarding Crown Castle's site rental revenues including projected revenue from customer licenses, tenant non-renewals, straight-lined revenues and prepaid rent is available in Crown Castle's quarterly Supplemental Information Package posted in the Investors section of its website.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 14

The components of the changes in site rental revenues for the years ending December 31, 2016 and 2017 are forecasted as follows:

 

 
 
 
(in millions)
Midpoint of
Full Year
2016 Outlook
 
Full Year
2017 Outlook
 
Components of changes in site rental revenues(g):

 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(a)(c)
$2,907
 
$3,184
 
 

 
 
 
New leasing activity(a)(c)
171
 
150 to 170
 
Escalators
89
 
80 to 85
 
Non-renewals
(74)
 
(95) to (75)
 
Organic Contribution to Site Rental Revenues(d)
186
 
140 to 170
 
Straight-lined revenues associated with fixed escalators
48
 
(28) to (13)
 
Acquisitions and builds(b)
89
 
11
 
Other
 
 
Total GAAP site rental revenues
$3,230
 
$3,314 to $3,344
 
 

 
 
 
Year-over-year changes in revenue:

 
 
 
Reported GAAP site rental revenues
7.0%
 
3.1%
 
Organic Contribution to Site Rental Revenues(d)(e)
6.4%
 
4.9%
(f) 
(a)
Includes revenues from amortization of prepaid rent in accordance with GAAP.
(b)
The financial impact of acquisitions, as measured by the initial contribution, and tower builds is excluded from Organic Contribution to Site Rental Revenues until the one-year anniversary of the acquisition or build.
(c)
Includes revenues from the construction of new small cell nodes, exclusive of straight-lined revenues related to fixed escalators.
(d)
See "Non-GAAP Financial Measures and Other Calculations" herein.
(e)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-lined associated with fixed escalations compared to Organic Contribution to Site Rental Revenues for the current period.
(f)
Calculated based on midpoint of Full Year 2017 Outlook.
(g)
Additional information regarding Crown Castle's site rental revenues including projected revenue from customer licenses, tenant non-renewals, straight-lined revenues and prepaid rent is available in Crown Castle's quarterly Supplemental Information Package posted in the Investors section of its website.



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 15

Components of Historical Interest Expense and Amortization of Deferred Financing Costs:
 
For the Three Months Ended
(in millions)
September 30, 2016
 
September 30, 2015
Interest expense on debt obligations
$
126.6

 
$
121.3

Amortization of deferred financing costs and adjustments on long-term debt, net
4.6

 
5.6

Amortization of interest rate swaps(a)

 
3.7

Other, net
(1.3
)
 
(0.7
)
Interest expense and amortization of deferred financing costs
$
129.9

 
$
129.9

(a)
Relates to the amortization of interest rate swaps; the swaps were cash settled in prior periods.


Components of Current Outlook for Interest Expense and Amortization of Deferred Financing Costs:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(in millions)
Outlook
 
Outlook
 
Outlook
Interest expense on debt obligations
$126
to
$128
 
$501
to
$503
 
$509
to
$524
Amortization of deferred financing costs and adjustments on long-term debt, net
$4
to
$7
 
$17
to
$21
 
$17
to
$21
Other, net
$(1)
to
$(1)
 
$(5)
to
$(5)
 
$(6)
to
$(4)
Interest expense and amortization of deferred financing costs
$128
to
$133
 
$514
to
$519
 
$515
to
$545


Debt balances and maturity dates as of September 30, 2016 are as follows:
(in millions)
Face Value
 
Final Maturity
Bank debt - variable rate:
 
 
 
2016 Revolver
$
410.0

 
Jan. 2021
2016 Term Loan A
1,975.0

 
Jan. 2021
Total bank debt
2,385.0

 
 
Securitized debt - fixed rate:
 
 
 
Secured Notes, Series 2009-1, Class A-1(a)
57.2

 
Aug. 2019
Secured Notes, Series 2009-1, Class A-2(a)
70.0

 
Aug. 2029
Tower Revenue Notes, Series 2010-3(b)
1,250.0

 
Jan. 2040
Tower Revenue Notes, Series 2010-6(b)
1,000.0

 
Aug. 2040
Tower Revenue Notes, Series 2015-1(b)
300.0

 
May 2042
Tower Revenue Notes, Series 2015-2(b)
700.0

 
May 2045
Total securitized debt
3,377.2

 
 
Bonds - fixed rate:
 
 
 
5.250% Senior Notes
1,650.0

 
Jan. 2023
3.849% Secured Notes
1,000.0

 
Apr. 2023
4.875% Senior Notes
850.0

 
Apr. 2022
3.400% Senior Notes
850.0

 
Feb. 2021
4.450% Senior Notes
900.0

 
Feb. 2026
3.700% Senior Notes
750.0

 
June 2026
2.250% Senior Notes
700.0

 
Sept. 2021
Total bonds
6,700.0

 
 
Capital leases and other obligations
225.5

 
Various
Total Debt
$
12,687.7

 
 
Less: Cash and Cash Equivalents(c)
$
156.2

 
 
Net Debt
$
12,531.5

 
 
(a)
The Senior Secured Notes, Series 2009-1, Class A-1 principal amortizes during the period beginning January 2010 and ending in 2019 and the Senior Secured Notes, 2009-1, Class A-2 principal amortizes during the period beginning in 2019 and ending in 2029.
(b)
The Senior Secured Tower Revenue Notes, Series 2010-3 and 2010-6 have anticipated repayment dates in 2020. The Senior Secured Tower Revenue Notes, Series 2015-1 and 2015-2 have anticipated repayment dates in 2022 and 2025, respectively.
(c)
Excludes restricted cash.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 16


Net Debt to Last Quarter Annualized Adjusted EBITDA is computed as follows:
(in millions)
For the Three Months Ended September 30, 2016
Total face value of debt
$
12,687.7

Ending cash and cash equivalents(a)
156.2

Total Net Debt
$
12,531.5

 
 
Adjusted EBITDA for the three months ended September 30, 2016
$
564.1

Last quarter annualized adjusted EBITDA
2,256.5

Net Debt to Last Quarter Annualized Adjusted EBITDA
5.6
x
(a)
Excludes restricted cash.


Components of Capital Expenditures:
 
For the Three Months Ended
(in millions)
September 30, 2016
 
September 30, 2015
 
Towers
Small Cells
Other
Total
 
Towers
Small Cells
Other
Total
Discretionary:
 
 
 
 
 
 
 
 
 
Purchases of land interests
$
17.4

$

$

$
17.4

 
$
16.0

$

$

$
16.0

Wireless infrastructure construction and improvements
76.6

108.6


185.2

 
98.0

92.1


190.1

Sustaining:
 
 
 
 
 
 
 
 
 
Capital improvement and corporate
9.7

3.2

5.6

18.5

 
22.4

3.0

5.9

31.3

Total
$
103.7

$
111.8

$
5.6

$
221.1

 
$
136.4

$
95.1

$
5.9

$
237.4



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 17

Cautionary Language Regarding Forward-Looking Statements

This press release contains forward-looking statements and information that are based on our management's current expectations. Such statements include our Outlook and plans, projections, and estimates regarding (1) potential benefits, returns and shareholder value which may be derived from our business, assets, investments, dividends and acquisitions, including on a long-term basis, (2) our strategy, strategic position and strength of our business, (3) carrier network investments and upgrades, and the benefits which may be derived therefrom, (4) demand for wireless connectivity and the benefits which may be derived therefrom, (5) our dividends, including our dividend plans and the amount and growth of our dividends, (6) leasing activity, (7) our investments, including in towers and small cells, and the potential growth, returns and benefits therefrom, (8) demand for our wireless infrastructure and services, (9) our growth and long-term prospects, (10) tenant non-renewals, including the impact and timing thereof, (11) capital expenditures, including sustaining capital expenditures, (12) straight-line adjustments, (13) expenses, (14) site rental revenues, (15) site rental cost of operations, (16) site rental gross margin and network services gross margin, (17) net income (loss), (18) Adjusted EBITDA, (19) interest expense and amortization of deferred financing costs, (20) FFO, (21) AFFO, (22) Organic Contribution to Site Rental Revenues and Organic Contribution to Site Rental Revenue growth, (23) our common shares outstanding, including on a diluted basis, and the conversion of our Preferred Stock, and (24) the utility of certain financial measures, including non-GAAP financial measures. Such forward-looking statements are subject to certain risks, uncertainties and assumptions prevailing market conditions and the following:

Our business depends on the demand for our wireless infrastructure, driven primarily by demand for wireless connectivity, and we may be adversely affected by any slowdown in such demand. Additionally, a reduction in carrier network investment may materially and adversely affect our business (including reducing demand for new tenant additions and network services).
A substantial portion of our revenues is derived from a small number of customers, and the loss, consolidation or financial instability of any of our limited number of customers may materially decrease revenues or reduce demand for our wireless infrastructure and network services.
The business model for our small cell operations contains differences from our traditional site rental business, resulting in different operational risks. If we do not successfully operate that business model or identify or manage those operational risks, such operations may produce results that are less than anticipated.
Our substantial level of indebtedness could adversely affect our ability to react to changes in our business, and the terms of our debt instruments and Preferred Stock limit our ability to take a number of actions that our management might otherwise believe to be in our best interests. In addition, if we fail to comply with our covenants, our debt could be accelerated.
We have a substantial amount of indebtedness. In the event we do not repay or refinance such indebtedness, we could face substantial liquidity issues and might be required to issue equity securities or securities convertible into equity securities, or sell some of our assets to meet our debt payment obligations.
Sales or issuances of a substantial number of shares of our common stock may adversely affect the market price of our common stock.
As a result of competition in our industry, we may find it more difficult to achieve favorable rental rates on our new or renewing tenant leases.
New technologies may reduce demand for our wireless infrastructure or negatively impact our revenues.
The expansion and development of our business, including through acquisitions, increased product offerings or other strategic growth opportunities, may cause disruptions in our business, which may have an adverse effect on our business, operations or financial results.
If we fail to retain rights to our wireless infrastructure, including the land interests under our towers, our business may be adversely affected.
Our network services business has historically experienced significant volatility in demand, which reduces the predictability of our results.
New wireless technologies may not deploy or be adopted by customers as rapidly or in the manner projected.
If we fail to comply with laws and regulations which regulate our business and which may change at any time, we may be fined or even lose our right to conduct some of our business.
If radio frequency emissions from wireless handsets or equipment on our wireless infrastructure are demonstrated to cause negative health effects, potential future claims could adversely affect our operations, costs or revenues.
Certain provisions of our restated certificate of incorporation, amended and restated by-laws and operative agreements, and domestic and international competition laws may make it more difficult for a third party to acquire control of us or for us to acquire control of a third party, even if such a change in control would be beneficial to our stockholders.
We may be vulnerable to security breaches that could adversely affect our business, operations, and reputation.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 18

Future dividend payments to our stockholders will reduce the availability of our cash on hand available to fund future discretionary investments, and may result in a need to incur indebtedness or issue equity securities to fund growth opportunities. In such event, the then current economic, credit market or equity market conditions will impact the availability or cost of such financing, which may hinder our ability to grow our per share results of operations.
Remaining qualified to be taxed as a REIT involves highly technical and complex provisions of the US Internal Revenue Code. Failure to remain qualified as a REIT would result in our inability to deduct dividends to stockholders when computing our taxable income, which would reduce our available cash.
Complying with REIT requirements, including the 90% distribution requirement, may limit our flexibility or cause us to forgo otherwise attractive opportunities, including certain discretionary investments and potential financing alternatives.
If we fail to pay scheduled dividends on the Preferred Stock, in cash, common stock or any combination of cash and common stock, we will be prohibited from paying dividends on our common stock, which may jeopardize our status as a REIT.
We have limited experience operating as a REIT. Our failure to successfully operate as a REIT may adversely affect our financial condition, cash flow, the per share trading price of our common stock, or our ability to satisfy debt service obligations.
REIT related ownership limitations and transfer restrictions may prevent or restrict certain transfers of our capital stock.
Should one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors which could affect our results is included in our filings with the SEC. As used in this release, the term "including," and any variation thereof, means "including without limitation."



