Crown Castle International Reports Third Quarter 2005 Results

October 26, 2005 at 4:04 PM EDT

HOUSTON, Oct. 26 /PRNewswire-FirstCall/ -- Crown Castle International Corp. (NYSE: CCI) today reported results for the third quarter ended September 30, 2005.

Site rental revenue for the third quarter of 2005 increased 12.6% percent to $152.3 million, up $17.0 million from $135.2 million for the same period in the prior year. Site rental gross margin, defined as site rental revenue less site rental cost of operations, increased 14.3% to $102.2 million, up $12.8 million in the third quarter of 2005 from the same period in 2004. Adjusted EBITDA for the third quarter of 2005 increased $13.8 million, or 19.2%, to $85.8 million, up from $72.0 million for the same period in 2004.

Recurring cash flow, defined as Adjusted EBITDA less interest expense less sustaining capital expenditures, increased $35.5 million to $53.7 million for the third quarter of 2005, compared to $18.2 million for the third quarter of 2004. Weighted average common shares outstanding decreased to 215.7 million for the third quarter of 2005 from 222.8 million for the same period in the prior year. Recurring cash flow per share, defined as recurring cash flow divided by weighted average common shares outstanding, improved to $0.25 in the third quarter of 2005 compared to $0.08 in the third quarter of 2004.

Net loss was $28.1 million for the third quarter of 2005, inclusive of a $2.7 million loss from the retirement of debt, compared to a net income of $450.7 million for last year's third quarter, inclusive of $509.1 million of income from discontinued operations and a $13.9 million loss from the retirement of debt. Net loss after deduction of dividends on preferred stock was $37.5 million in the third quarter of 2005, inclusive of a $2.7 million loss from the retirement of debt, compared to net income after deduction of dividends on preferred stock of $440.8 million for the same period last year, inclusive of $509.1 million of income from discontinued operations and a $13.9 million loss from the retirement of debt. Third quarter 2005 net loss per share was $(0.17), compared to net income per share of $1.98 in last year's third quarter, inclusive of $2.29 per share in income from discontinued operations.

"During the last four quarters, we have more than tripled recurring cash flow per share through the achievement of 13% site rental revenue growth, a 45% decrease in interest expense and purchases of our common shares," stated John P. Kelly, President and Chief Executive Officer of Crown Castle. "We remain focused on maximizing recurring cash flow per share as we believe it is the best measure of shareholder value. On the operational side, we are very pleased with the amount of new recurring revenue in the third quarter, as we added more tenants to our towers than we had forecasted."

OPERATING RESULTS

US site rental revenue for the third quarter of 2005 increased $14.3 million, or 11.4%, to $139.8 million, compared to third quarter 2004 US site rental revenue of $125.5 million. US site rental gross margin increased 13.2% to $94.1 million, up $11.0 million in the third quarter of 2005 from the same period in 2004.

Australia site rental revenue for the third quarter of 2005 increased $2.7 million, or 28.0%, to $12.4 million, up from $9.7 million for the same period in 2004. Australia site rental gross margin increased 30.1% to $8.1 million, up $1.9 million in the third quarter of 2005 from the same period in 2004.

INVESTMENTS

During the third quarter of 2005, Crown Castle invested $129.4 million in capital expenditures and purchases of its common stock. During the quarter, Crown Castle purchased approximately 4.7 million shares of its common stock using approximately $112.5 million in cash, an average of $23.98 per share. Common shares outstanding - basic and diluted - were 213.4 million on September 30, 2005. During the third quarter of 2005, Crown Castle spent $16.9 million on capital expenditures, comprised of $3.5 million of sustaining capital expenditures and $13.4 million of revenue generating capital expenditures, of which $5.5 million was spent on existing sites, $2.9 million on land purchases and $5.0 million on the construction of new sites.

Also, as previously announced, during the third quarter, Crown Castle acquired 467 towers from TrinTel Communications, Inc. ("TrinTel") for approximately $145 million in cash. The acquired TrinTel portfolio currently produces approximately $14 million in annualized site rental revenue and approximately $9 million in annualized site rental gross margin. Further, Crown Castle made an additional investment of $55 million in FiberTower Corporation ("FiberTower"), as part of a total of $150 million that FiberTower raised through an equity offering. Crown Castle retains approximately 32%, on a fully diluted basis, of FiberTower and remains FiberTower's largest shareholder.

"We continue to invest our cash in investments that we believe will maximize long-term recurring cash flow per share," stated Ben Moreland, Chief Financial Officer of Crown Castle. "Over the last 12 months, we have invested nearly $600 million in the purchase of our common shares and 4% Convertible Notes representing shares that were in the money. These investments will have a compounding long-term impact on recurring cash flow per share as the revenues and resulting cash flow that we expect to produce will now be spread among fewer common shares outstanding. Based on our current run-rates and outlook for 2006, we expect we will invest over $100 million per quarter in a combination of capital expenditures on our existing towers, the acquisition and construction of new towers, and the purchase of our common shares. We remain focused on our long-term goal of 20% to 25% annual growth in recurring cash flow per share through the expected growth in our core tower business and related investments."

