Exhibit 99.1
NEWS RELEASE

30 North LaSalle Street, Suite 4000, Chicago, IL 60602 |
Office: 312-630-1900 · Fax: 312-630-9299 |
As previously announced, TDSTM will hold a teleconference Feb. 26, 2009 at 10:00 a.m. Chicago time. Interested parties may listen to the call live via the Internet by accessing the Conference Calls page of www.teldta.com.
Contact: | | Mark A. Steinkrauss, Vice President, Corporate Relations |
| | (312) 592-5384 mark.steinkrauss@teldta.com |
| | |
| | Julie D. Mathews, Manager, Investor Relations |
| | (312) 592-5341 julie.mathews@teldta.com |
FOR RELEASE: IMMEDIATE
TDS REPORTS FOURTH QUARTER AND FULL-YEAR FINANCIAL RESULTS
NON-CASH IMPAIRMENT CHARGES RELATED TO SFAS 142
Note: Comparisons are year over year unless otherwise noted.
4Q 2008 Highlights
Enterprise/TDS Corporate
· 1.7 percent increase in operating revenues, to $1,264.0 million.
· Repurchased 1,555,627 TDS common shares and 1,442,629 TDS special common shares for $44.6 million and $40.0 million, respectively.
Wireless/U.S. Cellular®
· 2.0 percent increase in service revenues, to $977.0 million.
· 31.8 percent increase in data revenues, to $142.1 million, representing 14.5 percent of service revenues.
· Retail postpay churn low at 1.6 percent; postpay customers comprised 95 percent of retail customers.
Wireline/TDS Telecom®
· 24.0 percent increase in ILEC DSL (digital subscriber line) customers, to 178,000; CLEC DSL customers totaled 40,100.
· 18.9 percent increase in ILEC data revenues, to $24.2 million.
· ILEC equivalent access lines increased 1.8 percent to 776,700, due in part to acquisitions; ILEC physical access lines declined to 566,200.
Full-Year 2008 Highlights
Enterprise/TDS Corporate
· 5.4 percent increase in operating revenues, to $5,092.0 million.
· Repurchased 5,861,822 TDS common and special common shares for $199.6 million.
Wireless/U.S. Cellular®
· 7.1 percent increase in service revenues, to $3,940.3 million.
· 39.1 percent increase in data revenues, to $511.7 million.
· 4.0 percent increase in ARPU, to $53.23.
· Retail postpay churn low at 1.5 percent.
Wireline/TDS Telecom®
· 23.3 percent increase in data revenues to $90 million.
CHICAGO — Feb. 26, 2009 — Telephone and Data Systems, Inc. [NYSE:TDS, TDS.S] reported operating revenues of $1,264.0 million for the fourth quarter of 2008, an increase of 1.7 percent from $1,242.7 million in the comparable period one year ago. In the fourth quarter, TDS recorded a $414.4 million impairment, which will be discussed later in this release. Although the impairment resulted in a loss for the quarter, it was a non-cash charge and did not affect cash or cash flow.
“We are proud to have completed our 40th year of providing outstanding communications services to our customers,” said LeRoy T. Carlson, Jr., TDS president and chief executive officer. At the same time, we reached the $5 billion revenue mark and now provide wireless and wireline telecommunications services to nearly 7.4 million customers in 36 states. We have every intention of keeping this momentum going.
“U.S. Cellular and TDS delivered solid fourth quarter results, particularly in light of the dramatically slowing economy. U.S. Cellular continued to execute on its strategy of delivering high customer satisfaction. In the quarter, U.S. Cellular added 41,000 net new retail postpay customers. At year end postpay represented 95 percent of the retail customer base. Data revenues continued to be strong, growing 32 percent in the quarter, and represented 14.5 percent of service revenues. ARPU was up year over year for the 13th consecutive quarter, while postpay churn remained low at 1.6 percent.
“TDS Telecom continued to make considerable progress toward being the preferred broadband provider in its markets. TDS Telecom’s goal is to make 10 MB service available to more than 50 percent of its customer base in 2009. Additionally, TDS Telecom plans to offer 25 MB or faster service to selected competitive markets in 2009 and 2010. In the quarter, ILEC DSL subscribers increased 24 percent, contributing to a 19 percent increase in data revenues. TDS Telecom is aggressively selling Triple Play bundles, and added 3,900 Triple Play voice, DSL, and satellite TV customers in the quarter. Triple Play customers now total 58,500. Customer churn for Triple Play bundles is very low at 0.5 percent.
“TDS Telecom has also introduced a new service called managedIP. This hosted Internet Protocol (IP) solution offers small and medium businesses a single converged voice and data communications solution. Unlike most VoIP services, which use the public Internet to deliver voice services, managedIP is delivered over a private, secure, and dedicated network that’s hosted at a secure TDS facility. Businesses are able to focus on increasing sales and providing improved customer service, while TDS manages, protects, and upgrades their communications systems. Because this is a hosted solution, it allows the customer to avoid a big capital expense, which is a benefit to businesses, particularly during these tough economic times.
“To support the extension of managedIP, TDS Telecom plans to begin implementing a 10G regional fiber transport network in 2009. The 10G network will provide much more capacity, lower costs, and enhanced reliability through redundancy, and will allow the company to roll out new services more quickly in more markets. TDS Telecom expects to connect a majority of its customers with the new network by year end.
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“During the quarter, TDS Telecom closed on its acquisition of State Long Distance Telecom located in southeastern Wisconsin. At year end, State Long Distance Telecom served 9,100 access lines and 2,300 DSL lines.”
Outlook for 2009
“For 2009,” continued Carlson, “TDS is well-positioned to grow during these difficult times by continuing to deliver outstanding customer satisfaction. Both businesses have proven, targeted, and effective strategies. They are both financially strong and generate positive cash flows from operating activities. TDS and U.S. Cellular are investment-grade and have very strong balance sheets that provide financial flexibility. And, TDS has 12,500 excellent associates and employees who are committed to delivering outstanding quality and value to our customers and generating value for shareholders.”