The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 19

https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-ccaltlogorgba04a02a11.jpg
CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
(in thousands, except share amounts)

 
September 30,
2016
 
December 31,
2015
 
 
 
 
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
156,219

 
$
178,810

Restricted cash
116,932

 
130,731

Receivables, net
276,259

 
313,296

Prepaid expenses
157,102

 
133,194

Other current assets
133,163

 
225,214

Total current assets
839,675

 
981,245

Deferred site rental receivables
1,321,777

 
1,306,408

Property and equipment, net
9,714,149

 
9,580,057

Goodwill
5,750,033

 
5,513,551

Other intangible assets, net
3,737,448

 
3,779,915

Long-term prepaid rent and other assets, net
808,641

 
775,790

Total assets
$
22,171,723

 
$
21,936,966

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
148,916

 
$
159,629

Accrued interest
84,244

 
66,975

Deferred revenues
358,683

 
322,623

Other accrued liabilities
204,533

 
199,923

Current maturities of debt and other obligations
101,362

 
106,219

Total current liabilities
897,738

 
855,369

Debt and other long-term obligations
12,491,596

 
12,043,740

Other long-term liabilities
2,028,672

 
1,948,636

Total liabilities
15,418,006

 
14,847,745

Commitments and contingencies

 

CCIC stockholders' equity:
 
 
 
Common stock, $.01 par value; 600,000,000 shares authorized; shares issued and outstanding: September 30, 2016—337,569,931 and December 31, 2015—333,771,660
3,375

 
3,338

4.50% Mandatory Convertible Preferred Stock, Series A, $.01 par value; 20,000,000 shares authorized; shares issued and outstanding: September 30, 2016 and December 31, 2015—9,775,000; aggregate liquidation value: September 30, 2016 and December 31, 2015—$977,500
98

 
98

Additional paid-in capital
9,914,844

 
9,548,580

Accumulated other comprehensive income (loss)
(5,541
)
 
(4,398
)
Dividends/distributions in excess of earnings
(3,159,059
)
 
(2,458,397
)
Total equity
6,753,717

 
7,089,221

Total liabilities and equity
$
22,171,723

 
$
21,936,966




The Foundation for a Wireless World.
CrownCastle.com



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CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
(in thousands, except share and per share amounts)

 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2016
 
2015
 
2016
 
2015
Net revenues:
 
 
 
 
 
 
 
Site rental
$
812,032

 
$
764,606

 
$
2,415,926

 
$
2,233,077

Network services and other
179,984

 
153,501

 
472,883

 
484,938

Net revenues
992,016

 
918,107

 
2,888,809

 
2,718,015

Operating expenses:
 
 
 
 
 
 
 
Costs of operations (exclusive of depreciation, amortization and accretion):
 
 
 
 
 
 
 
Site rental
256,750

 
247,000

 
762,223

 
716,244

Network services and other
109,228

 
86,859

 
286,066

 
263,177

General and administrative
89,941

 
76,699

 
278,909

 
223,880

Asset write-down charges
8,339

 
7,477

 
28,251

 
19,652

Acquisition and integration costs
2,680

 
7,608

 
11,459

 
12,001

Depreciation, amortization and accretion
280,824

 
261,662

 
834,725

 
766,621

Total operating expenses
747,762

 
687,305

 
2,201,633

 
2,001,575

Operating income (loss)
244,254

 
230,802

 
687,176

 
716,440

Interest expense and amortization of deferred financing costs
(129,916
)
 
(129,877
)
 
(385,656
)
 
(398,782
)
Gains (losses) on retirement of long-term obligations
(10,274
)
 

 
(52,291
)
 
(4,157
)
Interest income
175

 
789

 
454

 
1,170

Other income (expense)
(832
)
 
(1,214
)
 
(4,623
)
 
58,510

Income (loss) from continuing operations before income taxes
103,407

 
100,500

 
245,060

 
373,181

Benefit (provision) for income taxes
(5,041
)
 
3,801

 
(12,797
)
 
9,380

Income (loss) from continuing operations
98,366

 
104,301

 
232,263

 
382,561

Discontinued operations:
 
 
 
 
 
 
 
Income (loss) from discontinued operations, net of tax

 
(522
)
 

 
1,000,708

Net income (loss)
98,366

 
103,779

 
232,263

 
1,383,269

Less: Net income (loss) attributable to the noncontrolling interest

 

 

 
3,343

Net income (loss) attributable to CCIC stockholders
98,366

 
103,779

 
232,263

 
1,379,926

Dividends on preferred stock
(10,997
)
 
(10,997
)
 
(32,991
)
 
(32,991
)
Net income (loss) attributable to CCIC common stockholders
$
87,369

 
$
92,782

 
$
199,272

 
$
1,346,935

 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, per common share:
 
 
 
 
 
 
 
Income (loss) from continuing operations, basic
$
0.26

 
$
0.28

 
$
0.59

 
$
1.05

Income (loss) from discontinued operations, basic
$

 
$

 
$

 
$
3.00

Net income (loss) attributable to CCIC common stockholders, basic
$
0.26

 
$
0.28

 
$
0.59

 
$
4.05

Income (loss) from continuing operations, diluted
$
0.26

 
$
0.28

 
$
0.59

 
$
1.05

Income (loss) from discontinued operations, diluted
$

 
$

 
$

 
$
2.99

Net income (loss) attributable to CCIC common stockholders, diluted
$
0.26

 
$
0.28

 
$
0.59

 
$
4.04

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding (in thousands):
 
 
 
 
 
 
 
Basic
337,564

 
333,049

 
336,426

 
332,951

Diluted
338,409

 
333,711

 
337,076

 
333,735



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CrownCastle.com



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CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in thousands)
 
Nine Months Ended September 30,
 
 
2016
 
2015
 
Cash flows from operating activities:
 
 
 
 
Net income (loss) from continuing operations
$
232,263

 
$
382,561

 
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by (used for) operating activities:
 
 
 
 
Depreciation, amortization and accretion
834,725

 
766,621

 
Gains (losses) on retirement of long-term obligations
52,291

 
4,157

 
Gains (losses) on settled swaps
2,608

 
(54,475
)
 
Amortization of deferred financing costs and other non-cash interest
11,293

 
32,394

 
Stock-based compensation expense
60,402

 
44,711

 
Asset write-down charges
28,251

 
19,652

 
Deferred income tax benefit (provision)
6,626

 
(16,199
)
 
Other adjustments, net
(1,060
)
 
(7,240
)
 
Changes in assets and liabilities, excluding the effects of acquisitions:
 
 
 
 
Increase (decrease) in liabilities
122,944

 
208,538

 
Decrease (increase) in assets
(45,628
)
 
(89,844
)
 
Net cash provided by (used for) operating activities
1,304,715

 
1,290,876

 
Cash flows from investing activities:
 
 
 
 
Payments for acquisition of businesses, net of cash acquired
(545,162
)
 
(1,083,319
)
 
Capital expenditures
(614,178
)
 
(658,240
)
 
Net receipts from settled swaps
8,141

 
54,475

 
Other investing activities, net
11,616

 
(1,561
)
 
Net cash provided by (used for) investing activities
(1,139,583
)
 
(1,688,645
)
 
Cash flows from financing activities:
 
 
 
 
Proceeds from issuance of long-term debt
5,201,010


1,000,000

 
Principal payments on debt and other long-term obligations
(69,717
)

(78,049
)
 
Purchases and redemptions of long-term debt
(4,044,834
)

(1,069,337
)
 
Borrowings under revolving credit facility
3,440,000


1,560,000

 
Payments under revolving credit facility
(4,155,000
)

(1,240,000
)
 
Payments for financing costs
(41,471
)

(17,415
)
 
Net proceeds from issuance of capital stock
323,798



 
Purchases of capital stock
(24,759
)

(29,576
)
 
Dividends/distributions paid on common stock
(896,628
)

(821,056
)
 
Dividends paid on preferred stock
(32,991
)

(32,991
)
 
Net (increase) decrease in restricted cash
40


28,435

 
Net cash provided by (used for) financing activities
(300,552
)
 
(699,989
)
 
Net increase (decrease) in cash and cash equivalents - continuing operations
(135,420
)
 
(1,097,758
)
 
Discontinued operations:
 
 
 
 
Net cash provided by (used for) operating activities

 
4,359

 
Net cash provided by (used for) investing activities
113,150

 
1,103,577

 
Net increase (decrease) in cash and cash equivalents - discontinued operations
113,150

 
1,107,936

 
Effect of exchange rate changes
(321
)
 
(1,682
)
 
Cash and cash equivalents at beginning of period
178,810

 
175,620

(a) 
Cash and cash equivalents at end of period
$
156,219

 
$
184,116

 
Supplemental disclosure of cash flow information:
 
 
 
 
Interest paid
357,094

 
364,147

 
Income taxes paid
11,740

 
23,865

 
________________
(a)
Inclusive of cash and cash equivalents included in discontinued operations.


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CROWN CASTLE INTERNATIONAL CORP.
SEGMENT OPERATING RESULTS (UNAUDITED)
(in thousands)

SEGMENT OPERATING RESULTS
 
Three Months Ended September 30, 2016
 
Three Months Ended September 30, 2015
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
709,603

 
$
102,429

 
 
 
$
812,032

 
$
686,934

 
$
77,672

 
 
 
$
764,606

Segment network services and other revenue
166,979

 
13,005

 
 
 
179,984

 
138,566

 
14,935

 
 
 
153,501

Segment revenues
876,582

 
115,434

 
 
 
992,016

 
825,500

 
92,607

 
 
 
918,107

Segment site rental cost of operations
210,322

 
37,754

 
 
 
248,076

 
209,056

 
30,449

 
 
 
239,505

Segment network services and other cost of operations
97,395

 
10,194

 
 
 
107,589

 
75,302

 
10,213

 
 
 
85,515

Segment cost of operations(a)
307,717

 
47,948

 
 
 
355,665

 
284,358

 
40,662

 
 
 
325,020

Segment site rental gross margin(b)
499,281

 
64,675

 
 
 
563,956

 
477,878

 
47,223

 
 
 
525,101

Segment network services and other gross margin(b)
69,584

 
2,811

 
 
 
72,395

 
63,264

 
4,722

 
 
 
67,986

Segment general and administrative expenses(a)
22,225

 
14,480

 
35,526

 
72,231

 
22,994

 
10,194

 
30,741

 
63,929

Segment operating profit(b)
546,640

 
53,006

 
(35,526
)
 
564,120

 
518,148

 
41,751

 
(30,741
)
 
529,158

Stock-based compensation expense
 
 
 
 
22,594

 
22,594

 
 
 
 
 
16,466

 
16,466

Depreciation, amortization and accretion
 
 
 
 
280,824

 
280,824

 
 
 
 
 
261,662

 
261,662

Interest expense and amortization of deferred financing costs
 
 
 
 
129,916

 
129,916

 
 
 
 
 
129,877

 
129,877

Other (income) expenses to reconcile to income (loss) from continuing operations before income taxes(c)
 
 
 
 
27,379

 
27,379

 
 
 
 
 
20,653

 
20,653

Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
103,407

 
 
 
 
 
 
 
$
100,500


(a)
Segment cost of operations exclude (1) stock-based compensation expense of $4.9 million and $3.7 million for the three months ended September 30, 2016 and 2015, respectively and (2) prepaid lease purchase price adjustments of $5.4 million and $5.1 million for the three months ended September 30, 2016 and 2015, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $17.7 million and $12.8 million for the three months ended September 30, 2016 and 2015, respectively.
(b) See "Non-GAAP Financial Measures and Other Calculations" herein for a discussion of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(c)
Other (income) expenses to reconcile to income (loss) from continuing operations before income taxes includes (1) losses on retirement of long-term obligations of approximately $10.3 million and $0 for the three months ended September 30, 2016 and 2015, respectively and (2) gains (losses) on swaps of approximately $0 and $10.2 million for the three months ended September 30, 2016 and 2015, respectively.




The Foundation for a Wireless World.
CrownCastle.com



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Page 23

SEGMENT OPERATING RESULTS
 
Nine Months Ended September 30, 2016
 
Nine Months Ended September 30, 2015
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
2,118,159

 
$
297,767

 
 
 
$
2,415,926

 
$
2,040,147

 
$
192,930

 
 
 
$
2,233,077

Segment network services and other revenue
434,042

 
38,841

 
 
 
472,883

 
445,683

 
39,255

 
 
 
484,938

Segment revenues
2,552,201

 
336,608

 
 
 
2,888,809

 
2,485,830

 
232,185

 
 
 
2,718,015

Segment site rental cost of operations
625,331

 
109,402

 
 
 
734,733

 
620,726

 
73,818

 
 
 
694,544

Segment network services and other cost of operations
249,306

 
30,652

 
 
 
279,958

 
229,164

 
30,034

 
 
 
259,198

Segment cost of operations(a)
874,637

 
140,054

 
 
 
1,014,691

 
849,890

 
103,852

 
 
 
953,742

Segment site rental gross margin(b)
1,492,828

 
188,365

 
 
 
1,681,193

 
1,419,421

 
119,112

 
 
 
1,538,533

Segment network services and other gross margin(b)
184,736

 
8,189

 
 
 
192,925

 
216,519

 
9,221

 
 
 
225,740

Segment general and administrative expenses(a)
68,329

 
45,720

 
107,161

 
221,210

 
68,245

 
25,664

 
90,981

 
184,890

Segment operating profit(b)
1,609,235

 
150,834

 
(107,161
)
 
1,652,908

 
1,567,695

 
102,669

 
(90,981
)
 
1,579,383

Stock-based compensation expense
 
 
 
 
75,297

 
75,297

 
 
 
 
 
49,282

 
49,282

Depreciation, amortization and accretion
 
 
 
 
834,725

 
834,725

 
 
 
 
 
766,621

 
766,621

Interest expense and amortization of deferred financing costs
 
 
 
 
385,656

 
385,656

 
 
 
 
 
398,782

 
398,782

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(c)
 
 
 
 
112,170

 
112,170

 
 
 
 
 
(8,483
)
 
(8,483
)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
245,060

 
 
 
 
 
 
 
$
373,181


(a)
Segment cost of operations exclude (1) stock-based compensation expense of $17.6 million and $10.3 million for the nine months ended September 30, 2016 and 2015, respectively and (2) prepaid lease purchase price adjustments of $16.0 million and $15.4 million for the nine months ended September 30, 2016 and 2015, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $57.7 million and $39.0 million for the nine months ended September 30, 2016 and 2015, respectively.
(b) See "Non-GAAP Financial Measures and Other Calculations" herein for a discussion of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(c)
Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes includes (1) losses on retirement of long-term obligations of approximately $52.3 million and $4.2 million for the nine months ended September 30, 2016 and 2015, respectively and (2) gains (losses) on swaps of approximately $(2.6 million) and $70.0 million for the nine months ended September 30, 2016 and 2015, respectively.



