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): July 19, 2017
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 






ITEM 2.02 — RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 19, 2017, Crown Castle International Corp. ("Company") issued a press release disclosing its financial results for the second quarter of 2017. The July 19, 2017 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 July 19, 2017. The supplemental information package is furnished herewith as Exhibit 99.2.
ITEM 9.01 — FINANCIAL STATEMENTS AND EXHIBITS
(d) 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 July 19, 2017
99.2
 
Supplemental Information Package for period ended June 30, 2017
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.

1



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: July 19, 2017

2



EXHIBIT INDEX
Exhibit No.
 
Description
99.1
 
Press Release dated July 19, 2017
99.2
 
Supplemental Information Package for the period ended June 30, 2017


3
Exhibit
Exhibit 99.1

https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-ccaltlogorgba04a02a23.jpg
 
NEWS RELEASE
July 19, 2017

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

CROWN CASTLE REPORTS SECOND QUARTER 2017 RESULTS AND UPDATES OUTLOOK FOR FULL YEAR 2017

July 19, 2017 - HOUSTON, TEXAS - Crown Castle International Corp. (NYSE: CCI) ("Crown Castle") today reported results for the quarter ended June 30, 2017.
"We had another terrific quarter exceeding our previously provided Outlook for net income, Adjusted EBITDA and AFFO," stated Jay Brown, Crown Castle’s Chief Executive Officer. "We believe we are well-positioned to capitalize on the long-term positive fundamentals for mobile data demand growth with our leading portfolio of shared wireless infrastructure across towers and small cells. As the wireless carriers turn to our infrastructure to improve and enhance their networks to meet what is expected to be a four-fold increase in mobile data demand by 2021, we believe there is a sustained runway of organic growth opportunities on our existing portfolio as well as opportunities for us to make accretive investments that enhance our long-term growth profile. Towards this end, we are excited about our recently announced agreement to acquire Lightower. As a result of the Lightower acquisition, subject to approval by our board of directors, we expect to increase our annual common stock dividend rate between $0.15 and $0.20 per share after the acquisition closes to reflect the expected contribution from the acquisition. Longer-term, we believe the Lightower acquisition will improve our growth profile, allowing us to raise our 6% to 7% long-term annual dividend growth target to 7% to 8%. We believe our expected growth combined with the high-quality dividend stream that is underpinned by long-term contracts represents a compelling total return profile for our investors."

RESULTS FOR THE QUARTER
The table below sets forth select financial results for the three month period ended June 30, 2017. For further information, refer to the financial statements and non-GAAP, segment and other calculation reconciliations included in this press release.
(in millions)
Actual
Midpoint Q2 2017 Outlook(b)
Actual Compared to Outlook
Q2 2017
Q2 2016
Change
% Change
Site rental revenues
$869
$805
+$64
8%
$869
Net income (loss)
$112
$86
+$26
30%
$100
+$12
Adjusted EBITDA(a)
$589
$550
+$39
7%
$587
+$2
AFFO(a)
$440
$392
+$48
12%
$436
+$4
Weighted-average common shares outstanding - diluted
366
339
+27
8%
362
+4
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 April 24, 2017.



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HIGHLIGHTS FROM THE QUARTER
Site rental revenues. Site rental revenues grew approximately 8%, or $64 million, from second quarter 2016 to second quarter 2017, inclusive of approximately $42 million in Organic Contribution to Site Rental Revenues plus $40 million in contributions from acquisitions and other items, less a $17 million reduction in straight-lined revenues. The $42 million in Organic Contribution to Site Rental Revenues represents approximately 5% growth, comprised of approximately 8% growth from new leasing activity and contracted tenant escalations, net of approximately 3% from tenant non-renewals.
Capital expenditures and acquisitions. Capital expenditures during the quarter were approximately $301 million, comprised of approximately $21 million of land purchases, approximately $19 million of sustaining capital expenditures and approximately $261 million of revenue generating capital expenditures. On June 26, 2017, Crown Castle also closed on its previously announced acquisition of Wilcon Holdings LLC ("Wilcon") for approximately $600 million.
Common stock dividend. During the quarter, Crown Castle paid common stock dividends of approximately $348 million in the aggregate, or $0.95 per common share, an increase of approximately 7% on a per share basis compared to the same period a year ago. Consistent with past practice, in its third quarter 2017 earnings release, Crown Castle expects to provide its Outlook for 2018 and make a related annual common stock dividend announcement, which will be in addition to the dividend increase announcement that Crown Castle expects to make following the closing of the Lightower acquisition.
Financing activities. In May, Crown Castle issued 4.75 million shares of common stock, raising net proceeds of $442 million, and $350 million in aggregate principal amount of inaugural 30-year senior unsecured notes (“May Financing Transactions”). Proceeds from the May Financing Transactions were used to fund the Wilcon acquisition and refinance existing debt.

"In addition to delivering great results during the second quarter, we also continued to enhance our portfolio of assets with the closing of the Wilcon acquisition and strengthened our balance sheet with our inaugural 30-year unsecured notes offering," stated Dan Schlanger, Crown Castle's Chief Financial Officer. "Further, following completion of the Lightower acquisition, we will have assembled an industry-leading portfolio of metro fiber that positions us to build on our small cell leadership position. Given the expected growth in mobile data demand, we are seeing wireless carriers increasingly turn to small cells in scale to supplement their macro networks to improve and enhance network quality and capacity. Based on our experience to date of generating attractive initial returns and lease-up as well as our belief that we are still in the early innings of small cell deployment, we believe our investments in small cells and fiber will drive meaningful value creation over time."

LIGHTOWER ACQUISITION
As announced yesterday, Crown Castle has entered into a definitive agreement to acquire LTS Group Holdings LLC (“Lightower”) for approximately $7.1 billion in cash (subject to certain limited adjustments). Lightower owns or has rights to approximately 32,000 route miles of fiber located primarily in top metro markets in the Northeast including Boston, New York and Philadelphia. Following the completion of the Lightower acquisition, Crown Castle will own or have rights to approximately 60,000 route miles of fiber.
Crown Castle anticipates closing the Lightower acquisition by the end of 2017. In the first full year of Crown Castle’s ownership, Lightower is expected to contribute $850 million to $870 million in site rental revenues, $163 million to $213 million in net income, $510 million to $530 million in Adjusted EBITDA and $465 million to $485


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million in AFFO before financing costs. After the Lightower acquisition closes, Crown Castle anticipates that it would increase its annual common stock dividend rate, subject to approval by Crown Castle’s board of directors, between $0.15 and $0.20 per share to reflect the expected contribution from the acquisition. Crown Castle intends to finance the acquisition consistent with maintaining its current investment grade credit metrics, utilizing cash on hand and equity and debt financing, including borrowings under its revolving credit facility.
For more information regarding the Lightower acquisition please refer to the Investors section of Crown Castle's website.

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 third quarter 2017 and full year 2017:    
(in millions)
Third Quarter 2017
Full Year 2017
Site rental revenues
$888
to
$893
$3,504
to
$3,529
Site rental cost of operations(a)
$275
to
$280
$1,071
to
$1,096
Net income (loss)
$90
to
$110
$426
to
$476
Adjusted EBITDA(b)
$600
to
$605
$2,389
to
$2,414
Interest expense and amortization of deferred financing costs(c)
$142
to
$147
$552
to
$582
FFO(b)
$404
to
$409
$1,623
to
$1,653
AFFO(b)
$447
to
$452
$1,813
to
$1,838
Weighted-average common shares outstanding - diluted(d)
368
366
(a)
Exclusive of depreciation, amortization and accretion.
(b)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(c)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein for a discussion of non-cash interest expense.
(d)
The assumption for third quarter 2017 and full year 2017 diluted weighted-average common shares outstanding is based on diluted common shares outstanding as of June 30, 2017.

Full Year 2017 Outlook
The table below compares the results for full year 2016, the midpoint of the current full year 2017 Outlook and the midpoint of the previously provided full year 2017 Outlook for select metrics.
 
Midpoint of FY 2017 Outlook to
FY 2016 Actual Comparison
Previous Full Year 2017 Outlook(b)
Current Compared to Previous Outlook
($ in millions)
Current Full Year
2017 Outlook
Full Year 2016 Actual
Change
% Change
Site rental revenues
$3,517
$3,233
+$284
+9%
$3,488
+$29
Net income (loss)
$451
$357
+$94
+26%
$452
-$1
Adjusted EBITDA(a)
$2,402
$2,228
+$174
+8%
$2,387
+$15
AFFO(a)
$1,826
$1,610
+$216
+13%
$1,820
+$6
Weighted-average common shares outstanding - diluted(c)
366
341
+25
+7%
362
+4

(a)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(b)
As issued on April 24, 2017. Represents midpoint of Outlook.
(c)
The assumption for full year 2017 diluted weighted-average common shares outstanding is based on diluted common shares outstanding as of June 30, 2017.


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The update to full year 2017 Outlook primarily reflects the contribution from the Wilcon acquisition, partially offset by higher interest expense. The current full year 2017 Outlook does not include the expected contribution from the acquisition of Lightower, which is expected to close by the end of 2017, and the associated impact from financing the acquisition.
The chart below reconciles the components of expected growth from 2016 to 2017 in site rental revenues of $271 million to $296 million, including expected Organic Contribution to Site Rental Revenues of approximately $140 million to $170 million.

https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-revenuechartb25.jpg
The chart below reconciles the components of expected growth in AFFO from 2016 to 2017 of approximately $216 million at the midpoint.

https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-affocharta42.jpg
The current midpoint of full year 2017 Outlook includes contribution from Wilcon to site rental revenues of approximately $26 million, site rental cost of operations of approximately $7 million and general and administrative expenses of $5 million. The financing of the Wilcon acquisition from the proceeds raised in the May Financing


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Transactions impacted full year 2017 Outlook for interest expense and weighted average common shares outstanding by approximately $5 million and 3.2 million shares, respectively.
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 Wednesday, July 19, 2017, at 7:30 a.m. Eastern time to discuss its second quarter 2017 results and the Lightower acquisition. The conference call may be accessed by dialing 800-967-7185 and asking for the Crown Castle call (access code 7235918) 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 10:30 a.m. Eastern time on Wednesday, July 19, 2017, through 10:30 a.m. Eastern time on Tuesday, October 17, 2017, and may be accessed by dialing 888-203-1112 and using access code 7235918. 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.

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 60,000 route miles of fiber supporting small cells following the completion of the Lightower acquisition, Crown Castle is the nation's largest provider of shared wireless infrastructure with a significant presence in the top 100 U.S. markets. For more information on Crown Castle, please visit www.crowncastle.com.


The Foundation for a Wireless World.
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Non-GAAP Financial Measures, Segment 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 and Organic Contribution to Site Rental Revenues may not be comparable to similarly titled measures of other companies, including other companies in the wireless infrastructure 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.
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.
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 removing 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 the wireless infrastructure sector and other REITs to measure financial performance without regard to items such as depreciation, amortization and accretion which can vary depending upon accounting methods and the book value of assets. 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 it includes (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 (a) asset base (primarily depreciation, amortization and accretion) and (b) 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


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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.
We define our non-GAAP financial measures, segment measures and other calculations as follows:
Non-GAAP Financial Measures
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-lined 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.
Segment Measures
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.
Other Calculations
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.
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.