Material Weakness Eliminated
In the fourth quarter of 2008, TDS completed the implementation of previously reported enhanced internal controls related to income tax accounting. These controls are operating effectively and, as a result, the company no longer has a material weakness related to income taxes.
SFAS 142 Impairment Charges
TDS recorded an impairment of licenses of $414.4 million in the fourth quarter of 2008 in accordance with Statement of Financial Accounting Standards, “Goodwill and Other Intangible Assets” (“SFAS No. 142”). Of the $414.4 million, $386.7 million is recorded at U.S. Cellular.
The impairment charge had no impact on cash or cash flow.
In accordance with SFAS No. 142, TDS and U.S. Cellular performed annual impairment tests of the companies’ licenses and goodwill in the second quarter of 2008 and concluded at that time that there was no impairment. As a result of the further deterioration in the credit and financial markets and the accelerated decline in the overall economy in the fourth quarter of 2008, TDS and U.S. Cellular updated the impairment assessment of licenses and goodwill as of Dec. 31, 2008. The impairment assessment resulted in a $414.4 million impairment to licenses and no impairment to goodwill.
Guidance
Guidance for the year ending Dec. 31, 2009 is as follows. There can be no assurance that final results will not differ materially from this guidance.
U.S. Cellular 2009 guidance as of Feb. 26, 2009 is as follows:
Net Retail Customer Additions | | 75,000-150,000 |
Service Revenue | | $3,900-$4,000 million |
Operating Income | | $275-$350 million |
Depreciation, Amortization & Accretion(1) | | Approx. $600 million |
Capital Expenditures | | Approx. $575 million |
TDS Telecom (ILEC and CLEC) 2009 guidance as of Feb. 26, 2009 is as follows:
Operating Revenues | | $780-$820 million |
Operating Income | | $100-$130 million |
Depreciation, Amortization & Accretion(1) | | Approx. $160 million |
Capital Expenditures | | Approx. $130 million |
(1) Includes losses on disposals of assets
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This guidance represents the views of management as of Feb. 26, 2009 and should not be assumed to be accurate as of any other date. TDS undertakes no legal duty to update such information, whether as a result of new information, future events, or otherwise.
Stock Repurchase Summary
The following represents repurchases of both TDS common shares and TDS special common shares.
Repurchase Period | | # Shares | | Cost (in millions) | |
2008 (fourth quarter) | | 2,998,256 | | $ | 84.6 | |
2008 (third quarter) | | 806,900 | | $ | 30.3 | |
2008 (second quarter) | | 1,015,650 | | $ | 39.6 | |
2008 (first quarter) | | 1,041,016 | | $ | 45.1 | |
2008 (full year) | | 5,861,822 | | $ | 199.6 | |
| | | | | |
2007 (full year) | | 2,076,979 | | $ | 126.7 | |
| | | | | |
Total 2007 and 2008 | | 7,938,801 | | $ | 326.3 | |
Conference call information
TDS will hold a conference call on Feb. 26 at 10:00 a.m. Chicago time.
· Access the live call online at http://www.videonewswire.com/event.asp?id=56184 or on the Conference Calls page of www.teldta.com.
· Access the call by phone at 800/706-9695 (US/Canada) and use conference ID 86129191.
Before the call, certain financial and statistical information to be discussed during the call will be posted to the Conference Calls page of www.teldta.com, together with reconciliations to generally accepted accounting principles (GAAP) of any non-GAAP information to be disclosed. The call will be archived on the Conference Calls page of www.teldta.com.
About TDS
Telephone and Data Systems, Inc. (TDS), a Fortune 500® company, provides wireless, local and long-distance telephone, and broadband services to nearly 7.4 million customers in 36 states through its business units, U.S. Cellular (wireless) and TDS Telecom (wireline). Founded in 1969 and headquartered in Chicago, TDS employed 12,500 employees as of Dec. 31, 2008. For more information about TDS, visit www.teldta.com.
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About U.S. Cellular®
United States Cellular Corporation, the nation’s fifth-largest, full-service wireless carrier, provides a comprehensive range of wireless products and services, excellent customer support, and a high-quality network to nearly 6.2 million customers in 26 states. The Chicago-based company employed 8,500 full-time equivalent associates as of Dec. 31, 2008. For more information about U.S. Cellular, visit www.uscellular.com.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company’s plans, beliefs, estimates and expectations. These statements are based on current estimates, projections and assumptions, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: The ability of U.S. Cellular to successfully grow its markets; the current credit crisis affecting financial markets, and its effects on the overall economy; competition; the access to and pricing of unbundled network elements; the state and federal telecommunications regulatory environment; the value of assets and investments; adverse changes in the ratings afforded TDS and U.S. Cellular debt securities by accredited ratings organizations; industry consolidation; advances in telecommunications technology; uncertainty of access to the capital markets; risks and uncertainties relating to possible future restatements; pending and future litigation; changes in income tax rates, laws, regulations or rulings; acquisitions/divestitures of properties and/or licenses; and changes in customer growth rates, average monthly revenue per unit, churn rates, roaming revenue and terms, the availability of handset devices, or the mix of products and services offered by U.S. Cellular and TDS Telecom. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K used by TDS to furnish this press release to the SEC, which are incorporated by reference herein.
