April 4, 2006
11:00 a.m. Eastern Time
Operator: | Good morning and welcome to USA Mobility’s Fourth Quarter and Year-end Investor Conference Call. Today’s call is being recorded. Online today we have Vince Kelly, President and CEO, Peter Barnett, COO, Tom Schilling, CFO & Treasurer, and Scott Tollefsen, General Counsel and Secretary. At this time for opening comments I will turn the call over to Mr. Kelly. Please go ahead, sir. | |
Mr. Kelly: | Good Morning. Thank you for joining us for this Company Update. Before I begin, our General Counsel, Scott Tollefsen, will make a brief statement. | |
Mr. Tollefsen: | Today’s conference call may include forward-looking statements that are subject to risks and uncertainties relating to USA Mobility’s future financial and business performance. Such statements may include estimates of revenue, expenses and income as well as other predictive statements or plans dependent upon future events or conditions, including statements related to the Company’s completion of its restatement and audit of its consolidated financial statements, new determinations and calculations, and estimates of time to complete the review and audit. These statements represent the Company’s estimates only on the date of this conference call and are not intended to give any assurance as to actual future results. USA Mobility’s actual results could differ materially from those anticipated in these forward-looking statements. Although these statements are based upon assumptions the Company believes to be reasonable, based upon available information, they are subject to risks and uncertainties, including risks and uncertainties that the review or subsequent processes or filings will not be timely completed, that any modifications or changes may not be timely or effectively implemented, that other errors or internal control deficiencies or weaknesses |
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Mr. Kelly: | Thank you Scott. |
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• | Successfully integrate the companies while maintaining high-quality service. | ||
• | Achieve significant merger synergies and cost savings. | ||
• | Generate sufficient cash flow to retire the $140 million in bank debt used to fund the merger and create excess cash for the benefit of our shareholders and our customer’s future. | ||
• | And, lastly, aggressively market existing products and services while exploring new sources of revenue. |
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Ø | Metrocall and Arch were substantially integrated within one year of the merger. | ||
Ø | Customer service levels are currently high and, as measured by call statistics, continue to improve. | ||
Ø | Merger synergies and cost savings have been significant. | ||
Ø | All bank debt related to the merger was repaid in August and USA Mobility became debt-free. | ||
Ø | We paid a special dividend of $1.50 per share on Dec. 21, 2005, representing a return of capital of $41 million to our shareholders. | ||
Ø | We refocused our marketing objectives to target key vertical markets, especially those customers in mission-critical businesses. | ||
Ø | And we began exploring potentially new sources of revenue, including the execution of an agreement with Advanced Metering Data Systems (AMDS) in which we would share revenue derived form its narrowband PCS meter reading network. |
Ø | Subscriber trends improved as our net unit losses for the year declined to 1.1 million, or 18.1%, compared to 1.7 million, or 22.3% in 2004. This represents a 35 percent reduction in annual customer erosion on a pro forma basis. We included a link to a chart in our press release material that graphically illustrates this improving trend by quarter. |
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Ø | Year-over-year revenue trends also improved, with the rate of revenue decline on a pro forma basis slowing to 21.6% in 2005 from 22.3% in the prior year. | ||
Ø | We also lowered our operating expenses, excluding depreciation and amortization by over $105 million or 18.6% during the year, due in large part to merger-related savings and cost efficiencies. Tom will go into more detail on each of the expense categories in a few minutes. | ||
Ø | In addition, we reduced companywide headcount by 36% during 2005 and by 43% since the merger. The headcount reduction, coupled with slowing revenue erosion, has produced a significant improvement in the Company’s operating efficiency which Tom will cover in detail in a few minutes. | ||
Ø | Our highest priority during the year, of course, was the merger integration. Important steps in that process included: (1) consolidating numerous back-office and administrative functions; (2) reorganizing senior management; (3) restructuring our sales and marketing functions; (4) converting to a single customer service and billing platform; (5) decommissioning the legacy Arch two-way network, well ahead of our original plan; (6) rationalizing our one-way network, including the decommissioning of more than 1,200 transmitters by year-end; (7) closing more than 150 office, terminal and storage facilities; and (8) reorganizing our legal entities to generate substantial future administrative and tax savings. | ||
Ø | Another key step in the integration process was the execution of our Master Antenna Site Lease agreement with Global Signal last August, which we expect will result in substantial savings in future site lease costs. |
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Ø | Subsequent to year end we further improved our long term site lease efficiency prospects by entering into a new master lease agreement with American Tower Corporation, effective as of January 1st 2006 and running through 2010. | ||
Ø | And, finally, in the wake of the company’s successful performance during Hurricane Katrina and other storms in the Gulf Coast region last summer — during which our highly reliable and resilient networks outperformed mobile voice networks — we have made a concerted effort to demonstrate the value of paging technology to numerous government agencies, health-related organizations and other first responder groups that require highly reliable communications systems during critical or emergency situations. |
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Mr. Schilling: | Thanks Vince, and good morning. |
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• | Broad Geographic coverage | ||
• | Strong in-building penetration | ||
• | Built-in network redundancy | ||
• | “Always on” operation | ||
• | Long battery life | ||
• | 24x7 network monitoring, and | ||
• | One-to-many group messaging |
• | Store and forward technology, and | ||
• | Confirmed message delivery |
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• | Continue to implement our one-way network rationalization plan and gain additional savings through site vendor negotiations. | ||
• | Continue to improve and refine our sales and marketing initiatives, especially those surrounding our core group of business users. | ||
• | Continue to explore economically responsible subscriber acquisition opportunities. | ||
• | Continue to run the business consistent with our Long-Term Strategic Plan Vision Statement as follows: |
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And our first question will come from Stuart Quan, of Zander Capital.