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


Reconciliation of Historical Adjusted EBITDA:
 
For the Three Months Ended
 
For the Twelve Months Ended
 
June 30, 2017
 
June 30, 2016
 
December 31, 2016
(in millions)
 
 
 
 
 
Net income (loss)
$
112.1

 
$
86.1

 
$
357.0

Adjustments to increase (decrease) net income (loss):
 
 
 
 

Asset write-down charges
4.3

 
12.0

 
34.5

Acquisition and integration costs
8.3

 
3.1

 
17.5

Depreciation, amortization and accretion
295.6

 
276.0

 
1,108.6

Amortization of prepaid lease purchase price adjustments
5.0

 
5.4

 
21.3

Interest expense and amortization of deferred financing costs(a)
141.8

 
129.4

 
515.0

Gains (losses) on retirement of long-term obligations

 
11.5

 
52.3

Interest income
(1.0
)
 
(0.1
)
 
(0.8
)
Other income (expense)
1.1

 
0.5

 
8.8

Benefit (provision) for income taxes
4.5

 
3.9

 
16.9

Stock-based compensation expense
16.8

 
22.0

 
96.5

Adjusted EBITDA(b)(c)
$
588.5

 
$
549.7

 
$
2,227.5

(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)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.
(c)
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:
 
Q3 2017
 
Full Year 2017
(in millions)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$426
to
$476
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$20
to
$30
Acquisition and integration costs
$8
to
$12
 
$28
to
$38
Depreciation, amortization and accretion
$296
to
$310
 
$1,178
to
$1,208
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$19
to
$21
Interest expense and amortization of deferred financing costs(a)
$142
to
$147
 
$552
to
$582
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Interest income
$(1)
to
$1
 
$(3)
to
$1
Other income (expense)
$(1)
to
$3
 
$(2)
to
$0
Benefit (provision) for income taxes
$3
to
$7
 
$14
to
$22
Stock-based compensation expense
$24
to
$26
 
$89
to
$94
Adjusted EBITDA(b)(c)
$600
to
$605
 
$2,389
to
$2,414
(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)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.
(c)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.



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Reconciliation of Historical FFO and AFFO:
 
For the Three Months Ended
 
For the Six Months Ended
 
For the Twelve Months Ended
(in millions)
June 30, 2017
 
June 30, 2016
 
June 30, 2017
 
June 30, 2016
 
December 31, 2016
Net income (loss)
$
112.1

 
$
86.1

 
$
231.3

 
$
133.9

 
$
357.0

Real estate related depreciation, amortization and accretion
288.2

 
269.4

 
569.3

 
540.9

 
1,082.1

Asset write-down charges
4.3

 
12.0

 
5.0

 
19.9

 
34.5

Dividends on preferred stock

 
(11.0
)
 

 
(22.0
)
 
(44.0
)
FFO(a)(b)(c)(d)
$
404.6

 
$
356.4

 
$
805.6

 
$
672.7

 
$
1,429.5

 
 
 
 
 
 
 
 
 
 
FFO (from above)
$
404.6

 
$
356.4

 
$
805.6

 
$
672.7

 
$
1,429.5

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
 
 
Straight-lined revenue
0.8

 
(16.2
)
 
(0.5
)
 
(33.5
)
 
(47.4
)
Straight-lined expense
22.7

 
23.9

 
45.9

 
47.6

 
94.2

Stock-based compensation expense
16.8

 
22.0

 
41.8

 
52.7

 
96.5

Non-cash portion of tax provision
(4.8
)
 

 
(1.2
)
 
1.7

 
7.3

Non-real estate related depreciation, amortization and accretion
7.4

 
6.6

 
14.8

 
13.0

 
26.5

Amortization of non-cash interest expense
2.4

 
3.8

 
5.3

 
8.0

 
14.3

Other (income) expense
1.1

 
0.5

 
(3.5
)
 
3.8

 
8.8

Gains (losses) on retirement of long-term obligations

 
11.5

 
3.5

 
42.0

 
52.3

Acquisition and integration costs
8.3

 
3.1

 
13.9

 
8.8

 
17.5

Capital improvement capital expenditures
(9.6
)
 
(8.9
)
 
(16.5
)
 
(15.3
)
 
(42.8
)
Corporate capital expenditures
(9.9
)
 
(10.2
)
 
(19.0
)
 
(13.9
)
 
(46.9
)
AFFO(a)(b)(c)(d)
$
439.9

 
$
392.5

 
$
890.1

 
$
787.6

 
$
1,609.9

(a)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion of our definitions of FFO and AFFO.
(b)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(c)
Diluted weighted-average common shares outstanding were 365.8 million, 338.6 million, 363.9 million, 336.7 million and 340.9 million for the three months ended June 30, 2017 and 2016, the six months ended June 30, 2017 and 2016 and the twelve months ended December 31, 2016, respectively.
(d)
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 Current Outlook for FFO and AFFO:
 
Q3 2017
 
Full Year 2017
(in millions)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$426
to
$476
Real estate related depreciation, amortization and accretion
$291
to
$301
 
$1,154
to
$1,174
Asset write-down charges
$9
to
$11
 
$20
to
$30
FFO(a)(b)(c)
$404
to
$409
 
$1,623
to
$1,653
 
 
 
 
 
 
 
 
FFO (from above)
$404
to
$409
 
$1,623
to
$1,653
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
$0
to
$5
 
$4
to
$19
Straight-lined expense
$20
to
$25
 
$81
to
$96
Stock-based compensation expense
$24
to
$26
 
$89
to
$94
Non-cash portion of tax provision
$(2)
to
$3
 
$(6)
to
$4
Non-real estate related depreciation, amortization and accretion
$5
to
$9
 
$24
to
$34
Amortization of non-cash interest expense
$2
to
$5
 
$9
to
$15
Other (income) expense
$(1)
to
$3
 
$(2)
to
$0
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Acquisition and integration costs
$8
to
$12
 
$28
to
$38
Capital improvement capital expenditures
$(15)
to
$(10)
 
$(41)
to
$(31)
Corporate capital expenditures
$(19)
to
$(14)
 
$(53)
to
$(43)
AFFO(a)(b)(c)
$447
to
$452
 
$1,813
to
$1,838
(a)
The assumption for third quarter 2017 and full year 2017 diluted weighted-average common shares outstanding is 367.5 million and 365.7 million, respectively, based on diluted common shares outstanding as of June 30, 2017.
(b)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion for our definitions of FFO and AFFO.
(c)
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 11

Reconciliation of Expected Contribution from Lightower Acquisition to Full Year 2018 for Adjusted EBITDA:
 
Full Year 2018
(in millions)
Expected Contribution
Net income (loss)
$163
to
$213
Adjustments to increase (decrease) net income (loss):
 
 
 
Asset write-down charges
$0
to
$0
Acquisition and integration costs
$20
to
$40
Depreciation, amortization and accretion
$250
to
$300
Amortization of prepaid lease purchase price adjustments
$0
to
$0
Interest expense and amortization of deferred financing costs(a)(b)
$0
to
$0
Gains (losses) on retirement of long-term obligations
$0
to
$0
Interest income
$0
to
$0
Other income (expense)
$0
to
$0
Benefit (provision) for income taxes
$15
to
$20
Stock-based compensation expense
$5
to
$15
Adjusted EBITDA(c)
$510
to
$530
(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)
Excludes the impact of expected financing relating to the Lightower acquisition. Assumes the Lightower acquisition closes on December 31, 2017.
(c)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.


Reconciliation of Expected Contribution from Lightower Acquisition to Full Year 2018 for FFO and AFFO:
 
Full Year 2018
(in millions)
Expected Contribution
Net income (loss)
$163
to
$213
Real estate related depreciation, amortization and accretion
$209
to
$259
Asset write-down charges
$0
to
$0
FFO(a)
$396
to
$446
 
 
 
 
FFO (from above)
$396
to
$446
Adjustments to increase (decrease) FFO:
 
 
 
Straight-lined revenue
$(2)
to
$0
Straight-lined expense
$0
to
$0
Stock-based compensation expense
$5
to
$15
Non-cash portion of tax provision
$0
to
$0
Non-real estate related depreciation, amortization and accretion
$16
to
$66
Amortization of non-cash interest expense(b)
$0
to
$0
Other (income) expense
$0
to
$0
Gains (losses) on retirement of long-term obligations
$0
to
$0
Acquisition and integration costs
$20
to
$40
Capital improvement capital expenditures
$(29)
to
$(24)
Corporate capital expenditures
$0
to
$0
AFFO(a)
$465
to
$485
(a)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion for our definitions of FFO and AFFO.
(b)
Excludes the impact of expected financing relating to the Lightower acquisition. Assumes the Lightower acquisition closes on December 31, 2017.




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
 
Q2 2017
 
Full Year 2017
(in millions)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$427
to
$477
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$26
to
$36
Acquisition and integration costs
$4
to
$8
 
$15
to
$25
Depreciation, amortization and accretion
$288
to
$302
 
$1,170
to
$1,200
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$19
to
$21
Interest expense and amortization of deferred financing costs
$137
to
$142
 
$542
to
$572
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Interest income
$(1)
to
$1
 
$(2)
to
$2
Other income (expense)
$(1)
to
$3
 
$(3)
to
$(1)
Benefit (provision) for income taxes
$3
to
$7
 
$15
to
$23
Stock-based compensation expense
$25
to
$27
 
$97
to
$102
Adjusted EBITDA(a)(b)
$584
to
$589
 
$2,372
to
$2,402
(a)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.
(b)
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
 
Q2 2017
 
Full Year 2017
(in millions)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$427
to
$477
Real estate related depreciation, amortization and accretion
$283
to
$293
 
$1,146
to
$1,166
Asset write-down charges
$9
to
$11
 
$26
to
$36
FFO(a)(b)(c)
$394
to
$399
 
$1,623
to
$1,653
 
 
 
 
 
 
 
 
FFO (from above)
$394
to
$399
 
$1,623
to
$1,653
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
$(2)
to
$3
 
$6
to
$21
Straight-lined expense
$21
to
$26
 
$81
to
$96
Stock-based compensation expense
$25
to
$27
 
$97
to
$102
Non-cash portion of tax provision
$(7)
to
$(2)
 
$(4)
to
$6
Non-real estate related depreciation, amortization and accretion
$5
to
$9
 
$24
to
$34
Amortization of non-cash interest expense
$2
to
$5
 
$8
to
$14
Other (income) expense
$(1)
to
$2
 
$(3)
to
$(1)
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Acquisition and integration costs
$4
to
$8
 
$15
to
$25
Capital improvement capital expenditures
$(14)
to
$(9)
 
$(41)
to
$(31)
Corporate capital expenditures
$(15)
to
$(10)
 
$(54)
to
$(44)
AFFO(a)(b)(c)
$433
to
$438
 
$1,805
to
$1,835
(a)
Previously issued second quarter 2017 and full year 2017 outlook assumes diluted common shares outstanding as of March 31, 2017 of approximately 362 million shares.
(b)
See "Non-GAAP Financial Measures, Segment Measures and Other Calculations" herein for a discussion for our definitions of FFO and AFFO.
(c)
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 13

The components of changes in site rental revenues for the quarters ended June 30, 2017 and 2016 are as follows:

 
Three Months Ended June 30,
(in millions)
2017
 
2016
Components of changes in site rental revenues(f):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(a)(c)
$
788

 
$
706

 
 
 
 
New leasing activity(a)(c)
45

 
44

Escalators
21

 
23

Non-renewals
(24
)
 
(18
)
Organic Contribution to Site Rental Revenues(d)
42

 
49

Straight-lined revenues associated with fixed escalators
(1
)
 
16

Acquisitions and builds(b)
40

 
34

Other

 

Total GAAP site rental revenues
$
869

 
$
805

 
 
 
 
Year-over-year changes in revenue:
 
 
 
Reported GAAP site rental revenues
8.0
%
 
 
Organic Contribution to Site Rental Revenues(d)(e)
5.3
%
 
 
(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, Segment Measures and Other Calculations" herein.
(e)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-lined revenues 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 year ending December 31, 2017 are forecasted as follows:

(in millions)
Full Year
2017 Outlook
 
Full Year 2016
Components of changes in site rental revenues(g):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(a)(c)
$3,186
 
$2,907
 

 

New leasing activity(a)(c)
155 - 175
 
174
Escalators
80 - 85
 
89
Non-renewals
(95) - (90)
 
(74)
Organic Contribution to Site Rental Revenues(d)
140 - 170
 
189
Straight-lined revenues associated with fixed escalators
(20) - (10)
 
47
Acquisitions and builds(b)
185
 
90
Other
 
Total GAAP site rental revenues
$3,504 - $3,529
 
$3,233
 
 
 
 
Year-over-year changes in revenue:(f)
 
 
 
Reported GAAP site rental revenues
8.7%
 
 
Organic Contribution to Site Rental Revenues(d)(e)
4.9%
 
 
(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, Segment Measures and Other Calculations" herein.
(e)
Calculated as the percentage change from prior year site rental revenues exclusive of straight-lined revenues 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)
June 30, 2017
 
