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EX-99.2 - EXHIBIT 99.2 - UNITED STATES CELLULAR CORPusmq420198-kex992.htm
8-K - 8-K - UNITED STATES CELLULAR CORPusmq420198-kearningsre.htm


Exhibit 99.1   NEWS RELEASE
image2a10.jpg
As previously announced, U.S. Cellular will hold a teleconference on February 21, 2020 at 9:00 a.m. CST. Listen to the call live via the Events & Presentations page of investors.uscellular.com. U.S. Cellular intends to file its Form 10-K on February 25, 2020.
FOR IMMEDIATE RELEASE
U.S. Cellular reports fourth quarter and full year 2019 results
Strong ARPU growth and cost management drive positive results
Provides guidance for 2020

CHICAGO (February 20, 2020) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $1,052 million for the fourth quarter of 2019, versus $1,051 million for the same period one year ago. Net income attributable to U.S. Cellular shareholders and related diluted earnings per share were $18 million and $0.20, respectively, for the fourth quarter of 2019 compared to $21 million and $0.23, respectively, in the same period one year ago. U.S. Cellular reported Adjusted EBITDA of $222 for the fourth quarter of 2019 compared to $213 million in the same period one year ago.
U.S. Cellular reported total operating revenues of $4,022 million and $3,967 million for the years ended 2019 and 2018, respectively. Net income attributable to U.S. Cellular shareholders and related diluted earnings per share were $127 million and $1.44, respectively, for the year ended 2019 compared to $150 million and $1.72, respectively, for the year ended 2018. U.S. Cellular reported Adjusted EBITDA of $1,015 million in 2019 compared to $963 million in 2018.
"In 2019 we made significant progress on our strategic imperatives," said Kenneth R. Meyers, U.S. Cellular President and CEO. "We increased revenues and Adjusted EBITDA, putting us in a strong position to proceed with our multi-year network modernization plan. This work will increase speeds and capacity and ready our network for 5G and the exciting opportunities this technology will bring. Additionally we successfully secured spectrum in two FCC auctions strategically positioning us for future 5G services.
"Customers’ continued migration to higher priced service plans, growing smartphone penetration in our base and increased penetration of device protection services helped increase average revenue per user. We generated strong growth in roaming revenue, while at the same time driving down roaming expense through favorable agreements with major carriers.
"As we move into 2020, we will build upon many of the significant programs introduced last year including more compelling unlimited pricing, our new brand positioning “Bringing Fairness to Wireless”, a new web platform with enhanced capabilities and significant network improvements. Leveraging these programs and others, we expect to enhance our customer experience, identify new and emerging revenue streams, reduce costs throughout the business and invest in our Associates and our future. This year, we will launch 5G services commercially in two of our markets and continue our VoLTE deployment. Additionally, we are excited that we recently launched commercial service in Sioux City, Iowa and Northern Wisconsin."


1



2020 Estimated Results

U.S. Cellular’s current estimates of full-year 2020 results are shown below. Such estimates represent management’s view as of February 20, 2020 and should not be assumed to be current as of any future date. U.S. Cellular undertakes no duty to update such information, whether as a result of new estimates, future events or otherwise. There can be no assurance that final results will not differ materially from estimated results.
 
2020 Estimated Results
 
 Actual Results for the Year Ended
December 31, 2019
(Dollars in millions)
 
 
 
Service revenues
$3,000-$3,100
 
$
3,035

Adjusted OIBDA1
$775-$900
 
$
832

Adjusted EBITDA1
$950-$1,075
 
$
1,015

Capital expenditures
$850-$950
 
$
710

The following table provides a reconciliation of Net income to Adjusted OIBDA and Adjusted EBITDA for 2020 estimated results and actual results for the years ended December 31, 2019 and 2018. In providing 2020 estimated results, U.S. Cellular has not completed the below reconciliation to Net income because it does not provide guidance for income taxes. Although potentially significant, U.S. Cellular believes that the impact of income taxes cannot be reasonably predicted; therefore, U.S. Cellular is unable to provide such guidance.
 
