American Tower Corporation Reports Fourth Quarter 2003 Results.Business Editors BOSTON--(BUSINESS WIRE)--Feb. 18, 2004 American Tower Corporation Formed in 1995, American Tower Corporation is a publicly held company (NYSE: AMT) that is a leading owner and operator of wireless and broadcast communications sites in North America. Today American Tower owns and operates over 30,000 sites in the United States, Mexico and Brazil. (NYSE NYSE See: New York Stock Exchange : AMT See vPro. ) -- Revenues for the three months ended December December: see month. 31, 2003 increased to $191.5 million -- Same tower revenue and cash flow growth for the three months ended December 31, 2003, of 10% and 14%, respectively -- Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become and adjusted EBITDA margin for the three months ended December 31, 2003 increased to $104.9 million and 55%, respectively -- Loss from continuing operations continuing operations Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the for the three months ended December 31, 2003 decreased to $44.4 million American Tower Corporation (NYSE: AMT) today reported financial results for the quarter ended December 31, 2003. For the three months ended December 31, 2003, rental RENTAL. A roll or list of the rents of an estate containing the description of the lands let, the names of the tenants, and other particulars connected with such estate. This is the same as rent roll, from which it is said to be corrupted. and management segment revenues increased 10% to $163.1 million from $148.1 million for the same period in 2002. Total revenues increased to $191.5 million for the three months ended December 31, 2003, from $177.4 million for the same period in 2002. Loss from continuing operations decreased to $44.4 million, or $(0.20) per share, for the three months ended December 31, 2003 from $48.8 million, or $(0.25) per share, for the same period in 2002. Net loss decreased to $51.2 million, or $(0.23) per share, for the three months ended December 31, 2003 from $52.4 million, or $(0.27) per share, for the same period in 2002. For the full year ended December 31, 2003, rental and management segment revenues increased 14% to $619.7 million from $544.9 million for the same period in 2002. For the full year ended December 31, 2003 total revenues increased to $715.1 million, from $675.1 million for the full year ended December 31, 2002. Loss from continuing operations decreased to $242.5 million, or $(1.17) per share, for the full year ended December 31, 2003 from $320.5 million, or $(1.64) per share, for the full year ended December 31, 2002. Net loss decreased to $303.4 million, or $(1.46) per share, from $1,141.9 million, or $(5.84) per share, for the full year ended December 31, 2002. Adjusted EBITDA ("income (loss) from operations before depreciation and amortization and impairments, net loss on sale of long-lived long-lived adj. 1. Having a long life: a long-lived aunt. 2. Lasting a long time; persistent: a long-lived rumor. 3. assets and restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). expense plus interest income, TV Azteca TV Azteca is the second largest Mexican television network. It was established in 1968 as the state-owned Instituto Mexicano de la Televisión ("Imevisión"), and was privatized under its current name in 1993. Its flagship program is the newscast Hechos. , net") increased 17% to $104.9 million for the three months ended December 31, 2003 from $89.9 million for the same period in 2002. Adjusted EBITDA margin increased to 55% for the three months ended December 31, 2003 from 51% for the three months ended December 31, 2002. Adjusted EBITDA increased 25% to $390.8 million for the full year ended December 31, 2003 from $313.4 million for the full year ended December 31, 2002. Adjusted EBITDA margin increased to 55% for the full year ended December 31, 2003 from 46% for the full year ended December 31, 2002. Jim Taiclet, American American, river, 30 mi (48 km) long, rising in N central Calif. in the Sierra Nevada and flowing SW into the Sacramento River at Sacramento. The discovery of gold at Sutter's Mill (see Sutter, John Augustus) along the river in 1848 led to the California gold rush of Tower's Chief Executive Officer, stated, "Our solid fourth quarter results continue to demonstrate our commitment to growing revenue consistently, while tightly managing costs and capital expenditures. Our delivery of the company's first full year of positive free cash flow in 2003 establishes a strong foundation for the further pursuit of our strategy. "Our strategy of focusing the company on the core rental and management business, increasing the return on our existing asset base, pursuing only high return growth opportunities to expand the core business via building or buying, and further de-leveraging our balance sheet will result in expanding free cash flow over time. In addition, in 2004 we are redoubling our effort to drive operational excellence in our critical business processes. Our goal is to further accelerate our ability to generate new revenue while sustaining very high cash flow conversion rates. "We also began 2004 with a substantially strengthened balance sheet, with our net leverage ratio down almost two full turns year over year to 7.4 times annualized annualized Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. Adjusted EBITDA as of December 31, 2003, and still decreasing. We have also taken advantage of strong capital markets to lengthen length·en tr. & intr.v. length·ened, length·en·ing, length·ens To make or become longer. length en·er n. maturities and greatly improve our liquidity
position over the past twelve months. As we look to the future, we are
encouraged by recent trends of robust subscriber subscriber,n the person, usually the employee, who represents the family unit in relation to the prepayment plan. Other family members are dependents. Also called certificate holders or enrollees. and minutes-of-use growth, the introduction of advanced wireless networks, and the need for improved wireless network quality especially as driven by wireless and wireline number portability See NP. ." Operating Highlights The following same tower metrics metrics Managed care A popular term for standards by which the quality of a product, service, or outcome of a particular form of Pt management is evaluated. See TQM. presented for the three months and full year ended December 31, have been adjusted to exclude approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. $4 million in 2002 in non-recurring positive items to facilitate period-to-period comparisons. Organic same tower revenue and same tower cash flow growth on the approximately 13,300 towers owned as of the beginning of the fourth quarter 2002 and the end of the fourth quarter 2003 was 10% and 14%, respectively, for the three months ended December 31, 2003 as compared to the three months ended December 31, 2002. Rental and management segment operating profit Operating profit (or loss) Revenue from a firm's regular activities less costs and expenses and before income deductions. operating profit See operating income. increased 15% to $109.7 million for the three months ended December 31, 2003, from $95.5 million for the same period in 2002. Rental and management segment operating profit margins Operating profit margin The ratio of operating profit to net sales. increased to 67% for the three months ended December 31, 2003, from 64% for the same period in 2002. Rental and management segment operating profit increased 24% to $411.2 million for the full year ended December 31, 2003, from $332.1 million for the same period in 2002. Rental and management segment operating profit margins increased to 66% for the full year ended December 31, 2003, from 61% for the same period in 2002. Impairments, net loss on sale of long-lived assets and restructuring expense for the fourth quarter 2004 was $12.3 million and includes approximately $8.9 million of non-cash impairments and net loss on sale of long-lived assets, approximately $2.0 million of restructuring expense related to reorganizing certain operational functions within the rental and management group, and approximately $1.4 million in cash charges related to retirement compensation paid to Steven Ste´ven n. 1. Voice; speech; language. Ye have as merry a steven As any angel hath that is in heaven. - Chaucer. 