IMPORTANT INFORMATION: TDS and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of TDS in connection with the TDS 2009 annual meeting of shareholders. Information regarding TDS directors and executive officers and their respective interests in TDS by security holdings or otherwise is set forth in TDS’ proxy statement relating to its 2008 annual meeting, as filed with the Securities and Exchange Commission (“SEC”) on April 15, 2008, which may be obtained free of charge at the SEC’s website at www.sec.gov and TDS’ website at www.teldta.com. Additional information concerning participants that may be soliciting proxy statements on behalf of the TDS board of directors and their respective interests in TDS by security holdings or otherwise will be included in the proxy statement filed by TDS in connection with its 2009 annual meeting of shareholders. The 2009 proxy statement, other solicitation material and other reports that TDS files with the SEC, when available, can be obtained free of charge at the SEC’s web site at www.sec.gov or from TDS on its website at www.teldta.com. TDS SHAREHOLDERS ARE ADVISED TO READ CAREFULLY THE PROXY STATEMENT AND OTHER SOLICITATION MATERIAL FILED BY TDS IN CONNECTION WITH THE TDS 2009 ANNUAL MEETING OF SHAREHOLDERS WHEN THEY BECOME AVAILABLE BEFORE MAKING ANY VOTING DECISION BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION RELATING TO THE ELECTION OF DIRECTORS OF TDS.
For more information about TDS and its subsidiaries, visit the Web sites at:
TDS: www.teldta.com | TDS Telecom: www.tdstelecom.com |
USM: www.uscellular.com | |
5
UNITED STATES CELLULAR CORPORATION
SUMMARY OPERATING DATA
Quarter Ended | | 12/31/2008 | | 9/30/2008 | | 6/30/2008 | | 3/31/2008 | | 12/31/2007 | |
Total Population: | | | | | | | | | | | |
Consolidated markets (1) | | 83,014,000 | | 82,875,000 | | 82,875,000 | | 82,846,000 | | 82,371,000 | |
Consolidated operating markets (1) | | 46,009,000 | | 45,493,000 | | 45,493,000 | | 45,262,000 | | 44,955,000 | |
All customers: | | | | | | | | | | | |
Customer units (2) | | 6,196,000 | | 6,176,000 | | 6,194,000 | | 6,175,000 | | 6,102,000 | |
Gross customer unit additions | | 395,000 | | 367,000 | | 365,000 | | 408,000 | | 436,000 | |
Net customer unit additions (losses) | | 20,000 | | (18,000 | ) | 16,000 | | 73,000 | | 44,000 | |
Market penetration at end of period: | | | | | | | | | | | |
Consolidated markets (3) | | 7.5 | % | 7.5 | % | 7.5 | % | 7.5 | % | 7.4 | % |
Consolidated operating markets (3) | | 13.5 | % | 13.6 | % | 13.6 | % | 13.6 | % | 13.6 | % |
Retail customers: | | | | | | | | | | | |
Customer units (2) | | 5,707,000 | | 5,674,000 | | 5,677,000 | | 5,640,000 | | 5,564,000 | |
Gross customer unit additions | | 352,000 | | 325,000 | | 318,000 | | 360,000 | | 367,000 | |
Net postpay customer unit additions | | 41,000 | | 12,000 | | 33,000 | | 72,000 | | 70,000 | |
Net prepay customer unit additions (losses) | | (8,000 | ) | (15,000 | ) | 1,000 | | 13,000 | | (6,000 | ) |
Cell sites in service | | 6,877 | | 6,716 | | 6,596 | | 6,452 | | 6,383 | |
Average monthly revenue per unit (4) | | $ | 52.71 | | $ | 54.59 | | $ | 53.27 | | $ | 52.24 | | $ | 52.60 | |
Retail service revenue per unit (4) (7) | | $ | 46.43 | | $ | 46.97 | | $ | 46.53 | | $ | 46.18 | | $ | 46.39 | |
Inbound roaming revenue per unit (4) (7) | | $ | 4.25 | | $ | 5.03 | | $ | 4.54 | | $ | 3.95 | | $ | 4.22 | |
Other revenue per unit (4) (7) | | $ | 2.03 | | $ | 2.59 | | $ | 2.20 | | $ | 2.11 | | $ | 1.99 | |
Minutes of use (MOU) - Voice (5) | | 678 | | 695 | | 704 | | 701 | | 689 | |
Postpay churn rate (6) | | 1.6 | % | 1.6 | % | 1.4 | % | 1.4 | % | 1.5 | % |
Construction Expenditures (000s) | | $ | 190,000 | | $ | 146,100 | | $ | 137,800 | | $ | 111,700 | | $ | 188,100 | |
(1) “Total population of consolidated markets” and “Total population of consolidated operating markets” are used only for the purposes of calculating market penetration of consolidated markets and consolidated operating markets, respectively, which is calculated by dividing customers by the total market population (without duplication of population in overlapping markets).
(2) All customer units as of December 31, 2007 and March 31, 2008, and retail customer units as of March 31, 2008 have been adjusted from amounts previously reported, as a result of a review of U.S. Cellular’s customer reporting procedures.
(3) Calculated by dividing the number of wireless customers at the end of the period by the total population of consolidated markets and consolidated operating markets, respectively, as estimated by Claritas.
(4) Per unit revenue measurements are derived from Service Revenues as reported in Financial Highlights for each respective quarter as follows:
Service Revenues (000s) | | $ | 976,952 | | $ | 1,013,928 | | $ | 987,352 | | $ | 962,094 | | $ | 957,896 | |
Components: | | | | | | | | | | | |
Retail service revenue (000s) | | 860,503 | | 872,397 | | 862,392 | | 850,470 | | 844,848 | |
Inbound roaming revenue (000s) | | 78,768 | | 93,472 | | 84,201 | | 72,755 | | 76,850 | |
Other revenue (000s) | | 37,681 | | 48,059 | | 40,759 | | 38,869 | | 36,198 | |
| | | | | | | | | | | |
Divided by average customers (000s) | | 6,178 | | 6,191 | | 6,178 | | 6,139 | | 6,070 | |
Divided by three months in each quarter | | 3 | | 3 | | 3 | | 3 | | 3 | |
| | | | | | | | | | | |
Average monthly revenue per unit | | $ | 52.71 | | $ | 54.59 | | $ | 53.27 | | $ | 52.24 | | $ | 52.60 | |
Retail service revenue per unit | | $ | 46.43 | | $ | 46.97 | | $ | 46.53 | | $ | 46.18 | | $ | 46.39 | |
Inbound roaming revenue per unit | | $ | 4.25 | | $ | 5.03 | | $ | 4.54 | | $ | 3.95 | | $ | 4.22 | |
Other revenue per unit | | $ | 2.03 | | $ | 2.59 | | $ | 2.20 | | $ | 2.11 | | $ | 1.99 | |
(5) Average monthly voice minutes of use per customer (without roaming).