2020 Estimated Results
 
Actual Results for the Year Ended
December 31, 2019
 
Actual Results for the Year Ended
December 31, 2018
(Dollars in millions)
 
 
 
 
 
Net income (GAAP)
N/A

 
$
133

 
$
164

Add back or deduct:
 

 
 

 
 
Income tax expense
N/A

 
52

 
51

Income before income taxes (GAAP)
$130-$255

 
$
185

 
$
215

Add back:
 
 
 

 
 
Interest expense
110

 
110

 
116

Depreciation, amortization and accretion expense
690

 
702

 
640

EBITDA (Non-GAAP)1
$930-$1,055

 
$
997

 
$
971

Add back or deduct:
 
 
 

 
 
(Gain) loss on asset disposals, net
20

 
19

 
10

(Gain) loss on sale of business and other exit costs, net

 
(1
)
 

(Gain) loss on license sales and exchanges, net

 

 
(18
)
Adjusted EBITDA (Non-GAAP)1
$950-$1,075

 
$
1,015

 
$
963

Deduct:
 
 
 

 
 
Equity in earnings of unconsolidated entities
160

 
166

 
159

Interest and dividend income
15

 
17

 
15

Other, net

 

 
(1
)
Adjusted OIBDA (Non-GAAP)1
$775-$900

 
$
832

 
$
790

1 
EBITDA, Adjusted EBITDA and Adjusted OIBDA are defined as net income adjusted for the items set forth in the reconciliation above. EBITDA, Adjusted EBITDA and Adjusted OIBDA are not measures of financial performance under Generally Accepted Accounting Principles in the United States (GAAP) and should not be considered as alternatives to Net income or Cash flows from operating activities, as indicators of cash flows or as measures of liquidity. U.S. Cellular does not intend to imply that any such items set forth in the reconciliation above are non-recurring, infrequent or unusual; such items may occur in the future. Management uses Adjusted EBITDA and Adjusted OIBDA as measurements of profitability, and therefore reconciliations to Net income are deemed appropriate. Management believes Adjusted EBITDA and Adjusted OIBDA are useful measures of U.S. Cellular’s operating results before significant recurring non-cash charges, gains and losses, and other items as presented above as they provide additional relevant and useful information to investors and other users of U.S. Cellular’s financial data in evaluating the effectiveness of its operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Adjusted EBITDA shows adjusted earnings before interest, taxes, depreciation, amortization and accretion, and gains and losses, while Adjusted OIBDA reduces this measure further to exclude Equity in earnings of unconsolidated entities and Interest and dividend income in order to more effectively show the performance of operating activities excluding investment activities. The table above reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measure, Net income or Income before income taxes. Additional information and reconciliations related to Non-GAAP financial measures for December 31, 2019, can be found on U.S. Cellular’s website at investors.uscellular.com.

2



Conference Call Information
U.S. Cellular will hold a conference call on February 21, 2020 at 9:00 a.m. Central Time.
Access the live call on the Events & Presentations page of investors.uscellular.com or at
https://www.webcaster4.com/Webcast/Page/1145/33161
Access the call by phone at 877-273-7192 (US/Canada), conference ID: 2677654