2. An outcry; a loud call; a clamor. To set steven to make an appointment. B. Dodge in connection with his retirement as Chief Executive Officer. Free Cash Flow Free cash flow ("Adjusted EBITDA less interest expense and capital expenditures incurred, excluding acquisitions and divestitures") was $20.5 million and $61.5 million, respectively, for the three months and year ended December 31, 2003. These free cash flow numbers include deductions of approximately $19.9 million and $75.6 million, respectively, for non-cash interest expense relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the accretion The act of adding portions of soil to the soil already in possession of the owner by gradual deposition through the operation of natural causes. The growth of the value of a particular item given to a person as a specific bequest under the provisions of a will between the of our 12.25% senior subordinated Subordinated A claim ranked lower in priority than other claims. Common stock claims are always subordinated to debt. discount notes due 2008, our 2.25% discount convertible notes due 2009, and to the amortization of deferred financing costs (excluding the $19.9 million and $75.6 million would result in free cash flow of $40.4 million and $137.1 million, respectively). Asset Transactions During the fourth quarter of 2003, the Company continued to execute To run a program, which causes the computer to carry out its instructions. See executable code, instruction and EXE file. execute - execution its strategy of divesting non-core portions of its business and acquiring complementary core tower assets. The Company closed on $33.7 million of divestitures, including 206 non-strategic towers. The towers sold contributed approximately $5.1 million of annual revenue and $3.4 million in annual cash flow. In addition, the Company may receive approximately $10.5 million of proceeds from the sale of additional tower assets in the first quarter 2004, representing approximately $1.5 million of annual revenue and $1.0 million in annual cash flow. As of September September: see month. 30, 2003, the Company had satisfied its $100 million minimum purchase obligation under the NII (National Information Infrastructure) The U.S. government's policy for managing advanced technology in the country. The Clinton/Gore administration (1993-2001) was very enthusiastic about the Internet and proposed that it should be funded by private industry and be Holdings acquisition agreement. During the fourth quarter 2003 the Company closed on an additional 69 towers for $10.6 million bringing to 665 the aggregate number of towers acquired from NII Holdings for a total purchase price of $112.4 million as of December 31, 2003. The Company may acquire additional tower assets from NII Holdings in 2004, and currently expects to acquire an additional 24 towers in the second quarter 2004 for approximately $4.4 million. In the fourth quarter 2003, the Company entered into an agreement to purchase up to 143 towers from Iusacell Iusacell Grupo Iusacell is Mexico's #3 mobile operator. The company provides cellular services reaching about 90% of Mexico's population, including Mexico City and received more licenses to cover the remaining regions in early 2005. It has more than 4. Celular in Mexico Mexico, city, Mexico Mexico or Mexico City, Span. Ciudad de México (Méjico), city (1990 pop. 8,236,960; 1991 met. area est. 20,899,000), central Mexico, capital and largest city of Mexico. for up to $31.4 million. During the fourth quarter, the Company closed on 34 of these towers for approximately $8.5 million, and the remaining closings are expected to occur by the end of the third quarter 2004. The Company also agreed to acquire approximately 80 domestic towers for approximately $4.1 million, which are expected to close in the first quarter of 2004. At the completion of the remaining $31.4 million of NII Holdings, Iusacell and domestic tower acquisitions the Company anticipates incremental Additional or increased growth, bulk, quantity, number, or value; enlarged. Incremental cost is additional or increased cost of an item or service apart from its actual cost. total annual revenues of $5.5 million and incremental total annual cash flow of $3.6 million. Financing Highlights The Company has continued to strengthen its financial position through a combination of strong operational execution and thoughtfully thought·ful adj. 1. Engrossed in thought; contemplative. 2. Exhibiting or characterized by careful thought: a thoughtful essay. 3. accessing the capital markets. As previously announced, in the fourth quarter 2003 American Towers, Inc., the Company's principal operating subsidiary An operating subsidiary is a business term frequently used within the United States railroad industry. In the case of a railroad, it refers to a company that is a subsidiary but operates with its own identity and rolling stock. , sold $400.0 million principal amount of its 7.25% senior subordinated notes due 2011 through an institutional private placement. The net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). of approximately $389.3 million were used to prepay pre·pay tr.v. pre·paid, pre·pay·ing, pre·pays To pay or pay for beforehand. pre·pay ment n. indebtedness INDEBTEDNESS. The state, of being in debt, without regard to the ability or inability of the party to pay the same. See 1 Story, Eq. 343; 2 Hill. Ab. 421.2. under the Company's credit facilities credit facilities npl → facilidades fpl de crédito credit facilities npl → facilités fpl de paiement credit facilities . The Company also completed a tender offer on October October: see month. 22, 2003 for substantially all of the remaining $84.2 million of its 2.25% convertible notes ($44,000 of 2.25% convertible notes remains outstanding). In February February: see month. 