(6) Postpay churn rate is calculated by dividing the total postpay customer disconnects during the quarter by the average postpay customer base for the quarter.
(7) Long-distance revenue was reclassified in the fourth quarter of 2008 from Long-distance/Other revenue to Retail service revenue and Inbound roaming revenue. Previous quarters have been adjusted to reflect this change.
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TELEPHONE AND DATA SYSTEMS, INC.
SUMMARY OPERATING DATA
Quarter Ended | | 12/31/2008 | | 9/30/2008 | | 6/30/2008 | | 3/31/2008 | | 12/31/2007 | |
TDS Telecom | | | | | | | | | | | |
ILEC: | | | | | | | | | | | |
Access line equivalents(1) | | 776,700 | | 773,700 | | 774,300 | | 767,100 | | 762,700 | |
Access lines | | 566,200 | | 568,900 | | 577,000 | | 579,200 | | 585,600 | |
Digital Subscriber Lines (DSL) customers | | 178,000 | | 171,000 | | 164,100 | | 154,800 | | 143,500 | |
Long Distance customers | | 347,000 | | 346,600 | | 346,100 | | 344,900 | | 345,200 | |
Construction Expenditures (000s) | | $ | 50,200 | | $ | 33,300 | | $ | 22,800 | | $ | 14,600 | | $ | 41,300 | |
CLEC: | | | | | | | | | | | |
Access line equivalents (1) | | 393,000 | | 402,600 | | 417,200 | | 426,700 | | 435,000 | |
Percent of access lines on-switch | | 94.8 | % | 94.6 | % | 94.4 | % | 94.3 | % | 94.0 | % |
Digital Subscriber Lines (DSL) customers | | 40,100 | | 41,200 | | 42,500 | | 43,100 | | 43,300 | |
Construction Expenditures (000s) | | $ | 7,200 | | $ | 4,500 | | $ | 4,700 | | $ | 3,500 | | $ | 5,700 | |
(1) Equivalent access lines are the sum of physical access lines and high-capacity data lines adjusted to estimate the equivalent number of physical access lines in terms of capacity. A physical access line is the individual circuit connecting a customer to a telephone company’s central office facilities.
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TELEPHONE AND DATA SYSTEMS, INC.
CONSOLIDATED STATEMENT OF OPERATIONS HIGHLIGHTS
Three Months Ended December 31,
(Unaudited, dollars and shares in thousands, except per share amounts)
| | | | | | Increase/ (Decrease) | |
| | 2008 | | 2007 | | Amount | | Percent | |
Operating Revenues | | | | | | | | | |
U.S. Cellular | | $ | 1,052,862 | | $ | 1,024,110 | | $ | 28,752 | | 2.8 | % |
TDS Telecom | | 204,790 | | 211,656 | | (6,866 | ) | (3.2 | )% |
All Other(1) | | 6,317 | | 6,942 | | (625 | ) | (9.0 | )% |
| | 1,263,969 | | 1,242,708 | | 21,261 | | 1.7 | % |
Operating Expenses | | | | | | | | | |
U.S. Cellular | | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 845,013 | | 771,609 | | 73,404 | | 9.5 | % |
Depreciation, amortization and accretion | | 143,709 | | 142,279 | | 1,430 | | 1.0 | % |
Loss on asset disposals, net | | 6,602 | | 26,117 | | (19,515 | ) | (74.7 | )% |
Loss on impairment of intangible assets | | 386,653 | | 20,840 | | 365,813 | | N/M | |
| | 1,381,977 | | 960,845 | | 421,132 | | 43.8 | % |
TDS Telecom | | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 130,154 | | 136,422 | | (6,268 | ) | (4.6 | )% |
Depreciation, amortization and accretion | | 40,751 | | 40,639 | | 112 | | 0.3 | % |
Loss on asset disposals, net | | 508 | | — | | 508 | | N/M | |
| | 171,413 | | 177,061 | | (5,648 | ) | (3.2 | )% |
All Other(1) | | | | | | | | | |
Expenses excluding depreciation and amortization | | 6,739 | | 4,478 | | 2,261 | | 50.5 | % |
Depreciation and amortization | | 3,458 | | 3,667 | | (209 | ) | (5.7 | )% |
(Gain) Loss on asset disposals, net | | (4 | ) | — | | (4 | ) | N/M | |
Loss on impairment of intangible assets | | 27,723 | | — | | 27,723 | | N/M | |
| | 37,916 | | 8,145 | | 29,771 | | N/M | |
| | | | | | | | | |
Total Operating Expenses | | 1,591,306 | | 1,146,051 | | 445,255 | | 38.9 | % |
Operating Income (Loss) | | | | | | | | | |
U.S. Cellular | | (329,115 | ) | 63,265 | | (392,380 | ) | N/M | |
TDS Telecom | | 33,377 | | 34,595 | | (1,218 | ) | (3.5 | )% |
All Other (1) | | (31,599 | ) | (1,203 | ) | (30,396 | ) | N/M | |
| | (327,337 | ) | 96,657 | | (423,994 | ) | N/M | |
Investment and Other Income (Expense) | | | | | | | | | |
Equity in earnings of unconsolidated entities | | 22,867 | | 20,437 | | 2,430 | | 11.9 | % |
Interest and dividend income | | 3,313 | | 16,784 | | (13,471 | ) | (80.3 | )% |
Gain (loss) on investments and financial instruments | | — | | (148,284 | ) | 148,284 | | N/M | |
Interest expense | | (29,265 | ) | (45,960 | ) | 16,695 | | 36.3 | % |
Other, net | | 127 | | (1,444 | ) | 1,571 | | N/M | |
| | (2,958 | ) | (158,467 | ) | 155,509 | | 98.1 | % |
Loss Before Income Taxes and Minority Interest | | (330,295 | ) | (61,810 | ) | (268,485 | ) | N/M | |
Income tax (benefit) | | (133,443 | ) | (14,791 | ) | (118,652 | ) | N/M | |
Loss Before Minority Interest | | (196,852 | ) | (47,019 | ) | (149,833 | ) | N/M | |
Minority share of income, net of tax | | 27,926 | | (9,304 | ) | 37,230 | | N/M | |
Net Loss | | (168,926 | ) | (56,323 | ) | (112,603 | ) | N/M | |
Preferred dividend requirement | | (13 | ) | (13 | ) | — | | 0.0 | % |
Net Loss Available to Common | | $ | (168,939 | ) | $ | (56,336 | ) | $ | (112,603 | ) | N/M | |
| | | | | | | | | |
Basic Weighted Average Shares Outstanding | | 113,711 | | 117,914 | | (4,203 | ) | (3.6 | )% |
Basic Loss Per Share | | $ | (1.49 | ) | $ | (0.48 | ) | $ | (1.01 | ) | N/M | |
| | | | | | | | | |
Diluted Weighted Average Shares Outstanding | | 113,711 | | 117,914 | | (4,203 | ) | (3.6 | )% |
Diluted Loss Per Share | | $ | (1.49 | ) | $ | (0.48 | ) | $ | (1.01 | ) | N/M | |
(1)Consists of Suttle Straus printing and distribution operations, corporate operations and intercompany eliminations.
