Exhibit 99.1
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UNAUDITED CONDENSED
CONSOLIDATED BALANCE SHEETS
| | | | | | | | |
(In thousands) | | December 31, 2005 (a) | | | December 31, 2004 | |
ASSETS | | | | | | | | |
Current Assets: | | | | | | | | |
Cash and cash equivalents | | $ | 112,701 | | | $ | 215,557 | |
Accounts receivable, net | | | 36,995 | | | | 38,634 | |
Deferred income taxes | | | 31,359 | | | | 6,090 | |
Other current assets | | | 44,823 | | | | 48,756 | |
| | | | | | | | |
Total current assets | | | 225,878 | | | | 309,037 | |
| | | | | | | | |
Property and equipment, net | | | 3,460,526 | | | | 2,273,356 | |
Goodwill | | | 2,142,551 | | | | 592,683 | |
Other intangible assets, net | | | 2,077,312 | | | | 985,303 | |
Deferred income taxes | | | 504,659 | | | | 633,814 | |
Notes receivable and other long-term assets | | | 357,294 | | | | 291,779 | |
| | | | | | | | |
Total | | $ | 8,768,220 | | | $ | 5,085,972 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | |
Current Liabilities: | | | | | | | | |
Accounts payable and accrued expenses | | $ | 175,558 | | | $ | 121,672 | |
Accrued interest | | | 37,850 | | | | 39,466 | |
Current portion of long-term obligations | | | 162,153 | | | | 138,386 | |
Other current liabilities | | | 77,655 | | | | 32,681 | |
| | | | | | | | |
Total current liabilities | | | 453,216 | | | | 332,205 | |
| | | | | | | | |
Long-term obligations | | | 3,451,276 | | | | 3,155,228 | |
Other long-term liabilities | | | 327,354 | | | | 121,505 | |
| | | | | | | | |
Total liabilities | | | 4,231,846 | | | | 3,608,938 | |
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Minority interest in subsidiaries | | | 9,794 | | | | 6,081 | |
| | | | | | | | |
STOCKHOLDERS’ EQUITY | | | | | | | | |
Class A Common Stock | | | 4,156 | | | | 2,297 | |
Additional paid-in capital | | | 7,317,668 | | | | 4,012,425 | |
Accumulated deficit | | | (2,710,993 | ) | | | (2,539,403 | ) |
Unearned compensation | | | (2,497 | ) | | | | |
Accumulated other comprehensive loss | | | (803 | ) | | | | |
Treasury stock | | | (80,951 | ) | | | (4,366 | ) |
| | | | | | | | |
Total stockholders’ equity | | | 4,526,580 | | | | 1,470,953 | |
| | | | | | | | |
Total | | $ | 8,768,220 | | | $ | 5,085,972 | |
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NOTE:
(a) | The allocation of the SpectraSite purchase price is based on a preliminary third-party valuation and management’s estimates and assumptions which are subject to adjustment as additional information is obtained and the third-party valuation is finalized. |
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UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
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(In thousands, except per share data) | | Three Months Ended December 31, | | | Year Ended December 31, | |
| | 2005 (a) | | | 2004 | | | 2005 (a) | | | 2004 | |
REVENUES: | | | | | | | | | | | | | | | | |
Rental and management | | $ | 302,792 | | | $ | 177,313 | | | $ | 929,762 | | | $ | 684,422 | |
Network development services | | | 4,833 | | | | 7,383 | | | | 15,024 | | | | 22,238 | |
| | | | | | | | | | | | | | | | |
Total operating revenues | | | 307,625 | | | | 184,696 | | | | 944,786 | | | | 706,660 | |
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OPERATING EXPENSES: | | | | | | | | | | | | | | | | |
Rental and management | | | 98,863 | | | | 60,278 | | | | 306,148 | | | | 237,312 | |
Network development services | | | 3,547 | | | | 6,761 | | | | 11,981 | | | | 18,801 | |
Depreciation, amortization and accretion | | | 127,747 | | | | 81,071 | | | | 411,254 | | | | 329,449 | |
Corporate general, administrative and development expense | | | 12,674 | | | | 7,077 | | | | 37,977 | | | | 27,468 | |
Impairments, net loss on sale of long-lived assets, restructuring and merger related expense | | | 23,895 | | | | 8,072 | | | | 34,232 | | | | 23,876 | |
| | | | | | | | | | | | | | | | |
Total operating expenses | | | 266,726 | | | | 163,259 | | | | 801,592 | | | | 636,906 | |
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OPERATING INCOME FROM CONTINUING OPERATIONS | | | 40,899 | | | | 21,437 | | | | 143,194 | | | | 69,754 | |
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OTHER INCOME (EXPENSE): | | | | | | | | | | | | | | | | |
Interest income, TV Azteca, net | | | 3,541 | | | | 3,540 | | | | 14,232 | | | | 14,316 | |
Interest income | | | 1,544 | | | | 1,442 | | | | 4,402 | | | | 4,844 | |
Interest expense | | | (57,009 | ) | | | (59,428 | ) | | | (222,419 | ) | | | (262,237 | ) |
Loss on retirement of long-term obligations | | | (21,260 | ) | | | (50,624 | ) | | | (67,110 | ) | | | (138,016 | ) |
Other (expense) income | | | (395 | ) | | | (763 | ) | | | 227 | | | | (2,798 | ) |
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Total other expense | | | (73,579 | ) | | | (105,833 | ) | | | (270,668 | ) | | | (383,891 | ) |
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LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES, MINORITY INTEREST AND LOSS ON EQUITY METHOD INVESTMENTS | | | (32,680 | ) | | | (84,396 | ) | | | (127,474 | ) | | | (314,137 | ) |
| | | | | | | | | | | | | | | | |
Income tax (provision) benefit | | | (18,833 | )(b) | | | 17,492 | | | | (4,003 | )(b) | | | 80,176 | |
Minority interest in net earnings of subsidiaries | | | (336 | ) | | | (182 | ) | | | (575 | ) | | | (2,366 | ) |
Earnings (loss) on equity method investments | | | 42 | | | | (1,064 | ) | | | (2,078 | ) | | | (2,915 | ) |
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LOSS FROM CONTINUING OPERATIONS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE | | | (51,807 | ) | | | (68,150 | ) | | | (134,130 | ) | | | (239,242 | ) |
