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8-K - 8-K - TELEPHONE & DATA SYSTEMS INC /DE/form8k.htm
EX-99.2 - EX-99.2 - TELEPHONE & DATA SYSTEMS INC /DE/exhibit992.htm
 

NEWS RELEASE                         

 

 

As previously announced, TDS will hold a teleconference Aug. 8, 2011 at 7:30 a.m. CDT. Interested parties may listen to the call live by accessing the Investor Relations page of www.teldta.com  

 

Contact:

Jane W. McCahon, Vice President, Corporate Relations

(312) 592-5379; jane.mccahon@teldta.com 

Julie D. Mathews, Manager, Investor Relations

(312) 592-5341; julie.mathews@teldta.com 

 

FOR RELEASE: IMMEDIATE

 

TDS REPORTS SECOND QUARTER 2011 RESULTS

 

Note: Comparisons are year over year unless otherwise noted.

 

2Q 2011 Highlights

 

TDS Corporate

§  Operating revenues increased 4 percent to $1.3 billion.

§  Diluted earnings per share attributable to TDS shareholders increased to $0.87 from $0.38.

 

U.S. Cellular

§  Smartphones sold, as a percent of total devices sold, increased to 39.6 percent from 15.8 percent.

§  Service revenues were $1,002.0 million, up 3 percent.

§  Postpaid ARPU (average revenue per unit) increased to $51.84 from $50.55.

§  Postpaid churn improved to 1.38 percent from 1.43 percent.

§  Operating income increased 61 percent to $102.4 million.

§  Net loss of 58,000 retail customers, reflecting loss of 41,000 postpaid customers and 17,000 prepaid customers; postpaid customers comprised 95 percent of retail customers.

§  Cell sites in service increased 5 percent to 7,770, of which 4,400 are owned towers.

 

TDS Telecom

§  Operating revenues remained stable at $198.9 million.

§  Operating income increased 5 percent to $25.9 million.

§  ILEC triple play bundle penetration of residential customers grew to 27 percent.

§  managedIP stations (ILEC and CLEC) grew to 35,300 from 19,700.

 

CHICAGO –Aug. 8, 2011Telephone and Data Systems, Inc. [NYSE:TDS, TDS.S] reported operating revenues of $1,279.6 million for the second quarter of 2011, an increase of 4 percent from $1,232.2 million in the comparable period one year ago. Net income attributable to TDS shareholders and related diluted earnings per share were $91.1 million and $0.87, respectively, for the second quarter of 2011, compared to $40.3 million and $0.38, respectively, in the comparable period one year ago.

 

 


 
 

“Attracting more new customers is a high priority for U.S. Cellular and TDS Telecom and we are devoting substantial effort to this challenge,” said LeRoy T. Carlson, Jr., TDS president and CEO. “Both companies are focused on improving and successfully executing marketing and sales strategies to compete more effectively.

 

“U.S. Cellular continued to raise average revenue per customer by increasing smartphone penetration and adoption of data plans. Profitability improved in the quarter, due to a strong increase in inbound roaming revenue and expense control, which helped to balance smartphone subsidies and promotional programs, with fewer gross additions contributing to lower sales and marketing experience.

 

“TDS Telecom had a solid quarter, with stable operating revenues and higher operating income. The company continued to grow ILEC data revenues through increases in hosted and managed services revenues and high-speed data customers. We broke ground on the first of 44 broadband expansion stimulus projects to bring high-speed Internet access to more customers in rural areas. TDS Telecom’s aggressive commercial sales strategy helped the company achieve a strong year-over-year increase in managedIP stations. And in early July, we expanded our hosted and managed services business significantly with the acquisition of OneNeck IT Services Corporation.

 

“As announced separately today, to simplify our capital structure, improve market liquidity and provide greater financial flexibility, TDS is proposing to reclassify its outstanding Special Common Shares into Common Shares on a one-for-one basis, while retaining the controlling shareholder vote. We will hold a special shareholder meeting later this year to vote on the proposed amendments.”

 

Second quarter transactions

U.S. Cellular paid $24.6 million in cash to purchase the remaining interest in a wireless business in which it previously held a non-controlling interest.  As a result, the company recorded a $13.4 million pre-tax gain on investments.

 

Additionally U.S. Cellular sold $342 million of 6.95 percent senior notes and redeemed $330 million of its 7.5 percent senior notes.  The redemption required U.S. Cellular to write-off $8.2 million of previously capitalized debt issuance costs related to the 7.5 percent senior notes.  The $8.2 million was recorded in interest expense. 

 

Also in the quarter, TDS redeemed $282.5 million of 7.6 percent Series A notes.  This redemption required TDS to write-off $7.2 million of previously capitalized debt issuance costs, which was recorded in interest expense.

 

Guidance for year ending Dec. 31, 2011

Guidance for the year ending Dec. 31, 2011 as of Aug. 8, 2011 is provided below, compared to the previous guidance provided on May 6, 2011.  TDS undertakes no duty to update such information, whether as a result of new information, future events, or otherwise.  There can be no assurance that final results will not differ materially from this guidance. 