Before the call, certain financial and statistical information to be discussed during the call will be posted to investors.uscellular.com. The call will be archived on the Events & Presentations page of investors.uscellular.com.
About U.S. Cellular
United States Cellular Corporation provides a comprehensive range of wireless products and services, excellent customer support, and a high-quality network to customers with 4.9 million connections in 20 states. The Chicago-based company had 5,500 full- and part-time associates as of December 31, 2019. At the end of the fourth quarter of 2019, Telephone and Data Systems, Inc. owned 82 percent of U.S. Cellular. For more information about U.S. Cellular, visit uscellular.com.
Contacts
Jane W. McCahon, Senior Vice President - Corporate Relations and Corporate Secretary of TDS
312-592-5379
jane.mccahon@tdsinc.com
Julie D. Mathews, IRC, Director - Investor Relations of TDS
312-592-5341
julie.mathews@tdsinc.com
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: intense competition; the ability to execute U.S. Cellular’s business strategy; uncertainties in U.S. Cellular’s future cash flows and liquidity and access to the capital markets; the ability to make payments on U.S. Cellular indebtedness or comply with the terms of debt covenants; impacts of any pending acquisitions/divestitures/exchanges of properties and/or licenses, including, but not limited to, the ability to obtain regulatory approvals, successfully complete the transactions and the financial impacts of such transactions; the ability of the company to successfully manage and grow its markets; the access to and pricing of unbundled network elements; the ability to obtain or maintain roaming arrangements with other carriers on acceptable terms; the state and federal telecommunications regulatory environment; the value of assets and investments; adverse changes in the ratings of U.S. Cellular debt securities by accredited ratings organizations; industry consolidation; advances in telecommunications technology; pending and future litigation; changes in income tax rates, laws, regulations or rulings; changes in customer growth rates, average monthly revenue per user, churn rates, roaming revenue and terms, the availability of wireless devices, or the mix of services and products offered by U.S. Cellular. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K Current Report used by U.S. Cellular to furnish this press release to the Securities and Exchange Commission, which are incorporated by reference herein.
For more information about U.S. Cellular, visit:
U.S. Cellular: www.uscellular.com


3



United States Cellular Corporation
Summary Operating Data (Unaudited)
As of or for the Quarter Ended
12/31/2019
 
9/30/2019
 
6/30/2019
 
3/31/2019
 
12/31/2018
Retail Connections
 
 
 
 
 
 
 
 
 
Postpaid
 
 
 
 
 
 
 
 
 
Total at end of period
4,383,000

 
4,395,000

 
4,414,000

 
4,440,000

 
4,472,000

Gross additions
170,000

 
163,000

 
137,000

 
137,000

 
179,000

Feature phones
2,000

 
3,000

 
5,000

 
4,000

 
4,000

Smartphones
128,000

 
121,000

 
97,000

 
98,000

 
132,000

Connected devices
40,000

 
39,000

 
35,000

 
35,000

 
43,000

Net additions (losses)
(12,000
)
 
(19,000
)
 
(26,000
)
 
(32,000
)
 
6,000

Feature phones
(11,000
)
 
(11,000
)
 
(10,000
)
 
(13,000
)
 
(11,000
)
Smartphones
13,000

 
9,000

 
(1,000
)
 
(1,000
)
 
31,000

Connected devices
(14,000
)
 
(17,000
)
 
(15,000
)
 
(18,000
)
 
(14,000
)
ARPU1
$
46.57

 
$
46.16

 
$
45.90

 
$
45.44

 
$
45.58

ARPA2
$
120.99

 
$
119.87

 
$
119.46

 
$
118.84

 
$
119.60

Churn rate3
1.38
%
 
1.38
%
 
1.23
%
 
1.26
%
 
1.29
%
Handsets
1.11
%
 
1.09
%
 
0.97
%
 
0.99
%
 
1.00
%
Connected devices
3.44
%
 
3.44
%
 
3.01
%
 
3.08
%
 
3.20
%
Prepaid
 
 
 
 
 
 
 
 
 
Total at end of period
506,000

 
510,000

 
500,000

 
503,000

 
516,000

Gross additions
63,000

 
70,000

 
61,000

 
61,000

 
66,000

Net additions (losses)
(3,000
)
 
9,000

 
(2,000
)
 
(13,000
)
 
(12,000
)
ARPU1
$
34.11

 
$
34.35

 
$
34.43

 
$
33.44

 
$
32.80

Churn rate3
4.40
%
 
4.03
%
 
4.20
%
 
4.92
%
 
4.98
%
Total connections at end of period4
4,941,000

 
4,957,000

 
4,967,000

 
4,995,000

 
5,041,000

Market penetration at end of period
 
 
 
 
 
 
 
