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8-K - 8-K - NTELOS HOLDINGS CORP.ntls-12312014x8k.htm
EX-99.2 - EXHIBIT 99.2 - NTELOS HOLDINGS CORP.ntls4q14earningspresenta.htm


Exhibit 99.1

Investor Relations Contacts:

Jeffrey Goldberger / Brad Nelson
KCSA Strategic Communications
P: 212-896-1249 / 212-896-1217
Email: jgoldberger@kcsa.com / bnelson@kcsa.com

NTELOS Holdings Corp. Reports Fourth Quarter and Year-End 2014 Results

-FY 2014 Adjusted EBITDA of $132 Million
-Fourth Quarter Revenues Up 5% over Prior Year; Western Markets up 9%
-Launched Apple iPad in January

WAYNESBORO, Va. - February 26, 2015 - NTELOS Holdings Corp. (NASDAQ: NTLS) (the “Company”) announced today operating and financial results for its fourth quarter and year ended December 31, 2014. These results supplement the preliminary information released on January 20, 2015.

On December 2, 2014, nTelos announced a strategic refocus of its business operations on its Western Markets (West Virginia and western Virginia), where it has experienced strong operating performance, has a favorable competitive position for its branded retail offering and benefits operationally and financially from its Strategic Network Alliance ("SNA") with Sprint. nTelos is currently in the process of winding down its operations in its Eastern Markets, which it expects to complete by November 15, 2015.

“During the fourth quarter, nTelos simultaneously took actions to enhance our competitive position in the Western Markets and to begin an orderly wind down of operations in our Eastern Markets,” said Michael A. Huber, Chairman of the Board of NTELOS Holdings Corp. “The successful closing of the first installment of our towers sale demonstrates that we are executing on our strategic objectives and adding liquidity to our already solid balance sheet. The Board is confident that nTelos can thrive in its Western Markets and in the process enhance value for shareholders.”

Rod Dir, Chief Executive Officer, added: “nTelos continues to demonstrate why we remain ‘the best value in wireless’ by offering more options for our customers and a more rewarding network experience. Our expanded 4G LTE coverage is providing subscribers with faster speeds across our comprehensive device lineup, which now includes the Apple iPad. We continue to work diligently to attract new customers looking for exceptional savings, simplicity and service.”

Recent Financial and Operational Highlights

Revenues were $128.3 million for the fourth quarter 2014, a 5% increase compared to $121.8 million for the fourth quarter 2013. Revenues for the year 2014 were $487.8 million, compared to $491.9 million for the year 2013;

Adjusted EBITDA was $31.4 million for the fourth quarter 2014, compared to $26.7 million for the fourth quarter 2013. Consolidated Adjusted EBITDA for the year 2014 was $132.4 million, compared to $150.9 million for the year 2013; and

Closed on first installment of previously announced towers sale, divesting 85 towers for gross proceeds of approximately $35.0 million.

Western Markets Proforma Fourth Quarter and Full Year 2014 Financial Highlights

Western Markets Proforma revenues increased to $96.7 million for the fourth quarter 2014, a 9% increase compared to $88.6 million for the fourth quarter 2013. Western Markets Proforma revenues for the year 2014 were $360.1 million, compared to $359.8 million for the year 2013; and


1



Western Markets Proforma Adjusted EBITDA was $30.2 million for the fourth quarter 2014, compared to $27.5 million for the fourth quarter 2013. Western Markets Proforma Adjusted EBITDA for the year 2014 was $129.7 million, compared to $145.7 million for the year 2013.

Western Markets Subscriber Update (previously released on January 20, 2015)

Total Subscribers

Total subscribers were 282,100 as of December 31, 2014, compared to 277,100 for the third quarter 2014 and 273,600 for the fourth quarter 2013;

Total subscriber gross additions for the fourth quarter 2014 were 28,300, compared to 24,600 for the third quarter 2014 and 29,200 for the same period of 2013. Total subscriber net additions for the fourth quarter 2014 were 5,000, compared to 3,100 for the third quarter 2014 and 7,300 for the same period of 2013; and

Total subscriber gross additions for the year 2014 were 100,400 compared to 97,600 for the year 2013. Total subscriber net additions for the year 2014 were 14,600, compared to 19,000 for the year 2013.