 

U.S. Cellular

Current Estimates

Previous Estimates (1)

Service revenues

$4,000-$4,100 million

Unchanged

Operating income (3) (4)

$210-$285 million

$185-$285 million

Depreciation, amortization and accretion expenses, and losses on asset disposals and impairment of assets (3)

Approx. $590 million

Unchanged

Adjusted OIBDA (2) (4)

$800-$875 million

$775-$875 million

Capital expenditures (4)

$750-$800 million

Unchanged

TDS Telecom

Operating revenues

$800-$830 million

$780-$810 million

Operating income (3)

$85-$115 million

$75-$105 million

Depreciation, amortization and accretion expenses, and losses on asset disposals and impairment of assets (3)

Approx. $185 million

Unchanged

Adjusted OIBDA (2)

$270-$300 million

$260-$290 million

Capital expenditures (5)

$175-$200 million

Unchanged

 


(1)   The 2011 Estimated Results as disclosed in the TDS Quarterly Report on Form 10-Q for the period ended March 31, 2011.

(2)   Adjusted OIBDA is defined as operating income excluding the effects of: depreciation, amortization and accretion (OIBDA); the net gain or loss on asset disposals (if any); and the loss on impairment of assets (if any). This measure also may be commonly referred to by management as operating cash flow. This measure should not be confused with cash flows from operating activities, which is a component of the consolidated statement of cash flows.

(3)   The 2011 Estimated Results do not include any estimate for losses on impairment of assets since these cannot be predicted.

(4)   This guidance is based on U.S. Cellular’s current plans, which include a multi-year deployment of Long-term Evolution (“LTE”) technology commencing in 2011.  As customer demand for data services increases, and competitive conditions in the wireless industry evolve, such as the rate of deployment of LTE technology by other carriers, the timing of U.S. Cellular’s deployment of LTE and the timing of other capital expenditures to support data usage could change. These factors could affect U.S. Cellular’s estimated capital expenditures and operating expenses in 2011.

(5)   The capital expenditure guidance does not include federal grants of $105.1 million awarded to TDS Telecom through the Broadband Stimulus program under the American Recovery and Reinvestment Act for 44 projects to be completed between 2011and 2013.

 

2


 

 

Stock repurchase summary

The following represents repurchases of TDS Common Shares and TDS Special Common Shares.

 

Repurchase Period

# Shares

Cost (in millions)

2011 (second quarter)

340,965

$

9.9

2011 (first quarter)

407,281

$

11.6

2010 (full year)

2,394,476

$

68.1

2009 (full year)

6,374,741

$

176.6

2008 (full year)

5,861,822

$

199.6

Total

15,379,285

$

465.8

 

Conference call information

TDS will hold a conference call on Aug. 8, 2011 at 7:30 a.m. CDT.

§  Access the live call on the Investor Relations page of www.teldta.com  or at http://www.videonewswire.com/event.asp?id=81248.

§  Access the call by phone at 877/407-8029 (US/Canada), no pass code required

 

Before the call, certain financial and statistical information to be discussed during the call will be posted to the Investor Relations page of www.teldta.com. The call will be archived on the Conference Calls page of www.teldta.com

 

About TDS

Telephone and Data Systems, Inc. (TDS), a Fortune 500® company, provides wireless, local and long-distance telephone, and broadband services to approximately 7.1 million customers in 36 states through its business units, U.S. Cellular (wireless) and TDS Telecom (wireline). Founded in 1969 and headquartered in Chicago, TDS employed 12,300 people as of June 30, 2011.

 

Visit www.teldta.com  for comprehensive financial information, including earnings releases, quarterly and annual filings, shareholder information and more.

  

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company’s plans, beliefs, estimates and expectations. These statements are based on current estimates, projections and assumptions, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: the ability of the company to successfully grow its markets; the overall economy; competition; the access to and pricing of unbundled network elements; the ability to obtain or maintain roaming arrangements with other carriers; the state and federal telecommunications regulatory environment; the value of assets and investments; adverse changes in the ratings afforded TDS and U.S. Cellular debt securities by accredited ratings organizations; industry consolidation; advances in telecommunications technology; uncertainty of access to the capital markets; pending and future litigation; changes in income tax rates, laws, regulations or rulings; acquisitions/divestitures of properties and/or licenses; and changes in customer growth rates, average monthly revenue per unit, churn rates, roaming revenue and terms, the availability of handset devices, or the mix of products and services offered by U.S. Cellular and TDS Telecom. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K used by TDS to furnish this press release to the SEC, which are incorporated by reference herein.