Stuart Quan: | Hey, Vince. Can you just give us an idea of some of the other new revenue opportunities that you’re pursuing? | |
Vince Kelly: | Yes, Stuart. We are obviously focused on the paging opportunities with respect to the industry verticals we talked about, and specifically within those industry verticals we’ve stratified them to look at certain accounts that have higher penetration than other accounts. So you might look at automotive and you might say, gee, you have, you |
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know, eight of the top 10 in the automotive section; however, one of them you are significantly more penetrated in than you are in the others. What did you do special for that customer that caused that to happen, what can you learn from that, and how can you further penetrate those others? Even though they’re currently existing customers, we’d like to expand the amount of business we do with them. That’s one of the things that Mark Garzone, our new Executive Vice President of Marketing, has been charged with, it’s one of the things that he’s very focused on. | ||
The other thing that we’re focused on right now is a lot of these purchasing agents want a wireless sales professional relationship that can solve all their problems for them and educate them with respect to what’s going on out there as wireless continues to develop. We’re getting our sales people up to speed with the Sprint-Nextel arrangement and with the new Cingular arrangement. We’re selling Blackberries, we’re selling phones, we’re selling paging, we have some Wi-Fi capability. Our systems application division is selling specific vertical applications, be it to hospitals or campus type environments. So we’re continuing to expand on that capability |
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because it matches up nicely with the core competency that we already have in our paging group. | ||
In addition to that, Peter Barnett, our Chief Operating Officer, and, again, as well as Mark Garzone, our Executive Vice President of Marketing, are looking at telemetry-based or machine-based type applications, whether it be for asset tracking, which is a very hot topic right now with a lot of organizations, whether it be for meter reading similar to what we’ve done with AMDS and (Sensus), or whether it be to other types of communication where people want to be able to get information that really serves itself and suits itself well to a narrow-band focus which is what we have, which is higher reliability, big footprint, low-cost, but also limited bandwidth. Those are the primary areas where we’ve focusing right now in terms of additional revenue opportunities. | ||
Stuart Quan: | Yes. And how much of your gross placements are either Blackberry or cell phone service? | |
Tom: | Well, we’re selling about roughly 2,500 to 3,000 units a month on average of cell phones and Blackberries. |
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Stuart Quan: | And is that typically bundled with paging is anyone — are you able to sell that without the paging. | |
Tom: | We sell cellular phones separately from the paging. I mean, it’s bundled from a customer approach. Our sales representatives may be trying to serve many wireless needs of a customer. So it’s bundled in that sense, but we’re acting as an agent for the cell phone company. So it is sold as a separate product and is billed separately from our paging services. | |
Stuart Quan: | But they’re into existing paging customers. | |
Vince Kelly: | Yes. Into existing paging customers. As a matter of fact, one of the things that we’ve done very well at lately is some of the very large accounts that are household names in America have been insisting that the USA Mobility sales representative be the representative that sells them all their wireless needs. So we’ve had situations where we sell Sprint phones into a customer that also has a lot of pagers. And the reason we think we do that is because our sales people maintain that critical relationship. That’s why I mentioned that our sales force I |
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thought was one of our greatest assets. They’re very professional. And I think, you know, there’s a lot of companies out there that would like to have them. We’ve got our retention issues with them. But we do not bundle, for instance, on an invoice to that customer the cellular phone cost. That does get billed directly from the cellular phone company. We get a paid commission for doing that. And so far we’ve been very successful at it. | ||
Stuart Quan: | And are you — are you targeting non-paging customers as well? | |
Vince Kelly: | That’s much more rare. What happened, Stuart, is that the cellular phone companies, most of them other than Nextel, focused on retail. I mean, they really kind of — I don’t want to say abandoned, but they weren’t real focused on the business type customers. USA Mobility was just the opposite. That’s why we always did so well with Nextel products, because we really focused on the business customers and not retail. I think, you know, a lot of these companies are kind of re-thinking that right now as they start hitting a saturation point in cellular phones that are going out the door thinking how can we better penetrate businesses, we need applications, et cetera. That’s right in our sweet spot and that’s where we really focus. We don’t really focus |
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and our sales people aren’t really going out trying to sell one and two phones to, you know, individual consumers. | ||