 
 
Consolidated operating population
30,740,000

 
31,310,000

 
31,310,000

 
31,310,000

 
31,469,000

Consolidated operating penetration5
16
%
 
16
%
 
16
%
 
16
%
 
16
%
Capital expenditures (millions)
$
243

 
$
170

 
$
195

 
$
102

 
$
242

Total cell sites in service
6,578

 
6,554

 
6,535

 
6,506

 
6,531

Owned towers
4,166

 
4,123

 
4,116

 
4,106

 
4,129

Due to rounding, the sum of quarterly results may not equal the total for the year.
1 
Average Revenue Per User (ARPU) - metric is calculated by dividing a revenue base by an average number of connections and by the number of months in the period. These revenue bases and connection populations are shown below:
Postpaid ARPU consists of total postpaid service revenues and postpaid connections.
Prepaid ARPU consists of total prepaid service revenues and prepaid connections.
2 
Average Revenue Per Account (ARPA) - metric is calculated by dividing total postpaid service revenues by the average number of postpaid accounts and by the number of months in the period.
3 
Churn rate represents the percentage of the connections that disconnect service each month. These rates represent the average monthly churn rate for each respective period.
4 
Includes reseller and other connections.
5 
Market penetration is calculated by dividing the number of wireless connections at the end of the period by the total population of consolidated operating markets as estimated by Nielsen.

4



United States Cellular Corporation
Consolidated Statement of Operations Highlights
(Unaudited)
 
 
 
 
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2019
 
2018
 
2019 vs. 2018
 
2019
 
2018
 
2019 vs. 2018
(Dollars and shares in millions, except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
Operating revenues
 

 
 

 
 

 
 

 
 

 
 

Service
$
763

 
$
754

 
1
 %
 
$
3,035

 
$
2,978

 
2
 %
Equipment sales
289

 
297

 
(3
)%
 
987

 
989

 

Total operating revenues
1,052

 
1,051

 

 
4,022

 
3,967

 
1
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
 

 
 

 
 

 
 

 
 

 
 

System operations (excluding Depreciation, amortization and accretion reported below)
188

 
193

 
(2
)%
 
756

 
758

 

Cost of equipment sold
305

 
315

 
(3
)%
 
1,028

 
1,031

 

Selling, general and administrative
378

 
373

 
1
 %
 
1,406

 
1,388

 
1
 %
Depreciation, amortization and accretion
178

 
162

 
10
 %
 
702

 
640

 
10
 %
(Gain) loss on asset disposals, net
6

 
5

 
18
 %
 
19

 
10

 
80
 %
(Gain) loss on sale of business and other exit costs, net

 

 
N/M

 
(1
)
 

 
N/M

(Gain) loss on license sales and exchanges, net

 

 
N/M

 

 
(18
)
 
98
 %
Total operating expenses
1,055

 
1,048

 
1
 %
 
3,910

 
3,809

 
3
 %
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
(3
)
 
3

 
N/M

 
112

 
158

 
(29
)%
 
 
 
 
 
 
 
 
 
 
 
 
Investment and other income (expense)
 

 
 

 
 

 
 

 
 

 
 

Equity in earnings of unconsolidated entities
38

 
39

 
(2
)%
 
166

 
159

 
5
 %
Interest and dividend income
3

 
4

 
(38
)%
 
17

 
15

 
17
 %
Interest expense
(23
)
 
(29
)
 
20
 %
 
(110
)
 
(116
)
 
5
 %
Other, net

 

 
(98
)%
 

 
(1
)
 
N/M

Total investment and other income
18

 
14

 
22
 %
 
73

 
57

 
26
 %
 
 
 
 
 
 
 
 
 
 
 
 
Income before income taxes
15

 
17

 
(15
)%
 
185

 
215

 
(14
)%
Income tax expense (benefit)
(3
)
 
(4
)
 
12
 %
 
52

 
51

 
2
 %
Net income
18

 
21

 
(15
)%
 
133

 
164

 
(19
)%
Less: Net income attributable to noncontrolling interests, net of tax

 