The Foundation for a Wireless World.
CrownCastle.com


Exhibit
Exhibit 99.2








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Supplemental Information Package
and Non-GAAP Reconciliations
Third QuarterSeptember 30, 2016




The Foundation for a Wireless World.
CrownCastle.com


Crown Castle International Corp
Third Quarter 2016

TABLE OF CONTENTS
 
Page
Company Overview
 
Company Profile
Strategy
Historical AFFO per Share
Tower Portfolio Footprint
Corporate Information
Research Coverage
Historical Common Stock Data
Portfolio and Financial Highlights
Outlook
Financials & Metrics
 
Consolidated Balance Sheet
Consolidated Statement of Operations
Segment Operating Results
FFO and AFFO Reconciliations
Consolidated Statement of Cash Flows
Components of Changes in Site Rental Revenues
Summary of Straight-Line and Prepaid Rent Activity
Summary of Capital Expenditures
Lease Renewal and Lease Distribution
Customer Overview
Asset Portfolio Overview
 
Summary of Tower Portfolio by Vintage
Portfolio Overview
Ground Interest Overview
Ground Interest Activity
Capitalization Overview
 
Capitalization Overview
Debt Maturity Overview
Liquidity Overview
Maintenance and Financial Covenants
Interest Rate Sensitivity
Appendix

Cautionary Language Regarding Forward-Looking Statements
This supplemental information package ("Supplement") contains forward-looking statements and information that are based on our management's current expectations as of the date of this Supplement. Statements that are not historical facts are hereby identified as forward-looking statements. Words such as "Outlook", "guide", "forecast", "estimate", "anticipate", "project", "plan", "intend", "believe", "expect", "likely", "predicted", and any variations of these words and similar expressions are intended to identify such forward looking statements. Such statements include, but are not limited to, our Outlook for the fourth quarter 2016, full year 2016 and full year 2017.

Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including, but not limited to, prevailing market conditions. Should one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors which could affect our results is included in our filings with the Securities and Exchange Commission. Crown Castle assumes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

The components of financial information presented herein, both historical and forward looking, may not sum due to rounding. Definitions and reconciliations of non-GAAP measures are provided in the Appendix to this Supplement.

As used herein, the term "including" and any variation thereof, means "including without limitation." The use of the word "or" herein is not exclusive.

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Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


COMPANY PROFILE 
Crown Castle International Corp. (to which the terms "Crown Castle," "CCIC," "we," "our," "our Company," "the Company" or "us" as used herein refer) owns, operates and leases shared wireless infrastructure, including: (1) towers and other structures, such as rooftops (collectively, "towers"), and (2) small cell networks supported by fiber (collectively, "small cells," and together with towers, "wireless infrastructure"). Our towers have a significant presence in each of the top 100 US markets. Crown Castle owns, operates and leases shared wireless infrastructure that is geographically dispersed throughout the U.S., and which consists of approximately (1) 40,000 towers and (2) small cells supported by 17,000 miles of fiber.
Our core business is providing access, including space or capacity, to our wireless infrastructure via long-term contracts in various forms, including license, sublease and lease agreements (collectively, "leases"). We seek to increase our site rental revenues by adding more tenants on our wireless infrastructure, which we expect to result in significant incremental cash flows due to our relatively fixed operating costs.
We operate as a Real Estate Investment Trust ("REIT") for U.S. federal income tax purposes.
On May 28, 2015, Crown Castle completed the sale of CCAL, its formerly 77.6% owned subsidiary that operated towers in Australia. We have classified the historical balances, results of operations, and cash flows of CCAL as amounts from discontinued operations.
During the first quarter of 2016, Crown Castle changed its operating segments to consist of (1) towers and (2) small cells. Crown Castle has recast its prior period presentation to conform to its current reporting presentation.


STRATEGY 
Our strategy is to create long-term stockholder value via a combination of (1) growing cash flows generated from our portfolio of wireless infrastructure, (2) returning a meaningful portion of our cash provided by operating activities to our stockholders in the form of dividends and (3) investing capital efficiently to grow cash flows and long-term dividends per share. We measure our efforts to create "long-term stockholder value" by the combined payment of dividends to stockholders and growth in our per share results. The key elements of our strategy are to:
Grow cash flows from our wireless infrastructure. We seek to maximize the site rental cash flows derived from our wireless infrastructure by adding tenants on our wireless infrastructure through long-term leases. We believe that the rapid growth in wireless connectivity will result in considerable future demand for our existing wireless infrastructure. We seek to maximize additional tenancy on our wireless infrastructure by working with wireless customers to quickly provide them access to our wireless infrastructure via new tenant additions or modifications of existing tenant equipment installations (collectively, "tenant additions") to enable them to expand coverage and capacity in order to meet increasing demand for wireless connectivity. We expect increases in our site rental cash flows from tenant additions and the related subsequent impact from contracted escalations to result in growth in our operating cash flows as our wireless infrastructure has relatively fixed operating costs (which tend to increase at the rate of inflation). Substantially all of our wireless infrastructure can accommodate additional tenancy, either as currently constructed or with appropriate modifications to the structure (which may include extensions or structural reinforcement), from which we expect to generate high incremental returns.
Return cash provided by operating activities to stockholders in the form of dividends. We believe that distributing a meaningful portion of our cash provided by operating activities appropriately provides stockholders with increased certainty for a portion of expected long-term stockholder value while still retaining sufficient flexibility to invest in our business and deliver growth. We believe this decision reflects the translation of the high-quality, long-term contractual cash flows of our business into stable capital returns to stockholders.
Invest capital efficiently to grow cash flows and long-term dividends per share. We seek to invest our available capital, including the net cash provided by our operating activities and external financing sources, in a manner that will increase long-term stockholder value on a risk-adjusted basis. Our historical investments have included the following (in no particular order):
purchases of shares of our common stock from time to time;
acquisitions or construction of wireless infrastructure;
acquisitions of land interests under towers;

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Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

improvements and structural enhancements to our existing wireless infrastructure; or
purchases, repayment or redemption of our debt.
Our strategy to create long-term stockholder value is based on our belief that additional demand for our wireless infrastructure will be created by the expected continued growth in demand for wireless connectivity. We believe that such demand for our wireless infrastructure will continue, will result in growth of our cash flows due to tenant additions on our existing wireless infrastructure, and will create other growth opportunities for us, such as demand for new wireless infrastructure.

HISTORICAL AFFO PER SHARE (1)(2)(3)

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TOWER PORTFOLIO FOOTPRINT
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-footprintmapa07.jpg
(1)
See reconciliations and definitions provided herein. See also "Definitions of Non-GAAP Financial Measures and Other Calculations" in the Appendix for a discussion of the definitions of FFO and AFFO.
(2)
AFFO per share represents the midpoint of the full year 2016 and full year 2017 outlook as issued on October 20, 2016.
(3)
Attributable to CCIC common stockholders

3

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

GENERAL COMPANY INFORMATION
Principal executive offices
1220 Augusta Drive, Suite 600, Houston, TX 77057
Common shares trading symbol
CCI
Stock exchange listing
New York Stock Exchange
Fiscal year ending date
December 31
Fitch - Long Term Issuer Default Rating
BBB-
Moody’s - Long Term Corporate Family Rating
Baa3
Standard & Poor’s - Long Term Local Issuer Credit Rating
BBB-

Note: These credit ratings may not reflect the potential risks relating to the structure or trading of the Company’s securities and are provided solely for informational purposes. Credit ratings are not recommendations to buy, sell or hold any security, and may be revised or withdrawn at any time by the issuing organization in its sole discretion. The Company does not undertake any obligation to maintain the ratings or to advise of any change in the ratings. Each agency’s rating should be evaluated independently of any other agency’s rating. An explanation of the significances of the ratings can be obtained from each of the ratings agencies.

EXECUTIVE MANAGEMENT TEAM
Name
Age
Years with Company
Position
Jay A. Brown
43
17
President and Chief Executive Officer
Daniel K. Schlanger
42
<1
Senior Vice President and Chief Financial Officer
James D. Young
55
10
Senior Vice President and Chief Operating Officer
Kenneth J. Simon
55
1
Senior Vice President and General Counsel
Patrick Slowey
59
16
Senior Vice President and Chief Commercial Officer
Philip M. Kelley
43
19
Senior Vice President-Corporate Development and Strategy

BOARD OF DIRECTORS
Name
Position
Committees
Age
Years as Director
J. Landis Martin
Chairman
NCG(1)
70
20
P. Robert Bartolo
Director
Audit, Compensation
44
2
Cindy Christy
Director
Compensation, NCG(1), Strategy
50
9
Ari Q. Fitzgerald
Director
Compensation, NCG(1), Strategy
53
14
Robert E. Garrison II
Director
Audit, Compensation
74
11
Dale N. Hatfield
Director
NCG(1), Strategy
78
15
Lee W. Hogan
Director
Audit, Compensation, Strategy
72
15
Edward C. Hutcheson
Director
Strategy
71
21
Robert F. McKenzie
Director
Audit, Strategy
72
21
Anthony J. Melone
Director
NCG(1), Strategy
56
1
W. Benjamin Moreland
Director
 
53
10
Jay A. Brown
Director
 
43
<1
(1)
Nominating & Corporate Governance Committee


4

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

RESEARCH COVERAGE
Equity Research
Bank of America
David Barden
(646) 855-1320
Barclays
Amir Rozwadowski
(212) 526-4043
BTIG
Walter Piecyk
(646) 450-9258
Citigroup
Michael Rollins
(212) 816-1116
Cowen and Company
Colby Synesael
(646) 562-1355
Deutsche Bank
Matthew Niknam
(212) 250-4711
Goldman Sachs
Brett Feldman
(212) 902-8156
Jefferies
Mike McCormack
(212) 284-2516
JPMorgan
Philip Cusick
(212) 622-1444
MoffettNathanson
Nick Del Deo
(212) 519-0025
Morgan Stanley
Simon Flannery
(212) 761-6432
New Street Research
Spencer Kurn
(212) 921-2067
Oppenheimer & Co.
Timothy Horan
(212) 667-8137
Pacific Crest Securities
Michael Bowen
(917) 368-2362
Raymond James
Ric Prentiss
(727) 567-2567
RBC Capital Markets
Jonathan Atkin
(415) 633-8589
Stifel
Matthew Heinz
(443) 224-1382
SunTrust Robinson Humphrey
Greg Miller
(212) 303-4169
UBS
Batya Levi
(212) 713-8824
Wells Fargo Securities, LLC
Jennifer Fritzsche
(312) 920-3548
 
 
 
 
Rating Agency
Fitch
John Culver
(312) 368-3216
Moody’s
Phil Kibel
(212) 553-1653
Standard & Poor’s
Scott Tan
(212) 438-4162

HISTORICAL COMMON STOCK DATA
 
Three Months Ended
(in millions, except per share data)
9/30/16
6/30/16
3/31/16
12/31/15
9/30/15
High price(1)
$
101.84

$
100.46

$
85.94

$
85.58

$
82.32

Low price(1)
$
89.82

$
83.95

$
73.43

$
75.16

$
72.77

Period end closing price(2)
$
94.21

$
100.45

$
84.86

$
83.93

$
75.78

Dividends paid per common share
$
0.885

$
0.885

$
0.885

$
0.885

$
0.82

Volume weighted average price for the period(1)
$
95.42

$
89.99

$
82.16

$
81.70

$
77.25

Common shares outstanding - diluted, at period end
338

339

338

334

334

Market value of outstanding common shares, at period end(3)
$
31,802

$
33,909

$
28,644

$
28,013

$
25,293

(1)
Based on the sales price, adjusted for common stock dividends, as reported by Bloomberg.
(2)
Based on the period end closing price, adjusted for common stock dividends, as reported by Bloomberg.
(3)
Period end market value of outstanding common shares is calculated as the product of (a) shares of common stock outstanding at period end and (b) closing share price at period end, adjusted for common stock dividends, as reported by Bloomberg.


5

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY PORTFOLIO HIGHLIGHTS
(as of September 30, 2016)
 
Tower portfolio
Number of towers(1)
40,151

Average number of tenants per tower
2.2

Remaining contracted customer receivables ($ in billions)(2)
$
17

Weighted average remaining customer contract term (years)(3)
6

Percent of towers in the Top 50 / 100 Basic Trading Areas
56% / 71%

Percent of ground leased / owned (by site rental gross margin)
63% / 37%

Weighted average maturity of ground leases (years)(4)
33

Small Cells portfolio
Number of miles of fiber (in thousands)
17

Remaining contracted customer receivables ($ in billions)(2)
$
2

Weighted average remaining customer contract term (years)(3)
6


SUMMARY FINANCIAL HIGHLIGHTS
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(dollars in thousands, except per share amounts)
 
2016
 
2015
 
2016
 
2015
Operating Data:
 
 
 
 
 
 
 
 
Net revenues
 
 
 
 
 
 
 
 
Site rental
 
$
812,032

 
$
764,606

 
$
2,415,926

 
$
2,233,077

Network services and other
 
179,984

 
153,501

 
472,883

 
484,938

Net revenues
 
$
992,016

 
$
918,107

 
$
2,888,809

 
$
2,718,015

 
 
 
 
 
 
 
 
 
Gross margin
 
 
 
 
 
 
 
 
Site rental
 
$
555,282

 
$
517,606

 
$
1,653,703

 
$
1,516,833

Network services and other
 
70,756

 
66,642

 
186,817

 
221,761

Total gross margin
 
$
626,038

 
$
584,248

 
$
1,840,520

 
$
1,738,594

 
 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders
 
$
87,369

 
$
92,782

 
$
199,272

 
$
1,346,935

Net income (loss) attributable to CCIC common stockholders per share - diluted(6)
 
$
0.26

 
$
0.28

 
$
0.59

 
$
4.04

 
 
 
 
 
 
 
 
 
Non-GAAP Data(5):
 
 
 
 
 
 
 
 
Adjusted EBITDA
 
$
564,120

 
$
529,158

 
$
1,652,908

 
$
1,579,383

FFO(7)
 
369,922

 
357,828

 
1,042,645

 
1,122,798

AFFO(7)
 
415,832

 
356,350

 
1,203,462

 
1,064,412

AFFO per share(6)(7)
 
$
1.23

 
$
1.07

 
$
3.57

 
$
3.19

(1)
Excludes small cells and third-party land interests.
(2)
Excludes renewal terms at customers' option.
(3)
Excludes renewal terms at customers' option, weighted by site rental revenues.
(4)
Includes renewal terms at the Company's option, weighted by site rental gross margin.
(5)
See reconciliations of Non-GAAP financial measures provided herein. See also "Definitions of Non-GAAP Measures and Other Calculations" in the Appendix for a discussion of our definitions of FFO and AFFO.
(6)
Based on diluted weighted-average common shares outstanding of 338.4 million, 333.7 million, 337.1 million, and 333.7 million for the three months ended September 30, 2016 and 2015 and nine months ended September 30, 2016 and 2015, respectively. The diluted weighted-average common shares outstanding assumes no conversion of preferred stock in the share count.
(7)
Attributable to common CCIC stockholders.