Stuart Quan: | Right. And the economics to you on — in terms of a monthly recurring revenue when you — as a reseller. | |
Vince Kelly: | Most of these are not monthly recurring revenue economics. There is one that is. Most of them are commissions. They pay us a flat amount up front. That commission amount varies based on the type of device that’s sold and the highest commissions are from selling blackberries. I don’t want to disclose that for competitive reasons. The lower commissions would be selling the lower end or older model phones that the carriers are just trying to get off the shelf or out of their inventory. The commission, Stuart, also varies based on the specific incentives that the cellular phone companies are running. Each quarter they tend to have certain initiatives from a sales and marketing perspective and they share those with us. And we can make more money by kind of pursuing that initiative along with them. |
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Stuart Quan: | OK. And then my other question was relating to the 2006 guidance. In 2005 it looked like you were roughly at 29 percent margins pro forma. | |
Tom Schilling: | Yes, that is roughly correct. | |
Stuart Quan: | And it looks like for the 2006 numbers you’re — it’s closer to 22 to 24 percent. | |
Tom Schilling: | Yes, obviously, Stuart, it’s going to depend on which end of the range we’ve provided you use. But, we would see compression a little bit on EBITDA as its —we still are a industry that in our fourth quarter we had 20.3 percent annualized revenue reduction year over year from the fourth quarter of 2004. So the biggest driver of the EBITDA compression is revenue as we don’t expect to be able to get costs out on a dollar-for-dollar basis with the revenue decline. | |
Stuart Quan: | OK. So I — OK, thank you. | |
Vince Kelly: | Next question, please. |
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Operator: | We will now hear from Philip Broenniman, of Cadence Investment Partners. | |
Philip Broenniman: | Good morning. | |
Vince Kelly: | Good morning. | |
Philip Broenniman: | Can you hear me? | |
Vince Kelly: | Yes, I can. | |
Philip Broenniman: | All right, good morning. Following up a little bit on Stuart’s question previously with regards to the guidance you provided on revenue and expenses. If you look back to the second quarter of ‘05 when you gave — previously gave guidance in the same fashion, you ended up basically above the revenue number, the high end of the revenue number, and below the low end of the expense range. Could we expect a similar conservative approach to these numbers? | |
Tom Schilling: | Yes, let me comment on that. I’m not going to tell you that you should expect us to have the same result as we had versus our |
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guidance that we gave in the second quarter. But certainly it’s the same people who are coming up with those estimates. We’re approaching it in a similar fashion as we did when we gave our second quarter. But that certainly doesn’t mean we expect to be over the revenue and under the expenses. | ||
Vince Kelly: | We’re certainly going to try. | |
Philip Broenniman: | That I certainly hope. That’s my only question. Thank you. | |
Vince Kelly: | Thank you. Next question, please. | |
Operator: | We’ll now go to Lance Vitanza, of Concordia. | |
Lance Vitanza: | Guidance. The op-ex estimates there. Is there any stock-based comp or restructuring severance that’s included in that number? | |
Tom Schilling: | Yes. The only thing that excludes is depreciation and amortization. |
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Lance Vitanza: | And could you kind of help quantify that? Because I — when I think about EBITDA I’m adding back the stock-based comp and the severance and so forth. | |
Tom Schilling: | we expect restructuring expenses to be down year-over-year, and would expect it to be in a range of $5 to $7 million for 2006. We will continue to have some severance costs, but not as significant as 2005, and we look for economic buyouts of long-term committments Stock-based compensation should be similar to 2005 at about $3 million in 2006. | |
Lance Vitanza: | Around three million. OK. OK, and then just a follow-up on the revenue guidance. I mean, if I’m looking at this right — and I am kind of new to the story here — it looks like revenues were down year-over-year pro forma like 22 percent. And it looks like your guiding for them to be pretty close to that for ‘06. And how does that jibe with the improving customer retention that you’re — that they’re citing here? | |
Tom Schilling: | Well, as we entered 2006 we just in experienced in the fourth quarter of 2005 an annualized revenue reduction of about 20.3 percent. If you |
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take the higher end of the range of our guidance then I think 2006 would be at about a 19-percent reduction year over year. So that obviously assumes that you’re entering the year at a roughly 20-percent year-over-year rate, and you average about 19 percent for the full year, so that would imply improvement throughout the year. | ||
Lance Vitanza: | I guess I just, you know, would have thought that the revenue number would be — you know, would be better based on, you know, the trends and the businesses there. I think you alluded to some changes in the mix earlier in the call. Could you elaborate on that a little bit? | |