 
(38
)%
 
6

 
14

 
(60
)%
Net income attributable to U.S. Cellular shareholders
$
18

 
$
21

 
(14
)%
 
$
127

 
$
150

 
(15
)%
 
 
 
 
 
 
 
 
 
 
 
 
Basic weighted average shares outstanding
86

 
86

 

 
86

 
86

 
1
 %
Basic earnings per share attributable to U.S. Cellular shareholders
$
0.21

 
$
0.24

 
(14
)%
 
$
1.47

 
$
1.75

 
(16
)%
 
 
 
 
 
 
 
 
 
 
 
 
Diluted weighted average shares outstanding
88

 
88

 

 
88

 
87

 
1
 %
Diluted earnings per share attributable to U.S. Cellular shareholders
$
0.20

 
$
0.23

 
(14
)%
 
$
1.44

 
$
1.72

 
(16
)%
N/M - Percentage change not meaningful

5



United States Cellular Corporation
Consolidated Statement of Cash Flows
(Unaudited)
 
 
 
 
Year Ended December 31,
2019
 
2018
(Dollars in millions)
 
 
 
Cash flows from operating activities
 
 
 
Net income
$
133

 
$
164

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

 
 

Depreciation, amortization and accretion
702

 
640

Bad debts expense
107

 
95

Stock-based compensation expense
41

 
37

Deferred income taxes, net
(4
)
 
(3
)
Equity in earnings of unconsolidated entities
(166
)
 
(159
)
Distributions from unconsolidated entities
161

 
152

(Gain) loss on asset disposals, net
19

 
10

(Gain) loss on sale of business and other exit costs, net
(1
)
 

(Gain) loss on license sales and exchanges, net

 
(18
)
Other operating activities
4

 
3

Changes in assets and liabilities from operations
 
 
 
Accounts receivable
(46
)
 
(39
)
Equipment installment plans receivable
(97
)
 
(149
)
Inventory
(20
)
 
(4
)
Accounts payable
(69
)
 
3

Customer deposits and deferred revenues
(8
)
 
7

Accrued taxes
(23
)
 
(39
)
Other assets and liabilities
(9
)
 
9

Net cash provided by operating activities
724

 
709

 
 
 
 
Cash flows from investing activities
 
 
 
Cash paid for additions to property, plant and equipment
(650
)
 
(512
)
Cash paid for licenses
(266
)
 
(8
)
Cash received from investments
29

 
50

Cash paid for investments
(11
)
 
(17
)
Cash received from divestitures and exchanges
41

 
24

Other investing activities
(7
)
 
(1
)
Net cash used in investing activities
(864
)
 
(464
)
 
 
 
 
Cash flows from financing activities
 
 
 
Repayment of long-term debt
(116
)
 
(19
)
Common Shares reissued for benefit plans, net of tax payments
(9
)
 
18

Repurchase of Common Shares
(21
)
 

Distributions to noncontrolling interests
(4
)
 
(6
)
Other financing activities
(2
)
 
(7
)
Net cash used in financing activities
(152
)
 
(14
)
 
 
 
 
Net increase (decrease) in cash, cash equivalents and restricted cash
(292
)
 
231

 
 
 
 
Cash, cash equivalents and restricted cash
 
 
 
Beginning of period
583

 
352

End of period
$
291

 
$
583


6



United States Cellular Corporation
Consolidated Balance Sheet Highlights
(Unaudited)
 
ASSETS
 
 
 
 
December 31,
2019¹
 
2018
(Dollars in millions)
 
 
 
Current assets
 

 
 

Cash and cash equivalents
$
285

 
$
580

Short-term investments

 
17

Accounts receivable
1,010

 
976

Inventory, net
162

 
142

Prepaid expenses
50

 
63

Income taxes receivable
46

 
15

Other current assets
20

 
19

Total current assets
1,573

 
1,812

 
 
 
 
Assets held for sale

 
54

 
 