Postpay Subscribers

Postpay subscriber gross additions for the fourth quarter 2014 were 18,600, compared to 15,500 for the third quarter 2014 and 20,600 for the fourth quarter 2013;

Net postpay subscriber additions were 4,700 for the fourth quarter 2014, compared to 3,000 for the third quarter 2014 and 7,800 for the fourth quarter 2013;

Postpay churn for the fourth quarter 2014 was 2.2%, compared to 2.1% for the same period of 2013;

ARPA was $132.12 for the fourth quarter 2014, compared to $136.49 for the same period of 2013; and

As of December 31, 2014, total postpay subscribers were 220,100.

Prepay Subscribers

Prepay subscriber gross additions for the fourth quarter 2014 were 9,700, compared to 9,100 for the third quarter 2014 and 8,600 for the fourth quarter 2013;

Net prepay subscriber additions (losses) were 300 for the fourth quarter 2014, compared to 100 for the third quarter 2014 and (500) for the fourth quarter 2013;

Prepay churn for the fourth quarter 2014 was 5.0%, compared to 4.6% for the fourth quarter 2013; and

As of December 31, 2014, total prepay subscribers were 62,000.

Net Income

Net income (loss) after net income attributable to noncontrolling interests was $(53.6) million, or $(2.54) per basic share, for the year 2014, compared to $24.7 million, or $1.13 per diluted share, for the year 2013. Full year 2014 results included $91.5 million in impairment and restructuring charges related to the previously announced wind down of operations in the Company’s Eastern Markets.

Business Outlook

For the year ending December 31, 2015, the Company expects its full year 2015 Adjusted EBITDA to between $100.0 million and $108.0 million, unchanged from the Company’s preliminary outlook provided on December 2, 2014. This Adjusted EBITDA excludes restructuring costs and results from Eastern Markets business. Full year 2015 capital expenditures are expected to be between $95.0 and $105.0 million.



2



Conference Call

The Company will host a conference call with investors and analysts to discuss its fourth quarter 2014 results this morning, February 26, 2015, at 8:30 ET. To participate, please dial 1-877-407-9120 in the U.S. and Canada and 1-412-902-1009 for international, approximately 10 minutes before the scheduled start of the call. The conference call and accompanying presentation will also be accessible live on the Investor Relations section of the Company’s website at http://ir.ntelos.com.

An archive of the conference call will be available online at http://ir.ntelos.com beginning approximately one hour after the call. A replay will also be available via telephone by dialing 1-877-660-6853 in the U.S. and Canada or 1-201-612-7415 internationally and entering access code 13601222 beginning approximately one hour after the call and continuing until March 6, 2015.

Non-GAAP Measures

Adjusted EBITDA is defined as net income attributable to NTELOS Holdings Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, transaction related costs, restructuring and asset impairment charges, gain/loss on sale or disposal of assets and derivatives, net income attributable to noncontrolling interests, other expenses/income, equity-based compensation charges, separation charges, secondary offering costs, and adjustments for impact of recognizing a portion of the billed SNA contract revenues on a straight line basis.

ARPA, or average monthly revenue per account, is computed by dividing service revenues per period by the average number of accounts during that period. Please see the footnotes in the exhibits for a complete definition of this measure.

Adjusted EBITDA is a key metric used by investors to determine if the Company is generating sufficient cash flows to continue to produce shareholder value and provide liquidity for future growth. ARPA provides management with useful information concerning the appeal of the Company’s postpay rate plans and service offerings and the Company’s performance in attracting and retaining high value customers.

Adjusted EBITDA and ARPA are non-GAAP financial performance measures. They should not be considered in isolation or as an alternative to measures determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Please refer to the exhibits and materials posted on the Company’s website for a reconciliation of these non-GAAP financial performance measures to the most comparable measures reported in accordance with GAAP and for a discussion of the presentation, comparability and use of such financial performance measures.