 

For more information about TDS and its subsidiaries, visit:

TDS: www.teldta.com                                                                          

U.S. Cellular: www.uscellular.com 

TDS Telecom: www.tdstelecom.com     

                           

                                                                                             

3


 
 

United States Cellular Corporation

Summary Operating Data (Unaudited)

Quarter Ended

6/30/2011

3/31/2011

12/31/2010

9/30/2010

6/30/2010

Total population

Consolidated markets (1)

91,204,000

91,090,000

90,468,000

90,468,000

90,468,000

Consolidated operating markets (1)

46,888,000

46,774,000

46,546,000

46,546,000

46,546,000

Market penetration at end of period

Consolidated markets (2)

6.5

%

6.6

%

6.7

%

6.7

%

6.8

%

Consolidated operating markets (2)

12.7

%

12.9

%

13.0

%

13.1

%

13.2

%

All customers

Total at end of period

5,968,000

6,033,000

6,072,000

6,103,000

6,144,000

Gross additions

257,000

293,000

327,000

338,000

349,000

Net additions (losses)

(70,000

)

(39,000

)

(31,000

)

(41,000

)

(3,000

)

Smartphones sold as a percent of

total devices sold (3)

39.6

%

42.5

%

39.6

%

23.6

%

15.8

%

Retail customers

Total at end of period

5,644,000

5,698,000

5,729,000

5,750,000

5,775,000

Smartphone penetration (3) (4)

23.0

%

20.2

%

16.6

%

12.0

%

10.1

%

Gross additions

226,000

256,000

292,000

301,000

307,000

Net retail additions (losses) (5)

(58,000

)

(31,000

)

(21,000

)

(25,000

)

7,000

Net postpaid additions (losses)

(41,000

)

(22,000

)

(10,000

)

(25,000

)

(22,000

)

Net prepaid additions (losses)

(17,000

)

(9,000

)

(11,000

)

29,000

Service revenue components (000s)

Retail service

$

868,630

$

864,602

$

864,905

$

865,766

$

863,836

Inbound roaming

82,760

64,386

67,545

72,901

60,902

Other

 

50,640

 

 

56,125

 

 

59,464

 

 

44,836

 

 

47,838

 

Total service revenues (000s)

$

1,002,030

$

985,113

$

991,914

$

983,503

$

972,576

Total ARPU (6)

$

55.69

$

54.29

$

54.37

$

53.53

$

52.71

Billed ARPU (7)

$

48.27

$

47.65

$

47.41

$

47.12

$

46.81

Postpaid ARPU (8)

$

51.84

$

51.21

$

50.99

$

50.82

$

50.55

Postpaid churn rate (9)

1.4

%

1.4

%

1.5

%

1.6

%

1.4

%

Capital expenditures (000s)

$

162,100

$

95,900

$

203,400

$

124,700

$

133,500

Cell sites in service

7,770

7,663

7,645

7,524

7,416

 


(1)    Used only to calculate market penetration of consolidated markets and consolidated operating markets, respectively.  See footnote (2) below.

(2)    Market Penetration is calculated by dividing the number of wireless customers at the end of the period by the total population of consolidated markets and consolidated operating markets, respectively, as estimated by Claritas.

(3)    Smartphones represent wireless devices which run on a Blackberry®, Windows Mobile, or Android operating system.

(4)    Smartphone penetration is calculated by dividing postpaid customers on smartphone service plans by total postpaid customers.

(5)    Includes net postpaid additions (losses) and net prepaid additions (losses).

(6)    Total ARPU - Average monthly service revenue per customer includes retail service, inbound roaming and other service revenues and is calculated by dividing total service revenues by the number of months in the period and by the average total customers during the period.

(7)    Billed ARPU - Average monthly billed revenue per customer is calculated by dividing total retail service revenues by the number of months in the period and by the average total customers during the period. Retail service revenues include revenues attributable to postpaid, prepaid and reseller customers.

(8)    Postpaid ARPU - Average monthly revenue per postpaid customer is calculated by dividing total retail service revenues from postpaid customers by the number of months in the period and by the average postpaid customers during the period.

(9)    Represents the percentage of the retail postpaid customer base that disconnects service each month. This amount represents the average postpaid churn rate for each respective quarterly period.

 

 

4


 
 

TDS Telecom

Summary Operating Data (Unaudited)

Quarter Ended

6/30/2011

3/31/2011

12/31/2010

9/30/2010

6/30/2010

TDS Telecom

ILEC:

Equivalent access lines (1)

764,600

765,300

767,200

773,800

779,200

Physical access lines (2)

496,300

501,200

507,700

517,000

525,000

High-speed data customers (3)

235,600

231,800

227,700

225,400

223,200

Long-distance customers

373,200

370,600

370,100

370,800

369,100

managedIP stations (4)

5,100

4,300

3,600

3,100

2,700

Capital expenditures (000s)

$

39,100

$

22,100

$

55,700

$

33,000

$

28,200

CLEC:

Equivalent access lines (1)

328,700

331,000

335,400

338,700

343,100

High-speed data customers (3)

31,500

32,300

33,100

33,900

35,000

managedIP stations (4)

30,200

27,200

23,800

20,300

17,000

Capital expenditures (000s)

$

6,200

$

4,200

$

6,200

$

5,500

$

5,400

 


(1)     Sum of physical access lines and high-capacity data lines, adjusted to estimate the equivalent number of physical access lines in terms of capacity, plus the number of managedIP stations.