N/M - Percentage change not meaningful
8
TELEPHONE AND DATA SYSTEMS, INC.
CONSOLIDATED STATEMENT OF OPERATIONS HIGHLIGHTS
Year Ended December 31
(Unaudited, dollars and shares in thousands, except per share amounts)
| | | | | | Increase (Decrease) | |
| | 2008 | | 2007 | | Amount | | Percent | |
Operating Revenues | | | | | | | | | |
U.S. Cellular | | $ | 4,243,185 | | $ | 3,946,264 | | $ | 296,921 | | 7.5 | % |
TDS Telecom | | 824,282 | | 860,211 | | (35,929 | ) | (4.2 | )% |
All Other(1) | | 24,552 | | 22,509 | | 2,043 | | 9.1 | % |
| | 5,092,019 | | 4,828,984 | | 263,035 | | 5.4 | % |
Operating Expenses | | | | | | | | | |
U.S. Cellular | | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 3,228,513 | | 2,912,940 | | 315,573 | | 10.8 | % |
Depreciation, amortization and accretion | | 576,931 | | 578,186 | | (1,255 | ) | (0.2 | )% |
Loss on asset disposals, net | | 23,378 | | 34,016 | | (10,638 | ) | (31.3 | )% |
Loss on impairment of intangible assets | | 386,653 | | 24,923 | | 361,730 | | N/M | |
| | 4,215,475 | | 3,550,065 | | 665,410 | | 18.7 | % |
TDS Telecom | | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 522,815 | | 561,547 | | (38,732 | ) | (6.9 | )% |
Depreciation, amortization and accretion | | 158,366 | | 157,462 | | 904 | | 0.6 | % |
Loss on asset disposals, net | | 857 | | — | | 857 | | N/M | |
| | 682,038 | | 719,009 | | (36,971 | ) | (5.1 | )% |
All Other (1) | | | | | | | | | |
Expenses excluding depreciation and amortization | | 23,788 | | 19,524 | | 4,264 | | 21.8 | % |
Depreciation and amortization | | 14,780 | | 12,488 | | 2,292 | | 18.4 | % |
Loss on asset disposals, net | | 61 | | — | | 61 | | N/M | |
Loss on impairment of intangible assets | | 27,723 | | — | | 27,723 | | N/M | |
| | 66,352 | | 32,012 | | 34,340 | | N/M | |
| | | | | | | | | |
Total Operating Expenses | | 4,963,865 | | 4,301,086 | | 662,779 | | 15.4 | % |
Operating Income (Loss) | | | | | | | | | |
U.S. Cellular | | 27,710 | | 396,199 | | (368,489 | ) | (93.0 | )% |
TDS Telecom | | 142,244 | | 141,202 | | 1,042 | | 0.7 | % |
All Other (1) | | (41,800 | ) | (9,503 | ) | (32,297 | ) | N/M | |
| | 128,154 | | 527,898 | | (399,744 | ) | (75.7 | )% |
Investment and Other Income (Expense) | | | | | | | | | |
Equity in earnings of unconsolidated entities | | 89,812 | | 91,831 | | (2,019 | ) | (2.2 | )% |
Interest and dividend income | | 39,131 | | 199,435 | | (160,304 | ) | (80.4 | )% |
Gain (loss) on investments and financial instruments | | 31,595 | | 81,423 | | (49,828 | ) | (61.2 | )% |
Interest expense | | (137,899 | ) | (208,736 | ) | 70,837 | | 33.9 | % |
Other, net | | 2,213 | | (6,401 | ) | 8,614 | | N/M | |
Total Investment and Other Income (Expense) | | 24,852 | | 157,552 | | (132,700 | ) | (84.2 | )% |
Income Before Income Taxes, Minority Interest and Extraordinary Item | | 153,006 | | 685,450 | | (532,444 | ) | (77.7 | )% |
Income tax expense | | 30,093 | | 269,054 | | (238,961 | ) | (88.8 | )% |
Income Before Minority Interest and Extraordinary Item | | 122,913 | | 416,396 | | (293,483 | ) | (70.5 | )% |
Minority share of income, net of tax | | (29,372 | ) | (73,111 | ) | 43,739 | | 59.8 | % |
Income Before Extraordinary Item | | 93,541 | | 343,285 | | (249,744 | ) | (72.8 | )% |
Extraordinary Item, net of taxes | | — | | 42,827 | | (42,827 | ) | N/M | |
Net Income | | 93,541 | | 386,112 | | (292,571 | ) | (75.8 | )% |
Preferred dividend requirement | | (52 | ) | (52 | ) | — | | 0.0 | % |
Net Income Available to Common | | $ | 93,489 | | $ | 386,060 | | $ | (292,571 | ) | (75.8 | )% |
| | | | | | | | | |
Basic Weighted Average Shares Outstanding | | 115,817 | | 117,624 | | (1,807 | ) | (1.5 | )% |
Basic Earnings Per Share | | | | | | | | | |
Income before extraordinary item | | $ | 0.81 | | $ | 2.92 | | (2.11 | ) | (72.3 | )% |
Extraordinary item | | — | | 0.36 | | (0.36 | ) | N/M | |
Net income available to common | | $ | 0.81 | | $ | 3.28 | | $ | (2.47 | ) | (75.3 | )% |
| | | | | | | | | |
Diluted Weighted Average Shares Outstanding | | 116,255 | | 119,126 | | (2,871 | ) | (2.4 | )% |
Diluted Earnings Per Share | | | | | | | | | |
Income before extraordinary item | | 0.80 | | $ | 2.86 | | (2.06 | ) | (72.0 | )% |
Extraordinary item | | — | | 0.36 | | (0.36 | ) | N/M | |
Net income available to common | | $ | 0.80 | | $ | 3.22 | | $ | (2.42 | ) | (75.2 | )% |
(1)Consists of Suttle Straus printing and distribution operations, corporate operations and intercompany eliminations.