About NTELOS

NTELOS Holdings Corp. (NTLS), operating through its subsidiaries as "nTelos Wireless," is headquartered in Waynesboro, VA, and provides high-speed, dependable nationwide voice and data coverage for approximately 282,100 retail subscribers based in Virginia, West Virginia and portions of Maryland, North Carolina, Pennsylvania, Ohio and Kentucky. The Company's licensed territories in the Western Markets have a total population of approximately 4.4 million residents, of which its wireless network covers approximately 3.1 million residents. The Company is also the exclusive wholesale provider of network services to Sprint Corporation in portions of its western Virginia and West Virginia territories for all Sprint CDMA and LTE wireless customers.

FORWARD-LOOKING STATEMENTS

Any statements contained in this press release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. The words "anticipates," "believes," "expects," "intends," "plans," "estimates," "targets," "projects," "should," "may," "will" and similar words and expressions are intended to identify forward-looking statements. Such forward-looking statements reflect, among other things, our current expectations, plans and strategies, and anticipated financial results, all of which are subject to known and unknown risks, uncertainties and factors that may cause our actual results to differ materially from those expressed or implied by these forward-looking statements. Many of these risks are beyond our ability to control or predict. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. Furthermore, forward-looking statements speak only as of the date they are made. We do not undertake any obligation to update or review any forward-looking information, whether as a result of new information, future events or otherwise. Important factors with respect to any such forward-looking statements, including certain risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, include, but are not limited to: our ability to attract and retain retail subscribers to our services; our dependence on our strategic relationship with Sprint Corporation ("Sprint"); the approval and timing of Eastern Markets' spectrum sale; our ability to realize the expected proceeds, cost savings and other benefits from the wind down of our Eastern Markets; the timing and ultimate completion of any tower sales; a potential increase in roaming rates

3



and wireless handset subsidy costs; rapid development and intense competition in the telecommunications industry; our ability to finance, design, construct and realize the benefits of any planned network technology upgrade; our ability to acquire or gain access to additional spectrum; the potential to experience a high rate of customer turnover; the potential for competitors to build networks in our markets; cash and capital requirements; operating and financial restrictions imposed by our credit agreement; adverse economic conditions; federal and state regulatory fees, requirements and developments; loss of ability to use our current cell sites; our continued reliance on indirect channels of retail distribution; our reliance on certain suppliers and vendors; and other unforeseen difficulties that may occur. These risks and uncertainties are not intended to represent a complete list of all risks and uncertainties inherent in our business, and should be read in conjunction with the more detailed cautionary statements and risk factors included in our SEC filings, including our most recent Annual Report filed on Form 10-K and Quarterly Reports filed on Form 10-Q.

Exhibits:
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Operations
Reconciliation of Net Income (Loss) Attributable to NTELOS Holdings Corp. to Adjusted EBITDA
Key Metrics
ARPA Reconciliation - Postpay
Western Markets Proforma
Western Markets Condensed Consolidated Statements of Operating Income
Western Markets Reconciliation of Net Income (Loss) Attributable to NTELOS Holdings Corp. to Adjusted EBITDA
Western Markets Key Metrics
Western Markets ARPA Reconciliation - Postpay









4



NTELOS Holdings Corp.
 
Condensed Consolidated Balance Sheets

 
 
(Unaudited)
 
(Unaudited)
(In thousands)
 
December 31, 2014
 
December 31, 2013
ASSETS
 
 
 
 
Current Assets
 
 
 
 
Cash
 
$
73,546

 
$
88,441

Restricted cash
 
2,167

 
2,167

Accounts receivable, net
 
43,668

 
37,741

Inventories and supplies
 
18,297

 
23,962

Deferred income taxes
 
24,770

 
10,650

Prepaid expenses
 
13,543

 
15,891

Other current assets
 
4,626

 
4,916

 
 
180,617

 
183,768

Assets Held for Sale
 
64,271

 

Securities and Investments
 
1,522

 
1,499

Property, Plant and Equipment, net
 
289,947

 
319,376

Intangible Assets
 
 
 
 
Goodwill
 
63,700

 
63,700

Radio spectrum licenses
 
44,933

 
131,834

Customer relationships and trademarks, net
 
5,084

 
6,985

Deferred Charges and Other Assets
 
18,474

 
9,089

TOTAL ASSETS
 
$
668,548

 
$
716,251

LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
 
 
 
 
Current Liabilities
 
 
 
 
Current portion of long-term debt
 
$
5,816

 
$
5,410

Accounts payable
 
24,541

 
24,748

Dividends payable
 

 
9,034

Accrued expenses and other current liabilities
 
41,706

 
40,399

 
 
72,063

 
79,591

Long-Term Debt
 
519,592

 
484,956

Other Long-Term Liabilities
 
109,845

 
107,911

Stockholders' Equity (Deficit)
 
(32,952
)
 
43,793

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
 
$
668,548

 
$
716,251



5



NTELOS Holdings Corp.

