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): March 29, 2005
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 Number) |
510 Bering Drive
Suite 500
Houston, TX 77057
(Address of Principal Executive Office)
Registrant’s telephone number, including area code: (713) 570-3000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
This document includes “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Other than statements of historical fact, all statements regarding industry prospects, the consummation of the transactions described in this document and the Company’s expectations regarding the future performance of its businesses and its financial position are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties.
ITEM 2.02 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On March 29, 2005, the Company issued a press release disclosing its financial results for the fourth quarter and year-ended 2004. The March 29 press release is furnished herewith as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
As described in Item 2.02 of this Report, the following exhibit is furnished as part of this Current Report on Form 8-K:
| Exhibit No. |
Description | |
| 99.1 | Press Release dated March 29, 2005 |
The information in this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “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.
2
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/ E. Blake Hawk | |
| Name: | E. Blake Hawk | |
| Title: | Executive Vice President | |
| and General Counsel | ||
Date: March 29, 2005
3
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release dated March 29, 2005 |
4
Exhibit 99.1
| Contacts: |
W. Benjamin Moreland, CFO | |
| Jay Brown, Treasurer | ||
| Crown Castle International Corp. | ||
| 713-570-3000 |
FOR IMMEDIATE RELEASE
CROWN CASTLE INTERNATIONAL
REPORTS FOURTH QUARTER AND YEAR-END RESULTS
March 29, 2005 – HOUSTON, TEXAS – Crown Castle International Corp. (NYSE:CCI) today reported results for the fourth quarter ended December 31, 2004.
Site rental revenue for the fourth quarter of 2004 increased $12.3 million, or 9.6%, to $139.5 million from $127.3 million for the same period in the prior year. Operating loss improved to $10.9 million in the fourth quarter of 2004 from a loss of $15.9 million in the fourth quarter of 2003.
Adjusted EBITDA for the fourth quarter of 2004 increased $10.9 million, or 17.6%, to $72.9 million, up from $62.0 million for the same period in 2003. Recurring cash flow, defined as Adjusted EBITDA less interest expense less sustaining capital expenditures, was $28.5 million for the fourth quarter of 2004. For the fourth quarter of 2004, total capital expenditures were $14.1 million, comprised of $3.8 million of sustaining capital expenditures and $10.3 million of revenue generating capital expenditures.
Net loss was $88.1 million for the fourth quarter of 2004, inclusive of $39.4 million in losses from the retirement of debt, compared to a net loss of $162.2 million for the same period in 2003, inclusive of $73.6 million of losses from the retirement of debt and preferred securities. Net loss after deduction of dividends on preferred stock was $97.9 million in the fourth quarter of 2004, compared to a loss of $172.2 million for the same period last year. Fourth quarter net loss per share was $(0.44) compared to a net loss per share of $(0.79) in last year’s fourth quarter.
Site rental revenue for the full year 2004 increased $54.7 million, or 11.3%, to $537.5 million from $482.7 million for the full year 2003. Operating loss improved $48.2 million to a loss of $27.2 million for the full year 2004 from a loss of $75.4 million for the full year 2003.
| News Release continued: | Page 2 of 13 |
Adjusted EBITDA for the full year 2004 increased $45.1 million, or 19.1%, to $281.3 million, up from $236.1 million in 2003. Recurring cash flow was $64.6 million for the full year 2004. For the full year 2004, total capital expenditures were $43.3 million, comprised of $9.8 million of sustaining capital expenditures and $33.5 million of revenue generating capital expenditures.
Net loss from continuing operations was $306.9 million for the full year 2004, inclusive of $63.8 million in losses from the retirement of debt, compared to a net loss from continuing operations of $464.8 million for the same period in 2003, inclusive of $119.4 million of losses from the retirement of debt and preferred securities. Net income was $235.1 million for the full year 2004, inclusive of $542.0 million in income from discontinued operations and $63.8 million in losses from the retirement of debt, compared to a net loss of $454.9 million for the same period in 2003, inclusive of $10.5 million in income from discontinued operations and $119.4 million in losses from the retirement of debt and preferred securities. Net income after deduction of dividends on preferred stock was $196.5 million in the full year 2004, inclusive of $542.0 million in income from discontinued operations and $63.8 million in losses from the retirement of debt, compared to a loss of $510.8 million for the same period last year inclusive of $10.5 million in income from discontinued operations and $121.0 million in losses from the retirement of debt and preferred securities. Full year 2004 net income per share was $0.89, inclusive of $2.45 per share in income from discontinued operations, compared to a loss per share of $(2.36) for full year 2003, inclusive of $0.05 per share in income from discontinued operations.
OPERATING RESULTS
US site rental revenue for the fourth quarter of 2004 increased $10.5 million, or 8.9%, to $128.8 million, up from $118.3 million for the same period in 2003. US site rental gross margin, defined as site rental revenue less site rental cost of operations, increased 13.6% to $85.6 million, up $10.3 million in the fourth quarter of 2004 from the same period in 2003. Australia site rental revenue for the fourth quarter of 2004 increased $1.7 million, or 19.0%, to $10.7 million, up from $9.0 million for the same period in 2003. Australia site rental gross margin increased 14% to $6.1 million, up $0.7 million in the fourth quarter of 2004 from the same period in 2003. On a consolidated basis, site rental gross margin increased 13.6% to $91.6 million, up $11.0 million in the fourth quarter of 2004 from the same period in 2003.
“We are pleased with the significant recurring revenue growth generated in 2004,” stated John P. Kelly, President and Chief Executive Officer of Crown Castle. “US site rental revenue
| News Release continued: | Page 3 of 13 |
increased approximately $4,100 per site over the past year to an annualized level of approximately $48,600 per site at year end. While our 2005 outlook is currently based on a lower level of new leasing activity than we achieved in 2004, we continue to see positive signs from our customers in the US, which may result in additional revenue. Further, as of January 1, 2005, more than 95% of Crown Castle’s 2005 outlook for site rental revenue was under contract, demonstrating the inherent predictability of the tower business. I am very pleased with the degree to which we exceeded our original 2004 financial targets and look forward to further financial and operational accomplishments in 2005.”
“We continue to focus our efforts on maximizing recurring cash flow per share and exploring opportunities to refinance a significant portion of our indebtedness,” stated Ben Moreland, Crown Castle’s Chief Financial Officer. “While there can be no assurances that we will be successful in completing any such refinancing, we continue to be optimistic that we can lower the average interest rate of our debt and increase the flexibility of our investment options through such a refinancing. If we are able to achieve a refinancing, we would expect to have increased flexibility to invest our cash flow in those investments that we believe will maximize returns to our shareholders, which may include the purchase of our own securities. We hope to complete these refinancing activities during the second quarter.”