June 30, 2016
Interest expense on debt obligations
$
139.3

 
$
125.6

Amortization of deferred financing costs and adjustments on long-term debt, net
4.5

 
4.8

Other, net
(2.1
)
 
(1.0
)
Interest expense and amortization of deferred financing costs
$
141.8

 
$
129.4



Components of Current Outlook for Interest Expense and Amortization of Deferred Financing Costs:
 
Q3 2017
 
Full Year 2017
(in millions)
Outlook
 
Outlook
Interest expense on debt obligations
$140
to
$142
 
$546
to
$561
Amortization of deferred financing costs and adjustments on long-term debt, net
$4
to
$7
 
$17
to
$21
Other, net
$(2)
to
$(2)
 
$(8)
to
$(6)
Interest expense and amortization of deferred financing costs
$142
to
$147
 
$552
to
$582


Debt balances and maturity dates as of June 30, 2017 are as follows:
(in millions)
Face Value
 
Final Maturity
Bank debt - variable rate:
 
 
 
2016 Revolver
$
350.0

 
Jan. 2022
2016 Term Loan A
2,431.7

 
Jan. 2022
Total bank debt
2,781.7

 
 
Securitized debt - fixed rate:
 
 
 
Secured Notes, Series 2009-1, Class A-1(a)
42.7

 
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
3,362.7

 
 
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
4.000% Senior Notes
500.0

 
Mar. 2027
4.750% Senior Notes
350.0

 
May 2047
Total bonds
7,550.0

 
 
Capital leases and other obligations
240.7

 
Various
Total Debt
$
13,935.1

 
 
Less: Cash and Cash Equivalents(c)
$
199.7

 
 
Net Debt
$
13,735.4

 
 
(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 June 30, 2017
Total face value of debt
$
13,935.1

 
Ending cash and cash equivalents(a)
199.7

 
Total Net Debt
$
13,735.5

 
 
 
 
Adjusted EBITDA for the three months ended June 30, 2017
$
588.5

 
Last quarter annualized adjusted EBITDA
2,354.1

 
Net Debt to Last Quarter Annualized Adjusted EBITDA
5.8
x
(b) 
(a)
Excludes restricted cash.
(b)
The Net Debt to Last Quarter Annualized Adjusted EBITDA calculation does not give effect to a full quarter of ownership of Wilcon, as this acquisition closed on June 26, 2017.


Components of Capital Expenditures:
 
For the Three Months Ended
(in millions)
June 30, 2017
 
June 30, 2016
 
Towers
Small Cells
Other
Total
 
Towers
Small Cells
Other
Total
Discretionary:
 
 
 
 
 
 
 
 
 
Purchases of land interests
$
21.2

$

$

$
21.2

 
$
19.1

$

$

$
19.1

Wireless infrastructure construction and improvements
76.3

184.0


260.3

 
75.9

85.4


161.3

Sustaining:
 
 
 
 
 
 
 
 
 
Capital improvement and corporate
9.5

4.1

5.9

19.4

 
9.1

2.1

7.9

19.1

Total
$
107.0

$
188.1

$
5.9

$
300.9

 
$
104.2

$
87.5

$
7.9

$
199.5



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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, opportunities and shareholder value which may be derived from our business, assets, investments, acquisitions (including the pending acquisition of Lightower) and dividends, including on a long-term basis, (2) our strategy and strategic position and strength of our business, (3) carrier network investments and upgrades, and the benefits which may be derived therefrom, (4) growth in demand for mobile data and wireless connectivity and the benefits which may be derived therefrom, (5) our growth and long-term prospects, (6) the pending acquisition of Lightower, including financing and timing thereof, quality of Lightower's assets, services and customer mix, and the potential benefits and contributions which may be derived from such acquisition, including (a) improvements to or enhancements of Crown Castle's asset portfolio, growth and industry position and (b) contribution to or impact on Crown Castle's financial or operating results, including site rental revenues, growth profile, net income and AFFO, (7) leasing activity (8) our investments, including in towers, small cells, fiber and other assets, and the potential growth, returns and benefits therefrom, (9) our dividends, including our dividend plans and the amount of and any increase to our dividends and dividend growth targets, (10) demand for our wireless infrastructure (including fiber and small cells) and services, (11) our credit metrics, (12) tenant non-renewals, including the impact and timing thereof, (13) capital expenditures, including sustaining capital expenditures, (14) straight-line adjustments, (15) site rental revenues, (16) site rental cost of operations, (17) net income (loss), (18) Adjusted EBITDA, (19) expenses, including interest expense and amortization of deferred financing costs, (20) FFO, (21) AFFO and estimated growth thereof, (22) Organic Contribution to Site Rental Revenues, (23) our common shares outstanding, including on a diluted basis and (24) network services contribution, (25) 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 the amount or change in the mix of carrier network investment may materially and adversely affect our business (including reducing demand for 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 small cells contains certain 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 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 or 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 or 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.


The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 18

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.
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.
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/1aa5e604e4dc8be5a2498a5baa676b46-ccaltlogorgba04a02a23.jpg
CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
(in thousands, except share amounts)

 
June 30,
2017
 
December 31,
2016
 
 
 
 
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
199,663

 
$
567,599

Restricted cash
117,913

 
124,547

Receivables, net
305,982

 
373,532

Prepaid expenses
175,976

 
128,721

Other current assets
151,801

 
130,362

Total current assets
951,335

 
1,324,761

Deferred site rental receivables
1,299,440

 
1,317,658

Property and equipment, net
10,507,736

 
9,805,315

Goodwill
6,919,358

 
5,757,676

Other intangible assets, net
3,953,812

 
3,650,072

Long-term prepaid rent and other assets, net
851,943

 
819,610

Total assets
$
24,483,624

 
$
22,675,092

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
178,927

 
$
188,516

Accrued interest
107,764

 
97,019

Deferred revenues
387,065

 
353,005

Other accrued liabilities
209,224

 
221,066

Current maturities of debt and other obligations
114,932

 
101,749

Total current liabilities
997,912

 
961,355

Debt and other long-term obligations
13,726,333

 
12,069,393

Other long-term liabilities
2,169,070

 
2,087,229

Total liabilities
16,893,315

 
15,117,977

Commitments and contingencies

 

CCIC stockholders' equity:
 
 
 
Common stock, $.01 par value; 600,000,000 shares authorized; shares issued and outstanding: June 30, 2017—366,115,800 and December 31, 2016—360,536,659
3,661

 
3,605

Additional paid-in capital
11,433,018

 
10,938,236

Accumulated other comprehensive income (loss)
(5,183
)
 
(5,888
)
Dividends/distributions in excess of earnings
(3,841,187
)
 
(3,378,838
)
Total equity
7,590,309

 
7,557,115

Total liabilities and equity
$
24,483,624

 
$
22,675,092




The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 20

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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 June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
Net revenues:
 
 
 
 
 
 
 
Site rental
$
868,806

 
$
804,600

 
$
1,725,742

 
$
1,603,893

Network services and other
169,529

 
157,809

 
328,535

 
292,899

Net revenues
1,038,335

 
962,409

 
2,054,277

 
1,896,792

Operating expenses:
 
 
 
 
 
 
 
Costs of operations (exclusive of depreciation, amortization and accretion):
 
 
 
 
 
 
 
Site rental
269,285

 
252,852

 
534,302

 
505,472

Network services and other
104,622

 
95,867

 
203,430

 
176,838

General and administrative
97,736

 
91,386

 
198,460

 
188,967

Asset write-down charges
4,327

 
11,952

 
4,972

 
19,912

Acquisition and integration costs
8,250

 
3,141

 
13,900

 
8,779

Depreciation, amortization and accretion
295,615

 
276,026

 
584,164

 
553,901

Total operating expenses
779,835

 
731,224

 
1,539,228

 
1,453,869

Operating income (loss)
258,500

 
231,185

 
515,049

 
442,923

Interest expense and amortization of deferred financing costs
(141,769
)
 
(129,362
)
 
(276,256
)
 
(255,740
)
Gains (losses) on retirement of long-term obligations

 
(11,468
)
 
(3,525
)
 
(42,017
)
Interest income
1,027

 
105

 
1,397

 
279

Other income (expense)
(1,106
)
 
(518
)
 
3,494

 
(3,791
)
Income (loss) before income taxes
116,652

 
89,942

 
240,159

 
141,654

Benefit (provision) for income taxes
(4,538
)
 
(3,884
)
 
(8,907
)
 
(7,756
)
Net income (loss)
112,114

 
86,058

 
231,252

 
133,898

Dividends on preferred stock

 
(10,997
)
 

 
(21,994
)
Net income (loss) attributable to CCIC common stockholders
$
112,114

 
$
75,061

 
$
231,252

 
$
111,904

 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, per common share:
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, basic
$
0.31

 
$
0.22

 
$
0.64

 
$
0.33

Net income (loss) attributable to CCIC common stockholders, diluted
$
0.31

 
$
0.22

 
$
0.64

 
$
0.33

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding (in thousands):
 
 
 
 
 
 
 
Basic
364,493

 
337,560

 
362,662

 
335,857

Diluted
365,832

 
338,609

 
363,892

 
336,658



The Foundation for a Wireless World.
CrownCastle.com



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Page 21

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CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in thousands)
 
Six Months Ended June 30,
 
2017
 
2016
Cash flows from operating activities:
 
 
 
Net income (loss)
$
231,252

 
$
133,898

Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
 
 
 
Depreciation, amortization and accretion
584,164

 
553,901

Gains (losses) on retirement of long-term obligations
3,525

 
42,017

Amortization of deferred financing costs and other non-cash interest
5,256

 
7,993

Stock-based compensation expense
45,232

 
40,135

Asset write-down charges
4,972

 
19,912

Deferred income tax benefit (provision)
261

 
3,947

Other non-cash adjustments, net
(3,486
)
 
1,672

Changes in assets and liabilities, excluding the effects of acquisitions:
 
 
 
Increase (decrease) in liabilities
16,963

 
84,145

Decrease (increase) in assets
45,970

 
30,561

Net cash provided by (used for) operating activities
934,109

 
918,181

Cash flows from investing activities:
 
 
 
Payments for acquisition of businesses, net of cash acquired
(2,103,503
)
 
(493,932
)
Capital expenditures
(563,361
)
 
(392,997
)
Net (payments) receipts from settled swaps
(328
)
 
8,141

Other investing activities, net
(7,032
)
 
1,854

Net cash provided by (used for) investing activities
(2,674,224
)
 
(876,934
)
Cash flows from financing activities:
 
 
 
Proceeds from issuance of long-term debt
1,345,115


4,501,206

Principal payments on debt and other long-term obligations
(59,947
)

(43,838
)
Purchases and redemptions of long-term debt


(3,536,362
)
Borrowings under revolving credit facility
1,755,000


3,030,000

Payments under revolving credit facility
(1,405,000
)

(3,720,000
)
Payments for financing costs
(11,446
)

(35,604
)
Net proceeds from issuance of capital stock
464,023


323,798

Purchases of capital stock
(22,594
)

(24,460
)
Dividends/distributions paid on common stock
(696,025
)

(597,846
)
Dividends paid on preferred stock


(21,994
)
Net (increase) decrease in restricted cash
2,351


(6,089
)
Net cash provided by (used for) financing activities
1,371,477

 
(131,189
)
Net increase (decrease) in cash and cash equivalents - continuing operations
(368,638
)
 
(89,942
)
Discontinued operations:
 
 
 
Net cash provided by (used for) investing activities

 
113,150

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

 
113,150

Effect of exchange rate changes
702

 
320

Cash and cash equivalents at beginning of period
567,599

 
178,810

Cash and cash equivalents at end of period
$
199,663

 
$
202,338

Supplemental disclosure of cash flow information:
 
 
 
Interest paid
260,255

 
217,783

Income taxes paid
10,372

 
10,186




The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
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CROWN CASTLE INTERNATIONAL CORP.
SEGMENT OPERATING RESULTS (UNAUDITED)
(in thousands)

SEGMENT OPERATING RESULTS
 
Three Months Ended June 30, 2017
 
Three Months Ended June 30, 2016
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
717,645