Tom Schilling: | Our mix has been changing in two ways. First, from two way to one-way which has a lower RPU, and larger customer who have lower RPU are becoming a larger percentage of our mix each quarter, each month, because they also have a lower churn rate If you have a 1,000 units or 10,000 units, you’re usually paying a lower rate. | |
Lance Vitanza: | Sure. | |
Tom Schilling: | And as we migrate towards that kind of a customer we see our revenue per unit decline over time. |
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Lance Vitanza: | Thanks. | |
Tom Schilling: | Thank you. | |
Operator: | Our next question comes from Matt Teplitz of Quaker Capital Management. | |
Matt Teplitz: | Good morning. I just wanted to clarify the expectations for this year regarding cash taxes. I’m assuming they’re di minimus if at all. | |
Tom Schilling: | Yes, for income taxes. | |
Matt Teplitz: | OK. And in terms of uses of free cash flow, obviously you returned capital in the fourth quarter, you have no debt at this point. I believe in the past given your concerns about NOLs and changing your stockholder base that’s made you reluctant to buy back stock. Is that still the case? | |
Vince Kelly: | Again, I think I mentioned when I — when I was going through the prepared remarks, Matt, we’re going to join that issue and the issue of |
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what we do with our cash in our May board meeting. And we have not done so yet. And when we do and the board’s made a decision on what we’re going to do going forward we’ll make sure we get to you guys and let you know right away. | ||
Matt Teplitz: | OK. But just, you know, quickly going through the numbers — and I guess a lot of us here think you’re probably low-balling; I hope we’re right — it looks like you’re talking about a ball park 100 million free cash flow number for ‘06, you know, working from EBITDA less cap ex. Is that about right, I guess? | |
Vince Kelly: | If you took the math or, you know — that would be implied from the guidance that was in the press release or that Tom gave, yes, that would be about right. | |
Matt Teplitz: | OK. Well, good luck and nice job. | |
Vince Kelly: | Thank you. | |
Operator: | Thank you. Our next question comes from Matthew Shefler of Investment Strategy Fund. |
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Matthew Shefler: | Hi. Yes, would you please kind of characterize the sort of — the kind of attrition that you’ve had or the losses in your customer base. Is it any different now than it was, say, a year ago in terms of the kinds of customers that you’re losing or the — perhaps maybe some sense of the applications that you’re — that they’re — that they’re losing. And maybe just kind of a as a sort of follow-up at the same time, if you could also talk about is there — is there a price in here for your service that kind of really will shield you at some point? Is this — is this a — is this a kind of — an — you know, kind of an economic issue here or is there just kind of a continue utility issue what you’re getting from the other services. Thank you. | |
Vince Kelly: | A couple things. In terms of just kind of how the trends have been in 2005 with respect to what we saw in 2004, I would say we saw the trends marginally improving and that’s reflected in the results that we posted. You know, when you look at our customer base and you look at really, you know, the top five industry segments, the way we stratify our customer base vertically — I read off the top-10 a little while ago — you know, the top five industry segments are about almost — not quite 60 percent of our total units and service. But |
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they’ve got a net churn which is much lower than the total base. But that characteristic, Matt, has been consistent with what we’ve seen in past years. They just — they tend to be larger accounts and they tend to churn the lowest. The specific vertical that churns the lowest by far is the health services vertical. That vertical went out the year with about the same rate of churn that we went into the year, much lower than the rest of our base and the rest of our verticals but at about the same rate of churn. Now, with respect to, the price being a shield, you know, I’ve kind of felt that way all along for certain customers, and we’re seeing that if some customers that are budgetarily constrained come back to us and turn their phones in and take pagers back. But the majority of the migration since 1999 when this industry had over 40 million subscribers to the end of 2005 when we had just over eight million subscribers has been away from paging and into mobile telephony where the customers pay significantly more for that service than they do for paging, but they perceive, because it has voice communications and other types of features, just that the differential there is worth it. I don’t know where that ends. I mean, we all talk about the core base, do things over time, does the churn just kind of stop once you get down to a certain level, does it solidify going forward. You know, we don’t know that yet. We certainly would |
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hope that would happen. All we can do is report on what we’ve seen, and we’ve kind of seen, you know, more of the same with some marginal improvements. | ||
Matthew Shefler: | Good and if you could — just as a follow-up to the first question, if I — or the previous questioner, if I might, just about the share repurchase. Can you just review with us how you look at — how management — and I understand, you know, the board’s going to make a decision — but how management kind of considers the tax shield here and, you know, kind of at what price you would look at the equity and say that, you know, you’d be indifferent to whether you would be repurchasing stock because of the low price of the — the equity’s trading at. | |
