NTELOS 8K . Reports Operating Results for the Fourth Quarter and Year 2009 | SEC 25 Feb 10

Exhibit 99.1


For Release: February 25, 2010	Contact:	Wesley B. Wampler
Teleconference		Director, Investor Relations
February 26, 2010 10:00 A.M. (ET)		Phone: 540-949-3447
Domestic Dial in number: 877-407-8031		wamplerwes@ntelos.com
International Dial in number: 201-689-8031
Replay number: 877-660-6853
Confirmation Codes: Account #286; Conference ID: 344451
Audio webcast:http://ir.ntelos.com/

NTELOS Holdings Corp. Reports Operating Results for the Fourth Quarter and Year 2009

2009 NTELOS Net Income of $63.3 million, or $1.50 per share, up 41% from 2008

Company Declares Quarterly Dividend

WAYNESBORO, VA – February 25, 2010 – NTELOS Holdings Corp. (NASDAQ: NTLS), a leading provider of wireless and wireline communications services (branded as NTELOS) in Virginia, West Virginia and Pennsylvania, today announced operating results for its fourth quarter and year 2009.

Operating highlights include:

•

Operating revenues for 2009 of $549.7 million, up 3% over 2008

•

Adjusted EBITDA (a non-GAAP measure) for 2009 of $227.1 million, representing a 41% margin

•

2009 adjusted EBITDA less capital expenditures of $119.2 million, up 31% over 2008

•

Wireless postpay subscriber churn improved to 2.2% for fourth quarter 2009, down from 2.4% in third quarter 2009

•

Wireless postpay data ARPU for fourth quarter 2009 up 5% from last quarter; up 27% from fourth quarter 2008

•

Wireline adjusted EBITDA for 2009 of $71.6 million, up 4% from 2008 and a record-high year

“Our fourth quarter results reflect improvements in several key areas, and are a direct result of measures taken by the Company,” said James A. Hyde, CEO of NTELOS Holdings Corp. “Our wireless subscriber growth was positive as a relatively good December of nearly 2,900 net additions offset losses from October and November. Wireless subscriber churn improved nicely from the previous quarter, counter to typically flat third to fourth quarter seasonal trends, and our postpay data ARPU continued to grow through the quarters, exceeding eleven dollars in December. While macro-economic factors continue to impact our business, these results are quite encouraging.”

Recent Developments

Declaration of Dividend: Today, the Board of Directors of NTELOS Holdings Corp. declared a quarterly cash dividend on its common stock in the amount of $0.28 per share to be paid on April 12, 2010 to stockholders of record on March 12, 2010.

Share Repurchase Program:On August 24, 2009, the Company announced that its Board of Directors had approved a share repurchase program authorizing management to repurchase up to $40 million of NTELOS’ common stock. To date, 1,046,467 shares have been repurchased for $16.9 million.

Closing of Fiber Optic Asset Acquisition: On December 31, 2009, the Company closed on its acquisition of certain fiber optic and network assets and related transport and data service contracts from Allegheny Energy, Inc. for approximately $27 million. The purchase included approximately 2,200 route-miles of fiber located primarily in central and western Pennsylvania and West Virginia, with portions also in Maryland, Kentucky and Ohio.

Hyde Named CEO: In connection with the Company’s previously announced succession planning process, James A. Hyde was named chief executive officer and president of NTELOS Holdings Corp. in December, replacing James S. Quarforth, who retired. Mr. Hyde had served as President and Chief Operating Officer of the Company since March 30, 2009. Michael Huber was appointed as the non-executive Chairman of the Board of Directors to replace Mr. Quarforth. Mr. Huber has been a director of the Company since 2005 and previously was serving as the Company’s Lead Director. The Company also announced the election of Robert E. Guth as a director of the Company.