6

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY FINANCIAL HIGHLIGHTS (CONTINUED)
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(dollars in thousands, except per share amounts)
 
2016
 
2015
 
2016
 
2015
Summary Cash Flow Data:
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
 
$
386,534

 
$
371,998

 
$
1,304,715

 
$
1,290,876

Net cash provided by (used for) investing activities(1)
 
(262,649
)
 
(1,249,432
)
 
(1,139,583
)
 
(1,688,645
)
Net cash provided by (used for) financing activities
 
(169,363
)
 
724,176

 
(300,552
)
 
(699,989
)
(dollars in thousands)
 
September 30, 2016
 
December 31, 2015
Balance Sheet Data (at period end):
 
 
 
 
Cash and cash equivalents
 
$
156,219

 
$
178,810

Property and equipment, net
 
9,714,149

 
9,580,057

Total assets
 
22,171,723

 
21,936,966

Total debt and other long-term obligations(2)
 
12,592,958

 
12,149,959

Total CCIC stockholders' equity
 
6,753,717

 
7,089,221

(dollars in thousands, except per share amounts)
 
Three Months Ended September 30, 2016
Other Data:
 
 
Net debt to last quarter annualized Adjusted EBITDA
 
5.6
x
Dividend per common share
 
$
0.885


OUTLOOK FOR FOURTH QUARTER 2016, FULL YEAR 2016 AND FULL YEAR 2017
(dollars in millions, except per share amounts)
Fourth Quarter 2016
Full Year 2016
Full Year 2017
Site rental revenues
$811
to
$816
$3,227
to
$3,232
$3,314
to
$3,344
Site rental cost of operations
$253
to
$258
$1,015
to
$1,020
$1,023
to
$1,053
Site rental gross margin
$556
to
$561
$2,210
to
$2,215
$2,276
to
$2,306
Net income (loss)
$90
to
$110
$318
to
$338
$375
to
$425
Net income (loss) per share - diluted(3)(6)
$0.23
to
$0.29
$1.05
to
$1.11
$1.07
to
$1.21
Adjusted EBITDA(4)
$566
to
$571
$2,219
to
$2,224
$2,263
to
$2,293
Interest expense and amortization of deferred financing costs(5)
$128
to
$133
$514
to
$519
$515
to
$545
FFO(4)(6)
$383
to
$388
$1,426
to
$1,431
$1,566
to
$1,596
AFFO(4)(7)
$403
to
$408
$1,606
to
$1,611
$1,739
to
$1,769
AFFO per share(3)(4)(7)
$1.16
to
$1.18
$4.72
to
$4.73
$4.97
to
$5.05
(1)
Includes net cash used for acquisitions of approximately $51 million and $1.0 billion for the three months ended September 30, 2016 and 2015, respectively, and $545 million and $1.1 billion for the nine months ended September 30, 2016 and 2015, respectively.
(2)
Balances reflect debt issuance costs as a direct reduction from the respective carrying amounts of debt, with the exception of debt issuance costs associated with the Company's revolving credit facilities.
(3)
The assumption for fourth quarter 2016, full year 2016 and full year 2017 diluted weighted-average common shares outstanding is 346 million, 340 million and 350 million, respectively, based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(4)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(5)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" in the Appendix.
(6)
Calculated using net income (loss) attributable to CCIC common stockholders.
(7)
Attributable to CCIC common stockholders.

7

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

OUTLOOK FOR FULL YEARS 2016 AND 2017 COMPONENTS OF CHANGES IN SITE RENTAL REVENUES
 
(dollars in millions)
Midpoint of Full Year 2016 Outlook
Full Year 2017 Outlook
 
Components of changes in site rental revenues(7):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(1)(3)
$2,907
$3,184
 
 
 
 
 
New leasing activity(1)(3)
171
150 to 170
 
Escalators
89
80 to 85
 
Non-renewals
(74)
(95) to (75)
 
Organic Contribution to Site Rental Revenues(4)
186
 140 to 170
 
Straight-line revenues associated with fixed escalators
48
(28) to (13)
 
Acquisitions and builds(2)
89
11
 
Other
 
Total GAAP site rental revenues
$3,230
$3,314 to $3,344
 
 
 
 
 
Year-over-year changes in revenue:
 
 
 
Reported GAAP site rental revenues
7.0%
3.1%
 
Organic Contribution to Site Rental Revenues(4)(5)
6.4%
4.9%
(6) 
(1)
Includes revenues from amortization of prepaid rent in accordance with GAAP.
(2)
The financial impact of acquisitions, as measured by the initial contribution, and tower builds is excluded from Organic Contribution to Site Rental Revenues until the one-year anniversary of the acquisition or build.
(3)
Includes revenues from the construction of new small cell nodes, exclusive of straight-lined revenues related to fixed escalators.
(4)
See definitions provided herein.
(5)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-lined associated with fixed escalations compared to Organic Contribution to Site Rental Revenues for the current period.
(6)
Calculated based on midpoint of Full Year 2017 Outlook.
(7)
See additional information regarding Crown Castle's site rental revenues including projected revenue from customer licenses, tenant non-renewals, straight-lined revenues and prepaid rent herein.


8

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


CONSOLIDATED BALANCE SHEET (Unaudited)
(dollars in thousands, except share amounts)
September 30,
2016
 
December 31,
2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
156,219

 
$
178,810

Restricted cash
116,932

 
130,731

Receivables, net
276,259

 
313,296

Prepaid expenses
157,102

 
133,194

Other current assets
133,163

 
225,214

Total current assets
839,675

 
981,245

Deferred site rental receivables
1,321,777

 
1,306,408

Property and equipment, net
9,714,149

 
9,580,057

Goodwill
5,750,033

 
5,513,551

Other intangible assets, net
3,737,448

 
3,779,915

Long-term prepaid rent and other assets, net
808,641

 
775,790

Total assets
$
22,171,723

 
$
21,936,966

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
148,916

 
$
159,629

Accrued interest
84,244

 
66,975

Deferred revenues
358,683

 
322,623

Other accrued liabilities
204,533

 
199,923

Current maturities of debt and other obligations
101,362

 
106,219

Total current liabilities
897,738

 
855,369

Debt and other long-term obligations
12,491,596

 
12,043,740

Other long-term liabilities
2,028,672

 
1,948,636

Total liabilities
15,418,006

 
14,847,745

Commitments and contingencies
 
 
 
CCIC stockholders' equity:
 
 
 
Common stock, $.01 par value; 600,000,000 shares authorized; shares issued and outstanding: September 30, 2016—337,569,931 and December 31, 2015—333,771,660
3,375

 
3,338

4.50% Mandatory Convertible Preferred Stock, Series A, $.01 par value; 20,000,000 shares authorized; shares issued and outstanding: September 30, 2016 and December 31, 2015—9,775,000; aggregate liquidation value: September 30, 2016 and December 31, 2015—$977,500
98

 
98

Additional paid-in capital
9,914,844

 
9,548,580

Accumulated other comprehensive income (loss)
(5,541
)
 
(4,398
)
Dividends/distributions in excess of earnings
(3,159,059
)
 
(2,458,397
)
Total equity
6,753,717

 
7,089,221

Total liabilities and equity
$
22,171,723

 
$
21,936,966




9

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(dollars in thousands, except share and per share amounts)
2016
 
2015
 
2016
 
2015
Net revenues:
 
 
 
 
 
 
 
Site rental
$
812,032

 
$
764,606

 
$
2,415,926

 
$
2,233,077

Network services and other
179,984

 
153,501

 
472,883

 
484,938

Net revenues
992,016

 
918,107

 
2,888,809

 
2,718,015

Operating expenses:
 
 
 
 
 
 
 
Costs of operations (exclusive of depreciation, amortization and accretion):
 
 
 
 
 
 
 
Site rental
256,750

 
247,000

 
762,223

 
716,244

Network services and other
109,228

 
86,859

 
286,066

 
263,177

General and administrative
89,941

 
76,699

 
278,909

 
223,880

Asset write-down charges
8,339

 
7,477

 
28,251

 
19,652

Acquisition and integration costs
2,680

 
7,608

 
11,459

 
12,001

Depreciation, amortization and accretion
280,824

 
261,662

 
834,725

 
766,621

Total operating expenses
747,762

 
687,305

 
2,201,633

 
2,001,575

Operating income (loss)
244,254

 
230,802

 
687,176

 
716,440

Interest expense and amortization of deferred financing costs
(129,916
)
 
(129,877
)
 
(385,656
)
 
(398,782
)
Gains (losses) on retirement of long-term obligations
(10,274
)
 

 
(52,291
)
 
(4,157
)
Interest income
175

 
789

 
454

 
1,170

Other income (expense)
(832
)
 
(1,214
)
 
(4,623
)
 
58,510

Income (loss) from continuing operations before income taxes
103,407

 
100,500

 
245,060

 
373,181

Benefit (provision) for income taxes
(5,041
)
 
3,801

 
(12,797
)
 
9,380

Income (loss) from continuing operations
98,366

 
104,301

 
232,263

 
382,561

Discontinued operations:
 
 
 
 
 
 
 
Income (loss) from discontinued operations, net of tax

 
(522
)
 

 
1,000,708

Net income (loss)
98,366

 
103,779

 
232,263

 
1,383,269

Less: Net income (loss) attributable to the noncontrolling interest

 

 

 
3,343

Net income (loss) attributable to CCIC stockholders
98,366

 
103,779

 
232,263

 
1,379,926

Dividends on preferred stock
(10,997
)
 
(10,997
)
 
(32,991
)
 
(32,991
)
Net income (loss) attributable to CCIC common stockholders
$
87,369

 
$
92,782

 
$
199,272

 
$
1,346,935

 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, per common share:
 
 
 
 
 
 
 
Income (loss) from continuing operations, basic
$
0.26

 
$
0.28

 
$
0.59

 
$
1.05

Income (loss) from discontinued operations, basic
$

 
$

 
$

 
$
3.00

Net income (loss) attributable to CCIC common stockholders, basic
$
0.26

 
$
0.28

 
$
0.59

 
$
4.05

Income (loss) from continuing operations, diluted
$
0.26

 
$
0.28

 
$
0.59

 
$
1.05

Income (loss) from discontinued operations, diluted
$

 
$

 
$

 
$
2.99

Net income (loss) attributable to CCIC common stockholders, diluted
$
0.26

 
$
0.28

 
$
0.59

 
$
4.04

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding (in thousands):
 
 
 
 
 
 
 
Basic
337,564

 
333,049

 
336,426

 
332,951

Diluted
338,409

 
333,711

 
337,076

 
333,735




10

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SEGMENT OPERATING RESULTS
 
Three Months Ended September 30, 2016
 
Three Months Ended September 30, 2015
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
709,603

 
$
102,429

 
 
 
$
812,032

 
$
686,934

 
$
77,672

 
 
 
$
764,606

Segment network service and other revenue
166,979

 
13,005

 
 
 
179,984

 
138,566

 
14,935

 
 
 
153,501

Segment revenues
876,582

 
115,434

 
 
 
992,016

 
825,500

 
92,607

 
 
 
918,107

Segment site rental cost of operations
210,322

 
37,754

 
 
 
248,076

 
209,056

 
30,449

 
 
 
239,505

Segment network service and other cost of operations
97,395

 
10,194

 
 
 
107,589

 
75,302

 
10,213

 
 
 
85,515

Segment cost of operations(1)
307,717

 
47,948

 
 
 
355,665

 
284,358

 
40,662

 
 
 
325,020

Segment site rental gross margin(2)
499,281

 
64,675

 
 
 
563,956

 
477,878

 
47,223

 
 
 
525,101

Segment network services and other gross margin(2)
69,584

 
2,811

 
 
 
72,395

 
63,264

 
4,722

 
 
 
67,986

Segment general and administrative expenses(1)
22,225

 
14,480

 
35,526

 
72,231

 
22,994

 
10,194

 
30,741

 
63,929

Segment operating profit(2)
546,640

 
53,006

 
(35,526
)
 
564,120

 
518,148

 
41,751

 
(30,741
)
 
529,158

Stock-based compensation expense
 
 
 
 
22,594

 
22,594

 
 
 
 
 
16,466

 
16,466

Depreciation, amortization and accretion
 
 
 
 
280,824

 
280,824

 
 
 
 
 
261,662

 
261,662

Interest expense and amortization of deferred financing costs
 
 
 
 
129,916

 
129,916

 
 
 
 
 
129,877

 
129,877

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(3)
 
 
 
 
27,379

 
27,379

 
 
 
 
 
20,653

 
20,653

Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
103,407

 
 
 
 
 
 
 
$
100,500

(1)
Segment cost of operations exclude (1) stock-based compensation expense of $4.9 million and $3.7 million for the three months ended September 30, 2016 and 2015, respectively and (2) prepaid lease purchase price adjustments of $5.4 million and $5.1 million for the three months ended September 30, 2016 and 2015, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $17.7 million and $12.8 million for the three months ended September 30, 2016 and 2015, respectively.
(2)
See "Definitions of Non-GAAP Financial Measures and Other Calculations" in the Appendix for a discussion of the definitions of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(3)
Other (income) expenses to reconcile to income (loss) from continuing operations before income taxes includes (1) losses on retirement of long-term obligations of approximately $10.3 million and $0 for the three months ended September 30, 2016 and 2015, respectively and (2) gains (losses) on swaps of approximately $0 and $10.2 million for the three months ended September 30, 2016 and 2015, respectively.