 
$
151,161

 
 
 
$
868,806

 
$
705,716

 
$
98,884

 
 
 
$
804,600

Segment network services and other revenue
157,977

 
11,552

 
 
 
169,529

 
142,053

 
15,756

 
 
 
157,809

Segment revenues
875,622

 
162,713

 
 
 
1,038,335

 
847,769

 
114,640

 
 
 
962,409

Segment site rental cost of operations
211,204

 
51,861

 
 
 
263,065

 
210,444

 
34,165

 
 
 
244,609

Segment network services and other cost of operations
95,837

 
8,604

 
 
 
104,441

 
81,922

 
12,423

 
 
 
94,345

Segment cost of operations(a)
307,041

 
60,465

 
 
 
367,506

 
292,366

 
46,588

 
 
 
338,954

Segment site rental gross margin(b)
506,441

 
99,300

 
 
 
605,741

 
495,272

 
64,719

 
 
 
559,991

Segment network services and other gross margin(b)
62,140

 
2,948

 
 
 
65,088

 
60,131

 
3,333

 
 
 
63,464

Segment general and administrative expenses(a)
22,875

 
18,666

 
40,754

 
82,295

 
22,505

 
15,718

 
35,563

 
73,786

Segment operating profit(b)
545,706

 
83,582

 
(40,754
)
 
588,534

 
532,898

 
52,334

 
(35,563
)
 
549,669

Stock-based compensation expense
 
 
 
 
16,835

 
16,835

 
 
 
 
 
21,998

 
21,998

Depreciation, amortization and accretion
 
 
 
 
295,615

 
295,615

 
 
 
 
 
276,026

 
276,026

Interest expense and amortization of deferred financing costs
 
 
 
 
141,769

 
141,769

 
 
 
 
 
129,362

 
129,362

Other (income) expenses to reconcile to income (loss) before income taxes(c)
 
 
 
 
17,663

 
17,663

 
 
 
 
 
32,341

 
32,341

Income (loss) before income taxes
 
 
 
 
 
 
$
116,652

 
 
 
 
 
 
 
$
89,942

(a)
Segment cost of operations exclude (1) stock-based compensation expense of $1.4 million and $4.4 million for the three months ended June 30, 2017 and 2016, respectively and (2) prepaid lease purchase price adjustments of $5.0 million and $5.4 million for the three months ended June 30, 2017 and 2016, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $15.4 million and $17.6 million for the three months ended June 30, 2017 and 2016, respectively.
(b) See "Non-GAAP Financial Measures, Segment 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)
See condensed consolidated statement of operations for further information.




The Foundation for a Wireless World.
CrownCastle.com



News Release continued:
 
Page 23

SEGMENT OPERATING RESULTS
 
Six Months Ended June 30, 2017
 
Six Months Ended June 30, 2016
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
1,434,181

 
$
291,561

 
 
 
$
1,725,742

 
$
1,408,555

 
$
195,338

 
 
 
$
1,603,893

Segment network services and other revenue
307,592

 
20,943

 
 
 
328,535

 
267,063

 
25,836

 
 
 
292,899

Segment revenues
1,741,773

 
312,504

 
 
 
2,054,277

 
1,675,618

 
221,174

 
 
 
1,896,792

Segment site rental cost of operations
420,668

 
99,107

 
 
 
519,775

 
415,009

 
71,648

 
 
 
486,657

Segment network services and other cost of operations
184,773

 
16,833

 
 
 
201,606

 
151,911

 
20,458

 
 
 
172,369

Segment cost of operations(a)
605,441

 
115,940

 
 
 
721,381

 
566,920

 
92,106

 
 
 
659,026

Segment site rental gross margin(b)
1,013,513

 
192,454

 
 
 
1,205,967

 
993,546

 
123,690

 
 
 
1,117,236

Segment network services and other gross margin(b)
122,819

 
4,110

 
 
 
126,929

 
115,152

 
5,378

 
 
 
120,530

Segment general and administrative expenses(a)
46,635

 
36,355

 
79,960

 
162,950

 
46,104

 
31,240

 
71,635

 
148,979

Segment operating profit(b)
1,089,697

 
160,209

 
(79,960
)
 
1,169,946

 
1,062,594

 
97,828

 
(71,635
)
 
1,088,787

Stock-based compensation expense
 
 
 
 
41,777

 
41,777

 
 
 
 
 
52,703

 
52,703

Depreciation, amortization and accretion
 
 
 
 
584,164

 
584,164

 
 
 
 
 
553,901

 
553,901

Interest expense and amortization of deferred financing costs
 
 
 
 
276,256

 
276,256

 
 
 
 
 
255,740

 
255,740

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(c)
 
 
 
 
27,590

 
27,590

 
 
 
 
 
84,789

 
84,789

Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
240,159

 
 
 
 
 
 
 
$
141,654

(a)
Segment cost of operations exclude (1) stock-based compensation expense of $6.3 million and $12.7 million for the six months ended June 30, 2017 and 2016, respectively and (2) prepaid lease purchase price adjustments of $10.1 million and $10.6 million for the six months ended June 30, 2017 and 2016, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $35.5 million and $40.0 million for the six months ended June 30, 2017 and 2016, respectively.
(b) See "Non-GAAP Financial Measures, Segment 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)
See condensed consolidated statement of operations for further information.



The Foundation for a Wireless World.
CrownCastle.com


Exhibit
Exhibit 99.2








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https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-towera01a02a27.jpg


Supplemental Information Package
and Non-GAAP Reconciliations
Second QuarterJune 30, 2017




The Foundation for a Wireless World.
CrownCastle.com


Crown Castle International Corp
Second Quarter 2017

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
 
Condensed Consolidated Balance Sheet
Condensed Consolidated Statement of Operations
Segment Operating Results
FFO and AFFO Reconciliations
Condensed Consolidated Statement of Cash Flows
Components of Changes in Site Rental Revenues
Summary of Straight-Lined 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 third quarter 2017 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 financial measures, segment measures and other calculations 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.

1

Crown Castle International Corp.
Second Quarter 2017
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) fiber primarily supporting small cell networks (collectively, "small cells," and together with towers, "wireless infrastructure"). Our towers have a significant presence in each of the top 100 US markets, and the majority of our fiber is located in major metropolitan areas. Crown Castle owns, operates and leases shared wireless infrastructure that has been acquired or constructed over time and is geographically dispersed throughout the U.S., and which consists of (1) approximately 40,000 towers and (2) approximately 29,000 route miles of fiber primarily supporting small cell networks.
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 low incremental operating costs.
We operate as a Real Estate Investment Trust ("REIT") for U.S. federal income tax purposes.
Proposed Lightower Acquisition
On July 18, 2017, the Company announced that it has entered in a definitive agreement to acquire LTS Group Holdings LLC ("Lightower") for approximately $7.1 billion in cash (subject to certain limited adjustments). Lightower owns or has rights to approximately 32,000 route miles of fiber located primarily in top metro markets in the Northeast, including Boston, New York and Philadelphia. Following completion of the Proposed Lightower Acquisition, the Company will own or have rights to approximately 60,000 route miles of fiber.
The historical financial statements, financial metrics and outlook herein are as of June 30, 2017, and do not give effect to our Proposed Lightower Acquisition.

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 our site rental cash flows by working with our customers to provide them quick access to our wireless infrastructure and entering into associated long-term leases. Tenant additions or modifications of existing tenant equipment (collectively, "tenant additions") enable our customers to expand coverage and capacity in order to meet increasing demand for wireless connectivity, while generating high incremental returns for our business. We believe our product offerings of towers and small cells provide a comprehensive solution to our customers' growing connectivity needs through our shared wireless infrastructure model, which is an efficient and cost effective way to serve our customers. We also believe that there will be considerable future demand for our wireless infrastructure based on the location of our wireless infrastructure and the rapid growth in wireless connectivity, which will lead to future growth in the wireless industry.
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):

2

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

purchases of shares of our common stock from time to time;
acquisitions or construction of towers, fiber and small cells;
acquisitions of land interests under towers;
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 the 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)
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-affopersharea07.jpg
(1)
See reconciliations and definitions provided herein. See also "Definitions of Non-GAAP Financial Measures, Segment Measures and Other Calculations" in the Appendix for a discussion of our definitions of FFO and AFFO.
(2)
AFFO per share represents the midpoint of the full year 2017 outlook as issued on July 19, 2017.
TOWER PORTFOLIO FOOTPRINT
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-footprintmapa27.jpg


3

Crown Castle International Corp.
Second Quarter 2017
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
44
17
President and Chief Executive Officer
Daniel K. Schlanger
43
1
Senior Vice President and Chief Financial Officer
James D. Young
56
11
Senior Vice President and Chief Operating Officer
Kenneth J. Simon
56
1
Senior Vice President and General Counsel
Michael J. Kavanagh
49
6
Senior Vice President and Chief Commercial Officer
Philip M. Kelley
44
20
Senior Vice President-Corporate Development and Strategy

BOARD OF DIRECTORS
Name
Position
Committees
Age
Years as Director
J. Landis Martin
Chairman
NCG(1)
71
21
P. Robert Bartolo
Director
Audit, Compensation
45
3
Cindy Christy
Director
Compensation, NCG(1), Strategy
51
9
Ari Q. Fitzgerald
Director
Compensation, NCG(1), Strategy
54
14
Robert E. Garrison II
Director
Audit, Compensation
75
12
Lee W. Hogan
Director
Audit, Compensation, Strategy
72
16
Edward C. Hutcheson
Director
Strategy
71
22
Robert F. McKenzie
Director
Audit, Strategy
73
22
Anthony J. Melone
Director
NCG(1), Strategy
57
2
W. Benjamin Moreland
Director
 
53
10
Jay A. Brown
Director
 
44
1
(1)
Nominating & Corporate Governance Committee


4

Crown Castle International Corp.
Second Quarter 2017
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
Guggenheim
Robert Gutman
(212) 518-9148
Jefferies
Mike McCormack
(212) 284-2516
JPMorgan
Philip Cusick
(212) 622-1444
Macquarie
Amy Yong
(212) 231-2624
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
Brandon Nispel
(503) 821-3871

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
Ryan Gilmore
(212) 438-0602

HISTORICAL COMMON STOCK DATA
 
Three Months Ended
(in millions, except per share data)
6/30/17
3/31/17
12/31/16
9/30/16
6/30/16
High price(1)
$
103.98

$
94.57

$
92.95

$
98.77

$
97.41

Low price(1)
$
92.34

$
82.29

$
76.89

$
87.07

$
81.38

Period end closing price(2)
$
100.18

$
93.57

$
85.05

$
91.35

$
97.40

Dividends paid per common share
$
0.95

$
0.95

$
0.95

$
0.885

$
0.885

Volume weighted average price for the period(1)
$
97.68

$
88.19

$
84.55

$
92.52

$
87.25

Common shares outstanding, at period end
366

361

361

338

338

Market value of outstanding common shares, at period end(3)
$
36,677

$
33,813

$
30,664

$
30,836

$
32,879

(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.
Second Quarter 2017
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY PORTFOLIO HIGHLIGHTS
(as of June 30, 2017)
 
Towers
Number of towers(1)
40,127

Average number of tenants per tower
2.2

Remaining contracted customer receivables ($ in billions)(2)
$
16

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 Towers segment site rental gross margin)
62% / 38%

Weighted average maturity of ground leases (years)(4)
34

Small Cells
Number of route miles of fiber (in thousands)
29

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

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


SUMMARY FINANCIAL HIGHLIGHTS
 
 
Three Months Ended June 30,
 
Six Months Ended
June 30,
(dollars in thousands, except per share amounts)
 
2017
 
2016
 
2017
 
2016
Operating Data:
 
 
 
 
 
 
 
 
Net revenues
 
 
 
 
 
 
 
 
Site rental
 
$
868,806

 
$
804,600

 
$
1,725,742

 
$
1,603,893

Network services and other
 
169,529

 
157,809

 
328,535

 
292,899

Net revenues
 
$
1,038,335

 
$
962,409

 
$
2,054,277

 
$
1,896,792

 
 
 
 
 
 
 
 
 
Costs of operations (exclusive of depreciation, amortization and accretion)
 
 
 
 
 
 
 
 
Site rental
 
$
269,285

 
$
252,852

 
$
534,302

 
$
505,472

Network services and other
 
104,622

 
95,867

 
203,430

 
176,838

Total cost of operations
 
$
373,907

 
$
348,719

 
$
737,732

 
$
682,310

 
 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders
 
$
112,114

 
$
75,061

 
$
231,252

 
$
111,904

Net income (loss) attributable to CCIC common stockholders per share - diluted(6)
 
$
0.31

 
$
0.22

 
$
0.64

 
$
0.33

 
 
 
 
 
 
 
 
 
Non-GAAP Data(5):
 
 
 
 
 
 
 
 
Adjusted EBITDA
 
$
588,534

 
$
549,669

 
$
1,169,946

 
$
1,088,787

FFO
 
404,626

 
356,429

 
805,573

 
672,725

AFFO
 
439,907

 
392,478

 
890,071

 
787,632

AFFO per share(6)
 
$
1.20

 
$
1.16

 
$
2.45

 
$
2.34

(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 Towers segment site rental gross margin.
(5)
See reconciliations of Non-GAAP financial measures provided herein. See also "Definitions of Non-GAAP Measures, Segment Measures and Other Calculations" in the Appendix for a discussion of our definitions of Adjusted EBITDA, FFO and AFFO.
(6)
Based on diluted weighted-average common shares outstanding of 365.8 million, 338.6 million, 363.9 and 336.7 million for the three months ended June 30, 2017 and 2016, and the six months ended June 30, 2017 and 2016, respectively.