2004, the Company completed an institutional private placement of $225.0 million principal amount of its 7.50% senior notes due 2012. The net proceeds of approximately $221.7 million will be used to redeem redeem v. to buy back, as when an owner who had mortgaged his/her real property pays off the debt. The term also refers to paying the amount due and all charges after a foreclosure (due to failure to make payments when due) has begun. all of the Company's outstanding 6.25% convertible notes due 2009 (which may be put to the Company by investors in 2006) and a portion of the Company's other outstanding notes. In addition, in February 2004, the Company refinanced its $267.0 million Term Loan B with a new $267.0 million Term Loan C. Term Loan C has substantially the same terms as Term Loan B, except that the interest rate spreads for LIBOR LIBOR See: London Interbank Offered Rate LIBOR See London interbank offered rate (LIBOR). and Base Rate loans were reduced by 125 basis points, from 350 to 225 and from 250 to 125, respectively. The combination of increasing operating profit, proceeds from financial and strategic activities and paying down debt reduced the Company's Net Leverage Ratio ("total debt less cash and cash equivalents and restricted cash and investments on hand divided by fourth quarter annualized Adjusted EBITDA") as of December 31, 2003 to 7.4 from 9.2 for the same period in 2002. As of December 31, 2003 the Company had $544.8 million in total liquidity, which is comprised of $275.5 million in cash and cash equivalents, including $170.0 million of restricted cash and investments, and the ability to draw upon the available $269.3 million of its Revolving Loan. ATC ATC Air Traffic Control ATC Average Total Cost ATC Certified Athletic Trainer ATC At the Center (Hartford, Maine retreat center) ATC Applied Technology Council ATC All Things Considered Mexico Holding Corp. As disclosed dis·close tr.v. dis·closed, dis·clos·ing, dis·clos·es 1. To expose to view, as by removing a cover; uncover. 2. To make known (something heretofore kept secret). in the Company's Proxy Statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. for its 2003 Annual Meeting of Stockholders, the right of J. Michael Michael, archangel Michael (mī`kəl) [Heb.,=who is like God?], archangel prominent in Christian, Jewish, and Muslim traditions. In the Bible and early Jewish literature, Michael is one of the angels of God's presence. Gearon, Jr., President of American Tower International, to require the Company to purchase his 8.7% interest in ATC Mexico Holding Corp., the subsidiary through which the Company conducts its Mexico operations ("ATC Mexico"), became exercisable in January January: see month. 2003. In January 2004, Mr. Gearon exercised this right. The purchase price for Mr. Gearon's interest in ATC Mexico is subject to review by an independent financial advisor, and is payable in cash or shares of the Company's Class A common stock, at the Company's option. The Company intends to pay the purchase price in shares of its Class A common stock, and closing is expected to occur in the second quarter of 2004. In addition, the Company expects that payment of a portion of the purchase price will be contingent upon Adj. 1. contingent upon - determined by conditions or circumstances that follow; "arms sales contingent on the approval of congress" contingent on, dependant on, dependant upon, dependent on, dependent upon, depending on, contingent ATC Mexico meeting certain performance objectives. The Company does not expect that there will be any change in Mr. Gearon's role as President of American Tower International. Changes in Composition of Board of Directors On February 13, 2004, the Board of Directors named James James, person in the Bible James, in the Gospel of St. Luke, kinsman of St. Jude. The original does not specify the relationship. James, rivers, United States James. D. Taiclet, Jr., Chairman of the Board of Directors to replace Steven B. Dodge, who retired from the Board effective the same date. Mr. Taiclet also will continue to serve as the Company's Chief Executive Officer. In addition, the Board appointed ap·point tr.v. ap·point·ed, ap·point·ing, ap·points 1. To select or designate to fill an office or a position: appointed her the chief operating officer of the company. 2. Carolyn
Carolyn is a female name in English speaking countries, originally an alteration of the more ancient name Caroline. Katz Katz , Bernard 1911-2003. German-born British physiologist. He shared a 1970 Nobel Prize for the study of nerve impulse transmission. to fill the vacancy VACANCY. A place which is empty. The term is principally applied to cases where an office is not filled. 2. By the constitution of the United States, the president has the power to fill up vacancies that may happen during the recess of the senate. created by the resignation of Arnold Chavkin in early 2004. Ms. Katz has nearly twenty years TWENTY YEARS. The lapse of twenty years raises a presumption of certain facts, and after such a time, the party against whom the presumption has been raised, will be required to prove a negative to establish his rights. 2. experience in emerging and high growth telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. and technology companies worldwide. She was formerly a managing director at Goldman Gold·man , Emma 1869-1940. Russian-born American anarchist. Jailed repeatedly for her advocacy of birth control and opposition to military conscription, she was deported to the Soviet Union in 1919. , Sachs Sachs , Hans 1494-1576. German writer and Meistersinger noted for his many dramas, poems, and songs. His life inspired Wagner's opera Die Meistersinger von Nürnberg (1868). & Co. and a principal at Providence Equity Partners Providence Equity Partners is a private equity firm headquartered in Providence, Rhode Island that focuses on investments in media and telecommunications. It is one of the largest private investment firms specializing in equity investments in media and communications companies. . 2004 Outlook The Company's full year and quarterly 2004 outlook for each of its operating segments is provided on page 11 of this release. The Company anticipates a solid lease-up environment in 2004 in its Rental and Management segment with continuation continuation - continuation passing style of current new business levels producing annual revenue growth of 8% to 11%. Full year 2004 outlook for rental and management revenue is $671 million to $688 million. Full year 2004 outlook for rental and management segment operating profit is $456 million to $472 million based on an expectation of new business contribution margins of approximately 90%. The Company's full year 2004 outlook for services revenue and segment operating profit is $75 million to $95 million and $7 million to $11 million, respectively. The Company's full year 2004 outlook for corporate expense is $25 million to $28 million, or 3% to 4% of total revenue. The Company's full year 2004 outlook for interest expense is $271 million to $281 million, including $82 million of non-cash interest. The Company's full year 2004 outlook for capital expenditures is $50 million to $65 million. Rental and management capital expenditures incurred are expected to range from $44 million to $58 million, including $24 million to $33 million for the construction of approximately 120 to 160 new wireless towers, and approximately $20 million to $25 million for tower improvements and augmentation AUGMENTATION, old English law. The name of a court erected by Henry VIII., which was invested with the power of determining suits and controversies relating to monasteries and abbey lands. . Services and corporate capital expenditures incurred are expected to be approximately $6 million to $7 million. Conference Call Information American Tower will host a conference call today at 11:00 a.m. Eastern to discuss