On August 1, 2005, Crown Castle completed a $275 million revolving credit facility. Borrowings under the credit facility may be used for general corporate purposes, including capital expenditures, acquisitions, common stock purchases and dividends. Under the terms of the facility, Crown Castle may use up to $100 million of borrowings for stock purchases and dividends. Borrowings under the facility will bear interest at a rate per annum of 200 to 275 basis points (based on interest expense coverage) plus LIBOR. Crown Castle currently has $145 million drawn under the credit facility, which was used to fund the Trintel acquisition.

OUTLOOK

The following statements and outlook tables are based on current expectations and assumptions and assume a US dollar to Australian dollar exchange rate of 0.76 US dollars to 1.00 Australian dollars. This Outlook section contains forward-looking statements, and actual results may differ materially. Information regarding potential risks which could cause actual results to differ from the forward-looking statements herein is set forth below and in Crown Castle's filings with the Securities and Exchange Commission.

The following table sets forth Crown Castle's current outlook for the fourth quarter of 2005 and full year 2005:


    (dollars in millions)
                                                 Fourth Quarter      Full Year
                                                      2005             2005
    Site Rental Revenue                           $155 to 157      $595 to 597
    Site Rental Cost of Operations                 $50 to 52       $195 to 197
    Site Rental Gross Margin                      $104 to 106      $399 to 401
    Adjusted EBITDA                                $87 to 89       $332 to 334
    Interest Expense                               $28 to 30       $131 to 133
    Sustaining Capital Expenditures                 $3 to 5         $12 to 14
    Recurring Cash Flow                            $54 to 56       $186 to 188

    Revenue Generating Capital Expenditures:
      Revenue Enhancing on Existing Sites           $5 to 7         $19 to 21

      Land Purchases                                $5 to 7          $9 to 11
      New Site Construction                         $4 to 6         $15 to 17
    Total Revenue Generating Capital Expenditures  $14 to 20        $43 to 49


    The following table sets forth Crown Castle's current outlook for full
year 2006:


    (dollars in millions)                                      Full Year
                                                                  2006
    Site Rental Revenue                                       $655 to 665
    Site Rental Cost of Operations                            $208 to 212
    Site Rental Gross Margin                                  $445 to 455
    Adjusted EBITDA                                           $370 to 380
    Interest Expense                                          $115 to 120
    Sustaining Capital Expenditures                            $11 to 15
    Recurring Cash Flow                                       $235 to 245

Crown Castle has not provided outlook for 2006 capital expenditures, except for sustaining capital expenditures. Crown Castle expects to invest approximately $450 million to $500 million during 2006, which it expects to fund from recurring cash flow and borrowings of five to seven times its expected growth in Adjusted EBITDA. These investments are likely to consist of capital expenditures on existing towers, the purchase of land beneath existing towers, the construction of new towers, the acquisition of towers, the purchase of common stock, and the redemption of the 8 1/4% Convertible Preferred Stock that would eliminate potential share dilution. Crown Castle's 2006 Outlook for interest expense does not include the impact of potential borrowings.

CONFERENCE CALL DETAILS

Crown Castle has scheduled a conference call for Thursday, October 27, 2005, at 10:30 a.m. eastern time to discuss third quarter results and Crown Castle's outlook. Please dial 303-205-0044 and ask for the Crown Castle call at least 10 minutes prior to the start time. A telephonic replay of the conference call will be available from 12:30 p.m. eastern time on Thursday, October 27, 2005, through 11:59 p.m. eastern time on Thursday, November 3, 2005, and may be accessed by dialing 303-590-3000 using pass code 11041238#. An audio archive will also be available on the company's website at http://www.crowncastle.com shortly after the call and will be accessible for approximately 90 days.

Crown Castle International Corp. engineers, deploys, owns and operates technologically advanced shared wireless infrastructure, including extensive networks of towers and rooftops. Crown Castle offers significant wireless communications coverage to 68 of the top 100 United States markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 11,000 and 1,300 wireless communication sites in the U.S. and Australia, respectively. For more information on Crown Castle visit: http://www.crowncastle.com .

                            Non-Cash Compensation

Crown Castle incurs non-cash compensation charges related to the issuance of restricted stock and stock options to certain employees and executives. Beginning in the first quarter of 2005 and in accordance with the provisions of SEC Staff Accounting Bulletin No. 107, Crown Castle is classifying all non- cash compensation as components of cost of operations and general and administrative costs. In prior periods, Crown Castle had shown non-cash compensation as a separate line-item on its income statement. Prior period amounts of non-cash compensation have been reclassified for comparison purposes.