Vince Kelly: | Yes, Matthew, I don’t want to go there right now. I specifically discussed this with our board and with our advisors, and this is something that we want to take up as a board in May. And like I said before, we’ll get back to you. I will tell you that we are committed to returning capital to our shareholders. | |
Matthew Shefler: | Thank you. |
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Vince Kelly: | We’ve been consistent on that. | |
Matthew Shefler: | Good, thanks. | |
Vince Kelly: | Thanks. | |
Operator: | Thank you. And our next question comes from Andrew Sole of Esopus Creek Value. | |
Andrew Sole: | Hi, good afternoon. The paging organization that you joined, I was wondering could you — could you guys talk a little bit about the status of your lobbying efforts either on federal or state level? | |
Scott Tollefsen: | Yes. This is Scott Tollefsen. I can talk about that a little bit. We are trying to make sure that our company and — in conjunction with AAPC, our industry, is an active participant in two categories of government-related activities. One, all policy-related activities that would affect the marketability and utility and value of our service and of our company stock. Let me give you a couple of examples of that. The Federal Communications Commission from time to time will pursue what’s called for an agency a rule making in which it |
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announces to the country that it is considering implementing certain policies. The input of interested parties is solicited in writing and also through discussions, and then the FCC ultimately will make its decisions taking into account the nature and quality of the input from those who would be affected. We’re trying to be involved in all of those proceedings that relate to our business. One example is the FCC’s plan to revise the emergency alert system, which most of us have known throughout our lives in the form of the emergency broadcast networks on TV and radio. That’s being expanded to other forms of distribution in addition to the sort of traditional ground-based TV and radio broadcasting. Satellite-delivered resources and other wireless communications networks are going to be brought into this system. We want to make sure that the policy makers are aware of the value that comes from our paging services, which after all do use sort of a broadcast technology. And we want to make sure that we can offer to our customers all the benefits of being integrated into this kind of an alert system. That’s just one example. And I’ll say briefly our other lobbying-related initiatives relate to talking to those on the legislative side of Washington to make sure that we are aware of their goals and objectives and that we can do our best to match the |
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solutions that paging offers us to help them achieve the important objectives that they’re trying to accomplish. | ||
Vince Kelly: | I’ll throw in an example. I mean, I mentioned in the prepared materials that we went down to Jackson, Mississippi. Chairman Martin was hosting for the FCC a panel looking at what happened with respect to communications during Hurricane Katrina and how things broke down. We were fortunate enough to sit in on the panel before it was our turn to talk and listen to some of the law enforcement agencies and some of the medical emergency responders tell us effectively a disaster of how communications broke down when they were trying to save lives and help people. To the point where at one point the political agencies made a local CLEC in New Orleans evacuate their building which took them off the air. Well, obviously most mobile phone transmitters are hooked into the communications network via landline. When the landline goes down or when the telco has its — a big part of its CO (Central Office) below the water table and you have a flood like you got with Katrina, those landlines are down so the mobile phones don’t work. I explained to them with a little bit of vigor that, you know, paging systems and transmitters are controlled by satellites. Provided that we have power the transmitter’s |
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going to work. A pager typically works off a double-A battery. I told them if they want an emergency backup system take a plastic Zip-Lock baggie, a couple of double-A batteries and stick it in the pocket of all their responders. Everyone in the room was shaking their heads yes, they understood that. You know, they asked us, well, do our people not understand that right now. And we said, no, some of them understand it. We do business with the state of Louisiana, we do business with the state of Mississippi, we do business with the city of New Orleans. However, we don’t do the amount of business that I think we should be doing. And I’m not just saying that from a biased position as the CEO of a company that derives the majority of its revenue from paging. It just makes no sense to me that with all the money that we spend in giving people credit cards during these emergencies for things to buy, you know, whatever it is they spend their money on, that we can’t spend a little bit of money as a national initiative to further outfit our government employees and first responders with paging devices. | ||