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LOSS FROM DISCONTINUED OPERATIONS, NET | | | (9 | ) | | | (5,880 | ) | | | (1,935 | ) | | | (8,345 | ) |
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LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET | | | (51,816 | ) | | | (74,030 | ) | | | (136,065 | ) | | | (247,587 | ) |
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CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF INCOME TAX BENEFIT OF $11,697 | | | (35,525 | )(c) | | | | | | | (35,525 | )(c) | | | | |
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NET LOSS | | $ | (87,341 | ) | | $ | (74,030 | ) | | $ | (171,590 | ) | | $ | (247,587 | ) |
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BASIC AND DILUTED LOSS PER COMMON SHARE AMOUNTS: | | | | | | | | | | | | | | | | |
Loss from continuing operations | | $ | (0.13 | ) | | $ | (0.30 | ) | | $ | (0.44 | ) | | $ | (1.07 | ) |
Loss from discontinued operations | | | | | | | (0.02 | ) | | | (0.01 | ) | | | (0.03 | ) |
Cumulative effect of change in accounting principle | | | (0.09 | ) | | | | | | | (0.12 | ) | | | | |
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NET LOSS PER COMMON SHARE | | $ | (0.21 | ) | | $ | (0.32 | ) | | $ | (0.57 | ) | | $ | (1.10 | ) |
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WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | | | 412,595 | | | | 228,469 | | | | 302,510 | | | | 224,336 | |
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NOTES:
(a) | Includes the results of operations of SpectraSite as of August 3, 2005. In addition, the allocation of the SpectraSite purchase price is based on a preliminary third-party valuation and management’s estimates and assumptions, which are subject to adjustment as additional information is obtained and the third-party valuation is finalized. |
(b) | The income tax (provision) benefit in the fourth quarter of 2005 has been reduced by $29.5 million to reflect a reduction in management’s estimate of the net realizable value of the Company’s income tax refund claim based upon the current status of the claim. |
(c) | As of December 31, 2005, the Company adopted the provisions of FASB Interpretation No. 47 “Accounting for Conditional Asset Retirement Obligations”. The impact of the adoption resulted in a non-cash charge of $35.5 million (net of a $11.7 million tax benefit) recorded as a cumulative effect of a change in accounting principle related to changes in settlement date assumptions and the related depreciation and accretion of its asset retirement obligations. |
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UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
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(In thousands) | | Year Ended December 31, | |
| | 2005 | | | 2004 | |
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES: | | | | | | | | |
Net loss | | $ | (171,590 | ) | | $ | (247,587 | ) |
Cumulative effect of change in accounting principle, net | | | 35,525 | | | | | |
Non-cash items reflected in statements of operations, primarily depreciation and amortization | | | 565,912 | | | | 498,835 | |
Increase in assets | | | (20,384 | ) | | | (17,330 | ) |
Decrease in liabilities | | | (12,259 | ) | | | (17,218 | ) |
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Cash provided by operating activities | | | 397,204 | | | | 216,700 | |
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CASH FLOWS (USED FOR) PROVIDED BY INVESTING ACTIVITIES: | | | | | | | | |
Payments for purchase of property and equipment and construction activities | | | (88,637 | ) | | | (42,181 | ) |
Payments for acquisitions | | | (7,479 | ) | | | (33,403 | ) |
Payments for acquisition of Mexico minority interest | | | (7,270 | ) | | | (3,947 | ) |
Cash acquired from SpectraSite merger, net of transaction costs | | | 16,696 | | | | | |
Proceeds from sale of businesses and other long-term assets | | | 6,881 | | | | 31,987 | |
Restricted cash and investments | | | | | | | 170,036 | |
Deposits, investments and other long-term assets | | | (725 | ) | | | 2,328 | |
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Cash (used for) provided by investing activities | | | (80,534 | ) | | | 124,820 | |
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CASH FLOWS USED FOR FINANCING ACTIVITIES: | | | | | | | | |
Repayment of notes payable, credit facilities and capital leases | | | (1,949,444 | ) | | | (2,003,401 | ) |
Borrowings under credit facilities | | | 1,543,000 | | | | 700,000 | |
Proceeds from issuance of debt securities and notes payable | | | | | | | 1,072,500 | |
Net proceeds from equity offering, stock options and stock purchase plans | | | 65,357 | | | | 40,556 | |
Purchase of treasury stock | | | (68,927 | ) | | | | |
Deferred financing costs and other financing activities | | | (9,512 | ) | | | (41,083 | ) |
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Cash used for financing activities | | | (419,526 | ) | | | (231,428 | ) |
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NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | | | (102,856 | ) | | | 110,092 | |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | | | 215,557 | | | | 105,465 | |
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CASH AND CASH EQUIVALENTS, END OF YEAR | | $ | 112,701 | | | $ | 215,557 | |
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CASH PAID FOR INCOME TAXES | | $ | 18,519 | | | $ | 4,257 | |
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CASH PAID FOR INTEREST | | $ | 183,307 | | | $ | 209,874 | |
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