11

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SEGMENT OPERATING RESULTS (CONTINUED)
 
Nine Months Ended September 30, 2016
 
Nine Months Ended September 30, 2015
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
2,118,159

 
$
297,767

 
 
 
$
2,415,926

 
$
2,040,147

 
$
192,930

 
 
 
$
2,233,077

Segment network service and other revenue
434,042

 
38,841

 
 
 
472,883

 
445,683

 
39,255

 
 
 
484,938

Segment revenues
2,552,201

 
336,608

 
 
 
2,888,809

 
2,485,830

 
232,185

 
 
 
2,718,015

Segment site rental cost of operations
625,331

 
109,402

 
 
 
734,733

 
620,726

 
73,818

 
 
 
694,544

Segment network service and other cost of operations
249,306

 
30,652

 
 
 
279,958

 
229,164

 
30,034

 
 
 
259,198

Segment cost of operations(1)
874,637

 
140,054

 
 
 
1,014,691

 
849,890

 
103,852

 
 
 
953,742

Segment site rental gross margin(2)
1,492,828

 
188,365

 
 
 
1,681,193

 
1,419,421

 
119,112

 
 
 
1,538,533

Segment network services and other gross margin(2)
184,736

 
8,189

 
 
 
192,925

 
216,519

 
9,221

 
 
 
225,740

Segment general and administrative expenses(1)
68,329

 
45,720

 
107,161

 
221,210

 
68,245

 
25,664

 
90,981

 
184,890

Segment operating profit(2)
1,609,235

 
150,834

 
(107,161
)
 
1,652,908

 
1,567,695

 
102,669

 
(90,981
)
 
1,579,383

Stock-based compensation expense
 
 
 
 
75,297

 
75,297

 
 
 
 
 
49,282

 
49,282

Depreciation, amortization and accretion
 
 
 
 
834,725

 
834,725

 
 
 
 
 
766,621

 
766,621

Interest expense and amortization of deferred financing costs
 
 
 
 
385,656

 
385,656

 
 
 
 
 
398,782

 
398,782

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(2)
 
 
 
 
112,170

 
112,170

 
 
 
 
 
(8,483
)
 
(8,483
)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
245,060

 
 
 
 
 
 
 
$
373,181

(1)
Segment cost of operations exclude (1) stock-based compensation expense of $17.6 million and $10.3 million for the nine months ended September 30, 2016 and 2015, respectively and (2) prepaid lease purchase price adjustments of $16.0 million and $15.4 million for the nine months ended September 30, 2016 and 2015, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $57.7 million and $39.0 million for the nine months ended September 30, 2016 and 2015, respectively.
(2)
See "Definitions of Non-GAAP Financial Measures and Other Calculations" in the Appendix for a discussion of the definitions of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(3)
Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes includes (1) losses on retirement of long-term obligations of approximately $52.3 million and $4.2 million for the nine months ended September 30, 2016 and 2015, respectively and (2) gains (losses) on swaps of approximately $(2.6 million) and $70.0 million for the nine months ended September 30, 2016 and 2015, respectively.




12

Crown Castle International Corp.
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COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

FFO AND AFFO RECONCILIATIONS
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(dollars in thousands, except share and per share amounts)
2016
 
2015
 
2016
 
2015
Net income (loss)(1)
$
98,366

 
$
104,301

 
$
232,263

 
$
382,561

Real estate related depreciation, amortization and accretion
274,214

 
257,047

 
815,122

 
753,576

Asset write-down charges
8,339

 
7,477

 
28,251

 
19,652

Dividends on preferred stock
(10,997
)
 
(10,997
)
 
(32,991
)
 
(32,991
)
FFO(2)(3)(5)(6)
$
369,922

 
$
357,828

 
$
1,042,645

 
$
1,122,798

Weighted average common shares outstanding — diluted(4)
338,409

 
333,711

 
337,076

 
333,735

FFO per share(2)(5)(6)
$
1.09

 
$
1.07

 
$
3.09

 
$
3.36

 
 
 
 
 
 
 
 
FFO (from above)
$
369,922

 
$
357,828

 
$
1,042,645

 
$
1,122,798

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-line revenue
(8,836
)
 
(27,144
)
 
(42,375
)
 
(89,009
)
Straight-line expense
23,486

 
24,409

 
71,132

 
73,971

Stock-based compensation expense
22,594

 
16,466

 
75,297

 
49,282

Non-cash portion of tax provision
3,484

 
(5,897
)
 
5,230

 
(20,272
)
Non-real estate related depreciation, amortization and accretion
6,611

 
4,615

 
19,604

 
13,045

Amortization of non-cash interest expense
3,300

 
8,590

 
11,293

 
32,394

Other (income) expense
832

 
1,214

 
4,623

 
(58,510
)
Gains (losses) on retirement of long-term obligations
10,274

 

 
52,291

 
4,157

Acquisition and integration costs
2,680

 
7,608

 
11,459

 
12,001

Capital improvement capital expenditures
(10,040
)
 
(14,351
)
 
(25,351
)
 
(32,503
)
Corporate capital expenditures
(8,474
)
 
(16,988
)
 
(22,385
)
 
(42,943
)
AFFO(2)(3)(5)(6)
$
415,832

 
$
356,350

 
$
1,203,462

 
$
1,064,412

Weighted average common shares outstanding — diluted(4)
338,409

 
333,711

 
337,076

 
333,735

AFFO per share(2)(5)(6)
$
1.23

 
$
1.07

 
$
3.57

 
$
3.19

(1)
Exclusive of income (loss) from discontinued operations and related noncontrolling interest of $(0.5 million) and $1.0 billion for the three and nine months ended September 30, 2015, respectively.
(2)
See "Definitions of Non-GAAP Measures and Other Calculations" in the Appendix for a discussion of the definitions of FFO and AFFO.
(3)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(4)
Based on the diluted weighted-average common shares outstanding for the three months ended September 30, 2016 and 2015 and the nine months ended September 30, 2016 and 2015. The diluted weighted average common shares outstanding assumes no conversion for preferred stock in the share count.
(5)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(6)
Attributable to CCIC common stockholders.


13

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
 
 
Nine Months Ended September 30,
 
(dollars in thousands)
2016
 
2015
 
Cash flows from operating activities:
 
 
 
 
Net income (loss) from continuing operations
$
232,263

 
$
382,561

 
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by (used for) operating activities:
 
 
 
 
Depreciation, amortization and accretion
834,725

 
766,621

 
Gains (losses) on retirement of long-term obligations
52,291

 
4,157

 
Gains (losses) on settled swaps
2,608

 
(54,475
)
 
Amortization of deferred financing costs and other non-cash interest
11,293

 
32,394

 
Stock-based compensation expense
60,402

 
44,711

 
Asset write-down charges
28,251

 
19,652

 
Deferred income tax benefit (provision)
6,626

 
(16,199
)
 
Other adjustments, net
(1,060
)
 
(7,240
)
 
Changes in assets and liabilities, excluding the effects of acquisitions:
 
 
 
 
Increase (decrease) in liabilities
122,944

 
208,538

 
Decrease (increase) in assets
(45,628
)
 
(89,844
)
 
Net cash provided by (used for) operating activities
1,304,715

 
1,290,876

 
Cash flows from investing activities:
 
 
 
 
Payments for acquisition of businesses, net of cash acquired
(545,162
)
 
(1,083,319
)
 
Capital expenditures
(614,178
)
 
(658,240
)
 
Net receipts from settled swaps
8,141

 
54,475

 
Other investing activities, net
11,616

 
(1,561
)
 
Net cash provided by (used for) investing activities
(1,139,583
)
 
(1,688,645
)
 
Cash flows from financing activities:
 
 
 
 
Proceeds from issuance of long-term debt
5,201,010

 
1,000,000

 
Principal payments on debt and other long-term obligations
(69,717
)
 
(78,049
)
 
Purchases and redemptions of long-term debt
(4,044,834
)
 
(1,069,337
)
 
Borrowings under revolving credit facility
3,440,000

 
1,560,000

 
Payments under revolving credit facility
(4,155,000
)
 
(1,240,000
)
 
Payments for financing costs
(41,471
)
 
(17,415
)
 
Net proceeds from issuance of capital stock
323,798

 

 
Purchases of capital stock
(24,759
)
 
(29,576
)
 
Dividends/distributions paid on common stock
(896,628
)
 
(821,056
)
 
Dividends paid on preferred stock
(32,991
)
 
(32,991
)
 
Net (increase) decrease in restricted cash
40

 
28,435

 
Net cash provided by (used for) financing activities
(300,552
)
 
(699,989
)
 
Net increase (decrease) in cash and cash equivalents - continuing operations
(135,420
)
 
(1,097,758
)
 
Discontinued operations:
 
 
 
 
Net cash provided by (used for) operating activities

 
4,359

 
Net cash provided by (used for) investing activities
113,150

 
1,103,577

 
Net increase (decrease) in cash and cash equivalents - discontinued operations
113,150

 
1,107,936

 
Effect of exchange rate changes
(321
)
 
(1,682
)
 
Cash and cash equivalents at beginning of period
178,810

 
175,620

(1) 
Cash and cash equivalents at end of period
$
156,219

 
$
184,116

 
Supplemental disclosure of cash flow information:
 
 
 
 
Interest paid
357,094

 
364,147

 
Income taxes paid
11,740

 
23,865

 
(1)
Inclusive of cash and cash equivalents included in discontinued operations.

14

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


COMPONENTS OF CHANGES IN SITE RENTAL REVENUES
 
Three Months Ended September 30,
(dollars in millions)
2016
 
2015
Components of changes in site rental revenues(6):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(1)(3)
$
737

 
$
672

 
 
 
 
New leasing activity(1)(3)
45

 
44

Escalators
22

 
23

Non-renewals
(20
)
 
(24
)
Organic Contribution to Site Rental Revenues(4)
47

 
43

Straight-line revenues associated with fixed escalators
9

 
27

Acquisitions and builds(2)
19

 
23

Other

 

Total GAAP site rental revenues
$
812

 
$
765

 
 
 
 
Year-over-year changes in revenue:
 
 
 
Reported GAAP site rental revenues
6.1
%
 
 
Organic Contribution to Site Rental Revenues(4)(5)
6.4
%
 
 

(1)
Includes revenues from amortization of prepaid rent in accordance with GAAP.
(2)
The financial impact of acquisitions, as measured by the initial contribution, and tower builds is excluded from Organic Contribution to Site Rental Revenues until the one-year anniversary of the acquisition or build.
(3)
Includes revenues from the construction of new small cell nodes, exclusive of straight-lined revenues related to fixed escalators.
(4)
See definitions provided herein.
(5)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-line associated with fixed escalations compared to Organic Contribution to Site Rental Revenues for the current period.
(6)
See additional information regarding Crown Castle's site rental revenues including projected revenue from customer licenses, tenant non-renewals, straight-lined revenues and prepaid rent herein.

15

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


SUMMARY OF SITE RENTAL STRAIGHT-LINED REVENUES AND EXPENSES ASSOCIATED WITH FIXED ESCALATORS(1)
 
Three Months Ended September 30,
 
2016
 
2015
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Site rental straight-lined revenue
$
6,571

 
$
2,265

 
$
8,836

 
$
24,697

 
$
2,447

 
$
27,144

Site rental straight-lined expenses
23,413

 
73

 
23,486

 
24,332

 
77

 
24,409

 
Nine Months Ended September 30,
 
2016
 
2015
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Site rental straight-lined revenue
$
35,328

 
$
7,047

 
$
42,375

 
$
81,768

 
$
7,241

 
$
89,009

Site rental straight-lined expenses
70,983

 
149

 
71,132

 
73,820

 
151

 
73,971


SUMMARY OF PREPAID RENT ACTIVITY(2)
 
Three Months Ended September 30,
 
2016
 
2015
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Prepaid rent received
$
24,275

 
$
42,917

 
$
67,192

 
$
56,145

 
$
57,738

 
$
113,883

Amortization of prepaid rent
26,223

 
24,547

 
50,770

 
21,165

 
19,660

 
40,825

 
Nine Months Ended September 30,
 
2016
 
2015
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Prepaid rent received
$
112,337

 
$
101,017

 
$
213,354

 
$
189,722

 
$
141,098

 
$
330,820

Amortization of prepaid rent
76,850

 
74,007

 
150,857

 
55,362

 
54,526

 
109,888


(1)
In accordance with GAAP accounting, if payment terms call for fixed escalations, or rent free periods, the revenue is recognized on a straight-line basis over the fixed, non-cancelable term of the contract. Since the Company recognizes revenue on a straight-line basis, a portion of the site rental revenue in a given period represents cash collected or contractually collectible in other periods.
(2)
Reflects up front payments received from long-term tenant contracts and other deferred credits (commonly referred to as prepaid rent), and the amortization thereof for GAAP revenue recognition purposes.