6

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY FINANCIAL HIGHLIGHTS (CONTINUED)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(dollars in thousands, except per share amounts)
 
2017
 
2016
 
2017
 
2016
Summary Cash Flow Data:
 
 
 
 
 
 
 
 
Net cash provided by (used for) operating activities
 
$
488,017

 
$
480,525

 
$
934,109

 
$
918,181

Net cash provided by (used for) investing activities(1)
 
(911,083
)
 
(669,188
)
 
(2,674,224
)
 
(876,934
)
Net cash provided by (used for) financing activities
 
417,261

 
214,403

 
1,371,477

 
(131,189
)
(dollars in thousands)
 
June 30, 2017
 
December 31, 2016
Balance Sheet Data (at period end):
 
 
 
 
Cash and cash equivalents
 
$
199,663

 
$
567,599

Property and equipment, net
 
10,507,736

 
9,805,315

Total assets
 
24,483,624

 
22,675,092

Total debt and other long-term obligations(2)
 
13,841,265

 
12,171,142

Total CCIC stockholders' equity
 
7,590,309

 
7,557,115

(dollars in thousands, except per share amounts)
 
Three Months Ended June 30, 2017
Other Data:
 
 
Net debt to last quarter annualized Adjusted EBITDA(3)
 
5.8
x
Dividend per common share
 
$
0.95


OUTLOOK FOR THIRD QUARTER 2017 AND FULL YEAR 2017
(dollars in millions, except per share amounts)
Third Quarter 2017
Full Year 2017
Site rental revenues
$888
to
$893
$3,504
to
$3,529
Site rental cost of operations(4)
$275
to
$280
$1,071
to
$1,096
Net income (loss)
$90
to
$110
$426
to
$476
Net income (loss) per share - diluted(5)(8)
$0.24
to
$0.30
$1.16
to
$1.30
Adjusted EBITDA(6)
$600
to
$605
$2,389
to
$2,414
Interest expense and amortization of deferred financing costs(7)
$142
to
$147
$552
to
$582
FFO(6)
$404
to
$409
$1,623
to
$1,653
AFFO(6)
$447
to
$452
$1,813
to
$1,838
AFFO per share(5)(6)
$1.22
to
$1.23
$4.96
to
$5.03
(1)
Includes net cash used for acquisitions of approximately $606 million and $472 million for the three months ended June 30, 2017 and 2016, respectively and $2.1 billion and $494 million for the six months ended June 30, 2017 and 2016, 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 Net Debt to Last Quarter Annualized Adjusted EBITDA calculation does not give effect to a full quarter of ownership of Wilcon, as this acquisition closed on June 26, 2017.
(4)
Exclusive of depreciation, amortization and accretion.
(5)
The assumption for third quarter 2017 and full year 2017 diluted weighted-average common shares outstanding is 367.5 million and 365.7 million, respectively, based on diluted common shares outstanding as of June 30, 2017.
(6)
See reconciliation of this non-GAAP financial measure to net income (loss) included herein.
(7)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" in the Appendix.
(8)
Calculated using net income (loss) attributable to CCIC common stockholders.


7

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
 FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

OUTLOOK FOR FULL YEAR 2017 COMPONENTS OF CHANGES IN SITE RENTAL REVENUES
(dollars in millions)
Full Year 2017 Outlook
 
Full Year 2016
Components of changes in site rental revenues(7):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(1)(3)
$3,186
 
$2,907
 
 
 
 
New leasing activity(1)(3)
155 - 175
 
174
Escalators
80 - 85
 
89
Non-renewals
(95) - (90)
 
(74)
Organic Contribution to Site Rental Revenues(4)
140 - 170
 
189
Straight-lined revenues associated with fixed escalators
(20) - (10)
 
47
Acquisitions and builds(2)
185
 
90
Other
 
Total GAAP site rental revenues
$3,504 - $3,529
 
$3,233
 
 
 
 
Year-over-year changes in revenue:(6)
 
 
 
Reported GAAP site rental revenues
8.7%
 

Organic Contribution to Site Rental Revenues(4)(5)
4.9%
 

(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 revenues 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.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)
(dollars in thousands, except share amounts)
June 30,
2017
 
December 31,
2016
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
199,663

 
$
567,599

Restricted cash
117,913

 
124,547

Receivables, net
305,982

 
373,532

Prepaid expenses
175,976

 
128,721

Other current assets
151,801

 
130,362

Total current assets
951,335

 
1,324,761

Deferred site rental receivables
1,299,440

 
1,317,658

Property and equipment, net
10,507,736

 
9,805,315

Goodwill
6,919,358

 
5,757,676

Other intangible assets, net
3,953,812

 
3,650,072

Long-term prepaid rent and other assets, net
851,943

 
819,610

Total assets
$
24,483,624

 
$
22,675,092

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
178,927

 
$
188,516

Accrued interest
107,764

 
97,019

Deferred revenues
387,065

 
353,005

Other accrued liabilities
209,224

 
221,066

Current maturities of debt and other obligations
114,932

 
101,749

Total current liabilities
997,912

 
961,355

Debt and other long-term obligations
13,726,333

 
12,069,393

Other long-term liabilities
2,169,070

 
2,087,229

Total liabilities
16,893,315

 
15,117,977

Commitments and contingencies
 
 
 
CCIC stockholders' equity:
 
 
 
Common stock, $.01 par value; 600,000,000 shares authorized; shares issued and outstanding: June 30, 2017—366,115,800 and December 31, 2016—360,536,659
3,661

 
3,605

Additional paid-in capital
11,433,018

 
10,938,236

Accumulated other comprehensive income (loss)
(5,183
)
 
(5,888
)
Dividends/distributions in excess of earnings
(3,841,187
)
 
(3,378,838
)
Total equity
7,590,309

 
7,557,115

Total liabilities and equity
$
24,483,624

 
$
22,675,092




9

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(dollars in thousands, except share and per share amounts)
2017
 
2016
 
2017
 
2016
Net revenues:
 
 
 
 
 
 
 
Site rental
$
868,806

 
$
804,600

 
$
1,725,742

 
$
1,603,893

Network services and other
169,529

 
157,809

 
328,535

 
292,899

Net revenues
1,038,335

 
962,409

 
2,054,277

 
1,896,792

Operating expenses:
 
 
 
 
 
 
 
Costs of operations (exclusive of depreciation, amortization and accretion):
 
 
 
 
 
 
 
Site rental
269,285

 
252,852

 
534,302

 
505,472

Network services and other
104,622

 
95,867

 
203,430

 
176,838

General and administrative
97,736

 
91,386

 
198,460

 
188,967

Asset write-down charges
4,327

 
11,952

 
4,972

 
19,912

Acquisition and integration costs
8,250

 
3,141

 
13,900

 
8,779

Depreciation, amortization and accretion
295,615

 
276,026

 
584,164

 
553,901

Total operating expenses
779,835

 
731,224

 
1,539,228

 
1,453,869

Operating income (loss)
258,500

 
231,185

 
515,049

 
442,923

Interest expense and amortization of deferred financing costs
(141,769
)
 
(129,362
)
 
(276,256
)
 
(255,740
)
Gains (losses) on retirement of long-term obligations

 
(11,468
)
 
(3,525
)
 
(42,017
)
Interest income
1,027

 
105

 
1,397

 
279

Other income (expense)
(1,106
)
 
(518
)
 
3,494

 
(3,791
)
Income (loss) before income taxes
116,652

 
89,942

 
240,159

 
141,654

Benefit (provision) for income taxes
(4,538
)
 
(3,884
)
 
(8,907
)
 
(7,756
)
Net income (loss)
112,114

 
86,058

 
231,252

 
133,898

Dividends on preferred stock

 
(10,997
)
 

 
(21,994
)
Net income (loss) attributable to CCIC common stockholders
$
112,114

 
$
75,061

 
$
231,252

 
$
111,904

 
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, per common share:
 
 
 
 
 
 
 
Net income (loss) attributable to CCIC common stockholders, basic
$
0.31

 
$
0.22

 
$
0.64

 
$
0.33

Net income (loss) attributable to CCIC common stockholders, diluted
$
0.31

 
$
0.22

 
$
0.64

 
$
0.33

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding (in thousands):
 
 
 
 
 
 
 
Basic
364,493

 
337,560

 
362,662

 
335,857

Diluted
365,832

 
338,609

 
363,892

 
336,658




10

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX




SEGMENT OPERATING RESULTS
 
Three Months Ended June 30, 2017
 
Three Months Ended June 30, 2016
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
717,645

 
$
151,161

 
 
 
$
868,806

 
$
705,716

 
$
98,884

 
 
 
$
804,600

Segment network service and other revenue
157,977

 
11,552

 
 
 
169,529

 
142,053

 
15,756

 
 
 
157,809

Segment revenues
875,622

 
162,713

 
 
 
1,038,335

 
847,769

 
114,640

 
 
 
962,409

Segment site rental cost of operations
211,204

 
51,861

 
 
 
263,065

 
210,444

 
34,165

 
 
 
244,609

Segment network service and other cost of operations
95,837

 
8,604

 
 
 
104,441

 
81,922

 
12,423

 
 
 
94,345

Segment cost of operations(1)
307,041

 
60,465

 
 
 
367,506

 
292,366

 
46,588

 
 
 
338,954

Segment site rental gross margin(2)
506,441

 
99,300

 
 
 
605,741

 
495,272

 
64,719

 
 
 
559,991

Segment network services and other gross margin(2)
62,140

 
2,948

 
 
 
65,088

 
60,131

 
3,333

 
 
 
63,464

Segment general and administrative expenses(1)
22,875

 
18,666

 
40,754

 
82,295

 
22,505

 
15,718

 
35,563

 
73,786

Segment operating profit(2)
545,706

 
83,582

 
(40,754
)
 
588,534

 
532,898

 
52,334

 
(35,563
)
 
549,669

Stock-based compensation expense
 
 
 
 
16,835

 
16,835

 
 
 
 
 
21,998

 
21,998

Depreciation, amortization and accretion
 
 
 
 
295,615

 
295,615

 
 
 
 
 
276,026

 
276,026

Interest expense and amortization of deferred financing costs
 
 
 
 
141,769

 
141,769

 
 
 
 
 
129,362

 
129,362

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(3)
 
 
 
 
17,663

 
17,663

 
 
 
 
 
32,341

 
32,341

Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
116,652

 
 
 
 
 
 
 
$
89,942

(1)
Segment cost of operations exclude (1) stock-based compensation expense of $1.4 million and $4.4 million for the three months ended June 30, 2017 and 2016, respectively and (2) prepaid lease purchase price adjustments of $5.0 million and $5.4 million for the three months ended June 30, 2017 and 2016, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $15.4 million and $17.6 million for the three months ended June 30, 2017 and 2016, respectively.
(2)
See "Definitions of Non-GAAP Financial Measures, Segment Measures and Other Calculations" in the Appendix for a discussion of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(3)
See condensed consolidated statement of operations for further information.