I tend to be an optimist in this area. I continue to believe that we will continue to pursue this, continue to push it every way we can. But it just struck me as ironic that here we are getting ready to go into |
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another hurricane season and we’re still talking about what we could have done better from the last hurricane season. It’s going to take a long time to come up with any other solution that will work better paging. Paging is here today, it works now, it works great in emergencies. It works better than any other form of wireless communication. I continue to believe that people are going to wake up and see that, and that can bode well for us in the long-term. I’m frustrated we haven’t made more progress in this area. I spent a lot of effort and resources on it. We’ve presented to the Department of Homeland Security, we’ve had white papers, as I said, out there. We’ve put together technical presentations and overviews explaining exactly how the network works and why something broadcasting from 300 feet in the air at 3,500 watts miles away can work in an area that got wiped out when something broadcasting from 90 feet in the air at 100 watts that goes off the air that has a one-to-one relationship with that mobile phone isn’t going to work. And we just haven’t had I think the traction that we all think is there and potentially that we can have once folks wake up. | ||
Scott’s done a ton of work in this area with us on the legislative front and with the lobbying and we’ll continue to pursue it. |
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Andrew Sole: | Just — thank you, by the way, for that — for your answers. I just had one follow-up on that. Do you feel that the — or believe — do you believe that the, you know, difficult — I’ll just use the word difficult — difficulty in penetrating or convincing the FCC is due to a misunderstanding about the technology, or do you feel it’s because of the lobbying efforts from some of your competitors and that they’re trying to sort of distort — maybe the distort the picture up there. | |
Vince Kelly: | I think it’s a perception issue. I think that paging is perceived by a lot of people, both in the private sector and in the public sector, as an old technology that’s kind of served its usefulness. And I think that you forget that sometimes simplicity has great benefits in times of emergency when you’re talking about saving people’s lives. You could put two-way pagers in low-income housing or you could put one-way pagers with text capability on emergency responders and get critical information to them when their cell phone battery’s dead and they’re in a swamp and the local mobile phone transmitter’s not working. I don’t think it’s practical that you’re going to outfit each one of them with a satellite telephone. I’m not even sure that the capabilities in terms of volume of satellite telephones would allow |
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you to do that on a huge massive scale basis. It might be a solution for some smaller applications. I think paging is here today, it works, and I think that the — what we’ve run into is a perception issue and it’s hopefully something that over time people will either be mandated in emergency response to carry this as a backup form of communication or they’ll have one or two more of these terrible natural disasters and then they’ll wake up and they’ll smell the coffee and they’ll realize we got to have a pager on us as a backup. You know, when we — and I don’t want to take the whole call on this — but when we have state police in these Gulf Coast states that are carrying pagers, those pagers are not their primary form of communication. OK? They have radios and they have other forms of communication. But they’ve learned that having that backup can be critical. And that’s what we’re hopeful that even though it’s an older technology, there’s not a lot of R&D going into it right now, it works when you need it to work and when other things won’t work. I could talk a long time about this. I’m going to cut myself off. But this is something that we’re going to continue to pursue. | ||
Andrew Sole: | OK. Well, thank you very much for your answers and thank you for all your hard work. |
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Operator: | Thank you. We will now go to Steve Zogas of Okumus Capital. | |
Steve Zogas: | Hi. I missed the response to the earlier question about the restructuring. The guidance of 370 to 380 million of op-ex, does that include restructuring expense? | |
Tom Schilling: | Yes, that includes any restructuring, the only thing it excludes, Steve, is our depreciation and amortization. | |
Steve Zogas: | OK. And you said roughly five to seven million was the 2006 estimate? | |
Tom Schilling: | Yes. | |
Steve Zogas: | OK. Do you think restructuring expense will just be part of your ongoing op-ex for the coming years? | |
Tom Schilling: | Yes, I think it’s certainly a expense that we will have from time to time. And that’s why we’ve broken it out separately within operating expense just to keep it out of the recurring items of expenses for SRM |
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and G&A. But, yes, we will as we find [opportunities for], long-term leases that we can economical buy our way out of. Additionally if we have efficiencies we can gain in work force reduction we’ll have severance expenses. We expect those to be down significantly year-over-year. But the biggest thing will be finding economic terminations of long-term commitments. | ||