IMPACT OF LEASE ACCOUNTING CHANGES
As previously announced, Crown Castle reviewed certain non-cash items relating to its lease accounting practices as a result of a public letter issued by the SEC to the American Institute of Certified Public Accountants on February 7, 2005 clarifying the interpretation of existing accounting literature applicable to certain leases and leasehold improvements. As a result of this review, Crown Castle adjusted its method of accounting for tenant leases, ground leases and depreciation. The corrections were non-cash adjustments resulting in increases to site rental revenue, ground rent expense (a component of site rental cost of operations) and depreciation expense. The adjustments did not affect historical or future cash flow or the timing of payments under related leases. Moreover, the corrections did not have any impact on cash balances, compliance with any financial covenant or debt instrument, or the current economic value of Crown Castle’s leaseholds and its tower assets.
All prior period financial information discussed above has been restated to reflect the restatement. The net impacts of the changes in our lease accounting on site rental revenue, site
| News Release continued: | Page 4 of 13 |
rental cost of operations and Adjusted EBITDA in 2003 and 2004 are set forth on the following tables* (in millions):
| Q1 ’03 |
Q2 ’03 |
Q3 ’03 |
Q4 ’03 |
2003 |
||||||||||||||||
| Site Rental Revenue |
||||||||||||||||||||
| US |
$ | 0.6 | $ | 0.6 | $ | 0.6 | $ | 0.6 | $ | 2.4 | ||||||||||
| Australia |
0.9 | 1.0 | 1.0 | 1.1 | 4.1 | |||||||||||||||
| Total |
1.6 | 1.6 | 1.7 | 1.8 | 6.5 | |||||||||||||||
| Site Rental Cost of Operations |
||||||||||||||||||||
| US |
3.6 | 3.6 | 3.6 | 3.6 | 14.5 | |||||||||||||||
| Australia |
0.4 | 0.5 | 0.5 | 0.5 | 1.9 | |||||||||||||||
| Total |
4.1 | 4.1 | 4.1 | 4.1 | 16.4 | |||||||||||||||
| Impact to Adjusted EBITDA |
(2.5 | ) | (2.5 | ) | (2.4 | ) | (2.4 | ) | (9.8 | ) | ||||||||||
| Q1 ’04 |
Q2 ’04 |
Q3 ’04 |
9 months ended September 2004 |
|||||||||||||
| Site Rental Revenue |
||||||||||||||||
| US |
$ | 0.2 | $ | 0.2 | $ | 0.2 | $ | 0.7 | ||||||||
| Australia |
1.0 | 0.9 | 0.9 | 2.8 | ||||||||||||
| Total |
1.2 | 1.1 | 1.1 | 3.5 | ||||||||||||
| Site Rental Cost of Operations |
||||||||||||||||
| US |
3.2 | 3.2 | 3.2 | 9.5 | ||||||||||||
| Australia |
0.4 | 0.4 | 0.4 | 1.2 | ||||||||||||
| Total |
3.6 | 3.6 | 3.6 | 10.7 | ||||||||||||
| Impact to Adjusted EBITDA |
(2.4 | ) | (2.4 | ) | (2.4 | ) | (7.2 | ) | ||||||||
| * | Columns and rows may not sum due to rounding |
The impact of the changes in our lease accounting in our reported fourth quarter 2004 results, as compared to the methodology used to prepare our fourth quarter 2004 Outlook, was an increase of $1.8 million in site rental revenue ($0.8 million in the US and $1.0 million in Australia), an increase of $3.8 million in site rental cost of operations ($3.4 million in the US and $0.4 million in Australia) and a net decrease in Adjusted EBITDA of $2.0 million.
SUMMARY OF NON-CASH AMOUNTS IN TOWER GROSS MARGIN
In accordance with applicable accounting standards, we recognize site rental revenues and ground lease expenses monthly on a straight-line basis, regardless of whether the receipts and payments are in equal monthly amounts. Some agreements provide for rent-free periods at the beginning of the lease term, while others call for rent to be prepaid for some period. If the
| News Release continued: | Page 5 of 13 |
payment terms call for fixed escalations (as in fixed dollar or fixed percentage increases), the effect of such increases is recognized on a straight-line basis over the appropriate lease term. As a result of this accounting method, a portion of the revenue and expense recognized in a given period represents cash collected or paid in other periods.
A summary of the non-cash portions of our site rental revenues, ground lease expense and resulting impact on our site rental gross margins is as follows:
| (dollars in millions) | Q4 2004 |
Year Ended December 31, | |||||
| Non-Cash portion of site rental revenues: |
|||||||
| Amounts attributable to rent-free periods |
$ | 1.6 | $ | 6.5 | |||
| Amounts attributable to straight-line recognition of fixed escalations |
2.8 | 11.9 | |||||
| $ | 4.4 | $ | 18.4 | ||||
| Non-Cash portion of ground lease expense: |
|||||||
| Amounts attributable to straight-line recognition of fixed escalations |
$ | 4.6 | 17.6 | ||||
| Non-Cash impact on site rental gross margins: |
$ | (0.2 | ) | $ | 0.8 | ||
OUTLOOK
The following outlook tables are based on current expectations and assumptions and assume a US dollar to Australian dollar exchange rate of 0.73 US dollars to 1.00 Australian dollars. 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 Securities and Exchange Commission.
| News Release continued: | Page 6 of 13 |
The following tables set forth Crown Castle’s current outlook:
| (dollars in millions) | First Quarter 2005 |
Full Year 2005 | ||
| Site Rental Revenue |
$138 to 140 | $575 to 585 | ||
| Site Rental Cost of Operations |
$ 46 to 48 | $185 to 195 | ||
| Site Rental Gross Margin |
$ 91 to 93 | $385 to 400 | ||
| Adjusted EBITDA |
$ 74 to 76 | $310 to 320 | ||
| Interest Expense |
$ 36 to 37 | $108 to 118 | ||
| Sustaining Capital Expenditures |
$ 2 to 3 | $ 10 to 14 | ||
| Recurring Cash Flow |
$ 35 to 37 | $185 to 200 | ||
| Revenue Generating Capital Expenditures: |
||||
| Revenue Enhancing on Existing Sites |
$ 5 to 7 | $ 30 to 40 | ||
| Land Purchases |
$ 0 to 1 | $ 5 to 10 | ||
| New Site Construction |
$ 4 to 5 | $ 5 to 10 | ||
| Total Revenue Generating Capital Expenditures |
$ 9 to 13 | $ 40 to 60 | ||
CONFERENCE CALL DETAILS
Crown Castle has scheduled a conference call for Wednesday, March 30, 2005 at 11:30 a.m. eastern time to discuss full year and year-end results and Crown Castle’s Outlook. Please dial 303-205-0033 and ask for the Crown Castle call at least 10 minutes prior to the start time. A telephonic replay of the conference call will be available through April 8, 2005 and may be accessed by calling 303-590-3000 and using pass code 11027228#. An audio archive will also be available on Crown Castle’s website at www.crowncastle.com shortly after the call and will be accessible for approximately 90 days.