 
 
Licenses
2,471

 
2,186

 
 
 
 
Investments in unconsolidated entities
447

 
441

 
 
 
 
Property, plant and equipment, net
2,207

 
2,202

 
 
 
 
Operating lease right-of-use assets
900

 

 
 
 
 
Other assets and deferred charges
566

 
579

 
 
 
 
Total assets
$
8,164

 
$
7,274


7



United States Cellular Corporation
Consolidated Balance Sheet Highlights
(Unaudited)
 
LIABILITIES AND EQUITY
 
 
 
 
December 31,
2019¹
 
2018
(Dollars in millions, except per share amounts)
 
 
 
Current liabilities
 

 
 

Current portion of long-term debt
$
8

 
$
19

Accounts payable
304

 
313

Customer deposits and deferred revenues
148

 
157

Accrued taxes
30

 
30

Accrued compensation
76

 
78

Short-term operating lease liabilities
105

 

Other current liabilities
79

 
94

Total current liabilities
750

 
691

 
 
 
 
Liabilities held for sale

 
1

 
 
 
 
Deferred liabilities and credits
 

 
 

Deferred income tax liability, net
507

 
510

Long-term operating lease liabilities
865

 

Other deferred liabilities and credits
319

 
389

 
 
 
 
Long-term debt, net
1,502

 
1,605

 
 
 
 
Noncontrolling interests with redemption features
11

 
11

 
 
 
 
Equity
 

 
 

U.S. Cellular shareholders’ equity
 

 
 

Series A Common and Common Shares, par value $1 per share
88

 
88

Additional paid-in capital
1,629

 
1,590

Treasury shares
(70
)
 
(65
)
Retained earnings
2,550

 
2,444

Total U.S. Cellular shareholders’ equity
4,197

 
4,057

 
 
 
 
Noncontrolling interests
13

 
10

 
 
 
 
Total equity
4,210

 
4,067

 
 
 
 
Total liabilities and equity
$
8,164

 
$
7,274

1 
As of January 1, 2019, U.S. Cellular adopted the new lease accounting standard, ASC 842, using a modified retrospective method. Under this method, the new accounting standard is applied only to the most recent period presented. As a result, 2019 amounts include the impacts of ASC 842, but 2018 amounts remain as previously reported.

8



United States Cellular Corporation
Financial Measures and Reconciliations
(Unaudited)

Free Cash Flow
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2019
 
2018
 
2019
 
2018
(Dollars in millions)
 
 
 
 
 
 
 
Cash flows from operating activities (GAAP)
$
37

 
$
108

 
$
724

 
$
709

Less: Cash paid for additions to property, plant and equipment
210

 
235

 
650

 
512

Free cash flow (Non-GAAP)1
$
(173
)
 
$
(127
)
 
$
74

 
$
197

1 
Free cash flow is a non-GAAP financial measure which U.S. Cellular believes may be useful to investors and other users of its financial information in evaluating liquidity, specifically, the amount of net cash generated by business operations after deducting Cash paid for additions to property, plant and equipment.

EBITDA, Adjusted EBITDA and Adjusted OIBDA
The following table reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measures, Net income and Income before income taxes.
 
Three Months Ended December 31,
 
2019
 
2018
(Dollars in millions)
 
 
 
Net income (GAAP)
$
18

 
$
21

Add back or deduct:
 
 
 
Income tax benefit
(3
)
 
(4
)
Income before income taxes (GAAP)
15

 
17

Add back:
 
 
 
Interest expense
23

 
29

Depreciation, amortization and accretion expense
178

 
162

EBITDA (Non-GAAP)
216

 
208

Add back or deduct:
 
 
 
(Gain) loss on asset disposals, net
6

 
5

Adjusted EBITDA (Non-GAAP)
222

 
213

Deduct:
 
 
 
Equity in earnings of unconsolidated entities
38

 
39

Interest and dividend income
3

 
4

Adjusted OIBDA (Non-GAAP)
$
181

 
$
170


9