Condensed Consolidated Statements of Operations

 

Three Months Ended December 31,

Twelve Months Ended December 31,
 

(Unaudited)

(Unaudited)
(In thousands, except per share amounts)

2014

2013

2014

2013
Operating Revenues

$
128,319


$
121,766


$
487,834


$
491,882

Operating Expenses

 

 




Cost of sales and services

63,177


57,984


223,140


199,004

Customer operations

27,394


27,914


105,774


106,235

Corporate operations

10,582


11,018


42,195


42,305

Restructuring
 
3,663

 

 
3,663

 

Impairment and other charges
 
87,853

 

 
87,853

 

Depreciation and amortization

18,990


17,486


76,459


72,944

Gain on sale of intangible assets







(4,442
)
 

211,659


114,402


539,084


416,046

Operating Income (Loss)

(83,340
)

7,364


(51,250
)

75,836

Other Expense

 

 

 

 
Interest expense

(8,052
)

(7,504
)

(32,696
)

(29,743
)
Other income (expense), net

80


(161
)

(1,114
)

(810
)
 

(7,972
)

(7,665
)

(33,810
)

(30,553
)
Income (Loss) before Income Taxes

(91,312
)

(301
)

(85,060
)

45,283

Income Tax Expense (Benefit)

(35,411
)

80


(32,894
)

18,544

Net Income (Loss)

(55,901
)

(381
)

(52,166
)

26,739

Net Income Attributable to Noncontrolling Interests

(307
)

(403
)

(1,468
)

(2,061
)
Net Income (Loss) Attributable to NTELOS Holdings Corp.

$
(56,208
)

$
(784
)

$
(53,634
)

$
24,678

Earnings (Loss) per Share Attributable to NTELOS Holdings Corp.:

 

 

 

 
 
 
 
 
 
 
 
 
 
Basic

$
(2.66
)

$
(0.04
)

$
(2.54
)

$
1.17

Weighted average shares outstanding - basic

21,146


21,061


21,111


21,026

Diluted

$
(2.66
)

$
(0.04
)

$
(2.54
)

$
1.13

Weighted average shares outstanding - diluted

21,146


21,061


21,111


21,826

Cash Dividends Declared per Share - Common Stock

$


$
0.42


$
0.84


$
1.68



6



NTELOS Holdings Corp.
 
Reconciliation of Net Income (Loss) Attributable to NTELOS Holdings Corp. to Adjusted EBITDA
 

Three Months Ended December 31,

Twelve Months Ended December 31,
(In thousands)

2014

2013

2014

2013
Net income (loss) attributable to NTELOS Holdings Corp.

$
(56,208
)

$
(784
)

$
(53,634
)

$
24,678

Net income attributable to noncontrolling interests

307


403


1,468


2,061

Net income (loss)

$
(55,901
)

$
(381
)

$
(52,166
)

$
26,739

 
 
 
 
 
 
 
 
 
Interest expense

8,052


7,504


32,696


29,743

Income tax expense (benefit)

(35,411
)

80


(32,894
)

18,544

Other (income) expense, net

(80
)

161


1,114


810

Operating income (loss)

$
(83,340
)

$
7,364


$
(51,250
)

$
75,836

 
 
 
 
 
 
 
 
 
Depreciation and amortization

18,990


17,486


76,459


72,944

Impairment and other charges

87,853




87,853



Restructuring

3,663




3,663



Gain on sale of intangible assets







(4,442
)
Accretion of asset retirement obligations

362


171


1,288


622

Equity-based compensation

778


1,330


2,969


5,553

SNA straight-line adjustment 1

3,065




8,173



Other 2



375


3,280


375

Adjusted EBITDA

$
31,371


$
26,726


$
132,435


$
150,888

 
1

 
Adjustment for impact of recognizing a portion of the billed SNA contract revenues on a straight-line basis.
2

 
Other includes legal and advisory fees related to Amended and Restated Sprint agreement and certain employee separation charges.