quarterly results and the Company's outlook for full year 2004. The call will be hosted by Brad Singer, Chief Financial Officer, who will be joined by Jim Taiclet, Chief Executive Officer, and other members of the executive management team. The dial-in numbers are US/Canada: (888) 428-4478, international: (651) 291- 0900, no access codes required. A replay of the call will be available from 2:30 p.m. Eastern Wednesday Wednesday: see week. , February 18, 2004 until 11:59 p.m. Eastern Wednesday February 25, 2004. The replay dialin numbers are US: (800),475-6701 and international: (320) 365-3844, access code 719896. American Tower will also sponsor a live simulcast Simulcast is a portmanteau of "simultaneous broadcast", and refers to programs or events broadcast across more than one medium, or more than one service on the same medium, at the same time. of the call on its web site, http://investor.americantower.com. A replay of the call will be available on the web site shortly after the conclusion of the call. American Tower is the leading independent owner, operator and developer of broadcast and wireless communications wireless communications System using radio-frequency, infrared, microwave, or other types of electromagnetic or acoustic waves in place of wires, cables, or fibre optics to transmit signals or data. sites in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. . American Tower operates approximately 15,000 sites in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , Mexico, and Brazil Brazil (brəzĭl`), Port. Brasil, officially Federative Republic of Brazil, republic (2005 est. pop. 186,113,000), 3,286,470 sq mi (8,511,965 sq km), E South America. , including approximately 300 broadcast tower sites. For more information about American Tower Corporation, please visit our website www.americantower.com. Non-GAAP Financial Measures In addition to the results prepared in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[] As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh. with generally accepted accounting principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records. Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting (GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). ) provided throughout this press release, we have presented the following non-GAAP financial measures: Adjusted EBITDA, Adjusted EBITDA Margin, Same Tower Cash Flow, Free Cash Flow and Net Leverage Ratio. These measures are not intended as substitutes for other measures of financial performance determined in accordance with GAAP. They are presented as additional information because management believes they are useful indicators of the current financial performance of our core businesses. We believe that these measures can assist in comparing company performances on a consistent basis without regard to depreciation and amortization or capital structure. Our concern is that depreciation and amortization can vary significantly among companies depending on accounting methods, particularly where acquisitions or non-operating factors including historical cost bases are involved. Additionally, interest expense may vary significantly depending on capital structure. Notwithstanding the foregoing, our measure of Adjusted EBITDA, Adjusted EBITDA Margin, Same Tower Cash Flow, Free Cash Flow and Net Leverage Ratio may not be comparable to similarly titled measures of other companies. Reconciliations of these measures to GAAP are included on pages 12-14 of this release. Our results under GAAP are set forth in the financial statements attached on pages 6-8 of this release. This press release contains "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " concerning our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Examples of these statements include, but are not limited to, our full year 2004 Outlook, and planned future asset acquisitions and sales. Actual results may differ materially from those indicated in our forwardlooking statements as a result of various important factors, including: (1) a decrease in demand for tower space would materially and adversely affect our operating results; (2) continuation of the current U.S. economic slowdown For articles with similar titles, see Slow Down (disambiguation). A slowdown is an industrial action in which employees perform their duties but seek to reduce productivity or efficiency in their performance of these duties. could materially and adversely affect our business; (3) our substantial leverage and debt service obligations may adversely affect our operating results by restricting re·strict tr.v. re·strict·ed, re·strict·ing, re·stricts To keep or confine within limits. See Synonyms at limit. [Latin restringere, restrict- : re-, our ability to allocate To reserve a resource such as memory or disk. See memory allocation. capital to income producing assets; (4) restrictive covenants Restrictive covenants Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends. in our credit facilities and our senior and subordinated notes could adversely affect our business by further limiting our flexibility; (5) if our wireless service provider customers consolidate Consolidate To combine the assets, liabilities, and other financial items of two or more entities into one. Notes: This term is generally used in the context of consolidated financial statements. or merge See mail merge and concatenate. with each other to a significant degree, our growth, our revenue and our ability to generate positive cash flows could be adversely affected; (6) due to the long-term Long-term Three or more years. In the context of accounting, more than 1 year. long-term 1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term. expectations of revenue from tenant leases, we are dependent on the creditworthiness Creditworthiness The condition in which the risk of default on a debt obligation by that entity is deemed low. Creditworthiness Eligibility of an individual or firm to borrow money. of our tenants; (7) operations in foreign countries could lead to expropriations, government regulations, funds inaccessibility in·ac·ces·si·ble adj. Not accessible; remote or unapproachable. in ac·ces and foreign exchange exposure; (8) new technologies
could make our tower antenna leasing services less desirable to
potential tenants and result in decreasing revenues; (9) we may not be
able to complete our planned asset sales or realize the amount of
proceeds we currently expect from such sales; and (10) the bankruptcy bankruptcy, in law, settlement of the liabilities of a person or organization wholly or partially unable to meet financial obligations. The purposes are to distribute, through a court-appointed receiver, the bankrupt's assets equitably among creditors and, in most proceeding of our Verestar subsidiary exposes us to risks and
uncertainties. For other important factors that may cause actual results
to differ materially from those indicated in our forward-looking
statements, we refer you to the information under the caption entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: "Business Factors That May Affect Future Results" in our Form 10-Q Form 10-Q See 10-Q. for the quarter ended September 30, 2003, which we incorporate herein by reference. We undertake no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact. 2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or .