(2)    Individual circuits connecting customers to a telephone company’s central office facilities.

(3)    The number of customers provided high-capacity data circuits via various technologies, including DSL, managedIP and dedicated Internet circuit technologies.

(4)    The number of telephone handsets providing communications using packet networking technology.

 

 

5


 
 

Telephone and Data Systems, Inc.

Consolidated Statement of Operations Highlights

Three Months Ended June 30,

(Unaudited, dollars and shares in thousands, except per share amounts)

Increase/ (Decrease)

2011

2010

Amount

Percent

Operating revenues

U.S. Cellular

$

1,076,182

$

1,029,893

$

46,289

4

%

TDS Telecom

198,896

199,206

(310

)

All Other (1)

 

4,562

 

 

3,120

 

 

1,442

 

46

%

 

1,279,640

 

 

1,232,219

 

 

47,421

 

4

%

Operating expenses

U.S. Cellular

Expenses excluding depreciation, amortization and accretion

822,587

820,684

1,903

Depreciation, amortization and accretion

148,283

144,455

3,828

3

%

Loss on asset disposals, net

 

2,922

 

 

1,250

 

 

1,672

 

>100

%

 

973,792

 

 

966,389

 

 

7,403

 

1

%

TDS Telecom

Expenses excluding depreciation, amortization and accretion

128,846

131,565

(2,719

)

(2

%)

Depreciation, amortization and accretion

43,843

43,149

694

2

%

(Gain) Loss on asset disposals, net

 

317

 

 

(68

)

 

385

 

>100

%

 

173,006

 

 

174,646

 

 

(1,640

)

(1

%)

All Other (1)

Expenses excluding depreciation and amortization

4,569

2,117

2,452

>100

%

Depreciation and amortization

2,625

2,654

(29

)

(1

%)

(Gain) Loss on asset disposals, net

 

(1

)

 

32

 

 

(33

)

>(100

%)

 

7,193

 

 

4,803

 

 

2,390

 

50

%

Total operating expenses

 

1,153,991

 

 

1,145,838

 

 

8,153

 

1

%

Operating income (loss)

U.S. Cellular

102,390

63,504

38,886

61

%

TDS Telecom

25,890

24,560

1,330

5

%

All Other (1)

 

(2,631

)

 

(1,683

)

 

(948

)

(56

%)

 

125,649

 

 

86,381

 

 

39,268

 

45

%

Investment and other income (expense)

Equity in earnings of unconsolidated entities

22,590

25,997

(3,407

)

(13

%)

Interest and dividend income

2,093

2,674

(581

)

(22

%)

Gain on investment

13,373

— 

13,373

N/M

Interest expense

(45,417

)

(29,265

)

(16,152

)

(55

%)

Other, net

 

1,306

 

 

(1,929

)

 

3,235

 

>100

%

Total investment and other income (expense)

 

(6,055

)

 

(2,523

)

 

(3,532

)

>(100

%)

Income before income taxes

119,594

83,858

35,736

43

%

Income tax expense

 

10,916

 

 

31,469

 

 

(20,553

)

(65

%)

Net income

108,678

52,389

56,289

>100

%

Less: Net income attributable to noncontrolling interests, net of tax

 

(17,615

)

 

(12,102

)

 

(5,513

)

(46

%)

Net income attributable to TDS shareholders

91,063

40,287

50,776

>100

%

Preferred dividend requirement

 

(12

)

 

(12

)

 

 

Net income available to common shareholders

$

91,051

 

$

40,275

 

$

50,776

 

>100

%

Basic weighted average shares outstanding

103,509

105,520

(2,011

)

(2

%)

Basic earnings per share attributable to TDS shareholders

$

0.88

$

0.38

$

0.50

>100

%

Diluted weighted average shares outstanding

104,062

105,907

(1,845

)

(2

%)

Diluted earnings per share attributable to TDS shareholders

$

0.87

$

0.38

$

0.49

>100

%

 


(1)   Consists of Suttle Straus printing and distribution operations, corporate operations and intercompany eliminations.

 

N/M – Percentage change not meaningful

 

 

6


 
   

Telephone and Data Systems, Inc.

Consolidated Statement of Operations Highlights

Six Months Ended June 30,

(Unaudited, dollars and shares in thousands, except per share amounts)

Increase/ (Decrease)

2011

2010

Amount

Percent

Operating revenues

U.S. Cellular

$

2,133,274

$

2,053,750

$

79,524

4

%

TDS Telecom

397,812

394,711

3,101

1

%

All Other (1)

 

7,235

 

 

6,193

 

 

1,042

 

17

%

 

2,538,321

 

 

2,454,654

 

 

83,667

 

3

%

Operating expenses

U.S. Cellular

Expenses excluding depreciation, amortization and accretion

1,676,554

1,618,508

58,046

4

%

Depreciation, amortization and accretion

293,328

287,688

5,640

2

%

Loss on asset disposals, net

 

3,959

 

 

6,426

 

 

(2,467

)

(38

%)