7



NTELOS Holdings Corp.
 
Key Metrics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Twelve Months Ended
 
 
Quarter Ended:
 
12/31/2013

3/31/2014


6/30/2014


9/30/2014


12/31/2014

12/31/2013

12/31/2014
Subscribers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning Subscribers
 
 
 
457,100

 
464,600

 
468,000

 
458,100

 
457,200

 
439,600

 
464,600

 
 
Postpay
 
298,000

 
306,700

 
306,800

 
308,200

 
310,200

 
297,400

 
306,700

 
 
Prepay
 
159,100

 
157,900

 
161,200

 
149,900

 
147,000

 
142,200

 
157,900

Gross Additions
 
 
 
50,800

 
45,400

 
39,000

 
41,400

 
40,400

 
183,900

 
166,200

 
 
Postpay
 
28,700

 
20,200

 
20,400

 
20,800

 
22,500

 
85,200

 
83,900

 
 
Prepay
 
22,100

 
25,200

 
18,600

 
20,600

 
17,900

 
98,700

 
82,300

Disconnections 1
 
 
 
43,300

 
42,000

 
38,600

 
42,300

 
48,700

 
158,900

 
171,600

 
 
Postpay
 
19,800

 
19,900

 
17,100

 
18,900

 
22,700

 
72,400

 
78,600

 
 
Prepay
 
23,500

 
22,100

 
21,500

 
23,400

 
26,000

 
86,500

 
93,000

Net Additions (Losses) 1
 
 
 
7,500

 
3,400

 
400

 
(900
)
 
(8,300
)
 
25,000

 
(5,400
)
 
 
Postpay
 
8,900

 
300

 
3,300

 
1,900

 
(200
)
 
12,800

 
5,300

 
 
Prepay
 
(1,400
)
 
3,100

 
(2,900
)
 
(2,800
)
 
(8,100
)
 
12,200

 
(10,700
)
Ending Subscribers 1
 
 
 
464,600

 
468,000

 
458,100

 
457,200

 
448,900

 
464,600

 
448,900

 
 
Postpay
 
306,700

 
306,800

 
308,200

 
310,200

 
310,100

 
306,700

 
310,100

 
 
Prepay
 
157,900

 
161,200

 
149,900

 
147,000

 
138,800

 
157,900

 
138,800

Churn, net 1
 
 
 
3.1
%
 
3.0
%
 
2.8
%
 
3.1
%
 
3.6
%
 
2.9
%
 
3.1
%
 
 
Postpay
 
2.2
%
 
2.2
%
 
1.8
%
 
2.0
%
 
2.4
%
 
2.0
%
 
2.1
%
 
 
Prepay
 
4.9
%
 
4.6
%
 
4.5
%
 
5.3
%
 
6.0
%
 
4.7
%
 
5.1
%
Other Items
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ARPA Statistics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ARPA
 
$
136.89

 
$
137.47

 
$
137.20

 
$
134.18

 
$
132.48

 
$
134.44

 
$
135.31

Ending Postpay Accounts 2
 
141,200

 
138,400

 
140,500

 
142,100

 
143,400

 
141,200

 
143,400

Postpay Subscribers per Account 2
 
2.2

 
2.2

 
2.2

 
2.2

 
2.2

 
2.2

 
2.2

Strategic Network Alliance Revenues (000’s) 3
 
 
 
 
 
 
 
 
 
 
 
 
Billed Revenue
 
$
39,326

 
$
39,284

 
$
37,997

 
$
38,144

 
$
38,329

 
$
167,729

 
$
153,754

Straight-Line Adjustment
 
NA

 
NA

 
(2,043
)
 
(3,065
)
 
(3,065
)
 
NA

 
(8,173
)
Spectrum Lease Consideration
 
NA

 
NA

 
822

 
1,234

 
1,233

 
NA

 
3,289

SNA Revenues
 
$
39,326

 
$
39,284

 
$
36,776

 
$
36,313

 
$
36,497

 
$
167,729

 
$
148,870

Network Statistics
 


 


 


 


 


 


 


Licensed Population (millions)
 