11

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX




SEGMENT OPERATING RESULTS
 
Six Months Ended June 30, 2017
 
Six Months Ended June 30, 2016
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Consolidated Total
 
Towers
 
Small Cells
 
Other
 
Consolidated Total
Segment site rental revenues
$
1,434,181

 
$
291,561

 
 
 
$
1,725,742

 
$
1,408,555

 
$
195,338

 
 
 
$
1,603,893

Segment network service and other revenue
307,592

 
20,943

 
 
 
328,535

 
267,063

 
25,836

 
 
 
292,899

Segment revenues
1,741,773

 
312,504

 
 
 
2,054,277

 
1,675,618

 
221,174

 
 
 
1,896,792

Segment site rental cost of operations
420,668

 
99,107

 
 
 
519,775

 
415,009

 
71,648

 
 
 
486,657

Segment network service and other cost of operations
184,773

 
16,833

 
 
 
201,606

 
151,911

 
20,458

 
 
 
172,369

Segment cost of operations(1)
605,441

 
115,940

 
 
 
721,381

 
566,920

 
92,106

 
 
 
659,026

Segment site rental gross margin(2)
1,013,513

 
192,454

 
 
 
1,205,967

 
993,546

 
123,690

 
 
 
1,117,236

Segment network services and other gross margin(2)
122,819

 
4,110

 
 
 
126,929

 
115,152

 
5,378

 
 
 
120,530

Segment general and administrative expenses(1)
46,635

 
36,355

 
79,960

 
162,950

 
46,104

 
31,240

 
71,635

 
148,979

Segment operating profit(2)
1,089,697

 
160,209

 
(79,960
)
 
1,169,946

 
1,062,594

 
97,828

 
(71,635
)
 
1,088,787

Stock-based compensation expense
 
 
 
 
41,777

 
41,777

 
 
 
 
 
52,703

 
52,703

Depreciation, amortization and accretion
 
 
 
 
584,164

 
584,164

 
 
 
 
 
553,901

 
553,901

Interest expense and amortization of deferred financing costs
 
 
 
 
276,256

 
276,256

 
 
 
 
 
255,740

 
255,740

Other income (expenses) to reconcile to income (loss) from continuing operations before income taxes(2)
 
 
 
 
27,590

 
27,590

 
 
 
 
 
84,789

 
84,789

Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
$
240,159

 
 
 
 
 
 
 
$
141,654

(1)
Segment cost of operations exclude (1) stock-based compensation expense of $6.3 million and $12.7 million for the six months ended June 30, 2017 and 2016, respectively and (2) prepaid lease purchase price adjustments of $10.1 million and $10.6 million for the six months ended June 30, 2017 and 2016, respectively. Segment general and administrative expenses exclude stock-based compensation expense of $35.5 million and $40.0 million for the six months ended June 30, 2017 and 2016, respectively.
(2)
See "Definitions of Non-GAAP Financial Measures, Segment Measures and Other Calculations" in the Appendix for a discussion of our definitions of segment site rental gross margin, segment network service and other gross margin and segment operating profit.
(3)
See condensed consolidated statement of operations for further information.




12

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

FFO AND AFFO RECONCILIATIONS
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(dollars in thousands, except share and per share amounts)
2017
 
2016
 
2017
 
2016
Net income (loss)
$
112,114

 
$
86,058

 
$
231,252

 
$
133,898

Real estate related depreciation, amortization and accretion
288,185

 
269,416

 
569,348

 
540,909

Asset write-down charges
4,327

 
11,952

 
4,972

 
19,912

Dividends on preferred stock

 
(10,997
)
 

 
(21,994
)
FFO(1)(2)(4)
$
404,626

 
$
356,429

 
$
805,573

 
$
672,725

Weighted average common shares outstanding — diluted(3)
365,832

 
338,609

 
363,892

 
336,658

FFO per share(1)(4)
$
1.11

 
$
1.05

 
$
2.21

 
$
2.00

 
 
 
 
 
 
 
 
FFO (from above)
$
404,626

 
$
356,429

 
$
805,573

 
$
672,725

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
807

 
(16,204
)
 
(455
)
 
(33,539
)
Straight-lined expense
22,655

 
23,881

 
45,871

 
47,646

Stock-based compensation expense
16,835

 
21,998

 
41,777

 
52,703

Non-cash portion of tax provision
(4,791
)
 
(35
)
 
(1,213
)
 
1,747

Non-real estate related depreciation, amortization and accretion
7,430

 
6,611

 
14,816

 
12,993

Amortization of non-cash interest expense
2,420

 
3,782

 
5,256

 
7,993

Other (income) expense
1,106

 
518

 
(3,494
)
 
3,791

Gains (losses) on retirement of long-term obligations

 
11,468

 
3,525

 
42,017

Acquisition and integration costs
8,250

 
3,141

 
13,900

 
8,779

Capital improvement capital expenditures
(9,570
)
 
(8,910
)
 
(16,465
)
 
(15,311
)
Corporate capital expenditures
(9,861
)
 
(10,200
)
 
(19,019
)
 
(13,911
)
AFFO(1)(2)(4)
$
439,907

 
$
392,478

 
$
890,071

 
$
787,632

Weighted average common shares outstanding — diluted(3)
365,832

 
338,609

 
363,892

 
336,658

AFFO per share(1)(4)
$
1.20

 
$
1.16

 
$
2.45

 
$
2.34


(1)
See "Definitions of Non-GAAP Measures, Segment Measures and Other Calculations" in the Appendix for a discussion of our definitions of FFO and AFFO.
(2)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(3)
Based on the diluted weighted-average common shares outstanding for the three and six months ended June 30, 2017 and 2016.
(4)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.



13

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
 
Six Months Ended June 30,
(dollars in thousands)
2017
 
2016
Cash flows from operating activities:
 
 
 
Net income (loss)
$
231,252

 
$
133,898

Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
 
 
 
Depreciation, amortization and accretion
584,164

 
553,901

Gains (losses) on retirement of long-term obligations
3,525

 
42,017

Amortization of deferred financing costs and other non-cash interest
5,256

 
7,993

Stock-based compensation expense
45,232

 
40,135

Asset write-down charges
4,972

 
19,912

Deferred income tax benefit (provision)
261

 
3,947

Other non-cash adjustments, net
(3,486
)
 
1,672

Changes in assets and liabilities, excluding the effects of acquisitions:
 
 
 
Increase (decrease) in liabilities
16,963

 
84,145

Decrease (increase) in assets
45,970

 
30,561

Net cash provided by (used for) operating activities
934,109

 
918,181

Cash flows from investing activities:
 
 
 
Payments for acquisition of businesses, net of cash acquired
(2,103,503
)
 
(493,932
)
Capital expenditures
(563,361
)
 
(392,997
)
Net (payments) receipts from settled swaps
(328
)
 
8,141

Other investing activities, net
(7,032
)
 
1,854

Net cash provided by (used for) investing activities
(2,674,224
)
 
(876,934
)
Cash flows from financing activities:
 
 
 
Proceeds from issuance of long-term debt
1,345,115

 
4,501,206

Principal payments on debt and other long-term obligations
(59,947
)
 
(43,838
)
Purchases and redemptions of long-term debt

 
(3,536,362
)
Borrowings under revolving credit facility
1,755,000

 
3,030,000

Payments under revolving credit facility
(1,405,000
)
 
(3,720,000
)
Payments for financing costs
(11,446
)
 
(35,604
)
Net proceeds from issuance of capital stock
464,023

 
323,798

Purchases of capital stock
(22,594
)
 
(24,460
)
Dividends/distributions paid on common stock
(696,025
)
 
(597,846
)
Dividends paid on preferred stock

 
(21,994
)
Net (increase) decrease in restricted cash
2,351

 
(6,089
)
Net cash provided by (used for) financing activities
1,371,477

 
(131,189
)
Net increase (decrease) in cash and cash equivalents - continuing operations
(368,638
)
 
(89,942
)
Discontinued operations:
 
 
 
Net cash provided by (used for) investing activities

 
113,150

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

 
113,150

Effect of exchange rate changes
702

 
320

Cash and cash equivalents at beginning of period
567,599

 
178,810

Cash and cash equivalents at end of period
$
199,663

 
$
202,338

Supplemental disclosure of cash flow information:
 
 
 
Interest paid
260,255

 
217,783

Income taxes paid
10,372

 
10,186



14

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


COMPONENTS OF CHANGES IN SITE RENTAL REVENUES
 
Three Months Ended June 30,
(dollars in millions)
2017
 
2016
Components of changes in site rental revenues(6):
 
 
 
Prior year site rental revenues exclusive of straight-line associated with fixed escalators(1)(3)
$
788

 
$
706

 
 
 
 
New leasing activity(1)(3)
45

 
44

Escalators
21

 
23

Non-renewals
(24
)
 
(18
)
Organic Contribution to Site Rental Revenues(4)
42

 
49

Straight-lined revenues associated with fixed escalators
(1
)
 
16

Acquisitions and builds(2)
40

 
34

Other

 

Total GAAP site rental revenues
$
869

 
$
805

 
 
 
 
Year-over-year changes in revenue:
 
 
 
Reported GAAP site rental revenues
8.0
%
 
 
Organic Contribution to Site Rental Revenues(4)(5)
5.3
%
 
 

(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 revenues 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.
Second Quarter 2017
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 June 30,
 
2017
 
2016
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Site rental straight-lined revenue
$
(3,359
)
 
$
2,552

 
$
(807
)
 
$
13,862

 
$
2,342

 
$
16,204

Site rental straight-lined expenses
22,527

 
128

 
22,655

 
23,820

 
61

 
23,881

 
Six Months Ended June 30,
 
2017
 
2016
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Site rental straight-lined revenue
$
(4,381
)
 
$
4,836

 
$
455

 
$
28,758

 
$
4,781

 
$
33,539

Site rental straight-lined expenses
45,411

 
460

 
45,871

 
47,570

 
76

 
47,646


SUMMARY OF PREPAID RENT ACTIVITY(2)
 
Three Months Ended June 30,
 
2017
 
2016
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Prepaid rent received
$
32,755

 
$
37,507

 
$
70,262

 
$
45,717

 
$
25,713

 
$
71,430

Amortization of prepaid rent
29,325

 
28,278

 
57,603

 
25,361

 
27,014

 
52,375

 
Six Months Ended June 30,
 
2017
 
2016
(dollars in thousands)
Towers
 
Small Cells
 
Total
 
Towers
 
Small Cells
 
Total
Prepaid rent received
$
63,351

 
$
74,255

 
$
137,606

 
$
88,062

 
$
58,100

 
$
146,162

Amortization of prepaid rent
57,087

 
54,010

 
111,097

 
50,627

 
49,460

 
100,087


(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.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY OF CAPITAL EXPENDITURES
 
Three Months Ended June 30,
 
2017
 
2016
(dollars in thousands)
Towers
 
Small Cells
 
Other
 
Total
 
Towers
 
Small Cells
 
Other
 
Total
Discretionary:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchases of land interests
$
21,207

 
$

 
$

 
$
21,207

 
$
19,119

 
$
5

 
$

 
$
19,124

Wireless infrastructure construction and improvements
76,270

 
184,038

 

 
260,308

 
75,921

 
85,354

 

 
161,275

Sustaining:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital improvement and corporate
9,473

 
4,052

 
5,906

 
19,431

 
9,140

 
2,091

 
7,878

 
19,109

Total
$
106,950

 
$
188,090

 
$
5,906

 
$
300,946

 
$
104,180

 
$
87,450

 
$
7,878

 
$
199,508




PROJECTED REVENUE FROM CUSTOMER LICENSES(1)
 
Remaining six months
Years Ended December 31,
(as of June 30, 2017; dollars in millions)
2017
2018
2019
2020
2021
Components of site rental revenue:
 
 
 
 
 
Site rental revenues exclusive of straight-line associated with fixed escalators
1,772

$
3,605

$
3,676

$
3,754

$
3,831

Straight-lined site rental revenues associated with fixed escalators
(13
)
(73
)
(132
)
(192
)
(240
)
GAAP site rental revenue
$
1,759

$
3,532

$
3,544

$
3,562

$
3,591


PROJECTED GROUND LEASE EXPENSE FROM EXISTING GROUND LEASES(2)
 
Remaining six months
Years Ended December 31,
(as of June 30, 2017; dollars in millions)
2017
2018
2019
2020
2021
Components of ground lease expense:
 
 
 
 
 
Ground lease expense exclusive of straight-line associated with fixed escalators
$
305

$
622

$
637

$
653

$
673

Straight-lined site rental ground lease expense associated with fixed escalators
43

79

68

57

45

GAAP ground lease expense
$
407

$
701

$
705

$
711

$
718


(1)
Based on customer licenses as of June 30, 2017. 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 June 30, 2017. CPI-linked leases are assumed to escalate at 3% per annum.