              Summary of Non-Cash Amounts In Tower Gross Margin

In accordance with applicable accounting standards, Crown Castle recognizes site rental revenues and ground lease expenses monthly on a straight-line basis, regardless of whether the receipts and payments are in equal monthly amounts. An agreement, related to an acquisition in Australia, provides the seller with a rent-free period at the beginning of the lease term, and other agreements call for rent to be prepaid for a specified period. If, and to the extent the payment terms call for fixed escalations (as in fixed dollar or fixed percentage increases), the effect of such increases is recognized on a straight-line basis over the appropriate lease term. As a result of this accounting method, a portion of the revenue and expense recognized in a given period represents cash collected or paid in other periods.

A summary of the non-cash portions of our site rental revenues, ground lease expense and resulting impact on site rental gross margins is as follows:



                                                         For the Three
    (dollars in thousands)                               Months Ended
                                                      September 30, 2005
    Non-Cash portion of site rental revenues:
        Amounts attributable to rent-free periods           $1,575
        Amounts attributable to straight-line
         recognition of fixed escalations                   $2,515
                                                            $4,090
    Non-Cash portion of ground lease expense:
        Amounts attributable to straight-line
         recognition of fixed escalations                   $3,793

    Non-Cash compensation charges                              504
    Non-Cash impact on site rental gross margins:            $(207)



                         Non-GAAP Financial Measures

This press release includes presentations of Adjusted EBITDA and recurring cash flow, which are non-GAAP financial measures.

Crown Castle defines Adjusted EBITDA as net income (loss) plus cumulative effect of change in accounting principle, income (loss) from discontinued operations, minority interests, credit (provision) for income taxes, interest expense, amortization of deferred financing costs, interest and other income (expense), depreciation, amortization and accretion, operating non-cash compensation charges, asset write-down charges and restructuring charges (credits). Adjusted EBITDA is not intended as an alternative measure of operating results (as determined in accordance with Generally Accepted Accounting Principles (GAAP)). Adjusted EBITDA is presented as additional information because management believes it to be a useful indicator of the current financial performance of our core businesses. In addition, Adjusted EBITDA is the measure of current financial performance generally used in our debt covenant calculations.

Crown Castle defines recurring cash flow to be Adjusted EBITDA, less interest expense and less sustaining capital expenditures. Each of the amounts included in the calculation of recurring cash flow are computed in accordance with GAAP, with the exception of sustaining capital expenditures, which is not defined under GAAP. Sustaining capital expenditures are defined as capital expenditures (determined in accordance with GAAP) which do not increase the capacity or term of an asset. Recurring cash flow is not intended as an alternative measure of cash flow from operations (as determined in accordance with GAAP). Recurring cash flow is provided as additional information because management believes it to be useful in providing investors with a reasonable estimate of our cash flow available for discretionary investments (including expansion projects, improvements to existing sites, debt repayment, securities purchases and dividends) without reliance on additional borrowing or the use of our cash and cash equivalents.

Our measures of Adjusted EBITDA and recurring cash flow may not be comparable to similarly titled measures of other companies. The tables set forth below reconcile these non-GAAP financial measures to comparable GAAP financial measures.



    Reconciliations of Non-GAAP Financial Measures to Comparable GAAP
    Financial Measures:

    Adjusted EBITDA is computed as follows:        For the Three Months Ended
    (dollars in thousands)                         September 30, September 30,
                                                       2005         2004

    Net income (loss)                               $(28,066)    $450,656
    Income (loss) from discontinued operations,
     net of tax                                        1,497     (509,140)
    Minority interests                                  (904)         544
    Credit (provision) for income taxes                  117       (6,856)
    Interest expense and amortization
     of deferred financing costs                      28,600       52,281
    Interest and other income (expense)                 (617)      13,552
    Depreciation, amortization and accretion          72,192       69,925
    Operating non-cash compensation charges           11,816        1,442
    Asset write-down charges                           1,161          ---
    Restructuring charges (credits)                      ---         (445)
    Adjusted EBITDA                                  $85,796      $71,959


    Recurring Cash Flow is computed as follows:    For the Three Months Ended
    (dollars in thousands)                         September 30, September 30,
                                                        2005         2004
    Net cash provided by operating activities        $47,167      $20,705
    Add:  Other adjustments(A)                        10,032       (1,027)
    Less:  Sustaining capital expenditures            (3,468)      (1,433)
    Recurring Cash Flow                              $53,731      $18,245

    (A) Other adjustments include adjustments for changes in assets and
        liabilities, excluding the effects of acquisitions, restructuring
        charges and provision for income taxes.