8.0

 
8.0

 
8.0

 
8.0

 
8.0

 
8.0

 
8.0

Covered Population (millions)
 
6.0

 
6.0

 
6.0

 
6.0

 
6.0

 
6.0

 
6.0

Total Cell Sites
 
1,444

 
1,444

 
1,445

 
1,446

 
1,453

 
1,444

 
1,453

1
During the second quarter, the Company terminated approximately 2,100 postpay subscribers that repeatedly exceeded their terms and conditions relating to permitted usage. Additionally, the Company changed its business rules related to reporting of long-term, non-revenue prepay subscribers. This change resulted in approximately 8,200 prepay subscribers being excluded from our ending subscriber base. The impact of these Company-initiated terminations and change in business rules is reflected in our ending subscriber totals as of June 30, 2014, and is not reflected in our disconnections, net additions and churn calculations for the quarter ended June 30, 2014, and the twelve months ended December 31, 2014.
2
End of Period
3
Effective 5/1/14, SNA Revenues include the impact of recognizing the fixed fee element of SNA contract revenues on a straightline basis, which is a reduction of billed revenue, and the non-cash consideration attributable to spectrum leases. We have recognized an equal charge for spectrum lease expense within cost of sales and services.


8



NTELOS Holdings Corp.
 
ARPA Reconciliation – Postpay
Average Monthly Revenue per Account (ARPA) 1 
 
 

Three Months Ended December 31,

Twelve Months Ended December 31,
(In thousands, except for accounts and ARPA)

2014

2013

2014

2013
Operating revenues

$
128,319


$
121,766


$
487,834


$
491,882

Less: prepay service revenues

(14,516
)

(16,956
)

(63,203
)

(65,300
)
Less: equipment revenues

(19,301
)

(6,572
)

(43,154
)

(25,245
)
Less: wholesale and other adjustments

(37,865
)

(40,525
)

(153,014
)

(172,754
)
Postpay service revenues

$
56,637


$
57,713


$
228,463


$
228,583

 
 
 
 
 
 
 
 
 
Average number of postpay accounts

142,500


140,500


140,700


141,700

Postpay ARPA

$
132.48


$
136.89


$
135.31


$
134.44

 
1
Average monthly revenue per account (ARPA) is computed by dividing postpay service revenues per period by the average number of postpay accounts during that period. ARPA as defined may not be similar to ARPA measures of other companies, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in the Company’s consolidated statements of operations. The Company closely monitors the effects of new rate plans and service offerings on ARPA in order to determine their effectiveness. ARPA provides management useful information concerning the appeal of NTELOS rate plans and service offerings and the Company’s performance in attracting and retaining high-value customers.


9




NTELOS Western Markets Proforma 1 
 
Condensed Consolidated Statements of Operating Income

 
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
 
(Unaudited)
 
(Unaudited)
(In thousands, except per share amounts)
 
2014
 
2013
 
2014
 
2013
Operating Revenues
 
$
96,652

 
$
88,555

 
$
360,134

 
$
359,766

Operating Expenses
 
 
 
 
 
 
 
 
Cost of sales and services
 
45,486

 
39,223

 
153,224

 
131,903

Customer operations
 
18,296

 
16,356

 
64,482

 
60,859

Corporate operations
 
6,710

 
6,864

 
27,300

 
25,911

Restructuring
 
982

 

 
982

 

Depreciation and amortization
 
14,701

 
12,454

 
54,999

 
53,807

Gain on sale of intangible assets
 

 

 

 
(4,442
)
 
 
86,175

 
74,897

 
300,987

 
268,038

Operating Income
 
$
10,477

 
$
13,658

 
$
59,147

 
$
91,728


1

 
Proforma Western Markets is defined as Holdings less Eastern Markets.