Crown Castle International Corp. engineers, deploys, owns and operates technologically advanced shared wireless infrastructure, including extensive networks of towers. Crown Castle offers significant wireless communications coverage to 68 of the top 100 United States markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 10,600 and over 1,300 wireless communication sites in the U.S. and Australia, respectively. For more information on Crown Castle visit: http://www.crowncastle.com.
| News Release continued: | Page 7 of 13 |
Non-GAAP Financial Measures:
This press release includes presentations of Adjusted EBITDA and recurring cash flow, which are non-GAAP financial measures.
Crown Castle defines Adjusted EBITDA as net income (loss) plus cumulative effect of change in accounting principle, income from discontinued operations, minority interests, provision for income taxes, interest expense, amortization of deferred financing costs and dividends on preferred stock, interest and other income (expense), depreciation, amortization and accretion, non-cash general and administrative compensation charges, asset write-down charges and restructuring charges (credits). Adjusted EBITDA is not intended as an alternative measure of operating results (as determined in accordance with Generally Accepted Accounting Principles (GAAP)). Adjusted EBITDA is presented as additional information because management believes it to be a useful indicator of the current financial performance of our core businesses. In addition, Adjusted EBITDA is the measure of current financial performance generally used in our debt covenant calculations.
Crown Castle defines recurring cash flow to be Adjusted EBITDA, less interest expense and less sustaining capital expenditures. Each of the amounts included in the calculation of recurring cash flow are computed in accordance with GAAP, with the exception of sustaining capital expenditures, which is not defined under GAAP. Sustaining capital expenditures are defined as capital expenditures (determined in accordance with GAAP) which do not increase the capacity or term of an asset. Recurring cash flow is not intended as an alternative measure of cash flow from operations (as determined in accordance with GAAP). Recurring cash flow is provided as additional information because management believes it to be useful in providing investors with a reasonable estimate of our cash flow available for discretionary investments (including expansion projects, improvements to existing sites, debt repayment, securities purchases and dividends) without reliance on additional borrowing or the use of our cash and cash equivalents.
Our measures of Adjusted EBITDA and recurring cash flow may not be comparable to similarly titled measures of other companies. The tables set forth below reconcile these non-GAAP financial measures to comparable GAAP financial measures.
Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Financial Measures:
Adjusted EBITDA is computed as follows:
| (dollars in thousands) | Three Months Ended December 31, |
Twelve Months Ended December 31, |
||||||||||||||
| 2004 |
2003 |
2004 |
2003 |
|||||||||||||
| Net income (loss) |
$ | (88,129 | ) | $ | (162,217 | ) | $ | 235,110 | $ | (454,862 | ) | |||||
| Loss (income) from discontinued operations, net of tax |
(558 | ) | 2,159 | (542,006 | ) | (10,458 | ) | |||||||||
| Cumulative effect of change in accounting principle |
— | — | — | 551 | ||||||||||||
| Minority interests |
(1,154 | ) | (128 | ) | (202 | ) | (4,036 | ) | ||||||||
| Provision for income taxes |
149 | 637 | (5,370 | ) | 2,465 | |||||||||||
| Interest expense, amortization of deferred financing costs and dividends on preferred stock |
40,599 | 68,906 | 206,770 | 258,834 | ||||||||||||
| Interest and other income (expense) |
38,155 | 74,733 | 78,508 | 132,075 | ||||||||||||
| Depreciation, amortization and accretion |
72,537 | 71,038 | 283,986 | 281,980 | ||||||||||||
| Non-cash general and administrative compensation charges |
6,087 | 53 | 15,947 | 13,986 | ||||||||||||
| Asset write-down charges |
3,836 | 6,800 | 7,652 | 14,317 | ||||||||||||
| Restructuring charges (credits) |
1,348 | — | 870 | 1,291 | ||||||||||||
| Adjusted EBITDA |
$ | 72,870 | $ | 61,981 | $ | 281,265 | $ | 236,143 | ||||||||
Recurring Cash Flow is computed as follows:
| (dollars in thousands) | For the Three Months Ended Dec. 31, 2004 |
For the Twelve Months Ended Dec. 31, 2004 |
||||||
| Net cash provided by operating activities |
$ | 70,875 | $ | 112,084 | ||||
| Add: Other adjustments(1) |
(38,604 | ) | (37,589 | ) | ||||
| Less: Sustaining capital expenditures |
(3,810 | ) | (9,859 | ) | ||||
| Recurring Cash Flow |
$ | 28,461 | $ | 64,636 | ||||
| News Release continued: | Page 8 of 13 |
(1) Other adjustments include adjustments for changes in assets and liabilities, excluding the effects of acquisitions, restructuring charges and provision for income taxes.
Sustaining Capital Expenditures is computed as follows:
| (dollars in thousands) | For the Three Months Ended Dec. 31, 2004 |
For the Twelve Months Ended Dec. 31, 2004 |
||||||
| Capital expenditures |
$ | 14,131 | $ | 43,346 | ||||
| Less: Revenue enhancing on existing sites |
(7,623 | ) | (23,959 | ) | ||||
| Less: Land purchases |
(501 | ) | (2,525 | ) | ||||
| Less: New site construction |
(2,197 | ) | (7,003 | ) | ||||
| Sustaining capital expenditures |
$ | 3,810 | $ | 9,859 | ||||
Adjusted EBITDA for the quarter ending March 31, 2005 and the year ending December 31, 2005 is forecasted as follows:
| (dollars in millions) | Q1 2005 |
Full Year 2005 | ||
| Outlook |
Outlook | |||
| Net income (loss) |
$(60.1) to (39.3) | $ (146.3) to (81.2) | ||
| Income from discontinued operations, net of tax |
— | — | ||
| Minority interests |
0.5 to 2.5 | (1.0) to 4.0 | ||
| Provision for income taxes |
0.1 to 0.2 | 0.0 to 2.0 | ||
| Interest expense and amortization of deferred financing costs |
35.0 to 40.0 | 108.0 to 118.0 | ||
| Interest and other income (expense) |
1.0 to 2.5 | 19.8 to 23.8 | ||
| Depreciation, amortization and accretion |
70.0 to 75.0 | 253.2 to 283.2 | ||
| Non-cash general and administrative compensation charges |
7.2 to 9.4 | 17.8 to 19.8 | ||
| Asset write-down charges |
0.0 to 2.0 | 1.9 to 3.0 | ||
| Restructuring charges (credits) |
1.5 to 2.5 | 1.5 to 2.5 | ||
| Adjusted EBITDA |
$74.0 to 76.0 | $310.0 to 320.0 | ||
Recurring Cash Flow for the quarter ending March 31, 2005 and the year ending December 31, 2005 is forecasted as follows:
| (dollars in millions) | Q1 2005 |
Full Year 2005 | ||
| Outlook |
Outlook | |||
| Net cash provided by operating activities |
$33.0 to $39.0 | $186.0 to 212.0 | ||
| Add: Other adjustments(1) |
0.0 to 5.0 | $0.0 to 20.0 | ||
| Less: Sustaining capital expenditures |
$(2.0) to (3.0) | $(10.0) to (14.0) | ||
| Recurring Cash Flow |
$35.0 to 37.0 | $ 185.0 to $200.0 | ||
(1) Other adjustments include adjustments for changes in assets and liabilities, excluding the effects of acquisitions, restructuring charges and provision for income taxes.