 

1,973,841

 

 

1,912,622

 

 

61,219

 

3

%

TDS Telecom

Expenses excluding depreciation, amortization and accretion

250,615

257,430

(6,815

)

(3

%)

Depreciation, amortization and accretion

88,680

86,572

2,108

2

%

Loss on asset disposals, net

 

421

 

 

277

 

 

144

 

52

%

 

339,716

 

 

344,279

 

 

(4,563

)

(1

%)

All Other (1)

Expenses excluding depreciation and amortization

6,685

4,047

2,638

65

%

Depreciation and amortization

5,261

5,387

(126

)

(2

%)

(Gain) Loss on asset disposals, net

 

1

 

 

(58

)

 

59

 

>100

%

 

11,947

 

 

9,376

 

 

2,571

 

27

%

Total operating expenses

 

2,325,504

 

 

2,266,277

 

 

59,227

 

3

%

Operating income (loss)

U.S. Cellular

159,433

141,128

18,305

13

%

TDS Telecom

58,096

50,432

7,664

15

%

All Other (1)

 

(4,712

)

 

(3,183

)

 

(1,529

)

(48

%)

 

212,817

 

 

188,377

 

 

24,440

 

13

%

Investment and other income (expense)

Equity in earnings of unconsolidated entities

41,978

50,900

(8,922

)

(18

%)

Interest and dividend income

4,717

5,115

(398

)

(8

%)

Gain on investment

13,373

13,373

N/M

Interest expense

(73,516

)

(58,223

)

(15,293

)

(26

%)

Other, net

 

1,386

 

 

(2,119

)

 

3,505

 

>100

%

Total investment and other income (expense)

 

(12,062

)

 

(4,327

)

 

(7,735

)

>(100

%)

Income before income taxes

200,755

184,050

16,705

9

%

Income tax expense

 

39,833

 

 

69,392

 

 

(29,559

)

(43

%)

Net income

160,922

114,658

46,264

40

%

Less: Net income attributable to noncontrolling interests, net of tax

 

(28,237

)

 

(25,957

)

 

(2,280

)

(9

%)

Net income attributable to TDS shareholders

132,685

88,701

43,984

50

%

Preferred dividend requirement

 

(25

)

 

(25

)

 

 

Net income available to common shareholders

$

132,660

 

$

88,676

 

$

43,984

 

50

%

Basic weighted average shares outstanding

103,765

105,728

(1,963

)

(2

%)

Basic earnings per share attributable to TDS shareholders

$

1.28

$

0.84

$

0.44

52

%

Diluted weighted average shares outstanding

104,301

106,071

(1,770

)

(2

%)

Diluted earnings per share attributable to TDS shareholders

$

1.27

$

0.83

$

0.44

53

%

 


(1)     Consists of Suttle Straus printing and distribution operations, corporate operations and intercompany eliminations.

 

N/M – Percentage change not meaningful

 

 

7


 
 

Telephone and Data Systems, Inc.

Consolidated Balance Sheet Highlights

(Unaudited, dollars in thousands)

ASSETS

June 30,

December 31,

2011

2010

Current assets

Cash and cash equivalents

$

584,436

$

368,134

Short-term investments

270,896

402,882

Accounts receivable from customers and others

519,102

512,946

Inventory

165,156

116,330

Net deferred income tax asset

47,970

37,079

Prepaid expenses

89,997

76,935

Income taxes receivable

63,978

64,386

Other current assets

17,390

17,384

1,758,925

1,596,076

Assets held for sale

53,910

Investments

Licenses

1,462,926

1,460,126

Goodwill

728,455

728,455

Other intangible assets

26,316

30,810

Investments in unconsolidated entities

177,963

197,922

Long-term investments

90,900

102,185

Other investments

8,701

8,988

2,495,261

2,528,486

Property, plant and equipment, net

U.S. Cellular

2,582,045

2,615,072

TDS Telecom

897,117

909,951

Other

38,776

33,311

3,517,938

3,558,334

Other assets and deferred charges

94,874

79,623

Total assets

$

7,920,908

$

7,762,519

 

 

8


 
 

Telephone and Data Systems, Inc.

Consolidated Balance Sheet Highlights

(Unaudited, dollars in thousands)

LIABILITIES AND EQUITY

June 30,

December 31,

2011

2010

Current liabilities

Current portion of long-term debt

$

1,919

$

1,711

Accounts payable

344,026

344,355

Customer deposits and deferred revenues

194,381

171,781

Accrued interest

5,546

2,718

Accrued taxes

44,830

46,110

Accrued compensation

75,912

99,020

Other current liabilities

97,122

144,938

763,736

810,633

Liabilities held for sale

871

Deferred liabilities and credits

Net deferred income tax liability

688,311

585,468

Other deferred liabilities and credits

402,143

404,892

Long-term debt

1,530,369

1,499,862

Noncontrolling interests with redemption features

863

855

Equity

TDS shareholders’ equity

Series A Common, Special Common and Common Shares, par value $.01

1,270

1,270

Capital in excess of par value

2,108,280

2,107,929

Special Common and Common Treasury shares, at cost

(756,284

)

(738,695

)

Accumulated other comprehensive loss

(2,972

)

(3,208

)

Retained earnings

2,553,863

2,446,626

Total TDS shareholders’ equity

3,904,157

3,813,922

Preferred shares

830

830

Noncontrolling interests

629,628

646,057

Total equity

4,534,615

4,460,809

Total liabilities and equity

$

7,920,908

$

7,762,519

 

 

9


 
 

Balance Sheet Highlights

June 30, 2011

(Unaudited, dollars in thousands)

U.S.