Vince Kelly: | Yes, I mean, the biggest thing that drove it in the past, we went from 2,800 employees when we merged to, you know ...1,600. So we went down 1,200 employees. We’re obviously not going to do that again. We also bought out a lot of long-term leases. Going forward we’ll continue to look at the lease opportunity when we can come up with a economically responsible buyout, but it wouldn’t be at the magnitude that we’ve already done. And, you know, now 50 percent of our site rent going forward is going to be with Global Signal and 30 percent is going to be with American Tower. So that only leaves the additional 20 percent. And albeit they’re by far the highest cost per site, some of those leases will just expire of their own accord and we won’t need to buy them out. |
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Steve Zogas: | OK. And just as a follow-up to that. Of the roughly 16 and a half million of severance and restructuring in 2005, was that mostly a cash expense? | |
Tom Schilling: | Yes. And it was — it’s not always a cash expense related to the quarter that it was recorded because of differences between GAAP and when the cash actually hits. But for the calendar year of 2005 it was — it matched cash fairly well. | |
Steve Zogas: | So should we make the — or should we draw the conclusion that you’ll have a roughly $10-million benefit in ‘06 versus ‘05 on a cash flow basis because you’ll have five to seven? | |
Tom Schilling: | Yes, that’s — yes, exactly. | |
Steve Zogas: | OK and if I can just sneak one more in. In terms of product sales in 2006 and beyond, how should we be thinking about that? In terms of the revenue. | |
Tom Schilling: | Oh, in terms of the revenue for — you mean cell phone sales? Is that what you mean? |
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Steve Zogas: | Yes, yes. I mean, you guys disclosed about 34 million of pro forma revenue for ‘04 and about 26 for ‘05. I just wondered how you guys think about that or how we should be thinking about that going forward. | |
Tom Schilling: | Yes, we’re not going to specifically break out the different component of revenue, but I would expect the mix of our revenue to be roughly the same. | |
Steve Zogas: | OK, thank you. | |
Operator: | Thank you. Our next question comes from Peter David of Newline Capital. | |
Peter David: | Well, hi, everybody. | |
Vince Kelly: | Hi. | |
Peter David: | My question has to do with the health care services segment in your customer base. It sounds like this is one of the larger customer bases |
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and one of the most valuable because of the low churn and predictability. In one of your earlier filing you had mentioned that a potential competitive threat can come from phone companies installing microcells and wireless networks in hospitals. Do you still see that as a tendency and how do you plan to respond to that competitive threat? | ||
Peter Barnett: | Yes, hi, this is Peter Barnett. Even though they can put microcells into hospitals and stuff like that, the major difference between cell phones and paging today is a ((inaudible)) technology of pagers. From a single message we can do one to many, as many pagers as the hospital wants to use from a group called (Perspective). Today cell phones can do broadcast SMS, but not specifically to a customer. And I believe that we will have that advantages for quite some time. So — and even with microcell technology in hospitals, those cells still do not hit every nook and cranny in a hospital. We put antennas and transistors on top of the building, we put (leady co-axes) throughout the building, we access surgical rooms and RF-shielded areas better than any other competing technology today. |
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Peter David: | OK, thank you for this. And I have one more quick question which is actually a follow-up to something that was mentioned in response to an earlier question. It has to do with government clients and specifically political departments. You mentioned that those who are currently customers of the company are carrying a separate paging device in addition to everything else. My question is, is it possible to incorporate the paging functionality in a different device, in an already existing device, whether that is a cell phone or not is a secondary topic. | |
Peter Barnett: | Yes... | |
Peter David: | But basically have the opportunity in an instance of an emergency to switch into your network and to a paging functionality and this way not have someone carry an additional device with them. | |
Vince Kelly: | You are 100 percent right on target. We spent time last year working on that with Samsung who is a big manufacturer of mobile phones. They were willing to do it. However, the mobile phone carriers pushed back on it. They basically — their response is basically, well, we already can do SMS, short, you know, text messaging with our |
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phones, why would we want a pager in it, as if it would be them admitting that we can do something they can’t do. So here we have the biggest network in the United States, our one-way network covering 91 percent of the population, our two-way network covering 81 percent of the population, here we have a device that will work oftentimes when mobile phone networks go down and that can save people’s lives, here we have one of the largest manufacturers of cellular telephones in the world willing to do it, and we have yet been able to convince the large mobile phone carriers to want to go down that path. And unfortunately they would be the ones that would need to make the purchase commitments. And so that’s where we’ve really struggled. Now, having said that, we’ve not giving up on it. We’re cognizant that CTIA is going on. We’ve got our Executive Vice President of Marketing focused on this specific issue as we speak and we’ll continue pursuing that. And maybe somewhere between the comments that we were making earlier about our efforts with the FCC and between these terrible natural disasters and this cycle of hurricanes that we seem to have gotten ourselves into, we’ll have over time some perception change there and be able to do something that I think would benefit these carriers as well. I think if I was a big carrier I would want this as one of my product offerings because it would |