10



NTELOS Western Markets Proforma 1 
 
Reconciliation of Net Income (Loss) Attributable to NTELOS Holdings Corp. to Western Markets Proforma Adjusted EBITDA

 
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(In thousands)
 
2014
 
2013
 
2014
 
2013
Net income (loss) attributable to NTELOS Holdings Corp.
 
$
(56,208
)
 
$
(784
)
 
$
(53,634
)
 
$
24,678

Net income attributable to noncontrolling interests
 
307

 
403

 
1,468

 
2,061

Net income (loss)
 
$
(55,901
)
 
$
(381
)
 
$
(52,166
)
 
$
26,739

Operating loss attributable to Eastern Markets
 
93,817

 
6,294

 
110,397

 
15,893

 
 
 
 
 
 
 
 
 
Interest expense
 
8,052

 
7,504

 
32,696

 
29,743

Income tax expense (benefit)
 
(35,411
)
 
80

 
(32,894
)
 
18,544

Other income (expense), net
 
(80
)
 
161

 
1,114

 
809

Operating income
 
$
10,477

 
$
13,658

 
$
59,147

 
$
91,728

 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
14,701

 
12,453

 
54,999

 
53,807

Restructuring 2
 
982

 

 
982

 

Gain on sale of intangible assets
 

 

 

 
(4,442
)
Accretion of asset retirement obligations
 
241

 
120

 
878

 
447

Equity-based compensation
 
731

 
898

 
2,272

 
3,832

SNA straight-line adjustment 3
 
3,065

 

 
8,173

 

Other 4
 

 
375

 
3,279

 
375

Adjusted EBITDA
 
$
30,197

 
$
27,504

 
$
129,730

 
$
145,747


1

 
Proforma Western Markets is defined as Holdings less Eastern Markets.
2

 
Restructuring costs attributable to Corporate and Western Markets.
3

 
Adjustment for impact of recognizing a portion of the billed SNA contract revenues on a straight-line basis.
4

 
Other includes legal and advisory fees related to Amended and Restated Sprint agreement and certain employee separation charges.


11



NTELOS Western Markets Proforma 1 
 
Key Metrics

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Twelve Months Ended
 
 
Quarter  Ended:
 
12/31/13


3/31/2014


6/30/2014


9/30/2014


12/31/14


12/31/13


12/31/14

Subscribers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning Subscribers
 
 
 
266,300

 
273,600

 
277,100

 
274,000

 
277,100

 
254,600

 
273,600

 
 
Postpay
 
201,200

 
208,800

 
210,300

 
212,400

 
215,500

 
199,600

 
208,800

 
 
Prepay
 
65,100

 
64,800

 
66,800

 
61,600

 
61,600

 
55,000

 
64,800

Gross Additions
 
 
 
29,200

 
25,000

 
22,500

 
24,600

 
28,300

 
97,600

 
100,400

 
 
Postpay
 
20,600

 
14,600

 
14,700

 
15,500

 
18,600

 
58,300

 
63,400

 
 
Prepay
 
8,600

 
10,400

 
7,800

 
9,100

 
9,700

 
39,300

 
37,000

Disconnections 2
 
 
 
21,900

 
21,500

 
19,500

 
21,500

 
23,300

 
78,600

 
85,800

 
 
Postpay
 
12,800

 
12,900

 
11,200

 
12,500

 
13,900

 
46,600

 
50,500

 
 
Prepay
 
9,100

 
8,600

 
8,300

 
9,000

 
9,400

 
32,000

 
35,300

Net Additions (Losses) 2
 
 
 
7,300

 
3,500

 
3,000

 
3,100

 
5,000

 
19,000

 
14,600

 
 
Postpay
 
7,800

 
1,700

 
3,500

 
3,000

 
4,700

 
11,700

 
12,900

 
 
Prepay
 
(500
)
 
1,800

 
(500
)
 
100

 
300

 
7,300

 
1,700

Ending Subscribers 2
 
 
 
273,600

 
277,100

 
274,000

 
277,100

 
282,100

 
273,600

 
282,100

 
 
Postpay
 
208,800

 
210,300

 
212,400

 
215,500

 
220,100

 
208,800

 
220,100

 
 
Prepay
 
64,800

 
66,800

 
61,600

 
61,600

 
62,000

 
64,800

 
62,000

Churn, net 2
 
 
 
2.7
%
 
2.6
%
 
2.3
%
 
2.6
%
 
2.8
%
 
2.5
%
 
2.6
%
 
 
Postpay
 
2.1
%
 
2.0
%
 
1.8
%
 
1.9
%
 
2.2
%
 
1.9
%
 
2.0
%
 
 
Prepay
 
4.6
%
 
4.4
%
 
4.2
%
 
4.9
%
 
5.0
%
 
4.3
%
 
4.6
%
Other Items
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ARPA Statistics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ARPA
 