TDS

TDS Corporate

Intercompany

TDS

Cellular

Telecom

& Other

Eliminations

Consolidated

Cash and cash equivalents

$

428,625

$

5,028

$

150,783

$

$

584,436

Affiliated cash investments

423,931

(423,931

)

Short-term investments

96,085

73,990

100,821

270,896

$

524,710

$

502,949

$

251,604

$

(423,931

)

$

855,332

Licenses, goodwill and other intangible assets

$

1,950,174

$

462,228

$

(194,705

)

$

$

2,217,697

Investment in unconsolidated entities

142,377

3,806

41,102

(9,322

)

177,963

Long-term and other investments

44,323

1,327

53,951

99,601

$

2,136,874

$

467,361

$

(99,652

)

$

(9,322

)

$

2,495,261

Property, plant and equipment, net

$

2,582,045

$

897,117

$

38,776

$

$

3,517,938

Long-term debt:

Current portion

$

101

$

237

$

1,581

$

$

1,919

Non-current portion

880,300

1,887

648,182

1,530,369

Total

$

880,401

$

2,124

$

649,763

$

$

1,532,288

Preferred shares

$

$

$

830

$

$

830

 

 

10


 
 

Telephone and Data Systems, Inc.

Schedule of Cash and Cash Equivalents and Investments

(Unaudited, dollars in thousands)

 

The following table presents TDS’ cash and cash equivalents and investments at June 30, 2011 and December 31, 2010.

 

June 30,

December 31,

2011

2010

Cash and cash equivalents

$

584,436

$

368,134

Amounts included in short-term investments (1) (2)

Government-backed securities (3)

196,656

305,612

Certificates of deposit

 

74,240

 

97,270

$

270,896

$

402,882

Amounts included in long-term investments (1) (4)

Government-backed securities (3)

$

90,900

$

102,185

 


(1)     Designated as held-to-maturity investments and recorded at amortized cost on the consolidated balance sheet.

(2)     Maturities are less than twelve months from the respective balance sheet dates.

(3)     Includes U.S. treasuries and corporate notes that are guaranteed under the FDIC’s Temporary Liquidity Guarantee Program.

(4)     At June 30, 2011, maturities range between 12 and 24 months from the balance sheet date.

 

 

11


 
 

Telephone and Data Systems, Inc.

Consolidated Statement of Cash Flows

Six Months Ended June 30,

(Unaudited, dollars in thousands)

2011

2010

Cash flows from operating activities

Net income

$

160,922

$

114,658

Add (deduct) adjustments to reconcile net income to net cash flows from operating activities

Depreciation, amortization and accretion

387,269

379,647

Bad debts expense

29,906

39,633

Stock-based compensation expense

18,913

16,743

Deferred income taxes, net

79,637

(28,881

)

Equity in earnings of unconsolidated entities

(41,978

)

(50,900

)

Distributions from unconsolidated entities

47,375

48,740

Loss on asset disposals, net

4,381

6,645

Gain on investment

(13,373

)

Noncash interest expense

17,147

2,715

Other operating activities

1,070

666

Changes in assets and liabilities from operations

Accounts receivable

(37,819

)

(20,985

)

Inventory

(48,826

)

32,177

Accounts payable

(448

)

(35,572

)

Customer deposits and deferred revenues

22,600

4,217

Accrued taxes

(2,345

)

24,209

Accrued interest

2,945

102

Other assets and liabilities

(89,713

)

(31,468

)

537,663

502,346

Cash flows from investing activities

Additions to property, plant and equipment

(338,711

)

(317,950

)

Cash paid for acquisitions and licenses

(22,167

)

(28,264

)

Cash paid for investments

(71,000

)

(385,000

)

Cash received for investments

213,030

15,661

Other investing activities

(816

)

1,479

(219,664

)

(714,074

)

Cash flows from financing activities

Repayment of long-term debt

(613,387

)

(1,280

)

Issuance of long-term debt

643,700

TDS Common Shares and Special Common Shares reissued for benefit plans, net of tax payments

1,055

845

U.S. Cellular Common Shares reissued for benefit plans, net of tax payments

1,264

144

Repurchase of TDS Common and Special Common Shares

(21,500

)

(31,092

)

Repurchase of U.S. Cellular Common Shares

(62,308

)

(21,423

)

Dividends paid

(24,343

)

(23,732

)

Payment of debt issuance costs

(21,191

)

Distributions to noncontrolling interests

(1,377

)