UNAUDITED CONDENSED
CONSOLIDATED BALANCE SHEETS
(In thousands) December 31, December 31,
2003 2002
ASSETS
Current Assets:
Cash and cash equivalents $105,465 $127,292
Restricted cash and investments 170,036
Accounts receivable, net 57,735 64,889
Other current assets 68,160 84,390
Assets held for sale 10,119 314,205
Total current assets 411,515 590,776
Property and equipment, net 2,546,525 2,694,999
Goodwill and other intangible assets, net 1,649,760 1,731,001
Deferred income taxes 449,180 383,431
Other long-term assets 275,508 261,996
Total $5,332,488 $5,662,203
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued expenses $107,557 $113,380
Accrued interest 59,734 63,611
Convertible notes, net - 2.25% 44 210,899
Current portion of long-term obligations
(excluding 2.25% convertible notes) 77,578 58,959
Other current liabilities 41,449 38,733
Liabilities held for sale 8,416 200,696
Total current liabilities 294,778 686,278
Long-term obligations 3,283,603 3,178,656
Other long-term liabilities 23,961 41,379
Total liabilities 3,602,342 3,906,313
Minority interest in subsidiaries 18,599 15,567
STOCKHOLDERS' EQUITY:
Class A Common Stock 2,119 1,856
Class B Common Stock 70 79
Class C Common Stock 12 23
Additional paid-in capital 3,910,879 3,642,019
Accumulated deficit (2,190,447) (1,887,030)
Accumulated other comprehensive loss (5,564)
Note receivable (6,720) (6,720)
Treasury stock (4,366) (4,340)
Total stockholders' equity 1,711,547 1,740,323
Total $5,332,488 $5,662,203
UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
Three Months Ended Twelve Months Ended
December 31, December 31,
2003 2002 2003 2002
REVENUES:
Rental and
management $163,126 $148,128 $619,697 $544,906
Network development
services 28,395 29,297 95,447 130,176
Total operating
revenues 191,521 177,425 715,144 675,082
OPERATING EXPENSES:
Rental and
management 57,065 56,168 222,724 226,786
Network development
services 26,457 28,279 88,943 118,591
Depreciation and
amortization 76,500 80,524 313,465 312,866
Corporate general,
administrative and
development expense 6,761 6,637 26,867 30,229
Impairments, net
loss on sale of
long-lived assets
and restructuring
expense 12,312 9,895 31,656 101,372
Total operating
expenses 179,095 181,503 683,655 789,844
INCOME (LOSS) FROM
OPERATIONS 12,426 (4,078) 31,489 (114,762)
OTHER INCOME (EXPENSE):
Interest income, TV
Azteca, net 3,669 3,524 14,222 13,938
Interest income 1,222 944 5,255 3,496
Interest expense (68,026) (62,421) (279,875) (254,446)
Loss on investments
and other expense (2,769) (889) (29,819) (25,559)
Loss on retirement
of long-term
obligations (A) (5,129) (46,197) (8,869)
Minority interest in
net earnings of
subsidiaries (1,433) (745) (3,703) (2,118)
Total other
expense (72,466) (59,587) (340,117) (273,558)
LOSS FROM CONTINUING
OPERATIONS BEFORE INCOME
TAXES (60,040) (63,665) (308,628) (388,320)
INCOME TAX BENEFIT 15,684 14,892 66,137 67,783
LOSS FROM CONTINUING
OPERATIONS BEFORE
CUMULATIVE EFFECT
OF CHANGE IN ACCOUNTING
PRINCIPLE (44,356) (48,773) (242,491) (320,537)
LOSS FROM DISCONTINUED
OPERATIONS, NET (B) (6,861) (3,671) (60,926) (258,724)
LOSS BEFORE CUMULATIVE EFFECT
OF CHANGE IN ACCOUNTING
PRINCIPLE (51,217) (52,444) (303,417) (579,261)
CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING
PRINCIPLE, NET OF
INCOME TAX BENEFIT OF
$14,438 (C) (562,618)
NET LOSS $(51,217) $(52,444) $(303,417)$(1,141,879)
BASIC AND DILUTED NET LOSS
PER COMMON SHARE AMOUNTS
Loss from continuing
operations before
cumulative effect of
change in accounting
principle $(0.20) $(0.25) $(1.17) $(1.64)
Discontinued
operations (0.03) (0.02) $(0.29) (1.32)
Cumulative effect of
change in
accounting
principle (2.88)
BASIC AND DILUTED NET LOSS
PER COMMON SHARE $(0.23) $(0.27) $(1.46) $(5.84)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 219,662 195,601 208,098 195,454
NOTES TO CONSOLIDATED STATEMENTS OF OPERATIONS
(A) Loss on retirement of long-term obligations is the result of
the Company's repurchase and/or conversion of its long-term
obligations.
(B) The above statements of operations have been adjusted to
reflect the results of operations of Galaxy Engineering
Services, Kline Iron and Steel Co., Inc.,
Verestar, Inc., Microwave Tower Services, Flash Technologies,
Inc. and two office buildings as discontinued operations.
(C) Effective January 1, 2002, the Company adopted SFAS No. 142
"Goodwill and Intangible Assets" and recognized a $562.6
million charge as the cumulative effect of a change in
accounting principle related to the write-down of goodwill to
its fair value.
UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS Twelve Months Ended
(In thousands) December 31,
2003 2002
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
Net loss $(303,417) $(1,141,879)
Cumulative effect of change in accounting
principle, net 562,618
Other non-cash items reflected in
statements of operations 473,133 660,375
Decrease in assets 6,383 52,610
Decrease in liabilities (19,713) (28,575)
Cash provided by operating activities 156,386 105,149
CASH FLOWS USED FOR INVESTING ACTIVITIES:
Payments for purchase of property and
equipment and construction activities (61,608) (180,497)
Payments for acquisitions (95,077) (56,361)
Proceeds from sale of businesses and other
long-term assets 110,753 109,353
Deposits, investments and other long-term
assets (10,078) 12,248
Cash used for investing activities (56,010) (115,257)
CASH FLOWS (USED FOR) PROVIDED BY FINANCING
ACTIVITIES:
Borrowings under credit facilities 160,000
Proceeds from issuance of debt securities &
notes payable 1,032,384
Net proceeds from equity offering and stock
options 126,847 1,305
Repayment of long-term obligations (1,071,956) (148,270)
Restricted cash and investments (170,036) 94,071
Deferred financing costs and other (39,442) (5,664)
Cash (used for) provided by financing
activities (122,203) 101,442
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS (21,827) 91,334
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 127,292 35,958
CASH AND CASH EQUIVALENTS, END OF YEAR $105,465 $127,292
CASH PAID FOR INCOME TAXES $2,609 $1,640
CASH PAID FOR INTEREST $218,900 $251,705
UNAUDITED SUPPLEMENTAL INFORMATION
SELECTED CAPITAL EXPENDITURE DETAIL
(in millions) Three Months Twelve Months
Ended Ended
December 31, December 31,
2003 2003
CAPITAL EXPENDITURES INCURRED
Wireless tower construction $5 $19
Improvements/Augmentation 9 20
Corporate 2 5
Verestar - 5
Total capital expenditures
incurred $16 $49
SELECTED INTEREST EXPENSE DETAIL
(in millions) Three Months Twelve Months
Ended Ended
December 31, December 31,
2003 2003
Credit facilities $10 $54
12.25% Senior subordinated discount
notes due 2008 14 49
Discount amortization of $0.01
warrants expiring 2008 2 8
9.375% Senior notes due 2009 23 94
7.25% Senior notes due 2011 3 3
Convertible notes due 2009 and 2010 10 45
Hedging instruments 1 9
Deferred financing amortization 4 15
Other 1 3
Total interest expense incurred $68 $280
SELECTED BALANCE SHEET DETAIL
(in millions)
LONG TERM OBLIGATIONS BREAKOUT, December 31,
INCLUDING CURRENT PORTION 2003
Revolving line of credit $48
Term loan A 390
Term loan B 267
12.25% Senior subordinated discount
notes due 2008 424
9.375% Senior notes due 2009 1,000
6.25% Convertible notes due 2009 213
2.25% Discounted convertible notes
due 2009 -
5.00% Convertible notes due 2010 349
3.25% Convertible notes due 2010 210
7.25% Convertible notes due 2011 400
Capital leases 43
Other 17
Total long term obligations $3,361
Net debt (Total long term
obligations less total cash and
cash equivalents, Restricted cash
and investments) $3,085
SELECTED DEBT OFFERING DETAIL
(in millions)
RESTRICTED CASH BALANCE ADJUSTMENTS
Sept. 30, 7.25% Dec. 31, 7.50% Feb. 18,
2003 Offering 2003 Offering 2004
Beginning Balance $283.7 $283.7 $170.0
Proceeds - $389.3 389.3 $221.7 221.7
Interest Income 0.5 - 0.5 - -
Prepayment of Revolver - (41.0) (41.0) - -
Prepayment of Term Loan A - (208.0) (208.0) - -
Prepayment of Term Loan B - (140.3) (140.3) - -
Repurchase of 5.0%
Convertible Notes (30.0) - (30.0) - -
Repurchase of 6.25%
Convertible Notes (a) - - - (217.1) (217.1)
Retirement of 2.25%
Convertible Notes (b) (84.2) - (84.2) - -
Ending Balance $170.0 $- $170.0 $4.6 $174.6
(a) On February 4, 2004 the Company announced its intention to redeem
all of the 212,742 outstanding 6.25% Convertible Notes at
$102.058 with the proceeds of its 7.50% Senior Note Offering
(b) On October 22, 2003 $84.2 million (99.9% of the outstanding
issue) in accreted value of the 2.25% Convertible Notes was put
to the Company under the terms of the notes.
SELECTED SHARE DETAIL As of
December
31, 2003
TOTAL SHARES OUTSTANDING (in
millions) 219.9
SELECTED TOWER PORTFOLIO DETAIL
Three Months Ended December 31, 2003
ACTIVE TOWER COUNTS Owned Broadcast Managed or Total
Wireless Towers Lease/Sublease
Towers
Beginning Balance, 10/1/03 13,665 331 970 14,966
New Construction 16 16
Acquisitions 103 103
Reductions (222) (3) (32) (257)
Ending Balance, 12/31/03 13,562 328 938 14,828
American Tower Corporation Financial Summary
February 18, 2004
(In millions, except per share data)
QUARTERLY AND FULL YEAR 2004 OUTLOOK
The following estimates are based on a number of assumptions that
management believes to be reasonable, and reflect the Company's
expectations as of February 18, 2004. Company outlook is based on
assumptions about the number of new builds constructed, tenant
lease-up and the timing of tower closings. Please refer to the
cautionary language included in this press release when considering
this information. The Company undertakes no obligation to update this
information.
"Segment operating profit" is defined as segment revenues less
segment operating expenses before depreciation and amortization,
corporate general administrative and development expense, and
impairments and net loss on sale of long-lived assets. Segment
operating profit for rental and management includes interest income TV
Azteca, net.