N/M - Percentage change not meaningful
9
TELEPHONE AND DATA SYSTEMS, INC.
CONSOLIDATED BALANCE SHEET HIGHLIGHTS
(Unaudited, dollars in thousands)
ASSETS
| | December 31, | | December 31, | |
| | 2008 | | 2007 | |
Current Assets | | | | | |
Cash and cash equivalents | | $ | 777,309 | | $ | 1,174,446 | |
Short-term investments | | 27,705 | | — | |
Marketable equity securities | | — | | 1,917,893 | |
Accounts receivable from customers and other | | 516,849 | | 530,421 | |
Inventory | | 122,377 | | 115,818 | |
Other current assets | | 184,696 | | 137,010 | |
| | 1,628,936 | | 3,875,588 | |
| | | | | |
Investments | | | | | |
Licenses | | 1,441,440 | | 1,516,629 | |
Goodwill | | 707,079 | | 679,129 | |
Customer lists | | 34,032 | | 25,851 | |
Investments in unconsolidated entities | | 205,768 | | 206,418 | |
Other investments | | 10,623 | | 11,509 | |
| | 2,398,942 | | 2,439,536 | |
| | | | | |
Property, Plant and Equipment, net | | | | | |
U.S. Cellular | | 2,620,376 | | 2,595,096 | |
TDS Telecom | | 918,454 | | 900,267 | |
Other | | 30,094 | | 29,739 | |
| | 3,568,924 | | 3,525,102 | |
| | | | | |
Other Assets and Deferred Charges | | 55,614 | | 53,917 | |
| | | | | |
Total Assets | | $ | 7,652,416 | | $ | 9,894,143 | |
10
TELEPHONE AND DATA SYSTEMS, INC.
CONSOLIDATED BALANCE SHEET HIGHLIGHTS
(Unaudited, dollars in thousands)
LIABILITIES AND STOCKHOLDERS’ EQUITY
| | December 31, | | December 31, | |
| | 2008 | | 2007 | |
Current Liabilities | | | | | |
Current portion of long-term debt | | $ | 15,337 | | $ | 3,860 | |
Forward contracts | | — | | 1,005,512 | |
Accounts payable | | 319,575 | | 308,882 | |
Customer deposits and deferred revenues | | 174,101 | | 166,191 | |
Accrued interest | | 14,236 | | 18,456 | |
Accrued taxes | | 25,192 | | 40,439 | |
Accrued compensation | | 90,512 | | 91,703 | |
Derivative liability | | — | | 711,692 | |
Net deferred income tax liability | | — | | 327,162 | |
Other current liabilities | | 134,334 | | 125,622 | |
| | 773,287 | | 2,799,519 | |
| | | | | |
Deferred Liabilities and Credits | | | | | |
Net deferred income tax liability | | 471,623 | | 555,593 | |
Other deferred liabilities and credits | | 368,045 | | 328,070 | |
| | 839,668 | | 883,663 | |
| | | | | |
Long-Term Debt | | 1,621,422 | | 1,632,226 | |
| | | | | |
Minority Interest in Subsidiaries | | 649,700 | | 651,537 | |
| | | | | |
Preferred Shares | | 852 | | 860 | |
| | | | | |
Common Stockholders’ Equity | | | | | |
Common Shares, $.01 par value | | 566 | | 566 | |
Special Common Shares, $.01 par value | | 630 | | 629 | |
Series A Common Shares, $.01 par value | | 65 | | 64 | |
Capital in excess of par value | | 2,066,597 | | 2,048,110 | |
Treasury Shares, at cost | | | | | |
Common Shares | | (163,012 | ) | (120,544 | ) |
Special Common Shares | | (350,087 | ) | (204,914 | ) |
Accumulated other comprehensive income | | (16,812 | ) | 511,776 | |
Retained earnings | | 2,229,540 | | 1,690,651 | |
| | 3,767,487 | | 3,926,338 | |
| | | | | |
Total Liabilities and Stockholders’ Equity | | $ | 7,652,416 | | $ | 9,894,143 | |
11
BALANCE SHEET HIGHLIGHTS
December 31, 2008
(Unaudited, dollars in thousands)
| | U.S. | | TDS | | TDS Corporate | | Intercompany | | TDS | |
| | Cellular | | Telecom | | & Other | | Eliminations | | Consolidated | |
Cash and cash equivalents | | $ | 170,996 | | $ | 4,496 | | $ | 601,817 | | $ | — | | $ | 777,309 | |