    Recurring Cash Flow per share
     is computed as follows:                       For the Three Months Ended
    (dollars and shares in thousands)              September 30, September 30,
                                                       2005          2004
    Recurring Cash Flow                              $53,731       $18,245
    Weighted average common shares outstanding       215,664       222,841
    Recurring Cash Flow per share                      $0.25         $0.08

    Sustaining Capital Expenditures
     is computed as follows:                       For the Three Months Ended
    (dollars in thousands)                         September 30, September 30,
                                                       2005          2004
    Capital expenditures                             $16,867        $9,563
    Less:  Revenue enhancing on existing sites        (5,495)       (4,937)
    Less:  Land purchases                             (2,868)       (1,917)
    Less:  New site construction                      (5,036)       (1,276)
    Sustaining Capital Expenditures                   $3,468        $1,433


Adjusted EBITDA for the quarter ending December 31, 2005 and the years ending December 31, 2005 and December 31, 2006 is forecasted as follows:

                                   Q4 2005    Full Year 2005   Full Year 2006
      (dollars in millions)        Outlook        Outlook         Outlook
      Net income (loss)         $(24) to (11) $(408) to (394)  $(78) to (33)
      Minority interests          (1) to (2)     (4) to (5)        0 to (5)
      Credit (provision) for
       income taxes               0.1 to 0.2     0.5 to 0.6        0 to 1
      Interest expense and
       amortization of deferred
       financing costs             28 to 30      131 to 133      115 to 120
      Interest and other
       income (expense)             0 to 2       285 to 287        0 to 5
      Depreciation,
       amortization and accretion  72 to 77      289 to 294      290 to 315
      Operating non-cash
       compensation charges         1 to 2        16 to 17         4 to 6
      Asset write-down charges      0 to 2         2 to 4          4 to 6
      Restructuring charges
       (credits)                       ---         8 to 9             ---
      Adjusted EBITDA             $87 to 89     $332 to 334     $370 to 380

Recurring Cash Flow for the quarter ending December 31, 2005 and the years ending December 31, 2005 and December 31, 2006 is forecasted as follows:



    (dollars in millions)         Q4 2005     Full Year 2005  Full Year 2006
                                  Outlook        Outlook         Outlook
    Net cash provided by         $54 to 59     $163 to 168     $226 to 260
    operating activities
    Add: Other adjustments (A)     0 to 5        30 to 39         0 to 20
    Less: Sustaining capital
     expenditures                (3) to (5)    (12) to (14)    (11) to (15)
    Recurring Cash Flow          $54 to 56     $186 to 188     $235 to 245

    (A) Other adjustments include adjustments for changes in assets and
        liabilities, excluding the effects of acquisitions, restructuring
        charges and provision for income taxes.


    Other Calculations:

Sustaining Capital Expenditures for the quarter ending December 31, 2005 and the year ending December 31, 2005 is forecasted as follows:

    (dollars in millions)                  Q4 2005          Full Year 2005
                                           Outlook             Outlook
    Capital expenditures                 $17 to 25            $55 to 63
    Less:  Revenue enhancing             (5) to (7)          (19) to (21)
    on existing sites
    Less:  Land purchases                (5) to (7)           (9) to (11)
    Less: New site                       (4) to (6)          (15) to (17)
    construction
    Sustaining Capital                     $3 to 5            $12 to 14
    Expenditures


    Site Rental Gross Margin for the quarter ending December 31, 2005 and for
the years ending December 31, 2005 and December 31, 2006 is forecasted as
follows:

    (dollars in millions)         Q4 2005     Full Year 2005  Full Year 2006
                                  Outlook        Outlook         Outlook
    Site rental revenue         $155 to 157    $595 to 597     $655 to 665
    Less: Site rental cost
     of operations              (50) to (52)  (195) to (197)  (208) to (212)
    Site Rental Gross Margin    $104 to 106    $399 to 401     $445 to 455

Recurring Cash Flow for the quarter ending December 31, 2005 and for the years ending December 31, 2005 and December 31, 2006 is forecasted as follows:


    (dollars in millions)         Q4 2005     Full Year 2005  Full Year 2006
                                  Outlook        Outlook         Outlook
    Adjusted EBITDA              $87 to 89     $332 to 334     $370 to 380
    Less:  Interest expense     (28) to (30)  (131) to (133)  (115) to (120)
    Less:  Sustaining capital
     expenditures                (3) to (5)    (12) to (14)    (11) to (15)
    Recurring Cash Flow          $54 to 56     $186 to 188     $235 to 245



           Cautionary Language Regarding Forward-Looking Statements

This press release contains forward-looking statements and information that are based on our management's current expectations. Such statements include, but are not limited to, plans, projections and estimates regarding (i) growth in our business, demand for our towers and leasing rates and activity, (ii) investments, including the availability of appropriate investments and the impact of and return on our investments, (iii) currency exchange rates, (iv) site rental revenue, (v) customer payments, (vi) site rental cost of operations, (vii) site rental gross margin, (viii) Adjusted EBITDA, (ix) interest expense, (x) sustaining capital expenditures, (xi) recurring cash flow (including recurring cash flow per share), (xii) revenue enhancing capital expenditures on existing sites, (xiii) land purchases, (xiv) new site construction, and (xv) revenue generating capital expenditures. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including but not limited to prevailing market conditions and the following:

     *  Our business depends on the demand for wireless communications and
        towers, and we may be adversely affected by any slowdown in such
        demand.
     *  The loss or consolidation of, network sharing among, or financial
        instability of any of our limited number of customers may materially
        decrease revenues.
     *  An economic or wireless telecommunications industry slowdown may
        materially and adversely affect our business and the business of our
        customers.
     *  Our substantial level of indebtedness may adversely affect our ability
        to react to changes in our business and limit our ability to use debt
        to fund future capital needs.
     *  We operate in a competitive industry and some of our competitors have
        significantly more resources or less debt than we do.
     *  Technology changes may significantly reduce the demand for site leases
        and negatively impact the growth in our revenues.
     *  2.5G/3G and other technologies may not deploy or be adopted by
        customers as rapidly or in the manner projected.
     *  We generally lease or sublease the land under our sites and towers and
        may not be able to extend these leases.
     *  We may need additional financing, which may not be available, for
        strategic growth opportunities.
     *  Restrictive covenants on our debt instruments may limit our ability to
        take actions that may be in our best interests
     *  Laws and regulations, which may change at any time and with which we
        may fail to comply, regulate our business.
     *  We are heavily dependent on our senior management.
     *  Our network services business has historically experienced significant
        volatility in demand, which reduces the predictability of our results.
     *  We may suffer from future claims if radio frequency emissions from
        wireless handsets or equipment on our towers are demonstrated to cause
        negative health effects.
     *  Certain provisions of our certificate of incorporation, bylaws and
        operative agreements and domestic and international competition laws
        may make it more difficult for a third party to acquire control of us
        or for us to acquire control of a third party, even if such a change
        in control would be beneficial to our stockholders.
     *  Sales or issuances of a substantial number of shares of our common
        stock may adversely affect the market price of our common stock.
     *  Disputes with customers and suppliers may adversely affect results.

Should one or more of these or other risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors which could affect our results is included in our filings with the Securities and Exchange Commission.



     CROWN CASTLE INTERNATIONAL CORP.
     CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
     AND OTHER FINANCIAL DATA
     (in thousands, except per share data)

                                Three Months Ended       Nine Months Ended
                                   September 30,            September 30,
                                 2005         2004        2005         2004

    Net revenues:
      Site rental              $152,260     $135,229    $440,053     $397,916
      Network services
       and other                 19,457       14,956      56,454       47,907
        Total net revenues      171,717      150,185     496,507      445,823
    Costs of operations
     (exclusive of depreciation,
     amortization and accretion):
      Site rental (including
       non-cash compensation
       charges)                  50,029       45,804     145,468      136,024
      Network services and
       other (including
       non-cash compensation
       charges)                  13,333       10,717      39,204       33,858
        Total costs of
         operations              63,362       56,521     184,672      169,882
    General and administrative
     (including non-cash
     compensation charges)       33,484       22,936      79,921       72,569
    Corporate development           891          211       2,110        1,021
    Restructuring charges
     (credits) (including
     non-cash compensation
     charges)                       ---         (445)      8,477         (478)
    Asset write-down charges      1,161          ---       2,152        3,816
    Depreciation, amortization
     and accretion               72,192       69,925      217,076     211,141
      Operating income (loss)       627        1,037        2,099     (12,128)
    Interest and other income
     (expense)                      617      (13,552)    (285,035)    (40,279)
    Interest expense and
     amortization of deferred
     financing costs            (28,600)     (52,281)    (103,262)   (166,171)
      Loss from continuing
       operations before
       income taxes and
       minority interests       (27,356)     (64,796)    (386,198)   (218,578)
    Benefit (provision) for
     income taxes                  (117)       6,856         (408)      5,519
    Minority interests              904         (544)       2,977        (952)
      Loss from continuing
       operations               (26,569)     (58,484)    (383,629)   (214,011)
    Income (loss) from
     discontinued operations,
     net of tax                  (1,497)     509,140         (649)    537,250
      Net income (loss)         (28,066)     450,656     (384,278)    323,239
    Dividends on preferred
     stock                       (9,429)      (9,836)     (28,650)    (28,864)
    Net loss after deduction
     of dividends on preferred
     stock                     $(37,495)    $440,820    $(412,928)   $294,375

    Per common share
     -- basic and diluted:
      Loss from continuing
       operations              $  (0.17)    $  (0.31)   $   (1.88)   $  (1.10)
      Income from discontinued
       operations                   ---         2.29          ---        2.43
      Net income (loss)        $  (0.17)    $   1.98    $   (1.88)   $   1.33
    Common shares outstanding
     -- basic and diluted       215,664      222,841      219,167     221,329