16

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY OF CAPITAL EXPENDITURES
 
Three Months Ended September 30,
 
2016
 
2015
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Total
 
Towers
 
Small Cells
 
Other
 
Total
Discretionary:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchases of land interests
$
17,438

 
$

 
$

 
$
17,438

 
$
16,004

 
$

 
$

 
$
16,004

Wireless infrastructure construction and improvements
76,590

 
108,639

 

 
185,229

 
97,962

 
92,052

 

 
190,014

Sustaining:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital improvement and corporate
9,651

 
3,246

 
5,617

 
18,514

 
22,361

 
3,015

 
5,963

 
31,339

Total
$
103,679

 
$
111,885

 
$
5,617

 
$
221,181

 
$
136,327

 
$
95,067

 
$
5,963

 
$
237,357




17

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


PROJECTED REVENUE FROM CUSTOMER LICENSES(1)
 
Years Ended December 31,
(as of September 30, 2016; dollars in millions)
2017
2018
2019
2020
Components of site rental revenue:
 
 
 
 
Site rental revenues exclusive of straight-line associated with fixed escalators
$
3,258

$
3,334

$
3,407

$
3,484

Straight-lined site rental revenues associated with fixed escalators
(22
)
(79
)
(135
)
(192
)
GAAP site rental revenue
$
3,236

$
3,255

$
3,272

$
3,292


PROJECTED GROUND LEASE EXPENSE FROM EXISTING GROUND LEASES(2)
 
Years Ended December 31,
(as of September 30, 2016; dollars in millions)
2017
2018
2019
2020
Components of ground lease expense:
 
 
 
 
Ground lease expense exclusive of straight-line associated with fixed escalators
$
594

$
610

$
625

$
642

Straight-lined site rental ground lease expense associated with fixed escalators
85

74

64

53

GAAP ground lease expense
$
679

$
684

$
689

$
695


ANNUALIZED RENTAL CASH PAYMENTS AT TIME OF RENEWAL(3)
 
Years Ended December 31,
(as of September 30, 2016; dollars in millions)
2017
2018
2019
2020
AT&T
$
22

$
39

$
36

$
44

Sprint
46

37

40

24

T-Mobile
23

23

59

20

Verizon
18

20

20

28

All Others Combined
35

31

29

31

Total
$
144

$
150

$
184

$
147


(1)
Based on customer licenses as of September 30, 2016. All customer licenses are assumed to renew for a new term at current term end date. CPI-linked customer contracts are assumed to escalate at 3% per annum.
(2)
Based on existing ground leases as of September 30, 2016. CPI-linked leases are assumed to escalate at 3% per annum.
(3)
Reflects lease renewals by year by customer; dollar amounts represent annualized cash site rental revenues from assumed renewals or extension as reflected in the table "Projected Revenue from Customer Contracts."



18

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


ESTIMATED REDUCTION TO SITE RENTAL REVENUES FROM NON-RENEWALS FROM LEAP, METROPCS AND CLEARWIRE NETWORK DECOMMISSIONING(1)(2) (dollars in millions)
2017
2018
Thereafter
Total
$50-$60
$35-$45
$30-$50
$115-$155

CUSTOMER OVERVIEW
(as of September 30, 2016)
Percentage of Q3 2016 LQA Site
Rental Revenues
Weighted Average Current
Term Remaining(3)
Long-Term Credit Rating
(S&P / Moody’s)
AT&T
29%
7
BBB+ / Baa1
T-Mobile
23%
6
BB
Verizon
19%
7
BBB+ / Baa1
Sprint
18%
5
B / B3
All Others Combined
11%
5
N/A
Total / Weighted Average
100%
6
 

(1)
Estimated impact to site rental revenues in the applicable period based on the anticipated timing and amount of decommissioning activity, as of September 30, 2016.
(2)
Depending on the eventual network deployment and decommissioning plans of AT&T, T-Mobile and Sprint, the impact and timing of such renewals may vary from Crown Castle's expectations.
(3)
Weighted by site rental revenue contributions; excludes renewals at the customers' option.


19

Crown Castle International Corp.
Third Quarter 2016
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY OF TOWER PORTFOLIO BY VINTAGE
(as of September 30, 2016; dollars in thousands)
 
YIELD(1)
NUMBER OF TENANTS PER TOWER

https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart-09876q115aa05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart10925q1152aa05.jpg

LQA SITE RENTAL REVENUE PER TOWER
LQA SITE RENTAL GROSS MARGIN PER TOWER
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart11895q1155aa05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart13044q1157aa05.jpg
INVESTED CAPITAL PER TOWER(2)
NUMBER OF TOWERS
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart141q11510aa05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart15q1.jpg

(1)
Yield is calculated as LQA site rental gross margin divided by invested capital.
(2)
Reflects gross total assets, including incremental capital invested by the Company since time of acquisition or construction completion. Inclusive of invested capital related to land at the tower site.

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COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


PORTFOLIO OVERVIEW(1)
(as of September 30, 2016; dollars in thousands)
NUMBER OF TOWERS
TENANTS PER TOWER
LQA SITE RENTAL REVENUE PER TOWER
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315suppl_chart-09916q115a05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart11169q1158aa05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart12q11513aa05.jpg


(1)
Includes towers and rooftops, excludes small cells and third-party land interests.


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FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


DISTRIBUTION OF TOWER TENANCY (as of September 30, 2016)
PERCENTAGE OF TOWERS BY TENANTS PER TOWER(1)
SITES OPERATED GREATER THAN 10 YEARS
SITES OPERATED LESS THAN OR EQUAL TO 10 YEARS
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q22015suppl_chart-19880a05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart09846q1153aa05.jpg
Average: 2.6
Average: 2.0
 
 
GEOGRAPHIC TOWER DISTRIBUTION (as of September 30, 2016)(1)
PERCENTAGE OF TOWERS BY GEOGRAPHIC LOCATION
PERCENTAGE OF LQA SITE RENTAL REVENUE BY GEOGRAPHIC LOCATION
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q315supplchart11867q1159aa05.jpghttps://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-q116supplchart12868a02.jpg

(1)
Includes towers and rooftops, excludes small cells and third-party land interests.

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FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


GROUND INTEREST OVERVIEW
(as of September 30, 2016;
dollars in millions)
LQA Site Rental Revenue
Percentage of LQA Site Rental Revenue
LQA Site Rental Gross Margin
Percentage of LQA Site Rental Gross Margin
Number of Towers(1)
Percentage of Towers
Weighted Average Term Remaining (by years)(2)
Less than 10 years
$
361

13
%
$
202

10
%
5,964

15
%
 
10 to 20 years
472

17
%
251

13
%
8,360

21
%
 
Greater 20 years
1,182

42
%
787

40
%
16,759

42
%
 
Total leased
$
2,014

72
%
$
1,241

63
%
31,083

77
%
33

 
 
 
 
 
 
 
 
Owned
776

28
%
715

37
%
9,068

22
%
 
Total / Average
$
2,790

100
%
$
1,956

100
%
40,151

100
%
 

(1)
Includes towers and rooftops, excludes small cells and third-party land interests.
(2)
Includes renewal terms at the Company’s option; weighted by site rental gross margin.


GROUND INTEREST ACTIVITY
(dollars in millions)
Three Months Ended September 30, 2016
Nine Months Ended September 30, 2016
Ground Extensions Under Crown Castle Towers:
 
 
  Number of ground leases extended
419

1,339
  Average number of years extended
36

34
Percentage increase in consolidated cash ground lease expense due to extension activities(1)
0.1
%
0.4
%
 
 
 
Ground Purchases Under Crown Castle Towers:
 
 
  Number of ground leases purchased
104

349
  Land lease purchases (including capital expenditures, acquisitions and capital leases)
$
26

$
88

Percentage of consolidated site rental gross margin from towers residing on land purchased
<1%

<1%


(1)
Includes the impact from the amortization of lump sum payments.





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ASSET PORTFOLIO OVERVIEW
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APPENDIX



CAPITALIZATION OVERVIEW
(dollars in millions)
Face Value as Reported 9/30/2016
Fixed vs. Variable
Secured vs. Unsecured
Interest Rate(1)
Net Debt to LQA EBITDA(2)
Maturity
Cash
$
156

 
 
 
 
 
 
 
 
 
 
 
 
Senior Secured Tower Revenue Notes, Series 2010-3(3)
1,250

Fixed
Secured
6.1%
 
2040(3)
Senior Secured Tower Revenue Notes, Series 2010-6(3)
1,000

Fixed
Secured
4.9%
 
2040(3)
Senior Secured Tower Revenue Notes, Series 2015-1(3)
300

Fixed
Secured
3.2%
 
2042(3)
Senior Secured Tower Revenue Notes, Series 2015-2(3)
700

Fixed
Secured
3.7%
 
2045(3)
3.849% Secured Notes
1,000

Fixed
Secured
3.9%
 
2023
Senior Secured Notes, Series 2009-1, Class A-1
57

Fixed
Secured
6.3%
 
2019
Senior Secured Notes, Series 2009-1, Class A-2
70

Fixed
Secured
9.0%
 
2029
Capital Leases & other debt
225

Various
Secured
Various
 
Various
Total secured debt
$
4,602

 
 
4.8%
2.0x
 
Senior Unsecured Revolving Credit Facility(4)
410

Variable
Unsecured
1.9%
 
2021
Senior Unsecured Term Loan A
1,975

Variable
Unsecured
1.9%
 
2021
5.250% Senior Notes
1,650

Fixed
Unsecured
5.3%
 
2023
3.400% Senior Notes
850

Fixed
Unsecured
3.4%
 
2021
4.450% Senior Notes
900

Fixed
Unsecured
4.5%
 
2026
4.875% Senior Notes
850

Fixed
Unsecured
4.9%
 
2022
3.700% Senior Notes
750

Fixed
Unsecured
3.7%
 
2026
2.250% Senior Notes
700

Fixed
Unsecured
2.3%
 
2021
Total unsecured debt
$
8,085

 
 
3.5%
3.6x
 
Total net debt
$
12,531

 
 
4.0%
5.6x
 
Preferred Stock, at liquidation value
978

 
 
 
 
 
Market Capitalization(5)
31,802

 
 
 
 
 
Firm Value(6)
$
45,311

 
 
 
 
 

(1)
Represents the weighted-average stated interest rate.
(2)
Represents the applicable amount of debt divided by LQA consolidated Adjusted EBITDA.
(3)
If the respective series of such debt is not paid in full on or prior to an applicable date then the Excess Cash Flow (as defined in the indenture) of the issuers of such notes will be used to repay principal of the applicable series, and additional interest (of an additional approximately 5% per annum) will accrue on the respective series. The Senior Secured Tower Revenue Notes, Series 2010-3 and 2010-6 have anticipated repayment dates in 2020. The Senior Secured Tower Revenue Notes, Series 2015-1 and 2015-2 have anticipated repayment dates of 2022 and 2025, respectively. Notes are prepayable at par if voluntarily repaid six months or less prior to maturity; earlier prepayment may require additional consideration.
(4)
As of September 30, 2016, the undrawn availability under the $2.5 billion Revolving Credit Facility is $2.1 billion.
(5)
Market capitalization calculated based on $94.21 closing price and 337.6 million shares outstanding as of September 30, 2016.
(6)
Represents the sum of net debt, preferred stock (at liquidation value) and market capitalization.

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APPENDIX



DEBT MATURITY OVERVIEW(1)
https://cdn.kscope.io/1fe6da7866ed2fc03324ff358832e057-debtmaturityoverviewrosev2.jpg

(1)
Where applicable, maturities reflect the Anticipated Repayment Date as defined in the respective debt agreement; excludes capital leases and other obligations; amounts presented at face value net of repurchases held at CCIC.

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CAPITALIZATION OVERVIEW
APPENDIX



LIQUIDITY OVERVIEW(1)
(dollars in thousands)
September 30, 2016
Cash and cash equivalents(2)
$
156,219

Undrawn revolving credit facility availability(3)
2,079,110

Restricted cash
121,932

Debt and other long-term obligations(4)
12,592,958

Total equity
6,753,717


(1)
In addition in August 2015, we established an At-The-Market stock offering program ("ATM Program") through which we may, from time to time, issue and sell shares of our common stock having an aggregate cumulative gross sales price of up to $500.0 million to or through sales agents. As of September 30, 2016, 3.8 million shares of common stock were sold under the ATM Program generating net proceeds of $323.8 million.
(2)
Exclusive of restricted cash.
(3)
Availability at any point in time is subject to reaffirmation of the representations and warranties in, and there being no default under, our credit agreement governing our Senior Unsecured Credit Facility.
(4)
Balances reflect debt issuance costs as a direct reduction from the respective carrying amounts of debt, with the exception of debt issuance costs associated with the Company's revolving credit facilities.


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ASSET PORTFOLIO OVERVIEW
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APPENDIX



SUMMARY OF MAINTENANCE AND FINANCIAL COVENANTS
Debt
Borrower / Issuer
Covenant(1)
Covenant Level Requirement
 
As of September 30, 2016
Maintenance Financial Covenants(2)
2016 Credit Facility
CCIC
Total Net Leverage Ratio
≤ 6.50x
 
5.7x
2016 Credit Facility
CCIC
Total Senior Secured Leverage Ratio
≤ 3.50x
 
2.0x
2016 Credit Facility
CCIC
Consolidated Interest Coverage Ratio(3)
N/A
 
N/A
 
 
 
 
 
 
Restrictive Negative Financial Covenants
 
 
 
 
Financial covenants restricting ability to make restricted payments, including dividends
4.875% Senior Notes
CCIC
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 7.00x
 
5.7x
5.25% Senior Notes
CCIC
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 7.00x
 
5.7x
 
 
 
 
 
 
Financial covenants restricting ability to incur additional debt
4.875% Senior Notes
CCIC
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 7.00x
 
5.7x
5.25% Senior Notes
CCIC
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 7.00x
 
5.7x
2012 Secured Notes
CC Holdings GS V LLC and Crown Castle GS III Corp.
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 3.50x
 
2.7x

(1)
As defined in the respective debt agreement.
(2)
Failure to comply with the financial maintenance covenants would, absent a waiver, result in an event of default under the credit agreement governing our 2016 Credit Facility.
(3)
Applicable solely to the extent that the senior unsecured debt rating by any two of S&P, Moody's and Fitch is lower than BBB-, Baa3 or BBB-, respectively. If applicable, the consolidated interest coverage ratio must be greater than or equal to 2.50.