| News Release continued: | Page 9 of 13 |
Other Calculations
Sustaining Capital Expenditures for the quarter ending March 31, 2005 and year ending December 31, 2005 is forecasted as follows:
| (dollars in millions) | Q1 2005 |
Full Year 2005 | ||
| Outlook |
Outlook | |||
| Capital expenditures |
$11.0 to 16.0 | $ 50.0 to 74.0 | ||
| Less: Revenue enhancing on existing sites |
$(5.0) to (7.0) | $ (30.0) to (40.0) | ||
| Less: Land purchases |
$0 to (1.0) | $ (5.0) to (10.0) | ||
| Less: New site construction |
$(4.0) to (5.0) | $ (5.0) to (10.0) | ||
| Sustaining capital expenditures |
$2.0 to 3.0 | $10.0 to 14.0 | ||
Site Rental Gross Margin for the quarter ending March 31, 2005 and for the year ending December 31, 2005 is forecasted as follows:
| (dollars in millions) | Q1 2005 |
Full Year 2005 | ||
| Outlook |
Outlook | |||
| Site rental revenue |
$138.0 to 140.0 | $ 575.0 to 585.0 | ||
| Less: Site rental cost of operations |
$(46.0) to (48.0) | $(185.0) to (195.0) | ||
| Site rental gross margin |
$91.0 to 93.0 | $385.0 to $400.0 | ||
Recurring Cash Flow for the quarter ending March 31, 2005 and for the year ending December 31, 2005 is forecasted as follows:
| (dollars in millions) | Q1 2005 |
Full Year 2005 | ||
| Outlook |
Outlook | |||
| Adjusted EBITDA |
$74.0 to 76.0 | $310.0 to 320.0 | ||
| Less: Interest expense |
$(36.0) to (37.0) | $(108.0) to (118.0) | ||
| Less: Sustaining capital expenditures |
$(2.0) to (3.0) | $(10.0) to (14.0) | ||
| Recurring Cash Flow |
$35.0 to 37.0 | $185.0 to $200.0 | ||
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, but are not limited to, plans, projections and estimates regarding (i) new leasing activity and demand for our towers, (ii) the refinancing of our debt, including the timing thereof, (iii) the terms of any future indebtedness, (iv) currency exchange rates, (v) site rental revenue, (vi) site rental cost of operations, (vii) site rental gross margin, (viii) Adjusted EBITDA, (ix) interest expense, (x) sustaining capital expenditures, (xi) recurring cash flow, (xii) revenue enhancing capital expenditures on existing sites, (xiii) land purchases, (xiv) new site construction, and (xv) revenue generating capital expenditures. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including but not limited to prevailing market conditions and the following:
| Ø | Our business depends on the demand for wireless communications and towers, and we may be adversely affected by any slowdown in such demand. |
| Ø | The loss, consolidation, network sharing or financial instability of any of our limited number of customers may materially decrease revenues. |
| Ø | An economic or wireless telecommunications industry slowdown may materially and adversely affect our business and the business of our customers. |
| Ø | Restrictive covenants on our debt instruments may limit our ability to take actions that may be in our best interests. |
| Ø | Our substantial level of indebtedness may adversely affect our ability to react to changes in our business and limit our ability to use debt to fund future capital needs. |
| Ø | We operate in a competitive industry and some of our competitors have significantly more resources or less debt than we do. |
| News Release continued: | Page 10 of 13 |
| Ø | Technology changes may significantly reduce the demand for site leases and negatively impact our revenues. |
| Ø | 2.5G/3G and other technologies may not deploy or be adopted by customers as rapidly or in the manner projected. |
| Ø | We generally lease or sublease the land under our sites and towers and may not be able to extend these leases. |
| Ø | We may need additional financing, which may not be available, for strategic growth opportunities or contractual obligations. |
| Ø | Laws and regulations, which may change at any time and with which we may fail to comply, regulate our business. |
| Ø | We are heavily dependent on our senior management. |
| Ø | Our network services business has historically experienced significant volatility in demand, which reduces the predictability of our results. |
| Ø | We may suffer from future claims if radio frequency emissions from wireless handsets or equipment on our sites and towers are demonstrated to cause negative health effects. |
| Ø | Certain provisions of our certificate of incorporation, bylaws 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. |
| Ø | Sales or issuances of a substantial number of shares of our common stock may adversely affect the market price of our common stock. |
| Ø | Disputes with customers and suppliers may adversely affect results. |
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.