    Adjusted EBITDA
     (before restructuring and
     asset write-down charges):
      Site rental              $ 95,012     $ 82,756    $ 272,384    $241,570
      Network services
       and other                 (9,216)     (10,797)     (27,463)    (29,359)
        Total Adjusted EBITDA  $ 85,796     $ 71,959    $ 244,921    $212,211

    Non-cash compensation
     charges:
      Site rental non-cash
       compensation charges    $    504     $     50    $     622    $    342
      Network services non-cash
       compensation charges         246           25          305         173
      General and administrative
       non-cash compensation
       charges                   11,066        1,367       14,190       9,345
        Total operating non-cash
         compensation charge     11,816        1,442       15,117       9,860
      Restructuring non-cash
       compensation charges         ---          ---        6,424         ---
        Total non-cash
         compensation charges
         from continuing
         operations            $ 11,816     $  1,442     $ 21,541    $  9,860



     CROWN CASTLE INTERNATIONAL CORP.
     CONDENSED CONSOLIDATED BALANCE SHEET
     (in thousands)

                                           September 30,      December 31,
                                               2005              2004

                     ASSETS
    Current assets:
      Cash and cash equivalents           $   71,350        $  566,707
      Receivables, net of allowance
       for doubtful accounts                  15,243            28,366
      Inventories                              3,732             4,781
      Deferred site rental receivable          5,354             6,395
      Prepaid expenses and other
       current assets                         34,300            28,771
      Restricted cash (including amounts
       returned on October 15, 2005
       of $24,905)                            77,542               ---
      Assets of discontinued operations          ---             3,693
          Total current assets               207,521           638,713
    Restricted cash                            3,154               ---
    Property and equipment, net of
     accumulated depreciation              3,326,801         3,368,166
    Goodwill                                 341,936           333,718
    Deferred site rental receivable           90,875            84,928
    Deferred financing costs and
     other assets, net of accumulated
     amortization                            192,684           145,997
                                          $4,162,971        $4,571,522

         LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
      Accounts payable                    $   11,064        $   12,168
      Accrued interest                         6,323            43,308
      Accrued compensation and
       related benefits                       12,554            15,445
      Deferred rental revenues and
       other accrued liabilities             109,966           116,326
      Liabilities of discontinued
       operations                                ---               568
      Long-term debt, current maturities     145,000            97,250
          Total current liabilities          284,907           285,065
    Long-term debt, less current
     maturities                            1,975,686         1,753,148
    Deferred ground lease payable            127,607           116,874
    Other liabilities                         38,954            44,302
          Total liabilities                2,427,154         2,199,389
    Minority interests                        27,516            30,468
    Redeemable preferred stock               509,043           508,040
    Stockholders' equity                   1,199,258         1,833,625
                                          $4,162,971        $4,571,522

    Note:  In accordance with the Indenture Agreement governing the Notes, all
           rental cash receipts for the month are restricted and held by the
           trustee.  Amounts in excess of reserve balances as calculated by
           the trustee are returned to the Company on the 15th of the
           subsequent month.



     CROWN CASTLE INTERNATIONAL CORP.
     CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
     (in thousands)

                                               Nine Months Ended
                                                  September 30,
                                              2005              2004

    Cash flows from operating activities:

      Net income (loss)                    $(384,278)         $323,239
      Adjustments to reconcile net loss
       to net cash provided by operating
       activities:
       Depreciation, amortization
        and accretion                        217,076           211,141
       Losses on purchases of
        long-term debt                       283,797            38,253
       Amortization of deferred financing
        costs and discounts on
        long-term debt                         4,174             7,978
       Non-cash compensation charges          21,541             9,860
       Asset write-down charges                2,152             3,816
       Minority interests                     (2,977)              952
       Equity in losses and write-downs of
        unconsolidated affiliates              3,365             3,991
       Loss (income) from discontinued
        operations                               649          (537,250)
       Interest rate swap termination payment    655               ---
       Amortization of interest rate
        swap payment                             286               ---
       Changes in assets and liabilities:
         Increase (decrease) in accrued
          interest                           (36,985)          (16,504)
         Increase (decrease) in accounts
          payable                             (1,080)           (1,040)
         Increase (decrease) in deferred
          rental revenues, deferred
          ground lease payables and other
          liabilities                         (2,336)            1,257
         Decrease (increase) in receivables   12,984             6,291
         Decrease (increase) in inventories,
          prepaid expenses, deferred site
          rental receivable and other assets (10,285)           (5,808)
           Net cash provided by (used for)
            operating activities             108,738            46,176


    Cash flows from investing activities:
      Proceeds from investments and
       disposition of property and equipment   1,968             2,726
      Capital expenditures                   (38,799)          (28,807)
      Investments in affiliates and other    (55,034)          (11,119)
      Maturities of investments                  ---           250,100
      Purchases of investments                   ---          (375,000)
      Acquisitions of assets                (144,580)              ---
           Net cash provided by (used for)
            investing activities            (236,445)         (162,100)