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ASSET PORTFOLIO OVERVIEW
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APPENDIX


SUMMARY OF MAINTENANCE AND FINANCIAL COVENANTS (CONTINUED)
Debt
Borrower / Issuer
Covenant(1)
Covenant Level Requirement
 
As of September 30, 2016
Restrictive Negative Financial Covenants
Financial covenants requiring excess cash flows to be deposited in a cash trap reserve account and not released
2010 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
> 1.75x
(2) 
4.5x
2015 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
> 1.75x
(2) 
4.5x
2009 Securitized Notes
Pinnacle Towers Acquisition Holdings LLC and its Subsidiaries
Debt Service Coverage Ratio
> 1.30x
(2) 
6.2x
 
 
 
 
 
 
Financial covenants restricting ability of relevant issuer to issue additional notes under the applicable indenture
2010 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
≥ 2.00x
(3) 
4.5x
2015 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
≥ 2.00x
(3) 
4.5x
2009 Securitized Notes
Pinnacle Towers Acquisition Holdings LLC and its Subsidiaries
Debt Service Coverage Ratio
≥ 2.34x
(3) 
6.2x

(1)
As defined in the respective debt agreement. In the indentures for the 2010 Tower Revenue Notes, 2015 Tower Revenue Notes, and the 2009 Securitized Notes, the defined term for Debt Service Coverage Ratio is "DSCR".
(2)
The 2010 Tower Revenue Notes, 2015 Tower Revenue Notes, and 2009 Securitized Notes also include the potential for amortization events, which could result in applying current and future cash flow to the prepayment of debt with applicable prepayment consideration. An amortization event occurs when the Debt Service Coverage Ratio falls below 1.45x, 1.45x or 1.15x, in each case as described under the indentures for the 2010 Tower Revenue Notes, 2015 Tower Revenue Notes, or 2009 Securitized Notes, respectively.
(3)
Rating Agency Confirmation (as defined in the respective debt agreement) is also required.

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ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



INTEREST RATE SENSITIVITY(1)
 
Remaining three months
Years Ended December 31,
(as of September 30, 2016; dollars in millions)
2016
2017
2018
Fixed Rate Debt:
 
 
 
Face Value of Principal Outstanding(2)
$
10,072

$
10,053

$
10,033

Current Interest Payment Obligations(3)
112

449

447

Effect of 0.125% Change in Interest Rates(4)



Floating Rate Debt:
 
 
 
Face Value of Principal Outstanding(2)
$
2,373

$
2,323

$
2,235

Current Interest Payment Obligations(5)
12

51

54

Effect of 0.125% Change in Interest Rates(6)
<1

3

3


(1)
Excludes capital lease and other obligations.
(2)
Face value net of required amortizations; assumes no maturity or balloon principal payments; excludes capital leases.
(3)
Interest expense calculated based on current interest rates.
(4)
Interest expense calculated based on current interest rates until the sooner of the (1) stated maturity date or (2) the Anticipated Repayment Date, at which time the face value amount outstanding of such indebtedness is refinanced at current rates plus 12.5 bps.
(5)
Interest expense calculated based on current interest rates. Forward LIBOR assumptions are derived from the 1-month LIBOR forward curve as of September 30, 2016. Calculation assumes no changes to future interest rate margin spread over LIBOR due to changes in the Borrower’s senior unsecured credit rating.
(6)
Interest expense calculated based on current interest rates using the 1-month LIBOR forward curve as of September 30, 2016 plus 12.5 bps.



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ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



DEFINITIONS
Non-GAAP Financial Measures and Other Calculations

This Supplement includes presentations of Adjusted EBITDA, Adjusted Funds from Operations ("AFFO"), Funds from Operations ("FFO"), and Organic Contribution to Site Rental Revenues, which are non-GAAP financial measures. These non-GAAP financial measures are not intended as alternative measures of operating results or cash flow from operations (as determined in accordance with Generally Accepted Accounting Principles ("GAAP")).
Our measures of Adjusted EBITDA, AFFO, FFO, Organic Contribution to Site Rental Revenues, Segment Site Rental Gross Margin, Segment Network Services and Other Gross Margin and Segment Operating Profit, may not be comparable to similarly titled measures of other companies, including other companies in the tower sector or other REITs. Our definition of FFO is consistent with guidelines from the National Association of Real Estate Investment Trusts with the exception of the impact of income taxes in periods prior to our REIT conversion.
Adjusted EBITDA, AFFO, FFO, and Organic Contribution to Site Rental Revenues, are presented as additional information because management believes these measures are useful indicators of the financial performance of our business. Among other things, management believes that:
Adjusted EBITDA is useful to investors or other interested parties in evaluating our financial performance. Adjusted EBITDA is the primary measure used by management (1) to evaluate the economic productivity of our operations and (2) for purposes of making decisions about allocating resources to, and assessing the performance of, our operations. Management believes that Adjusted EBITDA helps investors or other interested parties meaningfully evaluate and compare the results of our operations (1) from period to period and (2) to our competitors, by excluding the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results. Management also believes Adjusted EBITDA is frequently used by investors or other interested parties in the evaluation of REITs. In addition, Adjusted EBITDA is similar to the measure of current financial performance generally used in our debt covenant calculations. Adjusted EBITDA should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.
AFFO and AFFO per share are useful to investors or other interested parties in evaluating our financial performance. Management believes that AFFO and AFFO per share help investors or other interested parties meaningfully evaluate our financial performance as they include (1) the impact of our capital structure (primarily interest expense on our outstanding debt and dividends on our preferred stock) and (2) sustaining capital expenditures and exclude the impact of our (1) asset base (primarily depreciation, amortization and accretion) and (2) certain non-cash items, including straight-lined revenues and expenses related to fixed escalations and rent free periods. GAAP requires rental revenues and expenses related to leases that contain specified rental increases over the life of the lease to be recognized evenly over the life of the lease. In accordance with GAAP, if payment terms call for fixed escalations, or rent free periods, the revenue or expense is recognized on a straight-lined basis over the fixed, non-cancelable term of the contract. Management notes that the Company uses AFFO and AFFO per share only as a performance measure. AFFO and AFFO per share should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance and should not be considered as an alternative to cash flows from operations or as residual cash flow available for discretionary investment.
FFO and FFO per share are useful to investors or other interested parties in evaluating our financial performance. Management believes that FFO may be used by investors or other interested parties as a basis to compare our financial performance with that of other REITs. FFO and FFO per share help investors or other interested parties meaningfully evaluate financial performance by excluding the impact of our asset base (primarily depreciation, amortization and accretion). FFO and FFO per share are not key performance indicators used by the Company. FFO and FFO per share should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance and should not be considered as an alternative to cash flow from operations.
Organic Contribution to Site Rental Revenues is useful to investors or other interested parties in understanding the components of the year-over year changes in our site rental revenues computed in accordance with GAAP. Management uses the Organic Contribution to Site Rental Revenues to assess year-over-year growth rates for our rental activities, to evaluate current performance, to capture trends in rental rates, new leasing activities and customer non-renewals in our core business, as well to forecast future results. Organic Contribution to Site Rental Revenues is not meant as an alternative measure of revenue and

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APPENDIX


should be considered only as a supplement in understanding and assessing the performance of our site rental revenues computed in accordance with GAAP.

In addition to the non-GAAP financial measures used herein, we also provide Segment Site Rental Gross Margin, Segment Network Services and Other Gross Margin and Segment Operating Profit, which are key measures used by management to evaluate our operating segments for purposes of making decisions about allocating capital and assessing performance. These segment measures are provided pursuant to GAAP requirements related to segment reporting. In addition, we provide the components of certain GAAP measures, such as capital expenditures.
We define our non-GAAP financial measures and other measures as follows:
Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) plus restructuring charges (credits), asset write-down charges, acquisition and integration costs, depreciation, amortization and accretion, amortization of prepaid lease purchase price adjustments, interest expense and amortization of deferred financing costs, gains (losses) on retirement of long-term obligations, net gain (loss) on interest rate swaps, gains (losses) on foreign currency swaps, impairment of available-for-sale securities, interest income, other income (expense), benefit (provision) for income taxes, cumulative effect of a change in accounting principle, income (loss) from discontinued operations and stock-based compensation expense.
Adjusted Funds from Operations. We define Adjusted Funds from Operations as FFO before straight-lined revenue, straight-line expense, stock-based compensation expense, non-cash portion of tax provision, non-real estate related depreciation, amortization and accretion, amortization of non-cash interest expense, other (income) expense, gain (loss) on retirement of long-term obligations, net gain (loss) on interest rate swaps, gains (losses) on foreign currency swaps, acquisition and integration costs, and adjustments for noncontrolling interests, and less capital improvement capital expenditures and corporate capital expenditures.
AFFO per share. We define AFFO per share as AFFO divided by diluted weighted average common shares outstanding.
Funds from Operations. We define Funds from Operations as net income plus real estate related depreciation, amortization and accretion and asset write-down charges, less noncontrolling interest and cash paid for preferred stock dividends, and is a measure of funds from operations attributable to CCIC common stockholders.
FFO per share. We define FFO per share as FFO divided by the diluted weighted average common shares outstanding.
Organic Contribution to Site Rental Revenues. We define the Organic Contribution to Site Rental Revenues as the sum of the change in GAAP site rental revenues related to (1) new leasing activity including revenues from the construction of small cells and the impact of prepaid rent, (2) escalators and less (3) non-renewals of customer contracts.
Discretionary capital expenditures. We define discretionary capital expenditures as those capital expenditures made with respect to activities which we believe exhibit sufficient potential to enhance long-term stockholder value. They consist of (1) improvements to existing wireless infrastructure and construction of new wireless infrastructure (collectively referred to as "revenue generating") and (2) purchases of land assets under towers as we seek to manage our interests in the land beneath our towers.
Sustaining capital expenditures. We define sustaining capital expenditures as either (1) corporate related capital improvements, such as buildings, information technology equipment and office equipment or (2) capital improvements to tower sites that enable our customers' ongoing quiet enjoyment of the tower.
Segment Site Rental Gross Margin. We define Segment Site Rental Gross Margin as segment site rental revenues less segment site rental cost of operations, excluding stock-based compensation expense and prepaid lease purchase price adjustments recorded in cost of operations.
Segment Network Services and Other Gross Margin. We define Segment Network Services and Other Gross Margin as segment network services and other revenues less segment network services and other cost of operations, excluding stock-based compensation expense recorded in cost of operations.
Segment Operating Profit. We define Segment Operating Profit as segment revenues less segment cost of operations and segment general and administrative expenses, excluding stock-based compensation expense and prepaid lease purchase price adjustments recorded in cost of operations.

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ASSET PORTFOLIO OVERVIEW
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APPENDIX


The tables set forth below reconcile the non-GAAP financial measures used herein to comparable GAAP financial measures. The components in these tables may not sum to the total due to rounding. Amounts reflected herein are adjusted to reflect the sale of our CCAL segment as discontinued operations following the sale on May 28, 2015. See page 2.


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Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Financial Measures and Other Calculations:


Reconciliation of Historical Adjusted EBITDA:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
Twelve Months Ended December 31,
(dollars in thousands)
2016
 
2015
 
2016

2015
 
2015
Net income (loss)
$
98,366

 
$
103,779

 
$
232,263

 
$
1,383,269

 
$
1,524,335

Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations

 
522

 

 
(1,000,708
)
 
(999,049
)
Asset write-down charges
8,339

 
7,477

 
28,251

 
19,652

 
33,468

Acquisition and integration costs
2,680

 
7,608

 
11,459

 
12,001

 
15,678

Depreciation, amortization and accretion
280,824

 
261,662

 
834,725

 
766,621

 
1,036,178

Amortization of prepaid lease purchase price adjustments
5,429

 
5,143

 
16,000

 
15,387

 
20,531

Interest expense and amortization of deferred financing costs(1)
129,916

 
129,877

 
385,656

 
398,782

 
527,128

Gains (losses) on retirement of long-term obligations
10,274

 

 
52,291

 
4,157

 
4,157

Interest income
(175
)
 
(789
)
 
(454
)
 
(1,170
)
 
(1,906
)
Other income (expense)
832

 
1,214

 
4,623

 
(58,510
)
 
(57,028
)
Benefit (provision) for income taxes
5,041

 
(3,801
)
 
12,797

 
(9,380
)
 
(51,457
)
Stock-based compensation expense
22,594

 
16,466

 
75,297

 
49,282

 
67,148

Adjusted EBITDA(2)
$
564,120

 
$
529,158

 
$
1,652,908

 
$
1,579,383

 
$
2,119,183

(1)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein.
(2)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.