$
136.49

 
$
136.60

 
$
136.61

 
$
133.83

 
$
132.12

 
$
133.62

 
$
134.75

Postpay Accounts 3
 
93,100

 
91,400

 
93,700

 
95,500

 
98,700

 
93,100

 
98,700

Postpay Subscribers per Account 3
 
2.2

 
2.3

 
2.3

 
2.3

 
2.2

 
2.2

 
2.2

Strategic Network Alliance Revenues (000’s) 4
 
 
 
 
 
 
 
 
 
 
Billed Revenue
 
$
39,326

 
$
39,284

 
$
37,997

 
$
38,144

 
$
38,329

 
$
167,729

 
$
153,754

Straight-Line Adjustment
 
 NA

 
 NA

 
(2,043
)
 
(3,065
)
 
(3,065
)
 
 NA

 
(8,173
)
Spectrum Lease Consideration
 
 NA

 
 NA

 
822

 
1,234

 
1,233

 
 NA

 
3,289

SNA Revenues - As Reported
 
$
39,326

 
$
39,284

 
$
36,776

 
$
36,313

 
$
36,497

 
$
167,729

 
$
148,870

Network Statistics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Licensed Population (millions)
 
4.4

 
4.4

 
4.4

 
4.4

 
4.4

 
4.4

 
4.4

Covered Population (millions)
 
3.1

 
3.1

 
3.1

 
3.1

 
3.1

 
3.1

 
3.1

Total Cell Sites
 
999

 
999

 
999

 
1,000

 
1,004

 
999

 
1,004

1

 
Proforma Western Markets is defined as Holdings less Eastern Markets.
2

 
During the second quarter, the Company terminated approximately 1,400 postpay subscribers that repeatedly exceeded their terms and conditions relating to permitted usage.
 
 
Additionally, the Company changed its business rules related to reporting of long-term, non-revenue prepay subscribers. This change resulted in approximately 4,700 prepay subscribers being excluded from our ending subscriber base. The impact of these Company-initiated terminations and change in business rules is reflected in our ending subscriber totals as of June 30, 2014, and is not reflected in our disconnections, net additions and churn calculations for the periods ended June 30, 2014.
3

 
End of Period.
4

 
Effective 5/1/14, SNA Revenues include the impact of recognizing the fixed fee element of SNA contract revenues on a straight-line basis, which is a reduction of billed revenue, and the non-cash consideration attributable to spectrum leases. We have recognized an equal charge for spectrum lease expense within cost of sales and services.


12




NTELOS Western Markets Proforma 1 
 
ARPA Reconciliation – Postpay
Average Monthly Revenue per Account (ARPA) 2 

 
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(In thousands, except for accounts and ARPA)
 
2014
 
2013
 
2014
 
2013
Operating revenues
 
$
96,652

 
$
88,555

 
$
360,134

 
$
359,766

Less: prepay service revenues
 
(6,235
)
 
(6,620
)
 
(25,784
)
 
(25,048
)
Less: equipment revenues
 
(14,827
)
 
(3,987
)
 
(30,056
)
 
(14,847
)
Less: wholesale and other adjustments
 
(37,369
)
 
(40,330
)
 
(152,332
)
 
(172,291
)
Postpay service revenues
 
$
38,221

 
$
37,618

 
$
151,962

 
$
147,580


 
 
 
 
 
 
 
 
Average number of postpay accounts
 
96,400

 
91,900

 
94,000

 
92,000

Postpay ARPA
 
$
132.12

 
$
136.49

 
$
134.75

 
$
133.62


1

 
Proforma Western Markets is defined as Holdings less Eastern Markets.
2

 
Average monthly revenue per account (ARPA) is computed by dividing postpay service revenues per period by the average number of postpay accounts during that period. ARPA as defined may not be similar to ARPA measures of other companies, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in the Company’s consolidated statements of operations. The Company closely monitors the effects of new rate plans and service offerings on ARPA in order to determine their effectiveness. ARPA provides management useful information concerning the appeal of NTELOS rate plans and service offerings and the Company’s performance in attracting and retaining high-value customers.


13