    Cash flows from financing activities:
      Proceeds from issuance of
       long-term debt                      1,900,000               ---
      Proceeds from issuance of
       capital stock                          37,044            30,074
      Purchases and redemption of
       long-term debt                     (1,848,222)         (267,359)
      Borrowings under revolving credit
       agreements                            145,000               ---
      Payments under revolving credit
       agreements                           (180,000)          (15,000)
      Purchases of capital stock            (292,718)          (52,990)
      Principal payments on long-term debt       ---        (1,289,750)
      Incurrence of financing costs          (31,973)             (444)
      Initial funding of restricted cash     (48,873)              ---
      Net (increase) decrease in
       restricted cash                       (31,823)              ---
      Interest rate swap payments             (6,381)              ---
      Dividends on preferred stock           (13,220)              ---
           Net cash provided by (used for)
            financing activities            (371,166)       (1,595,469)

    Effect of exchange rate changes on cash     (457)             (105)
    Discontinued operations                    3,973         2,058,919
    Net decrease in cash and
     cash equivalents                       (495,357)          347,421
    Cash and cash equivalents at
     beginning of period                     566,707           409,584
    Cash and cash equivalents at
     end of period                          $ 71,350          $757,005

    Supplemental disclosure of cash
     flow information:
      Interest paid                         $132,748          $172,376
      Income taxes paid                        7,408               481


     CROWN CASTLE INTERNATIONAL CORP.
     Summary Fact Sheet
     (in $ thousands)

                                                Quarter Ended 12/31/04
                                            CCUSA    CCAL      EmB     CCIC
    Revenues
        Site Rental                        128,838  10,711     ---   139,549
        Services                            16,907   1,003      76    17,986
    Total Revenues                         145,745  11,714      76   157,535

    Operating Expenses
        Site Rental                         43,474   4,655     ---    48,129
        Services                            11,494     825     575    12,894
    Total Operating Expenses                54,968   5,480     575    61,023

    General & Administrative
        Site Rental                          4,629   3,039     ---     7,668
        Services                            16,303     ---   1,125    17,428
    Total General & Administrative          20,932   3,039   1,125    25,096

    Operating Cash Flow                     69,845   3,195  (1,624)   71,416

    Corporate Development                      434     ---     ---       434

    Add: Non-Cash Compensation               3,212      16     ---     3,228

    Adjusted EBITDA                         72,623   3,211  (1,624)   74,210



                                                 Quarter Ended 12/31/04
                                             CCUSA    CCAL     EmB     CCIC
    Gross Margins:
        Site Rental                            66%     57%     N/M       66%
        Services                               32%     18%     N/M       28%

    Operating Cash Flow Margins                48%     27%     N/M       45%

    Adjusted EBITDA Margin                     50%     27%     N/M       47%



                                                 Quarter Ended 3/31/05
                                            CCUSA    CCAL      EmB     CCIC
    Revenues
        Site Rental                        130,692  10,173      61   140,926
        Services                            14,138   2,041     ---    16,179
    Total Revenues                         144,830  12,214      61   157,105

    Operating Expenses
        Site Rental                         43,011   4,590      79    47,680
        Services                            10,277     915     276    11,468
    Total Operating Expenses                53,288   5,505     355    59,148

    General & Administrative
        Site Rental                          4,472   2,836     ---     7,308
        Services                            14,587     ---     652    15,239
    Total General & Administrative          19,059   2,836     652    22,547

    Operating Cash Flow                     72,483   3,873    (946)   75,410

    Corporate Development                      ---     ---     432       432

    Add: Non-Cash Compensation               1,506      14      28     1,548

    Adjusted EBITDA                         73,989   3,887  (1,350)   76,526



                                                  Quarter Ended 3/31/05
                                            CCUSA    CCAL      EmB     CCIC
    Gross Margins:
        Site Rental                            67%     55%     N/M       66%
        Services                               27%     55%     N/M       29%

    Operating Cash Flow Margins                50%     32%     N/M       48%

    Adjusted EBITDA Margin                     51%     32%     N/M       49%



                                                  Quarter Ended 6/30/05
                                            CCUSA    CCAL      EmB     CCIC
    Revenues
        Site Rental                        133,540  13,260      67   146,867
        Services                            19,082   1,736     ---    20,818
    Total Revenues                         152,622  14,996      67   167,685

    Operating Expenses
        Site Rental                         43,250   4,387     122    47,759
        Services                            13,092     924     387    14,403
    Total Operating Expenses                56,342   5,311     509    62,162

    General & Administrative
        Site Rental                          4,657   3,256     ---     7,913
        Services                            15,199     ---     778    15,977
    Total General & Administrative          19,856   3,256     778    23,890

    Operating Cash Flow                     76,424   6,429  (1,220)   81,633

    Corporate Development                      ---     ---     787       787

    Add: Non-Cash Compensation               1,513     107     133     1,753

    Adjusted EBITDA                         77,937   6,536  (1,874)   82,599



                                                  Quarter Ended 6/30/05
                                            CCUSA    CCAL      EmB     CCIC
    Gross Margins:
        Site Rental                            68%     67%     N/M       67%
        Services                               31%     47%     N/M       31%