"Adjusted EBITDA" is defined as income (loss) from operations
before depreciation and amortization and impairments and net loss on
sale of long-lived assets, plus interest income, TV Azteca, net.
Q1 2004 Q2 2004 Q3 2004
Outlook Ranges Outlook Ranges Outlook Ranges
Rental and management
revenue 163 to 166 166 to 170 169 to 174
Rental and management
segment operating
profit 110 to 113 112 to 116 115 to 120
(Includes interest
income, TV Azteca,
net)
Services revenue 15 to 20 20 to 25 20 to 25
Services segment
operating profit 1 to 2 2 to 3 2 to 3
Total revenue 178 to 186 186 to 195 189 to 199
Total segment
operating profit 111 to 115 114 to 119 117 to 123
Corporate and
development
expense 7 to 6 7 to 6 7 to 6
Adjusted EBITDA 104 to 109 107 to 113 110 to 117
Depreciation and
amortization 78 to 76 79 to 77 79 to 77
Total interest
expense 71 to 70 70 to 67 70 to 67
Loss from
continuing
operations (1) (47) to (41) (36) to (29) (33) to (24)
Basic and diluted net
loss per common share
from continuing
operations (0.22) to(0.19) (0.16) to(0.13) (0.15) to(0.11)
Payments for purchase of
property and equipment
and construction
activities 12 to 15 13 to 17 13 to 17
Non-cash interest expense included in Total
interest expense above:
Accretion of
12.25%
senior
subordinated
notes due
2008 14 to 14 14 to 14 15 to 15
Accretion of
warrants
discount 2 to 2 2 to 2 2 to 2
Amortization
of deferred
financing
fees 4 to 4 4 to 4 4 to 4
Total non-cash
interest expense 20 20 20 20 21 21
Acquisition spending for the year 2004 is expected to be
approximately $31 million.
Q4 2004 Full Year 2004
Outlook Ranges Outlook Ranges
Rental and management revenue 173 to 178 671 to 688
Rental and management segment
operating profit 119 to 123 456 to 472
(Includes interest income, TV
Azteca, net)
Services revenue 20 to 25 75 to 95
Services segment
operating profit 2 to 3 7 to 11
Total revenue 193 to 203 746 to 783
Total segment operating profit 121 to 126 463 to 483
Corporate and development expense 7 to 7 28 to 25
Adjusted EBITDA 114 to 119 435 to 458
Depreciation and amortization 80 to 78 316 to 308
Total interest expense 70 to 67 281 to 271
Loss from continuing operations (1) (32) to (24) (148) to (118)
Basic and diluted net loss per common
share from continuing operations (0.14) to(0.11) (0.67) to(0.54)
Payments for purchase of property and
equipment and construction
activities 12 to 16 50 to 65
Non-cash interest expense included in
Total interest expense above:
Accretion of 12.25% senior
subordinated notes due 2008 15 to 15 58 to 58
Accretion of warrants discount 2 to 2 8 to 8
Amortization of deferred
financing fees 4 to 4 16 to 16
Total non-cash
interest expense 21 21 82 82
Acquisition spending for the year 2004
is expected to be approximately $31
million.
RECONCILIATION OF OUTLOOK TO GAAP MEASURES(2)
The reconciliation of loss
from continuing operations Q1 2004 Q2 2004 Q3 2004
to Adjusted EBITDA is as Outlook Outlook Outlook
follows: Ranges Ranges Ranges
Loss from continuing
operations $(47) to$(41) $(36) to$(29) $(33) to$(24)
Interest expense 71 to 70 70 to 67 70 to 67
Depreciation and
amortization 78 to 76 79 to 77 79 to 77
Other, including interest
income, note conversion
expense, loss on investment
and other expense, and
income tax benefit 2 to 4 (6) to (2) (6) to (3)
Adjusted EBITDA $104 to$109 $107 to$113 $110 to$117
RECONCILIATION OF OUTLOOK TO GAAP MEASURES(2)
The reconciliation of loss from
continuing operations to Q4 2004 Full Year 2004
Adjusted EBITDA is as follows: Outlook Ranges Outlook Ranges
Loss from continuing operations $(32) to $(24) $(148) to$(118)
Interest expense 70 to 67 281 to 271
Depreciation and amortization 80 to 78 316 to 308
Other, including interest income,
note conversion expense, loss
on investment and other expense,
and income tax benefit (4) to (2) (14) to (3)
Adjusted EBITDA $114 to $119 $435 to $458
(1) Q1 2004 outlook for Loss from continuing operations includes an $8
million charge for loss on retirement of long-term obligations
related to the planned redemption of the 6.25% notes at 102.058.
(2) We have not reconciled our adjusted EBITDA outlook to net loss
because we do not provide guidance for the reconciling items
between loss from continuing operations and net loss (loss from
discontinued operations).