| News Release continued: | Page 11 of 13 |
 |
CROWN CASTLE INTERNATIONAL CORP. | |
| CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS | ||
| AND OTHER FINANCIAL DATA | ||
| (in thousands, except per share data) |
| Three Months Ended December 31, |
Years Ended December 31, |
|||||||||||||||
| 2004 |
2003 |
2004 |
2003 |
|||||||||||||
| (As restated) | (As restated) | |||||||||||||||
| Net revenues: |
||||||||||||||||
| Site rental |
$ | 139,549 | $ | 127,296 | $ | 537,465 | $ | 482,747 | ||||||||
| Network services and other |
18,228 | 18,372 | 66,400 | 72,316 | ||||||||||||
| Total net revenues |
157,777 | 145,668 | 603,865 | 555,063 | ||||||||||||
| Costs of operations: |
||||||||||||||||
| Site rental |
47,918 | 46,661 | 183,600 | 179,549 | ||||||||||||
| Network services and other |
13,261 | 12,138 | 47,315 | 46,746 | ||||||||||||
| Total costs of operations |
61,179 | 58,799 | 230,915 | 226,295 | ||||||||||||
| General and administrative |
23,294 | 22,901 | 90,230 | 87,061 | ||||||||||||
| Corporate development |
434 | 1,987 | 1,455 | 5,564 | ||||||||||||
| Restructuring charges (credits) |
1,348 | — | 870 | 1,291 | ||||||||||||
| Asset write-down charges |
3,836 | 6,800 | 7,652 | 14,317 | ||||||||||||
| Non-cash general and administrative compensation charges |
6,087 | 53 | 15,947 | 13,986 | ||||||||||||
| Depreciation, amortization and accretion |
72,537 | 71,038 | 283,986 | 281,980 | ||||||||||||
| Operating loss |
(10,938 | ) | (15,910 | ) | (27,190 | ) | (75,431 | ) | ||||||||
| Interest and other income (expense) |
(38,155 | ) | (74,733 | ) | (78,508 | ) | (132,075 | ) | ||||||||
| Interest expense, amortization of deferred financing costs and dividends on preferred stock |
(40,599 | ) | (68,906 | ) | (206,770 | ) | (258,834 | ) | ||||||||
| Loss from continuing operations before income taxes, minority interests and cumulative effect of change in accounting principle |
(89,692 | ) | (159,549 | ) | (312,468 | ) | (466,340 | ) | ||||||||
| Credit (provision) for income taxes |
(149 | ) | (637 | ) | 5,370 | (2,465 | ) | |||||||||
| Minority interests |
1,154 | 128 | 202 | 4,036 | ||||||||||||
| Loss from continuing operations before cumulative effect of change in accounting principle |
(88,687 | ) | (160,058 | ) | (306,896 | ) | (464,769 | ) | ||||||||
| Discontinued operations: |
||||||||||||||||
| Income from operations of CCUK, net of tax |
— | (2,159 | ) | 46,399 | 10,458 | |||||||||||
| Net gain on disposal of CCUK, net of tax |
558 | — | 495,607 | — | ||||||||||||
| Income (loss) from discontinued operations, net of tax |
558 | (2,159 | ) | 542,006 | 10,458 | |||||||||||
| Income (loss) before cumulative effect of change in accounting principle |
(88,129 | ) | (162,217 | ) | 235,110 | (454,311 | ) | |||||||||
| Cumulative effect of change in accounting principle for asset retirement obligations |
— | — | — | (551 | ) | |||||||||||
| Net income (loss) |
(88,129 | ) | (162,217 | ) | 235,110 | (454,862 | ) | |||||||||
| Dividends on preferred stock, net of gains (losses) on purchases of preferred stock |
(9,754 | ) | (9,997 | ) | (38,618 | ) | (55,897 | ) | ||||||||
| Net income (loss) after deduction of dividends on preferred stock, net of gains (losses) on purchases of preferred stock |
$ | (97,883 | ) | $ | (172,214 | ) | $ | 196,492 | $ | (510,759 | ) | |||||
| Per common share – basic and diluted: |
||||||||||||||||
| Loss from continuing operations before cumulative effect of change in accounting principle |
$ | (0.44 | ) | $ | (0.78 | ) | $ | (1.56 | ) | $ | (2.40 | ) | ||||
| Income (loss) from discontinued operations |
— | (0.01 | ) | 2.45 | 0.05 | |||||||||||
| Cumulative effect of change in accounting principle |
— | — | — | (0.01 | ) | |||||||||||
| Net income (loss) |
$ | (0.44 | ) | $ | (0.79 | ) | $ | 0.89 | $ | (2.36 | ) | |||||
| Common shares outstanding – basic and diluted |
222,783 | 218,241 | 221,693 | 216,947 | ||||||||||||
| Adjusted EBITDA (before restructuring and asset write-down charges): |
||||||||||||||||
| Site rental |
$ | 83,979 | $ | 73,295 | $ | 325,549 | $ | 276,495 | ||||||||
| Network services and other (before corporate development expenses) |
(10,675 | ) | (9,327 | ) | (42,829 | ) | (34,788 | ) | ||||||||
| Adjusted EBITDA before corporate development expenses |
73,304 | 63,968 | 282,720 | 241,707 | ||||||||||||
| Corporate development |
(434 | ) | (1,987 | ) | (1,455 | ) | (5,564 | ) | ||||||||
| Total Adjusted EBITDA |
$ | 72,870 | $ | 61,981 | $ | 281,265 | $ | 236,143 | ||||||||
| News Release continued: | Page 12 of 13 |
|
|
CROWN CASTLE INTERNATIONAL CORP. | |
| CONDENSED CONSOLIDATED BALANCE SHEET | ||
| (in thousands) | ||
| December 31, | ||||||
| 2004 |
2003 | |||||
| (As restated) | ||||||
| ASSETS | ||||||
| Current assets: |
||||||
| Cash and cash equivalents |
$ | 567,148 | $ | 409,584 | ||
| Short-term investments |
— | 26,600 | ||||
| Receivables, net of allowance for doubtful accounts |