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help to differentiate what I’m selling versus what everybody else is selling so I just wouldn’t have the same flavor service as someone else and be competing just on cost. So we’re hopeful. You know, we’ve been frustrated but we’ll continue to push on this. | ||
Peter David: | Thank you. | |
Operator: | Thank you. And we will now take our final question from John Kim of Alpine. Mr. Kim, your line is now open. | |
Vince Kelly: | John? | |
John Kim: | Hello? | |
Vince Kelly: | Hi, John. Go ahead. | |
John Kim: | Hi. I had a quick question on the assumptions for the revenue guidance. I assume you have projected a modest RPU decline for top-line. I was wondering at what point you start thinking about pricing strategy or marketing strategy either, you know, stem that RPU or increase it sometime. |
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Vince Kelly: | Well, John, I think we mentioned during the call we have done increases with respect to standardizing our indirect customer base, and that did have the net effect of increasing RPU there. It’s a little bit more difficult when you talk about the direct customer base, because these customers that are components of the Fortune 1,000 tend to have contractual arrangement with you that will go for multiple years, and those contractual relationships stipulate discounted pricing, and their pricing is typically discounted based on volume. And even though they churn at a lower rate, they have a lower RPU, what tends to be churning off right now is the higher RPU, smaller units per account business, and that’s what’s causing the RPU assumptions to slightly go down. We will continue to look at this very closely as we go forward in 2006. I hear you loud and clear. I understand where you’re going and what you’re thinking. It’s not particularly easy as it might seem when you first look at it and you start digging into the specific accounts and the specific relationships. But this is something that we will continue to be focused on. We would hate to try to do anything that would increase RPU if it ended up resulting in a higher loss of units and we lost the principal or the corpus of the — of the revenue as opposed to just gaining the incremental increase. So we’ll be very |
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tuned to this in 2006. And, you know, as said earlier, this is our guidance right now based on what we see and what we know and the trends that we experienced in 2005. We’ll update you guys as we move forward when and if things change. | ||
John Kim: | Great. Thanks. And one follow-up on the cash balance you gave for Q1 ‘06 of 73 million, I believe. | |
Tom Schilling: | Yes. | |
John Kim: | That equates to about a 35 and a half million delta from year end. Is that correct? | |
Tom Schilling: | Yes. | |
John Kim: | And I assume pretty much all of that came from operations — well, I could assume I guess four to five million in cap ex. But other than that, am I missing something else in terms of cash usage or | |
Tom Schilling: | No, it was — it was a pretty normal quarter. It was essentially our cash from operations, that increased the [cash] balance. |
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John Kim: | Right. So if I extrapolate an EBITDA number it seems fairly flat from Q4, unless I’m mistaken. Is that — is that fair to say? | |
Tom Schilling: | Yes, it is, relatively speaking if you, back out the dividend that we paid in the fourth quarter it would be a fairly similar number | |
John Kim: | Right. | |
Tom Schilling: | ... Cash flow is one of those things that can be affected by a lot of timing issues. And if you look back over the course of 2005 you see — somebody brought up the question earlier about the cash expense associated with severance costs. Those hit differently on a cash basis than on a GAAP basis, but for full year 2005 that it tended to wash out. From a fourth quarter to first quarter standpoint it was really relatively consistent. | |
John Kim: | Right. And again you expect minimal cash taxes for the year. | |
Tom Schilling: | Yes. | |
John Kim: | OK. Thanks. |
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Tom Schilling: | Thank you. | |
Vince Kelly: | OK, that was our last question. I want to thank everybody for participating in this call. I apologize about the length of it, longer than normal, but we had a lot of information we wanted to get across to you guys. We’re going to go back to finishing our 10-K and our restatements and working on our initiatives for 2006, and we look forward to getting with you in the not too distant future and updating you again on the business. Thank you very much. | |
Operator: | Thank you. This concludes today’s conference. We thank you for your patience, and have a wonderful day. |
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