UNAUDITED RECONCILIATIONS TO GAAP MEASURES
In thousands
Fourth Quarter 2003: Organic same tower cash flow
The reconciliation of organic same tower
cash flow for approximately 13,300 towers
owned as of the end of the fourth quarter
2003 and the beginning of the fourth
quarter 2002 is as follows:
Three Months Ended
December 31,
2003 2002
Rental and management revenue $163,126 $148,128
Revenue from towers not owned as of
10/1/2002, real estate, managed or
lease/subleased towers, and non-
recurring positive items in 2002 (13,341) (12,212)
Organic same tower revenue on
approximately 13,300 towers $149,785 $135,916
Organic same tower revenue %
increase 10%
Rental and management expense (57,065) (56,168)
Rental and management regional
overhead 10,365 12,875
Expenses from towers not owned as
of 10/1/2002, real estate, managed or
lease/subleased towers, and non-
recurring positive items in 2002 5,520 2,410
Organic same tower expenses on
approximately 13,300 towers $(41,180) $(40,883)
Organic same tower cash flow on
approximately 13,300 towers $108,605 $95,033
Organic same tower cash flow %
increase 14%
Fourth Quarter 2003: Capital expenditures
incurred, excluding acquisitions and
divestitures
The reconciliation of capital expenditures
incurred, excluding acquisitions and
divestitures is as follows:
Three Months Ended
December 31,
2003 2002
Payments for purchase of property and
equipment and construction activities
for the twelve months ended
December 31 $61,608 $180,497
Payments for purchase of property and
equipment and construction
activities for the nine months
ended September 30 (45,934) (155,856)
Payments for purchase of property and
equipment and construction activities
for the three months ended
December 31 15,674 24,641
Change in accrued capital
expenditures for the three months
ended December 31 669 (3,597)
Capital expenditures incurred,
excluding acquisitions and
divestitures for the three months
ended December 31 $16,343 $21,044
Full Year 2003: Capital expenditures
incurred, excluding acquisitions and
divestitures
The reconciliation of capital expenditures
incurred, excluding acquisitions and
divestitures is as follows:
Twelve Months Ended
December 31,
2003 2002
Payments for purchase of property and
equipment and construction activities
for the current twelve months ended
December 31 $61,608 $180,497
Change in accrued capital
expenditures for the current
twelve months ended
December 31 (12,134) (33,627)
Capital expenditures incurred,
excluding acquisitions and
divestitures for the current
twelve months ended December 31 $49,474 $146,870
UNAUDITED RECONCILIATIONS TO GAAP MEASURES
In thousands
Fourth Quarter 2003: Adjusted EBITDA, free cash flow,
and adjusted EBITDA margin
The reconciliation of net loss to adjusted
EBITDA, free cash flow and adjusted EBITDA
margin is as follows:
Three Months Ended
December 31,
2003 2002
Net loss $(51,217) $(52,444)
Loss from discontinued operations,
net 6,861 3,671
Loss from continuing operations (44,356) (48,773)
Interest expense 68,026 62,421
Interest income (1,222) (944)
Income tax benefit (15,684) (14,892)
Depreciation and amortization 76,500 80,524
Impairments, net loss on sale of
long-lived assets and
restructuring expense 12,312 9,895
Loss on retirement of long-term
obligations 5,129 -
Minority interest in net earnings
of subsidiaries 1,433 745
Loss on investments and other
expense 2,769 889
Adjusted EBITDA $104,907 $89,865
Interest expense (68,026) (62,421)
Capital expenditures incurred,
excluding acquisitions and
divestitures (16,343) (21,044)
Free cash flow 20,538 6,400
Accretion of 2.25% discount
convertible notes due 2009 174 1,745
Accretion of 12.25% senior
subordinated discount notes due
2008 13,662 -
Accretion of warrants discount
(issued in conjunction with 12.25%
notes) 2,273 -
Amortization of deferred financing
fees 3,762 2,764
Free cash flow, excluding accretion
and amortization of deferred
financing $40,409 $10,909
Adjusted EBITDA $104,907 $89,865
Divided by total operating revenues 191,521 177,425
Adjusted EBITDA margin 55% 51%
UNAUDITED RECONCILIATIONS TO GAAP MEASURES
In thousands
Full Year 2003: Adjusted EBITDA,
free cash flow, and adjusted
EBITDA margin
The reconciliation of net loss to
adjusted EBITDA, free cash flow
and adjusted EBITDA margin
is as follows:
Twelve Months Ended
December 31,
2003 2002
Net loss, before cumulative effect
of change in accounting principle$(303,417) $(579,261)
Loss from discontinued operations,
net 60,926 258,724
Loss from continuing operations (242,491) (320,537)
Interest expense 279,875 254,446
Interest income (5,255) (3,496)
Income tax benefit (66,137) (67,783)
Depreciation and amortization 313,465 312,866
Impairments, net loss on sale of
long-lived assets and
restructuring expense 31,656 101,372
Loss on retirement of long-term
obligations 46,197 8,869
Minority interest in net earnings
of subsidiaries 3,703 2,118
Loss on investments and other
expense 29,819 25,559
Adjusted EBITDA $390,832 $313,414
Interest expense (279,875) (254,446)
Capital expenditures incurred,
excluding acquisitions and
divestitures (49,474) (146,870)
Free cash flow 61,483 (87,902)
Accretion of 2.25% discount
convertible notes due 2009 4,197 6,790
Accretion of 12.25% senior
subordinated discount notes due
2008 48,514 -
Accretion of warrants discount
(issued in conjunction with
12.25% notes) 8,278 -
Amortization of deferred financing
fees 14,609 11,972
Free cash flow, excluding
accretion and amortization of
deferred financing $137,081 $(69,140)
Adjusted EBITDA $390,832 $313,414
Divided by total operating
revenues 715,144 675,082
Adjusted EBITDA margin 55% 46%
Net Leverage Ratio
The reconciliation of net leverage
for the end of the fourth quarter
2003 and 2002 is as follows:
December 31,
2003 2002 (1)
Cash and cash equivalents $105,465 $127,292
Restricted cash and investments 170,036 -
Total cash and cash equivalents 275,501 127,292
Current portion of long-term
obligations 77,622 269,858
Long-term obligations 3,283,603 3,178,656
Total debt 3,361,225 3,448,514
Net debt (Total debt less cash and
cash equivalents) 3,085,724 3,321,222
Respective 4Q Adjusted EBITDA 104,907 89,865
Respective 4Q Adjusted annualized
EBITDA $419,628 $359,460
Net Leverage Ratio (Net debt
divided by respective 4Q
annualized adjusted EBITDA) 7.4 9.2
(1) Excludes cash and cash equivalents and long-term obligations
associated with discontinued operations
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