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Reconciliation of Current Outlook for Adjusted EBITDA:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(dollars in millions)
Outlook
 
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$318
to
$338
 
$375
to
$425
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$37
to
$39
 
$35
to
$45
Acquisition and integration costs
$3
to
$6
 
$14
to
$17
 
$3
to
$8
Depreciation, amortization and accretion
$283
to
$298
 
$1,123
to
$1,138
 
$1,151
to
$1,177
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$20
to
$22
 
$20
to
$22
Interest expense and amortization of deferred financing costs(1)
$128
to
$133
 
$514
to
$519
 
$515
to
$545
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$52
to
$52
 
$0
to
$0
Interest income
$(1)
to
$0
 
$(2)
to
$(1)
 
$(1)
to
$1
Other income (expense)
$(1)
to
$2
 
$3
to
$6
 
$2
to
$4
Benefit (provision) for income taxes
$4
to
$8
 
$18
to
$22
 
$14
to
$22
Stock-based compensation expense
$21
to
$23
 
$97
to
$99
 
$94
to
$99
Adjusted EBITDA(2)
$566
to
$571
 
$2,219
to
$2,224
 
$2,263
to
$2,293

Components of Historical Interest Expense and Amortization of Deferred Financing Costs:
 
Three Months Ended September 30,
(dollars in thousands)
2016
 
2015
Interest expense on debt obligations
$
126,616


$
121,287

Amortization of deferred financing costs and adjustments on long-term debt, net
4,601

 
5,567

Amortization of interest rate swaps(3)

 
3,744

Other, net
(1,301
)
 
(721
)
Interest expense and amortization of deferred financing costs
$
129,916

 
$
129,877


Components of Current Outlook for Interest Expense and Amortization of Deferred Financing Costs:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(dollars in millions)
Outlook
 
Outlook
 
Outlook
Interest expense on debt obligations
$126
to
$128
 
$501
to
$503
 
$509
to
$524
Amortization of deferred financing costs and adjustments on long-term debt, net
$4
to
$7
 
$17
to
$21
 
$17
to
$21
Other, net
$(1)
to
$(1)
 
$(5)
to
$(5)
 
$(6)
to
$(4)
Interest expense and amortization of deferred financing costs
$128
to
$133
 
$514
to
$519
 
$515
to
$545

(1)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein.
(2)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(3)
Relates to the amortization of interest rate swaps; the swaps were cash settled in prior periods.




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CAPITALIZATION OVERVIEW
APPENDIX



Reconciliation of Historical FFO and AFFO:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(dollars in thousands, except share and per share amounts)
2016
 
2015
 
2016
 
2015
Net income (loss)(1)
$
98,366

 
$
104,301

 
$
232,263

 
$
382,561

Real estate related depreciation, amortization and accretion
274,214

 
257,047

 
815,122

 
753,576

Asset write-down charges
8,339

 
7,477

 
28,251

 
19,652

Dividends on preferred stock
(10,997
)
 
(10,997
)
 
(32,991
)
 
(32,991
)
FFO(2)(3)(5)(6)
$
369,922

 
$
357,828

 
$
1,042,645

 
$
1,122,798

 
 
 
 
 
 
 
 
FFO (from above)
$
369,922

 
$
357,828

 
$
1,042,645

 
$
1,122,798

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-line revenue
(8,836
)
 
(27,144
)
 
(42,375
)
 
(89,009
)
Straight-line expense
23,486

 
24,409

 
71,132

 
73,971

Stock-based compensation expense
22,594

 
16,466

 
75,297

 
49,282

Non-cash portion of tax provision
3,484

 
(5,897
)
 
5,230

 
(20,272
)
Non-real estate related depreciation, amortization and accretion
6,611

 
4,615

 
19,604

 
13,045

Amortization of non-cash interest expense
3,300

 
8,590

 
11,293

 
32,394

Other (income) expense
832

 
1,214

 
4,623

 
(58,510
)
Gains (losses) on retirement of long-term obligations
10,274

 

 
52,291

 
4,157

Acquisition and integration costs
2,680

 
7,608

 
11,459

 
12,001

Capital improvement capital expenditures
(10,040
)
 
(14,351
)
 
(25,351
)
 
(32,503
)
Corporate capital expenditures
(8,474
)
 
(16,988
)
 
(22,385
)
 
(42,943
)
AFFO(2)(3)(5)(6)
$
415,832

 
$
356,350

 
$
1,203,462

 
$
1,064,412

Weighted average common shares outstanding — diluted(4)
338,409

 
333,711

 
337,076

 
333,735

AFFO per share(2)(5)(6)
$
1.23

 
$
1.07

 
$
3.57

 
$
3.19


(1)
Exclusive of income (loss) from discontinued operations and related noncontrolling interest of $(0.5 million) and $1.0 billion for the three and nine months ended September 30, 2015, respectively.
(2)
See “Definitions of Non-GAAP Financial Measures and Other Calculations” herein for a discussion of our definitions of FFO and AFFO.
(3)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(4)
Based on the diluted weighted-average common shares outstanding for the three months ended September 30, 2016 and 2015 and the nine months ended September 30, 2016 and 2015. The diluted weighted average common shares outstanding assumes no conversion for preferred stock in the share count.
(5)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(6)
Attributable to CCIC common stockholders.



35

Crown Castle International Corp.
Third Quarter 2016
COMPANY OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX




Reconciliation of Historical FFO and AFFO:
 
Years Ended December 31,
 
 
(in thousands of dollars, except share and per share amounts)
2015
 
2014
 
2013
 
2012
 
2011
 
2010
 
2009
 
2008
 
2007
Net income (loss)(1)
$
525,286

 
$
346,314

 
$
60,001

 
$
124,997

 
$
145,070

 
$
(330,183
)
 
$
(128,893
)
 
$
(60,675
)
 
$
(228,228
)
Real estate related depreciation, amortization and accretion
1,018,303

 
971,562

 
730,076

 
572,007

 
503,388

 
496,584

 
494,191

 
491,459

 
502,046

Asset write-down charges
33,468

 
14,246

 
13,595

 
15,226

 
21,986

 
13,243

 
18,611

 
16,696

 
65,515

Adjustment for noncontrolling interest(2)

 

 

 
268

 
349

 

 

 

 
362

Dividends on preferred stock
(43,988
)
 
(43,988
)
 

 
(2,481
)
 
(19,487
)
 
(19,878
)
 
(19,878
)
 
(19,878
)
 
(19,878
)
FFO(4)(5)(7)(8)
$
1,533,069

 
$
1,288,133

 
$
803,672

 
$
710,014

 
$
651,305

 
$
159,766

 
$
364,032

 
$
427,602

 
$
319,817

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FFO (from above)
$
1,533,069

 
$
1,288,133

 
$
803,672

 
$
710,014

 
$
651,305


$
159,766


$
364,032

 
$
427,602

 
$
319,817

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Straight-line revenue
(111,263
)
 
(183,393
)
 
(212,856
)
 
(248,227
)
 
(195,456
)
 
(149,314
)
 
(90,269
)
 
(28,133
)
 
(30,912
)
Straight-line expense
98,738

 
101,890

 
78,619

 
52,271

 
38,141

 
37,617

 
37,469

 
39,172

 
40,026

Stock-based compensation expense
67,148

 
56,431

 
39,031

 
41,785

 
32,611

 
36,541

 
29,225

 
25,897

 
20,375

Non-cash portion of tax provision(3)
(63,935
)
 
(19,490
)
 
185,723

 
(64,939
)
 
4,970

 
(29,033
)
 
(78,304
)
 
(106,857
)
 
(95,622
)
Non-real estate related depreciation, amortization and accretion
17,875

 
14,219

 
11,266

 
19,421

 
19,293

 
16,848

 
7,825

 
7,375

 
10,343

Amortization of non-cash interest expense
37,126

 
80,854

 
99,244

 
109,337

 
102,944

 
85,454

 
61,357

 
24,831

 
23,913

Other (income) expense
(57,028
)
 
(11,992
)
 
3,902

 
5,363

 
5,603

 
824

 
(1,139
)
 
61,837

 
80,551

Gains (losses) on retirement of long-term obligations
4,157

 
44,629

 
37,127

 
131,974

 

 
138,367

 
91,079

 
(42
)
 

Net gain (loss) on interest rate swaps

 

 

 

 

 
286,435

 
92,966

 
37,888

 

Acquisition and integration costs
15,678

 
34,145

 
25,574

 
18,216

 
3,310

 
2,102

 

 
2,504

 
25,418

Adjustment for noncontrolling interest(2)

 

 

 
(268
)
 
(349
)
 

 

 

 
(362
)
Capital improvement capital expenditures
(46,789
)
 
(31,056
)
 
(17,520
)
 
(19,997
)
 
(12,442
)
 
(13,727
)
 
(17,355
)
 
(13,780
)
 
(9,073
)
Corporate capital expenditures
(58,142
)
 
(50,317
)
 
(27,099
)
 
(14,049
)
 
(8,421
)
 
(8,392
)
 
(9,335
)
 
(12,039
)
 
(12,206
)
AFFO(4)(5)(7)(8)
$
1,436,635

 
$
1,324,054

 
$
1,026,684

 
$
740,901

 
$
641,510

 
$
563,487

 
$
487,550

 
$
466,255

 
$
372,266

Weighted average common shares outstanding — diluted(6)
334,062

 
333,265

 
299,293

 
291,270

 
285,947

 
287,764

 
286,622

 
282,007

 
279,937

AFFO per share(4)(7)(8)
$
4.30

 
$
3.97

 
$
3.43

 
$
2.54

 
$
2.24

 
$
1.96

 
$
1.70

 
$
1.66

 
$
1.33


(1)    Exclusive of income (loss) from discontinued operations and related noncontrolling interest.
(2)    Inclusive of the noncontrolling interest related to real estate related depreciation, amortization and accretion and asset write-downs.
(3)
Adjusts the income tax provision to reflect our estimate of the cash taxes paid had we been a REIT for all periods presented, and is primarily comprised of foreign taxes. As a result income tax expense (benefit) is lower by the amount of the adjustment.
(4)
See "Definitions of Non-GAAP Measures and Other Calculations" herein for a discussion of our definitions of FFO and AFFO.
(5)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(6)
Based on the diluted weighted-average common shares outstanding for the twelve months ended December 31, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008 and 2007. The diluted weighted average common shares outstanding assumes no conversion for preferred stock in the share count.
(7)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(8)
Attributable to CCIC common stockholders.

36

Crown Castle International Corp.
Third Quarter 2016
COMPANY OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



Reconciliation of Current Outlook for FFO and AFFO:
 
Q4 2016
 
Full Year 2016
 
Full Year 2017
(in millions of dollars, except share and per share amounts)
Outlook
 
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$318
to
$338
 
$375
to
$425
Real estate related depreciation, amortization and accretion
$277
to
$290
 
$1,097
to
$1,110
 
$1,127
to
$1,148
Asset write-down charges
$9
to
$11
 
$37
to
$39
 
$35
to
$45
Dividends on preferred stock
$(11)
to
$(11)
 
$(44)
to
$(44)
 
$0
to
$0
FFO(2)(3)(4)(5)
$383
to
$388
 
$1,426
to
$1,431
 
$1,566
to
$1,596
Weighted-average common shares outstanding—diluted(1)
346.1
 
340.4
 
350.0
FFO per share(2)(4)(5)
$1.11
to
1.12
 
$4.19
to
$4.20
 
$4.47
to
$4.56
 
 
 
 
 
 
 
 
 
 
 
 
FFO (from above)
$383
to
$388
 
$1,426
to
$1,431
 
$1,566
to
$1,596
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
 
 
 
 
Straight-line revenue
$(8)
to
$(3)
 
$(50)
to
$(45)
 
$13
to
$28
Straight-line expense
$20
to
$25
 
$90
to
$95
 
$78
to
$93
Stock-based compensation expense
$21
to
$23
 
$97
to
$99
 
$94
to
$99
Non-cash portion of tax provision
$2
to
$7
 
$9
to
$14
 
$(3)
to
$12
Non-real estate related depreciation, amortization and accretion
$6
to
$8
 
$26
to
$28
 
$24
to
$29
Amortization of non-cash interest expense
$3
to
$6
 
$12
to
$15
 
$11
to
$17
Other (income) expense
$(1)
to
$2
 
$3
to
$6
 
$2
to
$4
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$52
to
$52
 
$0
to
$0
Acquisition and integration costs
$3
to
$6
 
$14
to
$17
 
$3
to
$8
Capital improvement capital expenditures
$(20)
to
$(15)
 
$(46)
to
$(41)
 
$(45)
to
$(40)
Corporate capital expenditures
$(20)
to
$(15)
 
$(43)
to
$(38)
 
$(37)
to
$(32)
AFFO(2)(3)(4)(5)
$403
to
$408
 
$1,606
to
$1,611
 
$1,739
to
$1,769
Weighted-average common shares outstanding—diluted(1)
346.1
 
340.4
 
350.0
AFFO per share(2)(4)(5)
$1.16
to
$1.18
 
$4.72
to
$4.73
 
$4.97
to
$5.05

(1)
The assumption for fourth quarter 2016, full year 2016 and full year 2017 diluted weighted-average common shares outstanding is based on (1) diluted common shares outstanding as of September 30, 2016 and (2) the assumed conversion of the mandatory convertible preferred stock in November 2016.
(2)
See definitions herein. See also “Definitions of Non-GAAP Financial Measures and Other Calculations” herein for a discussion of our definitions of FFO and AFFO.
(3)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(4)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.
(5)
Attributable to CCIC common stockholders.


Net debt to Last Quarter Annualized Adjusted EBITDA calculation:
 
Three Months Ended September 30,
(dollars in millions)
2016
 
2015
Total face value of debt
$
12,687.7

 
$
12,145.0

Ending cash and cash equivalents
156.2

 
184.1

Total net debt
$
12,531.5


$
11,960.9

 
 
 
 
Adjusted EBITDA for the three months ended September 30,
$
564.1

 
$
529.2

Last quarter annualized Adjusted EBITDA
2,256.5


2,116.6

Net debt to Last Quarter Annualized Adjusted EBITDA
5.6
x
 
5.7
x

Cash Interest Coverage Ratio Calculation:
 
Three Months Ended September 30,
(dollars in thousands)
2016
 
2015
Adjusted EBITDA
$
564,120

 
$
529,158

Interest expense on debt obligations
126,616

 
121,287

Interest Coverage Ratio
4.5
x
 
4.4
x

37