    Operating Cash Flow Margins                50%     43%     N/M       49%

    Adjusted EBITDA Margin                     51%     44%     N/M       49%



                                                  Quarter Ended 9/30/05
                                            CCUSA    CCAL      EmB     CCIC
    Revenues
        Site Rental                        139,797  12,399      64   152,260
        Services                            17,519   1,938     ---    19,457
    Total Revenues                         157,316  14,337      64   171,717

    Operating Expenses
        Site Rental                         45,653   4,261     115    50,029
        Services                            12,048     754     531    13,333
    Total Operating Expenses                57,701   5,015     646    63,362

    General & Administrative
        Site Rental                          4,997   2,835     ---     7,832
        Services                            24,268     ---   1,384    25,652
    Total General & Administrative          29,265   2,835   1,384    33,484

    Operating Cash Flow                     70,350   6,487  (1,966)   74,871

    Corporate Development                      ---     ---     891       891

    Add: Non-Cash Compensation              11,048     109     659    11,816

    Adjusted EBITDA                         81,398   6,596  (2,198)   85,796



                                                  Quarter Ended 9/30/05
                                            CCUSA    CCAL      EmB     CCIC
    Gross Margins:
        Site Rental                            67%     66%     N/M       67%
        Services                               31%     61%     N/M       31%

    Operating Cash Flow Margins                45%     45%     N/M       44%

    Adjusted EBITDA Margin                     52%     46%     N/M       50%



    Reconciliation of Non-GAAP Financial Measure (Adjusted EBITDA) to GAAP
    Financial Measure:
    (in $ thousands)

                                                Quarter Ended
                              12/31/2004   03/31/2005   06/30/2005  09/30/2005
    Net income (loss)         $ (88,129)   $(128,761)   $(227,451)   $(28,066)
    Income (loss) from
     discontinued operations,
     net of tax                   1,065        1,499       (2,347)      1,497
    Minority interests           (1,154)      (1,275)        (798)       (904)
    Credit (provision) for
     income taxes                   149          144          147         117
    Interest expense,
     amortization of deferred
     financing costs             40,599       39,269       35,393      28,600
    Interest and other
     income (expense)            37,985       83,017      202,635        (617)
    Depreciation, amortization
     and accretion               72,424       72,172       72,712      72,192
    Operating non-cash
     compensation charges         3,228        1,548        1,753      11,816
    Asset write-down charges      3,836          436          555       1,161
    Restructuring charges
     (credits)                    4,207        8,477          ---         ---
    Adjusted EBITDA           $  74,210    $  76,526    $  82,599    $ 85,796



     CCI FACT SHEET Q3 2005
     $ in thousands

                                             Q3 '04       Q3 '05      % Change
    CCUSA
    Site Rental Revenue                   $  125,546    $ 139,797         11%
    Ending Sites                              10,609       11,070          4%

    CCAL
    Site Rental Revenue                   $    9,683    $  12,399         28%
    Ending Sites                               1,388        1,386          0%

    CC EmB
    Site Rental Revenue                   $      ---           64         N/A
    Ending Sites                                 ---          ---         N/A

    TOTAL CCIC
    Site Rental Revenue                   $  135,229    $ 152,260         13%
    Ending Sites                              11,997       12,456          4%

    Ending Cash and Investments             $757,005      $71,350 *

    Debt
    Bank Debt                               $180,000     $145,000
    Tower Revenue Notes & Bonds           $1,718,847   $1,975,686
    6 1/4% & 8 1/4% Convertible
     Preferred Stock                        $507,706     $509,043
    Total Debt                            $2,406,553   $2,629,729

    Leverage Ratios
    Net Bank Debt / EBITDA                       N/A          N/A
    Net Bank Debt + Bonds / EBITDA              4.0X         6.0X
    Total Net Debt / EBITDA                     5.7X         7.5X
    Last Quarter Annualized
     Adjusted EBITDA                         287,836     $343,184

     * Excludes Restricted Cash of $80.7 million


     Contacts:  W. Benjamin Moreland, CFO
                Jay Brown, Treasurer
                Crown Castle International Corp.
                713-570-3000
SOURCE  Crown Castle International Corp.
    -0-                             10/26/2005
    /CONTACT:  W. Benjamin Moreland, CFO, or Jay Brown, Treasurer, both of
Crown Castle International Corp., +1-713-570-3000/
    /Web site:  http://www.crowncastle.com /
    (CCI)

CO:  Crown Castle International Corp.
ST:  Texas
IN:  CPR TLS
SU:  ERN CCA ERP

AH-JP
-- DAW041 --
6221 10/26/2005 16:01 EDT http://www.prnewswire.com

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