28,366 | 38,219 | ||||
| Inventories |
6,422 | 9,615 | ||||
| Deferred site rental receivable |
6,395 | 2,332 | ||||
| Prepaid expenses and other current assets |
28,983 | 27,940 | ||||
| Assets of discontinued operations |
— | 2,052,510 | ||||
| Total current assets |
637,314 | 2,566,800 | ||||
| Property and equipment, net of accumulated depreciation |
3,369,565 | 3,593,570 | ||||
| Goodwill |
333,718 | 270,438 | ||||
| Deferred site rental receivable |
84,928 | 76,333 | ||||
| Deferred financing costs and other assets, net of accumulated amortization |
145,997 | 105,092 | ||||
| $ | 4,571,522 | $ | 6,612,233 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current liabilities: |
||||||
| Accounts payable |
$ | 12,323 | $ | 9,785 | ||
| Accrued interest |
43,308 | 49,063 | ||||
| Accrued compensation and related benefits |
15,445 | 13,397 | ||||
| Deferred rental revenues and other accrued liabilities |
116,739 | 106,384 | ||||
| Liabilities of discontinued operations |
— | 353,544 | ||||
| Long-term debt, current maturities |
97,250 | 267,142 | ||||
| Total current liabilities |
285,065 | 799,315 | ||||
| Long-term debt, less current maturities |
1,753,148 | 3,182,850 | ||||
| Deferred ground lease payable |
116,874 | 98,524 | ||||
| Other liabilities |
44,302 | 53,844 | ||||
| Total liabilities |
2,199,389 | 4,134,533 | ||||
| Minority interests |
30,468 | 176,645 | ||||
| Redeemable preferred stock |
508,040 | 506,702 | ||||
| Stockholders’ equity |
1,833,625 | 1,794,353 | ||||
| $ | 4,571,522 | $ | 6,612,233 | |||
| News Release continued: | Page 13 of 13 |
|
|
CROWN CASTLE INTERNATIONAL CORP. | |
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | ||
| (in thousands) | ||
| Three Months Ended December 31, |
||||||||
| 2004 |
2003 |
|||||||
| (As restated) | ||||||||
| Cash flows from operating activities: |
||||||||
| Net loss |
$ | (88,129 | ) | $ | (162,217 | ) | ||
| Adjustments to reconcile net loss to net cash provided by operating activities: |
||||||||
| Depreciation, amortization and accretion |
72,537 | 71,038 | ||||||
| Losses on purchases of long-term debt |
39,406 | 68,254 | ||||||
| Non-cash general and administrative compensation charges |
6,087 | 53 | ||||||
| Asset write-down charges |
3,836 | 6,800 | ||||||
| Equity in losses (earnings) and write-downs of unconsolidated affiliates |
1,954 | 1,010 | ||||||
| Amortization of deferred financing costs, discounts on long-term debt and dividends on preferred stock |
1,534 | 17,435 | ||||||
| Minority interests |
(1,154 | ) | (128 | ) | ||||
| Loss (income) from discontinued operations |
(558 | ) | 2,159 | |||||
| Losses on purchases and redemption of preferred stock |
— | 5,297 | ||||||
| Changes in assets and liabilities, excluding the effects of acquisitions: |
||||||||
| Decrease in receivables |
14,266 | 11,223 | ||||||
| Increase in accrued interest |
10,749 | 25,115 | ||||||
| Increase in deferred rental revenues, deferred ground lease payable and other liabilities |
8,835 | 13,949 | ||||||
| Increase (decrease) in accounts payable |
3,323 | (833 | ) | |||||
| Increase in inventories, prepaid expenses, deferred site rental receivable and other assets |
(1,811 | ) | (10,319 | ) | ||||
| Net cash provided by operating activities |
70,875 | 48,836 | ||||||
| Cash flows from investing activities: |
||||||||
| Maturities of investments |
267,400 | 87,300 | ||||||
| Proceeds from disposition of property and equipment |
511 | 1,828 | ||||||
| Acquisition of minority interest in joint venture and other |
(295,000 | ) | (63 | ) | ||||
| Purchases of investments |
(115,900 | ) | (96,900 | ) | ||||
| Capital expenditures |
(14,131 | ) | (6,729 | ) | ||||
| Net cash used for investing activities |
(157,120 | ) | (14,564 | ) | ||||
| Cash flows from financing activities: |
||||||||
| Proceeds from issuance of capital stock |
2,020 | 3,460 | ||||||
| Purchases of long-term debt |
(86,599 | ) | (676,521 | ) | ||||
| Purchases and redemption of capital stock |
(6,374 | ) | (62,266 | ) | ||||
| Proceeds from issuance of long-term debt |
— | 1,302,000 | ||||||
| Principal payments on long-term debt |
— | (102,750 | ) | |||||
| Incurrence of financing costs |
— | (22,093 | ) | |||||
| Net borrowings (payments) under revolving credit agreements |
— | (20,000 | ) | |||||
| Net cash provided by (used for) financing activities |
(90,953 | ) | 421,830 | |||||
| Effect of exchange rate changes on cash |
1,283 | 1,695 | ||||||
| Discontinued operations |
(13,942 | ) | (205,724 | ) | ||||
| Net increase (decrease) in cash and cash equivalents |
(189,857 | ) | 252,073 | |||||
| Cash and cash equivalents at beginning of period |
757,005 | 157,511 | ||||||
| Cash and cash equivalents at end of period |
$ | 567,148 | $ | 409,584 | ||||
| Supplemental disclosure of cash flow information: |
||||||||
| Interest paid |
$ | 27,460 | $ | 23,689 | ||||
| Income taxes paid |