(4,314)

Other financing activities

2,077

65

(96,010

)

(80,787

)

Cash classified as held for sale

(5,687

)

Net increase (decrease) in cash and cash equivalents

216,302

(292,515

)

Cash and cash equivalents

Beginning of period

368,134

670,992

End of period

$

584,436

$

378,477

 

 

12


 
 

TDS Telecom Highlights

Three Months Ended June 30,

(Unaudited, dollars in thousands)

Increase (Decrease)

2011

2010

Amount

Percent

Local Telephone Operations

Operating revenues

Voice

$

42,916

$

45,738

$

(2,822

)

(6

%)

Data

36,998

31,993

5,005

16

%

Network access

66,320

66,951

(631

)

(1

%)

Miscellaneous

9,772

9,576

196

2

%

156,006

154,258

1,748

1

%

Operating expenses

Cost of services and products

49,839

49,302

537

1

%

Selling, general and administrative expenses

42,597

44,167

(1,570

)

(4

%)

Depreciation, amortization and accretion

38,404

36,847

1,557

4

%

Loss on asset disposals, net

270

(228

)

498

>100

%

131,110

130,088

1,022

1

%

Operating income

$

24,896

$

24,170

$

726

3

%

Competitive Local Exchange Carrier Operations

Revenues

$

45,596

$

47,325

$

(1,729

)

(4

%)

Expenses (excluding Depreciation, amortization and accretion)

39,116

40,473

(1,357

)

(3

%)

Depreciation, amortization and accretion

5,439

6,302

(863

)

(14

%)

Loss on asset disposals, net

47

160

(113

)

(71

%)

44,602

46,935

(2,333

)

(5

%)

Operating income

$

994

$

390

$

604

>100

%

Intercompany revenues

$

(2,706

)

$

(2,377

)

$

(329

)

(14

%)

Intercompany expenses

(2,706

)

(2,377

)

(329

)

(14

%)

Total TDS Telecom operating income

$

25,890

$

24,560

$

1,330

5

%

 

 

13


 
 

TDS Telecom Highlights

Six Months Ended June 30,

(Unaudited, dollars in thousands)

Increase (Decrease)

2011

2010

Amount

Percent

Local Telephone Operations

Operating revenues

Voice

$

86,086

$

90,296

$

(4,210

)

(5

%)

Data

73,150

60,291

12,859

21

%

Network access

132,492

134,893

(2,401

)

(2

%)

Miscellaneous

20,094

18,934

1,160

6

%

311,822

304,414

7,408

2

%

Operating expenses

Cost of services and products

97,523

95,794

1,729

2

%

Selling, general and administrative expenses

80,790

85,904

(5,114

)

(6

%)

Depreciation, amortization and accretion

77,751

73,905

3,846

5

%

Loss on asset disposals, net

343

32

311

>100

%

256,407

255,635

772

Operating income

$

55,415

$

48,779

$

6,636

14

%

Competitive Local Exchange Carrier Operations

Revenues

$

90,924

$

95,068

$

(4,144

)

(4

%)

Expenses (excluding Depreciation amortization and accretion)

77,236

80,503

(3,267

)

(4

%)

Depreciation, amortization and accretion

10,929

12,667

(1,738

)

(14

%)

Loss on asset disposals, net

78

245

(167

)

(68

%)

88,243

93,415

(5,172

)

(6

%)

Operating income

$

2,681

$

1,653

$

1,028

62

%

Intercompany revenues

$

(4,934

)

$

(4,771

)

$

(163

)

(3

%)

Intercompany expenses

(4,934

)

(4,771

)

(163

)

(3

%)

Total TDS Telecom operating income

$

58,096

$

50,432

$

7,664

15

%

 

 

14


 

Telephone and Data Systems, Inc.
Financial Measures and Reconciliation
(Unaudited, dollars in thousands)

Three Months Ended June 30, 2011   U.S. Cellular   TDS Telecom (1)   All Other (2)   Consolidated
Total
Operating revenues   $ 1,076,182     $ 198,896     $ 4,562     $ 1,279,640  
Deduct:
  U.S. Cellular equipment sales revenue     74,152      
  Service revenues     1,002,030      
 
Operating income (loss)     102,390       25,890       (2,631 )     125,649  
Add (Deduct):

 

Depreciation, amortization and accretion     148,283       43,843       2,625       194,751  
  Loss on impairment of intangible assets    

     

     

     

 
  (Gain) Loss on asset disposals     2,922       317       (1 )     3,238  
    Adjusted OIBDA (3)   $ 253,595     $ 70,050     $ (7 )   $ 323,638  
 
    Adjusted OIBDA margin (4)     25.3 %     35.2 %    
 
Three Months Ended June 30, 2010   U.S. Cellular   TDS Telecom (1)   All Other (2)   Consolidated
Total
Operating revenues   $ 1,029,893     $ 199,206     $ 3,120     $ 1,232,219  
Deduct:
  U.S. Cellular equipment sales revenue     57,317    
    Service revenues     972,576    
 