Affiliated cash investments | | — | | 581,165 | | — | | (581,165 | ) | — | |
Notes receivable—affiliates | | — | | — | | 253,582 | | (253,582 | ) | — | |
| | $ | 170,996 | | $ | 585,661 | | $ | 855,399 | | $ | (834,747 | ) | $ | 777,309 | |
| | | | | | | | | | | |
Licenses, goodwill and customer lists | | $ | 1,936,630 | | $ | 437,152 | | $ | (191,231 | ) | $ | — | | $ | 2,182,551 | |
Investment in unconsolidated entities | | 156,637 | | 6,517 | | 47,616 | | (5,002 | ) | 205,768 | |
Other investments | | 4,297 | | 2,725 | | 3,601 | | — | | 10,623 | |
| | $ | 2,097,564 | | $ | 446,394 | | $ | (140,014 | ) | $ | (5,002 | ) | $ | 2,398,942 | |
| | | | | | | | | | | |
Property, Plant and Equipment, net | | $ | 2,620,376 | | $ | 918,454 | | $ | 30,094 | | $ | — | | $ | 3,568,924 | |
| | | | | | | | | | | |
Long-term Debt: | | | | | | | | | | | |
Current portion | | $ | 10,258 | | $ | 254,035 | | $ | 585,791 | | $ | (834,747 | ) | $ | 15,337 | |
Non-current portion | | 996,636 | | 2,656 | | 622,130 | | —- | | 1,621,422 | |
Total | | $ | 1,006,894 | | $ | 256,691 | | $ | 1,207,921 | | $ | (834,747 | ) | $ | 1,636,759 | |
| | | | | | | | | | | |
Preferred Shares | | $ | — | | $ | — | | $ | 852 | | $ | — | | $ | 852 | |
| | | | | | | | | | | |
Construction expenditures: | | | | | | | | | | | |
Quarter ended 12/31/08 | | $ | 190,000 | | $ | 57,400 | | $ | 2,400 | | — | | $ | 249,800 | |
Year ended 12/31/08 | | $ | 585,600 | | $ | 140,800 | | $ | 8,500 | | — | | $ | 734,900 | |
12
TDS Telecom Highlights
Three Months Ended December 31,
(Unaudited, dollars in thousands)
| | | | | | Increase (Decrease) | |
| | 2008 | | 2007 | | Amount | | Percent | |
Local Telephone Operations | | | | | | | | | |
Operating Revenues | | | | | | | | | |
Voice | | $ | 49,649 | | $ | 51,492 | | $ | (1,843 | ) | (3.6 | )% |
Data | | 24,171 | | 20,329 | | 3,842 | | 18.9 | % |
Network access | | 68,476 | | 73,612 | | (5,136 | ) | (7.0 | )% |
Miscellaneous | | 10,735 | | 10,615 | | 120 | | 1.1 | % |
| | 153,031 | | 156,048 | | (3,017 | ) | (1.9 | )% |
Operating Expenses | | | | | | | | | |
Cost of services and products | | 45,241 | | 44,878 | | 363 | | 0.8 | % |
Selling, general and administrative expenses | | 42,579 | | 45,770 | | (3,191 | ) | (7.0 | )% |
Depreciation, amortization and accretion | | 34,340 | | 34,528 | | (188 | ) | (0.5 | )% |
Loss on asset disposals | | 434 | | — | | 434 | | N/M | |
| | 122,594 | | 125,176 | | (2,582 | ) | (2.1 | )% |
| | | | | | | | | |
Operating Income | | $ | 30,437 | | $ | 30,872 | | $ | (435 | ) | (1.4 | )% |
| | | | | | | | | |
Competitive Local Exchange Carrier Operations | | | | | | | | | |
Revenues | | $ | 53,295 | | $ | 57,440 | | $ | (4,145 | ) | (7.2 | )% |
| | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 43,870 | | 47,606 | | (3,736 | ) | (7.8 | )% |
Depreciation, amortization and accretion | | 6,411 | | 6,111 | | 300 | | 4.9 | % |
Loss on asset disposals | | 74 | | — | | 74 | | N/M | |
| | 50,355 | | 53,717 | | (3,362 | ) | (6.3 | )% |
| | | | | | | | | |
Operating Income | | $ | 2,940 | | $ | 3,723 | | $ | (783 | ) | (21.0 | )% |
| | | | | | | | | |
Intercompany revenues | | $ | (1,536 | ) | $ | (1,832 | ) | $ | 296 | | N/M | |
Intercompany expenses | | (1,536 | ) | (1,832 | ) | 296 | | N/M | |
| | — | | — | | — | | | |
| | | | | | | | | |
Total TDS Telecom Operating Income | | $ | 33,377 | | $ | 34,595 | | $ | (1,218 | ) | (3.5 | )% |
N/M - - Percentage change not meaningful.