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COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

ANNUALIZED RENTAL CASH PAYMENTS AT TIME OF RENEWAL(1)
 
Remaining six months
Years Ended December 31,
(as of June 30, 2017; dollars in millions)
2017
2018
2019
2020
2021
AT&T
$
9

$
39

$
35

$
44

$
74

Sprint
22

36

39

22

39

T-Mobile
13

25

59

21

31

Verizon
11

21

20

28

26

All Others Combined
26

44

37

36

33

Total
$
81

$
165

$
191

$
151

$
203


ESTIMATED REDUCTION TO SITE RENTAL REVENUES FROM NON-RENEWALS FROM LEAP, METROPCS AND CLEARWIRE NETWORK DECOMMISSIONING(2)(3) (dollars in millions)
2017
2018
Thereafter
Total
$50-$55
$30-$40
$35-$60
$115-$155

CUSTOMER OVERVIEW
(as of June 30, 2017)
Percentage of Q2 2017 LQA Site
Rental Revenues
Weighted Average Current
Term Remaining(4)
Long-Term Credit Rating
(S&P / Moody’s)
AT&T
26%
6
BBB+ / Baa1
T-Mobile
23%
5
BB
Verizon
19%
7
BBB+ / Baa1
Sprint
17%
5
B / B3
All Others Combined
15%
4
N/A
Total / Weighted Average
100%
6
 

(1)
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."
(2)
Estimated impact to site rental revenues in the applicable period based on the anticipated timing and amount of decommissioning activity, as of June 30, 2017.
(3)
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.
(4)
Weighted by site rental revenue contributions; excludes renewals at the customers' option.


18

Crown Castle International Corp.
Second Quarter 2017
COMPANY
OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX

SUMMARY OF TOWER PORTFOLIO BY VINTAGE
(as of June 30, 2017; dollars in thousands)
 
YIELD(1)
NUMBER OF TENANTS PER TOWER

https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart-09876q115aa09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart10925q1152aa09.jpg
LQA SITE RENTAL REVENUE PER TOWER
LQA TOWERS SEGMENT SITE RENTAL GROSS MARGIN PER TOWER
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart11895q1155aa09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-q22017suppl_chart-11338.jpg
INVESTED CAPITAL PER TOWER(2)
NUMBER OF TOWERS
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-q22017suppl_chart-12570.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart15q1a03.jpg

(1)
Yield is calculated as LQA Towers segment 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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Crown Castle International Corp.
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COMPANY
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FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX


PORTFOLIO OVERVIEW(1)
(as of June 30, 2017; dollars in thousands)
NUMBER OF TOWERS
TENANTS PER TOWER
LQA SITE RENTAL REVENUE PER TOWER
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-suppl_chart-a09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart11169q1158aa09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchartaa09.jpg


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


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


DISTRIBUTION OF TOWER TENANCY (as of June 30, 2017)
PERCENTAGE OF TOWERS BY TENANTS PER TOWER(1)
SITES ACQUIRED AND BUILT 2006 AND PRIOR
SITES ACQUIRED AND BUILT 2007 TO PRESENT
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-suppl_chart-19880a09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart09846q1153aa09.jpg
Average: 2.6
Average: 2.0
 
 
GEOGRAPHIC TOWER DISTRIBUTION (as of June 30, 2017)(1)
PERCENTAGE OF TOWERS BY GEOGRAPHIC LOCATION
PERCENTAGE OF LQA SITE RENTAL REVENUE BY GEOGRAPHIC LOCATION
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart11867q1159aa09.jpghttps://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-supplchart12868a06.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 June 30, 2017;
dollars in millions)
LQA Site Rental Revenue
Percentage of LQA Site Rental Revenue
LQA Towers Segment Site Rental Gross Margin
Percentage of LQA Towers Segment Site Rental Gross Margin
Number of Towers(1)
Percentage of Towers
Weighted Average Term Remaining (by years)(2)
Less than 10 years
$
357

13
%
$
197

10
%
5,842

15
%
 
10 to 20 years
449

16
%
237

12
%
7,835

20
%
 
Greater 20 years
1,198

42
%
795

40
%
16,950

42
%
 
Total leased
$
2,003

71
%
$
1,229

62
%
30,627

76
%
34

 
 
 
 
 
 
 
 
Owned
818

29
%
752

38
%
9,500

24
%
 
Total / Average
$
2,821

100
%
$
1,982

100
%
40,127

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 Towers segment site rental gross margin.


GROUND INTEREST ACTIVITY
(dollars in millions)
Three Months Ended June 30, 2017
Six Months Ended June 30, 2017
Ground Extensions Under Crown Castle Towers:
 
 
  Number of ground leases extended
392

819
  Average number of years extended
35

31
Percentage increase in consolidated cash ground lease expense due to extension activities(1)
0.1
%
0.1
%
 
 
 
Ground Purchases Under Crown Castle Towers:
 
 
  Number of ground leases purchased
97

198
  Land lease purchases (including capital expenditures, acquisitions and capital leases)
$
22

$
44

Percentage of Towers segment 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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Crown Castle International Corp.
Second Quarter 2017
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FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



CAPITALIZATION OVERVIEW
(dollars in millions)
Face Value as of 6/30/2017
Fixed vs. Variable
Secured vs. Unsecured
Interest Rate(1)
Net Debt to LQA EBITDA(2)
Maturity
Cash
$
200

 
 
 
 
 
 
 
 
 
 
 
 
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
3.8%
 
2023
Senior Secured Notes, Series 2009-1, Class A-1
43

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

Fixed
Secured
9.0%
 
2029
Capital Leases & other obligations
241

Various
Secured
Various
 
Various
Total secured debt
$
4,603

 
 
4.8%
2.0x
 
Senior Unsecured Revolving Credit Facility(4)
350

Variable
Unsecured
2.6%
 
2022
Senior Unsecured Term Loan A
2,432

Variable
Unsecured
2.6%
 
2022
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
4.000% Senior Notes
500

Fixed
Unsecured
4.0%
 
2027
4.750% Senior Notes
350

Fixed
Unsecured
4.8%
 
2047
Total unsecured debt
$
9,332

 
 
3.7%
4.0x
 
Total net debt
$
13,735

 
 
4.1%
5.8x
 
Market Capitalization(5)
36,677

 
 
 
 
 
Firm Value(6)
$
50,412

 
 
 
 
 

(1)
Represents the weighted-average stated interest rate.
(2)
Represents the applicable amount of debt divided by LQA consolidated Adjusted EBITDA. The Net Debt to Last Quarter Annualized Adjusted EBITDA calculation does not give effect to a full quarter of ownership of Wilcon, as this acquisition closed on June 26, 2017.
(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 June 30, 2017, the undrawn availability under the $2.5 billion Revolving Credit Facility is $2.1 billion.
(5)
Market capitalization calculated based on $100.18 closing price and 366.1 million shares outstanding as of June 30, 2017.
(6)
Represents the sum of net debt and market capitalization.

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FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



DEBT MATURITY OVERVIEW(1)
https://cdn.kscope.io/1aa5e604e4dc8be5a2498a5baa676b46-debtmaturityoverviewa01.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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APPENDIX



LIQUIDITY OVERVIEW(1)
(dollars in thousands)
June 30, 2017
Cash and cash equivalents(2)
$
199,663

Undrawn revolving credit facility availability(3)
2,140,426

Restricted cash
122,913

Debt and other long-term obligations(4)
13,841,265

Total equity
7,590,309


(1)
We have 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 June 30, 2017, 4.1 million shares of common stock had been sold under the ATM Program generating net proceeds of $346.3 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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APPENDIX



SUMMARY OF MAINTENANCE AND FINANCIAL COVENANTS
Debt
Borrower / Issuer
Covenant(1)
Covenant Level Requirement
 
As of June 30, 2017
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
 
1.8x
2016 Credit Facility
CCIC
Consolidated Interest Coverage Ratio(3)
N/A
 
N/A
 
 
 
 
 
 
Restrictive Negative Financial Covenants
 
 
 
 
Financial covenants restricting ability to incur additional debt
2012 Secured Notes
CC Holdings GS V LLC and Crown Castle GS III Corp.
Debt to Adjusted Consolidated Cash Flow Ratio
≤ 3.50x
 
2.6x
 
 
 
 
 
 
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
(4) 
4.6x
2015 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
> 1.75x
(4) 
4.6x
2009 Securitized Notes
Pinnacle Towers Acquisition Holdings LLC and its Subsidiaries
Debt Service Coverage Ratio
> 1.30x
(4) 
7.0x
 
 
 
 
 
 
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
(5) 
4.6x
2015 Tower Revenue Notes
Crown Castle Towers LLC and its Subsidiaries
Debt Service Coverage Ratio
≥ 2.00x
(5) 
4.6x
2009 Securitized Notes
Pinnacle Towers Acquisition Holdings LLC and its Subsidiaries
Debt Service Coverage Ratio
≥ 2.34x
(5) 
7.0x

(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)
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.
(4)
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.
(5)
Rating Agency Confirmation (as defined in the respective debt agreement) is also required.




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APPENDIX



INTEREST RATE SENSITIVITY(1)
 
Remaining six months
Years Ended December 31,
(as of June 30, 2017; dollars in millions)
2017
2018
2019
Fixed Rate Debt:
 
 
 
Face Value of Principal Outstanding(2)
$
10,903

$
10,883

$
10,867

Current Interest Payment Obligations(3)
242

484

483

Effect of 0.125% Change in Interest Rates(4)



Floating Rate Debt:
 
 
 
Face Value of Principal Outstanding(2)
$
2,751

$
2,689

$
2,566

Current Interest Payment Obligations(5)
37

80

85

Effect of 0.125% Change in Interest Rates(6)
2

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 June 30, 2017. 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 June 30, 2017 plus 12.5 bps.



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APPENDIX



DEFINITIONS
Non-GAAP Financial Measures, Segment 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 and Organic Contribution to Site Rental Revenues may not be comparable to similarly titled measures of other companies, including other companies in the wireless infrastructure 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.
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.
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 removing 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 the wireless infrastructure sector and other REITs to measure financial performance without regard to items such as depreciation, amortization and accretion, which can vary depending upon accounting methods and the book value of assets. 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 (a) asset base (primarily depreciation, amortization and accretion) and (b) 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.

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APPENDIX


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.
We define our non-GAAP financial measures, segment measures and other calculations as follows:
Non-GAAP Financial Measures
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-lined 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.
Segment Measures
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.
Other Calculations
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.
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.