11,149 | 137 | ||||||
CROWN CASTLE INTERNATIONAL CORP.
Summary Fact Sheet
(in $ thousands)
| Quarter Ended 3/31/04 |
Quarter Ended 6/30/04 |
Quarter Ended 9/30/04 |
Quarter Ended 12/31/04 |
|||||||||||||||||||||||||||||||||
| US |
AUS |
CCIC |
US |
AUS |
CCIC |
US |
AUS |
CCIC |
US |
AUS |
CCIC |
|||||||||||||||||||||||||
| Revenues |
||||||||||||||||||||||||||||||||||||
| Site Rental |
120,926 | 9,254 | 130,180 | 121,058 | 11,449 | 132,507 | 125,546 | 9,683 | 135,229 | 128,838 | 10,711 | 139,549 | ||||||||||||||||||||||||
| Services |
13,499 | 1,204 | 14,703 | 17,390 | 1,123 | 18,513 | 13,981 | 975 | 14,956 | 17,225 | 1,003 | 18,228 | ||||||||||||||||||||||||
| Total Revenues |
134,425 | 10,458 | 144,883 | 138,448 | 12,572 | 151,020 | 139,527 | 10,658 | 150,185 | 146,063 | 11,714 | 157,777 | ||||||||||||||||||||||||
| Operating Expenses |
||||||||||||||||||||||||||||||||||||
| Site Rental |
40,391 | 4,134 | 44,525 | 41,490 | 3,913 | 45,403 | 42,327 | 3,427 | 45,754 | 43,263 | 4,655 | 47,918 | ||||||||||||||||||||||||
| Services |
10,268 | 728 | 10,996 | 11,591 | 681 | 12,272 | 9,894 | 892 | 10,786 | 12,436 | 825 | 13,261 | ||||||||||||||||||||||||
| Total Operating Expenses |
50,659 | 4,862 | 55,521 | 53,081 | 4,594 | 57,675 | 52,221 | 4,319 | 56,540 | 55,699 | 5,480 | 61,179 | ||||||||||||||||||||||||
| General & Administrative |
||||||||||||||||||||||||||||||||||||
| Site Rental |
4,242 | 2,380 | 6,622 | 4,693 | 2,630 | 7,323 | 4,211 | 2,508 | 6,719 | 4,629 | 3,023 | 7,652 | ||||||||||||||||||||||||
| Services |
14,988 | — | 14,988 | 15,362 | — | 15,362 | 15,922 | — | 15,922 | 15,642 | — | 15,642 | ||||||||||||||||||||||||
| Total General & Administrative |
19,230 | 2,380 | 21,610 | 20,055 | 2,630 | 22,685 | 20,133 | 2,508 | 22,641 | 20,271 | 3,023 | 23,294 | ||||||||||||||||||||||||
| Operating Cash Flow |
||||||||||||||||||||||||||||||||||||
| Site Rental |
76,293 | 2,740 | 79,033 | 74,875 | 4,906 | 79,781 | 79,008 | 3,748 | 82,756 | 80,946 | 3,033 | 83,979 | ||||||||||||||||||||||||
| Services |
(11,757 | ) | 476 | (11,281 | ) | (9,563 | ) | 442 | (9,121 | ) | (11,835 | ) | 83 | (11,752 | ) | (10,853 | ) | 178 | (10,675 | ) | ||||||||||||||||
| Total Pre-Overhead Cash Flow |
64,536 | 3,216 | 67,752 | 65,312 | 5,348 | 70,660 | 67,173 | 3,831 | 71,004 | 70,093 | 3,211 | 73,304 | ||||||||||||||||||||||||
| Corporate Overhead |
439 | — | 439 | 371 | — | 371 | 211 | — | 211 | 434 | — | 434 | ||||||||||||||||||||||||
| Adjusted EBITDA |
64,097 | 3,216 | 67,313 | 64,941 | 5,348 | 70,289 | 66,962 | 3,831 | 70,793 | 69,659 | 3,211 | 72,870 | ||||||||||||||||||||||||
| Quarter Ended 3/31/04 |
Quarter Ended 6/30/04 |
Quarter Ended 9/30/04 |
Quarter Ended 12/31/04 |
|||||||||||||||||||||||||||||||||
| US |
AUS |
CCIC |
US |
AUS |
CCIC |
US |
AUS |
CCIC |
US |
AUS |
CCIC |
|||||||||||||||||||||||||
| Gross Margins: |
||||||||||||||||||||||||||||||||||||
| Site Rental |
67 | % | 55 | % | 66 | % | 66 | % | 66 | % | 66 | % | 66 | % | 65 | % | 66 | % | 66 | % | 57 | % | 66 | % | ||||||||||||
| Services |
24 | % | 40 | % | 25 | % | 33 | % | 39 | % | 34 | % | 29 | % | 9 | % | 28 | % | 28 | % | 18 | % | 27 | % | ||||||||||||
| Operating Cash Flow Margins |
||||||||||||||||||||||||||||||||||||
| Site Rental |
63 | % | 30 | % | 61 | % | 62 | % | 43 | % | 60 | % | 63 | % | 39 | % | 61 | % | 63 | % | 28 | % | 60 | % | ||||||||||||
| Services |
-87 | % | 40 | % | -77 | % | -55 | % | 39 | % | -49 | % | -85 | % | 9 | % | -79 | % | -63 | % | 18 | % | -59 | % | ||||||||||||
| Adjusted EBITDA Margin |
48 | % | 31 | % | 46 | % | 47 | % | 43 | % | 47 | % | 48 | % | 36 | % | 47 | % | 48 | % | 27 | % | 46 | % | ||||||||||||
Reconciliation of Non-GAAP Financial Measure (Adjusted EBITDA) to GAAP Financial Measure:
(in $ thousands)
| Quarter Ended |
||||||||||||||||
| 3/31/2004 |
6/30/2004 |
9/30/2004 |
12/31/2004 |
|||||||||||||
| Net income (loss) |
$ | (76,637 | ) | $ | (50,780 | ) | $ | 450,656 | $ | (88,129 | ) | |||||
| Income from discontinued operations, net of tax |
(14,544 | ) | (16,455 | ) | (510,449 | ) | (558 | ) | ||||||||
| Minority interests |
131 | 277 | 544 | (1,154 | ) | |||||||||||
| Provision for income taxes |
653 | 684 | (6,856 | ) | 149 | |||||||||||
| Interest expense, amortization of deferred financing costs and dividends on preferred stock |
57,322 | 56,568 | 52,281 | 40,599 | ||||||||||||
| Interest and other income (expense) |
25,414 | 1,349 | 13,590 | 38,155 | ||||||||||||
| Depreciation, amortization and accretion |
70,844 | 70,575 | 70,030 | 72,537 | ||||||||||||
| Non-cash general and administrative compensation charges |
2,215 | 6,203 | 1,442 | 6,087 | ||||||||||||
| Asset write-down charges |
1,948 | 1,868 | — | 3,836 | ||||||||||||
| Restructuring charges (credits) |
(33 | ) | — | (445 | ) | 1,348 | ||||||||||
| Adjusted EBITDA |
$ | 67,313 | $ | 70,289 | $ | 70,793 | $ | 72,870 | ||||||||
CROWN CASTLE INTERNATIONAL CORP.