13
TDS Telecom Highlights
Twelve Months Ended December 31,
(Unaudited, dollars in thousands)
| | | | | | Increase (Decrease) | |
| | 2008 | | 2007 | | Amount | | Percent | |
Local Telephone Operations | | | | | | | | | |
Operating Revenues | | | | | | | | | |
Voice | | $ | 203,372 | | $ | 218,888 | | $ | (15,516 | ) | (7.1 | )% |
Data | | 90,059 | | 73,018 | | 17,041 | | 23.3 | % |
Network access | | 278,484 | | 301,287 | | (22,803 | ) | (7.6 | )% |
Miscellaneous | | 39,119 | | 36,790 | | 2,329 | | 6.3 | % |
| | 611,034 | | 629,983 | | (18,949 | ) | (3.0 | )% |
Operating Expenses | | | | | | | | | |
Cost of services and products | | 184,285 | | 193,761 | | (9,476 | ) | (4.9 | )% |
Selling, general and administrative expenses | | 166,787 | | 175,392 | | (8,605 | ) | (4.9 | )% |
Depreciation, amortization and accretion | | 134,935 | | 133,440 | | 1,495 | | 1.1 | % |
Loss on asset disposals | | 466 | | — | | 466 | | N/M | |
| | 486,473 | | 502,593 | | (16,120 | ) | (3.2 | )% |
| | | | | | | | | |
Operating Income | | $ | 124,561 | | $ | 127,390 | | $ | (2,829 | ) | (2.2 | )% |
| | | | | | | | | |
Competitive Local Exchange Carrier Operations | | | | | | | | | |
Revenues | | $ | 220,002 | | $ | 236,529 | | $ | (16,527 | ) | (7.0 | )% |
| | | | | | | | | |
Expenses excluding depreciation, amortization and accretion | | 178,497 | | 198,695 | | (20,198 | ) | (10.2 | )% |
Depreciation, amortization and accretion | | 23,431 | | 24,022 | | (591 | ) | (2.5 | )% |
Loss on asset disposals | | 391 | | — | | 391 | | N/M | |
| | 202,319 | | 222,717 | | (20,398 | ) | (9.2 | )% |
| | | | | | | | | |
Operating Income | | $ | 17,683 | | $ | 13,812 | | $ | 3,871 | | 28.0 | % |
| | | | | | | | | |
Intercompany revenues | | $ | (6,754 | ) | $ | (6,301 | ) | $ | (453 | ) | N/M | |
Intercompany expenses | | (6,754 | ) | (6,301 | ) | (453 | ) | N/M | |
| | — | | — | | — | | | |
| | | | | | | | | |
Total TDS Telecom Operating Income | | $ | 142,244 | | $ | 141,202 | | $ | 1,042 | | 0.7 | % |
N/M - - Percentage change not meaningful.
14
TELEPHONE AND DATA SYSTEMS, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
Twelve Months Ended December 31,
(Unaudited, dollars in thousands)
| | 2008 | | 2007 | |
| | (Dollars in thousands) | |
Cash Flows from Operating Activities | | | | | |
Net income | | $ | 93,541 | | $ | 386,112 | |
Add (Deduct) adjustments to reconcile net income to net cash flows from operating activities | | | | | |
Depreciation, amortization and accretion | | 750,077 | | 748,136 | |
Bad debts expense | | 83,004 | | 74,988 | |
Stock-based compensation expense | | 22,693 | | 31,891 | |
Deferred income taxes | | (437,919 | ) | (283,047 | ) |
(Gain) loss on investments and financial instruments, net | | (31,595 | ) | (81,423 | ) |
Equity in earnings of unconsolidated entities | | (89,812 | ) | (91,831 | ) |
Distributions from unconsolidated entities | | 92,335 | | 87,404 | |
Minority share of income | | 29,372 | | 73,111 | |
Loss on impairment of intangible assets | | 414,376 | | 24,923 | |
Loss on asset disposals, net | | 24,296 | | 34,016 | |
Extraordinary item, net of tax | | — | | (42,827 | ) |
Noncash interest expense | | 10,125 | | 21,124 | |
Excess tax benefit from stock awards | | (1,966 | ) | (28,981 | ) |
Other operating activities | | (1,831 | ) | (3,683 | ) |
Changes in assets and liabilities | | | | | |
Change in accounts receivable | | (79,427 | ) | (88,889 | ) |
Change in inventory | | (17,123 | ) | 16,848 | |
Change in accounts payable | | 6,804 | | 13,905 | |
Change in customer deposits and deferred revenues | | 7,692 | | 24,725 | |
Change in accrued taxes | | (11,725 | ) | 56,225 | |
Change in accrued interest | | (4,221 | ) | (8,273 | ) |
Change in other assets and liabilities | | (9,804 | ) | (23,422 | ) |
| | 848,892 | | 941,032 | |
| | | | | |
Cash flows from investing activities | | | | | |
Additions to property, plant and equipment | | (734,923 | ) | (699,566 | ) |
Cash paid for acquisitions and licenses | | (389,189 | ) | (23,764 | ) |
Cash received from divestitures | | 6,838 | | 4,277 | |
Proceeds from disposition of investments | | 259,017 | | 92,002 | |
Cash paid to settle derivative liabilities | | (17,404 | ) | — | |
Proceeds from return of investments | | 1,335 | | — | |
Cash paid for short-term investments | | (27,446 | ) | — | |
Other investing activities | | (980 | ) | (804 | ) |
| | (902,752) | | (627,855 | ) |
| | | | | |
Cash flows from financing activities | | | | | |
Issuance of notes payable | | 100,000 | | 25,000 | |
Issuance of long-term debt | | — | | 2,857 | |
Repayment of notes payable | | (100,000 | ) | (60,000 | ) |
Settlement of variable prepaid forward contracts | | (47,357 | ) | — | |
Repayment of long-term debt | | (9,448 | ) | (3,552 | ) |
TDS Common Shares and Special Common Shares reissued for benefit plans, net of tax payments | | 1,409 | | 113,605 | |
U.S. Cellular Common Shares reissued for benefit plans, net of tax payments | | (2,288 | ) | 10,073 | |
Excess tax benefit from stock awards | | 1,966 | | 28,981 | |
Repurchase of TDS Special Common Shares and Common Shares | | (197,672 | ) | (126,668 | ) |
Repurchase of U.S. Cellular Common Shares | | (28,366 | ) | (87,902 | ) |
Dividends paid | | (47,320 | ) | (45,830 | ) |
Distributions to minority partners | | (16,769 | ) | (8,559 | ) |
Other financing activities | | 2,568 | | (61 | ) |
| | (343,277) | | (152,056 | ) |
| | | | | |
Net Increase (Decrease) in Cash and Cash Equivalents | | (397,137 | ) | 161,121 | |
| | | | | |
Cash and Cash Equivalents - | | | | | |
Beginning of period | | 1,174,446 | | 1,013,325 | |
End of period | | $ | 777,309 | | $ | 1,174,446 | |
15