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ASSET PORTFOLIO OVERVIEW
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APPENDIX


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


Reconciliation of Historical Adjusted EBITDA:
 
Three Months Ended June 30,
 
Six Months Ended
June 30,
 
Twelve Months Ended December 31,
(dollars in thousands)
2017
 
2016
 
2017

2016
 
2016
Net income (loss)
$
112,114

 
$
86,058

 
$
231,252

 
$
133,898

 
$
356,973

Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
 
 
Asset write-down charges
4,327

 
11,952

 
4,972

 
19,912

 
34,453

Acquisition and integration costs
8,250

 
3,141

 
13,900

 
8,779

 
17,453

Depreciation, amortization and accretion
295,615

 
276,026

 
584,164

 
553,901

 
1,108,551

Amortization of prepaid lease purchase price adjustments
5,007

 
5,367

 
10,084

 
10,569

 
21,312

Interest expense and amortization of deferred financing costs(1)
141,769

 
129,362

 
276,256

 
255,740

 
515,032

Gains (losses) on retirement of long-term obligations

 
11,468

 
3,525

 
42,017

 
52,291

Interest income
(1,027
)
 
(105
)
 
(1,397
)
 
(279
)
 
(796
)
Other income (expense)
1,106

 
518

 
(3,494
)
 
3,791

 
8,835

Benefit (provision) for income taxes
4,538

 
3,884

 
8,907

 
7,756

 
16,881

Stock-based compensation expense
16,835

 
21,998

 
41,777

 
52,703

 
96,538

Adjusted EBITDA(2)(3)
$
588,534

 
$
549,669

 
$
1,169,946

 
$
1,088,787

 
$
2,227,523

(1)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein.
(2)
See "Definitions of Non-GAAP Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.
(3)
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:
 
Q3 2017
 
Full Year 2017
(dollars in millions)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$426
to
$476
Adjustments to increase (decrease) net income (loss):
 
 
 
 
 
 
 
Asset write-down charges
$9
to
$11
 
$20
to
$30
Acquisition and integration costs
$8
to
$12
 
$28
to
$38
Depreciation, amortization and accretion
$296
to
$310
 
$1,178
to
$1,208
Amortization of prepaid lease purchase price adjustments
$4
to
$6
 
$19
to
$21
Interest expense and amortization of deferred financing costs(1)
$142
to
$147
 
$552
to
$582
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Interest income
$(1)
to
$1
 
$(3)
to
$1
Other income (expense)
$(1)
to
$3
 
$(2)
to
$0
Benefit (provision) for income taxes
$3
to
$7
 
$14
to
$22
Stock-based compensation expense
$24
to
$26
 
$89
to
$94
Adjusted EBITDA(2)(3)
$600
to
$605
 
$2,389
to
$2,414

Components of Historical Interest Expense and Amortization of Deferred Financing Costs:
 
Three Months Ended June 30,
(dollars in thousands)
2017
 
2016
Interest expense on debt obligations
$
139,349


$
125,580

Amortization of deferred financing costs and adjustments on long-term debt, net
4,540

 
4,815

Other, net
(2,120
)
 
(1,033
)
Interest expense and amortization of deferred financing costs
$
141,769

 
$
129,362


Components of Current Outlook for Interest Expense and Amortization of Deferred Financing Costs:
 
Q3 2017
 
Full Year 2017
(dollars in millions)
Outlook
 
Outlook
Interest expense on debt obligations
$140
to
$142
 
$546
to
$561
Amortization of deferred financing costs and adjustments on long-term debt, net
$4
to
$7
 
$17
to
$21
Other, net
$(2)
to
$(2)
 
$(8)
to
$(6)
Interest expense and amortization of deferred financing costs
$142
to
$147
 
$552
to
$582

(1)
See the reconciliation of "components of interest expense and amortization of deferred financing costs" herein.
(2)
See "Definitions of Non-GAAP Measures, Segment Measures and Other Calculations" herein for a discussion of our definition of Adjusted EBITDA.
(3)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.





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Reconciliation of Historical FFO and AFFO:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(dollars in thousands, except share and per share amounts)
2017
 
2016
 
2017
 
2016
Net income (loss)
$
112,114

 
$
86,058

 
$
231,252

 
$
133,898

Real estate related depreciation, amortization and accretion
288,185

 
269,416

 
569,348

 
540,909

Asset write-down charges
4,327

 
11,952

 
4,972

 
19,912

Dividends on preferred stock

 
(10,997
)
 

 
(21,994
)
FFO(1)(2)(4)
$
404,626

 
$
356,429

 
$
805,573

 
$
672,725

 
 
 
 
 
 
 
 
FFO (from above)
$
404,626

 
$
356,429

 
$
805,573

 
$
672,725

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
807

 
(16,204
)
 
(455
)
 
(33,539
)
Straight-lined expense
22,655

 
23,881

 
45,871

 
47,646

Stock-based compensation expense
16,835

 
21,998

 
41,777

 
52,703

Non-cash portion of tax provision
(4,791
)
 
(35
)
 
(1,213
)
 
1,747

Non-real estate related depreciation, amortization and accretion
7,430

 
6,611

 
14,816

 
12,993

Amortization of non-cash interest expense
2,420

 
3,782

 
5,256

 
7,993

Other (income) expense
1,106

 
518

 
(3,494
)
 
3,791

Gains (losses) on retirement of long-term obligations

 
11,468

 
3,525

 
42,017

Acquisition and integration costs
8,250

 
3,141

 
13,900

 
8,779

Capital improvement capital expenditures
(9,570
)
 
(8,910
)
 
(16,465
)
 
(15,311
)
Corporate capital expenditures
(9,861
)
 
(10,200
)
 
(19,019
)
 
(13,911
)
AFFO(1)(2)(4)
$
439,907

 
$
392,478

 
$
890,071

 
$
787,632

Weighted average common shares outstanding — diluted(3)
365,832

 
338,609

 
363,892

 
336,658

AFFO per share(1)(4)
$
1.20

 
$
1.16

 
$
2.45

 
$
2.34


(1)
See “Definitions of Non-GAAP Financial Measures, Segment Measures and Other Calculations” herein for a discussion of our definitions of FFO and AFFO.
(2)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(3)
Based on the diluted weighted-average common shares outstanding for the three and six months ended June 30, 2017 and 2016.
(4)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.




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Reconciliation of Historical FFO and AFFO:
 
Years Ended December 31,
(in thousands of dollars, except share and per share amounts)
2016
 
2015
 
2014
 
2013
Net income (loss)
$
356,973

 
$
525,286

 
$
346,314

 
$
60,001

Real estate related depreciation, amortization and accretion
1,082,083

 
1,018,303

 
971,562

 
730,076

Asset write-down charges
34,453

 
33,468

 
14,246

 
13,595

Adjustment for noncontrolling interest(1)

 

 

 

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

FFO(3)(4)(6)
$
1,429,521

 
$
1,533,069

 
$
1,288,133

 
$
803,672

 
 
 
 
 
 
 
 
FFO (from above)
$
1,429,521

 
$
1,533,069

 
$
1,288,133

 
$
803,672

Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
(47,377
)
 
(111,263
)
 
(183,393
)
 
(212,856
)
Straight-lined expense
94,246

 
98,738

 
101,890

 
78,619

Stock-based compensation expense
96,538

 
67,148

 
56,431

 
39,031

Non-cash portion of tax provision(2)
7,322

 
(63,935
)
 
(19,490
)
 
185,723

Non-real estate related depreciation, amortization and accretion
26,468

 
17,875

 
14,219

 
11,266

Amortization of non-cash interest expense
14,333

 
37,126

 
80,854

 
99,244

Other (income) expense
8,835

 
(57,028
)
 
(11,992
)
 
3,902

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

 
4,157

 
44,629

 
37,127

Net gain (loss) on interest rate swaps

 

 

 

Acquisition and integration costs
17,453

 
15,678

 
34,145

 
25,574

Adjustment for noncontrolling interest(1)

 

 

 

Capital improvement capital expenditures
(42,818
)
 
(46,789
)
 
(31,056
)
 
(17,520
)
Corporate capital expenditures
(46,948
)
 
(58,142
)
 
(50,317
)
 
(27,099
)
AFFO(3)(4)(6)
$
1,609,864

 
$
1,436,635

 
$
1,324,054

 
$
1,026,684

Weighted average common shares outstanding — diluted(5)
340,879

 
334,062

 
333,265

 
299,293

AFFO per share(3)(6)
$
4.72

 
$
4.30

 
$
3.97

 
$
3.43


(1)    Inclusive of the noncontrolling interest related to real estate related depreciation, amortization and accretion and asset write-downs.
(2)
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.
(3)
See "Definitions of Non-GAAP Measures, Segment Measures and Other Calculations" herein for a discussion of our definitions of FFO and AFFO.
(4)
FFO and AFFO are reduced by cash paid for preferred stock dividends.
(5)
Based on the diluted weighted-average common shares outstanding for the twelve months ended December 31, 2016, 2015, 2014 and 2013.
(6)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.


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Crown Castle International Corp.
Second Quarter 2017
COMPANY OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



Reconciliation of Current Outlook for FFO and AFFO:
 
Q3 2017
 
Full Year 2017
(in millions of dollars, except share and per share amounts)
Outlook
 
Outlook
Net income (loss)
$90
to
$110
 
$426
to
$476
Real estate related depreciation, amortization and accretion
$291
to
$301
 
$1,154
to
$1,174
Asset write-down charges
$9
to
$11
 
$20
to
$30
FFO(2)(3)
$404
to
$409
 
$1,623
to
$1,653
Weighted-average common shares outstanding—diluted(1)
367.5
 
365.7
FFO per share(2)(3)
$1.10
to
$1.11
 
$4.45
to
$4.52
 
 
 
 
 
 
 
 
FFO (from above)
$404
to
$409
 
$1,623
to
$1,653
Adjustments to increase (decrease) FFO:
 
 
 
 
 
 
 
Straight-lined revenue
$0
to
$5
 
$4
to
$19
Straight-lined expense
$20
to
$25
 
$81
to
$96
Stock-based compensation expense
$24
to
$26
 
$89
to
$94
Non-cash portion of tax provision
$(2)
to
$3
 
$(6)
to
$4
Non-real estate related depreciation, amortization and accretion
$5
to
$9
 
$24
to
$34
Amortization of non-cash interest expense
$2
to
$5
 
$9
to
$15
Other (income) expense
$(1)
to
$3
 
$(2)
to
$0
Gains (losses) on retirement of long-term obligations
$0
to
$0
 
$4
to
$4
Acquisition and integration costs
$8
to
$12
 
$28
to
$38
Capital improvement capital expenditures
$(15)
to
$(10)
 
$(41)
to
$(31)
Corporate capital expenditures
$(19)
to
$(14)
 
$(53)
to
$(43)
AFFO(2)(3)
$447
to
$452
 
$1,813
to
$1,838
Weighted-average common shares outstanding—diluted(1)
367.5
 
365.7
AFFO per share(2)(3)
$1.22
to
$1.23
 
$4.96
to
$5.03

(1)
The assumption for third quarter 2017 and full year 2017 diluted weighted-average common shares outstanding is based on diluted common shares outstanding as of June 30, 2017.
(2)
See “Definitions of Non-GAAP Financial Measures, Segment Measures and Other Calculations” herein for a discussion of our definitions of FFO and AFFO.
(3)
The above reconciliation excludes line items included in our definition which are not applicable for the periods shown.



34

Crown Castle International Corp.
Second Quarter 2017
COMPANY OVERVIEW
FINANCIALS & METRICS
ASSET PORTFOLIO OVERVIEW
CAPITALIZATION OVERVIEW
APPENDIX



Net debt to Last Quarter Annualized Adjusted EBITDA calculation:
 
Three Months Ended June 30,
(dollars in millions)
2017
 
2016
Total face value of debt
$
13,935.1

 
$
12,520.6

Ending cash and cash equivalents(1)
199.7

 
202.3

Total net debt
$
13,735.4


$
12,318.3

 
 
 
 
Adjusted EBITDA for the three months ended June 30,
$
588.5

 
$
549.7

Last quarter annualized Adjusted EBITDA
2,354.1


2,198.7

Net debt to Last Quarter Annualized Adjusted EBITDA
5.8
x
(2) 
5.6
x

Cash Interest Coverage Ratio Calculation:
 
Three Months Ended June 30,
(dollars in thousands)
2017
 
2016
Adjusted EBITDA
$
588,534

 
$
549,669

Interest expense on debt obligations
139,349

 
125,580

Interest Coverage Ratio
4.2
x
 
4.4
x

(1)    Excludes restricted cash.
(2)
The Net Debt to Last Quarter Annualized Adjusted EBITDA calculation does not give effect to a full quarter of ownership of Wilcon, as this acquisition closed on June 26, 2017.


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