Summary Fact Sheet
Restricted and Unrestricted Subsidiaries
(in $ thousands)
| Quarter Ended 3/31/04 |
Quarter Ended 6/30/04 |
Quarter Ended 9/30/04 |
Quarter Ended 12/31/04 |
|||||||||||||||||||||||||||||||||
| Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
|||||||||||||||||||||||||
| Revenues |
||||||||||||||||||||||||||||||||||||
| Site Rental |
130,180 | — | 130,180 | 132,507 | — | 132,507 | 135,229 | — | 135,229 | 139,549 | — | 139,549 | ||||||||||||||||||||||||
| Services |
14,703 | — | 14,703 | 18,248 | 265 | 18,513 | 14,956 | — | 14,956 | 17,986 | 242 | 18,228 | ||||||||||||||||||||||||
| Total Revenues |
144,883 | — | 144,883 | 150,755 | 265 | 151,020 | 150,185 | — | 150,185 | 157,535 | 242 | 157,777 | ||||||||||||||||||||||||
| Operating Expenses |
||||||||||||||||||||||||||||||||||||
| Site Rental |
44,525 | — | 44,525 | 45,403 | — | 45,403 | 45,754 | — | 45,754 | 47,918 | — | 47,918 | ||||||||||||||||||||||||
| Services |
10,996 | — | 10,996 | 11,954 | 318 | 12,272 | 10,691 | 95 | 10,786 | 12,589 | 672 | 13,261 | ||||||||||||||||||||||||
| Total Operating Expenses |
55,521 | — | 55,521 | 57,357 | 318 | 57,675 | 56,445 | 95 | 56,540 | 60,507 | 672 | 61,179 | ||||||||||||||||||||||||
| General & Administrative |
||||||||||||||||||||||||||||||||||||
| Site Rental |
6,622 | — | 6,622 | 7,323 | — | 7,323 | 6,719 | — | 6,719 | 7,652 | — | 7,652 | ||||||||||||||||||||||||
| Services |
13,314 | 1,674 | 14,988 | 14,167 | 1,195 | 15,362 | 13,751 | 2,171 | 15,922 | 14,123 | 1,519 | 15,642 | ||||||||||||||||||||||||
| Total General & Administrative |
19,936 | 1,674 | 21,610 | 21,490 | 1,195 | 22,685 | 20,470 | 2,171 | 22,641 | 21,775 | 1,519 | 23,294 | ||||||||||||||||||||||||
| Operating Cash Flow |
||||||||||||||||||||||||||||||||||||
| Site Rental |
79,033 | — | 79,033 | 79,781 | — | 79,781 | 82,756 | — | 82,756 | 83,979 | — | 83,979 | ||||||||||||||||||||||||
| Services |
(9,607 | ) | (1,674 | ) | (11,281 | ) | (7,873 | ) | (1,248 | ) | (9,121 | ) | (9,486 | ) | (2,266 | ) | (11,752 | ) | (8,726 | ) | (1,949 | ) | (10,675 | ) | ||||||||||||
| Total Pre-Overhead Cash Flow |
69,426 | (1,674 | ) | 67,752 | 71,908 | (1,248 | ) | 70,660 | 73,270 | (2,266 | ) | 71,004 | 75,253 | (1,949 | ) | 73,304 | ||||||||||||||||||||
| Corporate Overhead |
439 | — | 439 | 371 | — | 371 | 211 | — | 211 | 434 | — | 434 | ||||||||||||||||||||||||
| Adjusted EBITDA |
68,987 | (1,674 | ) | 67,313 | 71,537 | (1,248 | ) | 70,289 | 73,059 | (2,266 | ) | 70,793 | 74,819 | (1,949 | ) | 72,870 | ||||||||||||||||||||
| Quarter Ended 3/31/04 |
Quarter Ended 6/30/04 |
Quarter Ended 9/30/04 |
Quarter Ended 9/30/04 |
|||||||||||||||||||||||||||||||||
| Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
Restricted |
Other |
CCIC |
|||||||||||||||||||||||||
| Gross Margins: |
||||||||||||||||||||||||||||||||||||
| Site Rental |
66 | % | — | 66 | % | 66 | % | — | 66 | % | 66 | % | — | 66 | % | 66 | % | — | 66 | % | ||||||||||||||||
| Services |
25 | % | — | 25 | % | 34 | % | — | 34 | % | 29 | % | — | 28 | % | 30 | % | — | 27 | % | ||||||||||||||||
| Operating Cash Flow Margins |
||||||||||||||||||||||||||||||||||||
| Site Rental |
61 | % | — | 61 | % | 60 | % | — | 60 | % | 61 | % | — | 61 | % | 60 | % | — | 60 | % | ||||||||||||||||
| Services |
-65 | % | — | -77 | % | -43 | % | — | -49 | % | -63 | % | — | -79 | % | -49 | % | — | -59 | % | ||||||||||||||||
| Adjusted EBITDA Margin |
48 | % | N/A | 46 | % | 47 | % | N/A | 47 | % | 49 | % | N/A | 47 | % | 47 | % | N/A | 46 | % | ||||||||||||||||
Reconciliation of Non-GAAP Financial Measure (Adjusted EBITDA) to GAAP Financial Measure:
(in $ thousands)
| Quarter Ended |
||||||||||||||||
| 3/31/2004 |
6/30/2004 |
9/30/2004 |
12/31/2004 |
|||||||||||||
| Net income (loss) |
$ | (76,637 | ) | $ | (50,780 | ) | $ | 450,656 | $ | (88,129 | ) | |||||
| Income from discontinued operations, net of tax |
(14,544 | ) | (16,455 | ) | (510,449 | ) | (558 | ) | ||||||||
| Minority interests |
131 | 277 | 544 | (1,154 | ) | |||||||||||
| Provision for income taxes |
653 | 684 | (6,856 | ) | 149 | |||||||||||
| Interest expense, amortization of deferred financing costs and dividends on preferred stock |
57,322 | 56,568 | 52,281 | 40,599 | ||||||||||||
| Interest and other income (expense) |
25,414 | 1,349 | 13,590 | 38,155 | ||||||||||||
| Depreciation, amortization and accretion |
70,844 | 70,575 | 70,030 | 72,537 | ||||||||||||
| Non-cash general and administrative compensation charges |
2,215 | 6,203 | 1,442 | 6,087 | ||||||||||||
| Asset write-down charges |
1,948 | 1,868 | — | 3,836 | ||||||||||||
| Restructuring charges (credits) |
(33 | ) | — | (445 | ) | 1,348 | ||||||||||
| Adjusted EBITDA |
$ | 67,313 | $ | 70,289 | $ | 70,793 | $ | 72,870 | ||||||||
CCI FACT SHEET Q4 2004
$ in thousands
| Q4 ’03 |
Q4 ’04 |
% Change |
|||||||
| CCUSA and Crown Atlantic |
|||||||||
| Site Rental Revenue |
118,298 | $ | 128,838 | 9 | % | ||||
| Ending Sites |
10,642 | 10,612 | 0 | % | |||||
| CCAUS |
|||||||||
| Site Rental Revenue |
8,998 | 10,711 | 19 | % | |||||
| Ending Sites |
1,388 | 1,388 | 0 | % | |||||
| TOTAL CCIC |
|||||||||
| Site Rental Revenue |
$ | 127,296 | $ | 139,549 | 10 | % | |||
| Ending Sites |
12,030 | 12,000 | 0 | % | |||||
| Ending Cash and Investments |
$ | 436,184 | $ | 567,148 | |||||
| Debt |
|||||||||
| Bank Debt |
$ | 1,484,750 | $ | 180,000 | |||||
| Bonds |
$ | 1,965,242 | $ | 1,670,398 | |||||
| 6 1/4% & 8 1/4% Convertible Preferred Stock |
$ | 506,702 | $ | 508,040 | |||||
| Total Debt |
$ | 3,956,694 | $ | 2,358,438 | |||||
| Leverage Ratios |
|||||||||
| Net Bank Debt / EBITDA* |
4.2X | N/A | |||||||
| Net Bank Debt + Bonds / EBITDA* |
12.2X | 4.4X | |||||||
| Total Net Debt / EBITDA* |
14.2X | 6.1X | |||||||
| *Last Quarter Annualized Adjusted EBITDA |
$ | 247,924 | $ | 291,480 | |||||