Operating income (loss)     63,504       24,560       (1,683 )     86,381  
Add (Deduct):
  Depreciation, amortization and accretion     144,455       43,149       2,654       190,258  
  Loss on impairment of intangible assets    

     

     

     

 
  (Gain) Loss on asset disposals     1,250       (68 )     32       1,214  
    Adjusted OIBDA (3)   $ 209,209     $ 67,641     $ 1,003      $ 277,853  
 
    Adjusted OIBDA margin (4)     21.5 %     34.0 %    
 
  TDS Consolidated  
Three Months Ended June 30,   2011   2010  
Cash flows from operating activities   $ 275,873     $ 291,686    
Deduct:  
  Capital expenditures     211,248       171,328    
    Free cash flow (5)   $ 64,625     $ 120,358    

 

 

15


 

 

Telephone and Data Systems, Inc.
Financial Measures and Reconciliation
(Unaudited, dollars in thousands)

Six Months Ended June 30, 2011   U.S. Cellular   TDS Telecom (1)   All Other (2)   Consolidated
Total
Operating revenues   $ 2,133,274     $ 397,812     $ 7,235     $ 2,538,321  
Deduct:
  U.S. Cellular equipment sales revenue     146,131      
  Service revenues     1,987,143      
 
Operating income (loss)     159,433       58,096       (4,712 )     212,817  
Add (Deduct):

 

Depreciation, amortization and accretion     293,328       88,680       5,261       387,269  
  Loss on impairment of intangible assets    

     

     

     

 
  Loss on asset disposals     3,959       421       1       4,381  
    Adjusted OIBDA (3)   $ 456,720     $ 147,197     $ 550     $ 604,467  
 
    Adjusted OIBDA margin (4)     23.0 %     37.0 %    
 
Six Months Ended June 30, 2010   U.S. Cellular   TDS Telecom (1)   All Other (2)   Consolidated
Total
Operating revenues   $ 2,053,750     $ 394,711     $ 6,193     $ 2,454,654  
Deduct:
  U.S. Cellular equipment sales revenue     116,166    
    Service revenues     1,937,584    
 
Operating income (loss)     141,128       50,432       (3,183 )     188,377  
Add (Deduct):
  Depreciation, amortization and accretion     287,688       86,572       5,387       379,647  
  Loss on impairment of intangible assets    

     

     

     

 
  (Gain) Loss on asset disposals     6,426       277       (58     6,645  
    Adjusted OIBDA (3)   $ 435,242     $ 137,281     $ 2,146      $ 574,669  
 
    Adjusted OIBDA margin (4)     22.5 %     34.8 %    
 
  TDS Consolidated  
Six Months Ended June 30,   2011   2010  
Cash flows from operating activities   $ 537,663     $ 502,346    
Deduct:  
  Capital expenditures     338,711       317,950    
    Free cash flow (5)   $ 198,952     $ 184,396    


(1)   Includes ILEC and CLEC intercompany eliminations.

(2)   Consists of a non-reportable segment (Suttle-Straus), corporate operations and, intercompany eliminations between U.S. Cellular, TDS Telecom and corporate investments. Amounts in this column are presented only to reconcile to consolidated totals and may not otherwise be meaningful.

(3)   Adjusted OIBDA is a segment measure reported to the chief operating decision maker for purposes of making decisions about allocating resources to the segments and assessing their performance.  Adjusted OIBDA is defined as operating income excluding the effects of: depreciation, amortization and accretion (OIBDA); the net gain or loss on asset disposals (if any); and the loss on impairment of assets (if any).  This measure also may be commonly referred to by management as operating cash flow.  This measure should not be confused with Cash flows from operating activities, which is a component of the Consolidated Statement of Cash flows. Adjusted OIBDA excludes the net gain or loss on asset disposals and loss on impairment of assets, if any, in order to show operating results on a more comparable basis from period to period. TDS does not intend to imply that any of such amounts that are excluded are non-recurring, infrequent or unusual, and accordingly, they may be incurred in the future. TDS believes this measure provides useful information to investors regarding TDS' financial condition and results of operations because it highlights certain key cash and non-cash items and their impacts on cash flows from operating activities.

(4)   Adjusted OIBDA margin is defined as adjusted OIBDA divided by service revenues (U.S. Cellular) and operating revenues (TDS Telecom).  Equipment revenues are excluded from the denominator of the U.S. Cellular calculation since equipment is generally sold at a net loss, and such net loss is included in adjusted OIBDA as a cost of earning service revenues for purposes of assessing business results. TDS believes that this calculation method is consistent with the method used by certain investors to assess U.S. Cellular’s business results.  Adjusted OIBDA margin may also be commonly referred to by management as operating cash flow margin.

(5)   Free cash flow is defined as cash flows from operating activities minus capital expenditures. Free cash flow is a non-GAAP financial measure.  TDS believes that free cash flow as reported by TDS may be useful to investors and other users of its financial information in evaluating the amount of cash generated by business operations, after consideration of capital expenditures.

 

 

16