Business Segment Highlights

Wireless

•

Wireless operating revenues for the fourth quarter 2009 were $102.4 million and $424.7 million for the year, an increase of 3% over 2008. Adjusted EBITDA for Wireless was $35.9 million for the fourth quarter 2009 and $161.8 million for the year, an increase of 1.5% over 2008. Wireless operating expenses were $66.5 million for the fourth quarter 2009, down 3% from $68.5 million in the fourth quarter of 2008. Specifically, wireless cost of sales for fourth quarter 2009 was down $2.8 million compared to fourth quarter 2008, reflecting lower equipment costs of sales for the FRAWG products and lower access costs related to reduced roaming costs. Revenues from the Sprint wholesale agreement were $27.1 million for fourth quarter 2009, supported by the $9.0 million per month minimum and reflecting the previously announced travel data rate reset effective July 1, 2009. However, the calculated revenues underlying the minimum increased $1.3 million from third quarter 2009 to $23.3 million.

•

Retail wireless subscribers were 438,529 at December 31, 2009, a 1% increase from year end 2008. Wireless gross subscriber additions for 2009 were 176,119, up 1.3% from 2008, with sales success of the new FRAWG prepay product in the Virginia East markets offsetting a year over year decline in postpay gross additions resulting from economic and competitive pressures. Churn rates for the fourth quarter 2009, typically seasonally flat from third to fourth quarter, improved from the previous quarter with total monthly subscriber churn of 3.4% and postpay churn of 2.2%. Involuntary postpay churn levels remained higher year over year, but were stable compared to third quarter 2009.

•

Postpay ARPU was $56.23 for the fourth quarter of 2009. Postpay data ARPU continued to show solid growth, increasing $2.26, or 27%, from $8.48 in fourth quarter 2008 to $10.74 in fourth quarter 2009. Sequentially, postpay data ARPU is up 5%, or $0.48, compared to third quarter 2009.

“We remain confident that churn will continue to improve with the economic recovery, especially in levels of involuntary churn,” said Hyde. “The sequential churn improvement in the fourth quarter is encouraging, as is the lift we experienced in postpay gross additions. Looking ahead, we are cautiously optimistic with regard to wireless subscriber growth.”

Wireline

•

Wireline operating revenues for the fourth quarter 2009 were $30.8 million and were $124.5 million for the year, an increase of 1% over 2008. Adjusted EBITDA for Wireline was $17.8 million for the fourth quarter 2009 and $71.6 million for the year, an increase of 4% over 2008.

•

RLEC: RLEC revenues for the fourth quarter of 2009 were $13.8 million, down 9% from fourth quarter 2008 as an increase in tandem switched access revenues from other carriers partially offset a 7% decline in access lines. For the year 2009, RLEC revenues were $57.3 million compared to $59.5 million for 2008. RLEC adjusted EBITDA was $42.9 million for 2009, compared to $43.7 million in 2008.

•

Competitive Wireline: Revenues from wireline strategic products increased approximately $0.8 million, or 6%, to $14.4 million in fourth quarter 2009 from fourth quarter 2008. This improvement is due to customer growth and continued growth in data connectivity and bandwidth demand. High-speed data and transport products showed significant revenue growth compared to fourth quarter last year: Broadband, dedicated access and Metro Ethernet was up 10.2% and IPTV video was up 139%. Broadband growth in the RLEC footprint continued with a year-over-year gain of 1,014 customers, increasing customer penetration from 46% at December 31, 2008 to 53% at year end 2009. Adjusted EBITDA for Competitive Wireline was $7.7 million for the fourth quarter 2009 and $28.7 million for the year, an increase of 13% over 2008.

“Our wireline business continues to outperform the industry with another solid quarter and year,” stated Hyde. “Our high-bandwidth data products are the main drivers of revenue and adjusted EBITDA growth and continue to offset the impacts of legacy products and access line losses. We more than doubled the route-miles of our fiber network, primarily with the Allegheny acquisition enabling expansion of these same successful strategic products and services into more than 25 new markets.”

“Overall, our 2009 results demonstrated stability considering the revenue reduction related to the scheduled Sprint wholesale travel data rate reset mid-year and sluggish macro economic conditions,” said Hyde. “Wireless subscriber sales and churn levels ended the year with improving trends and data ARPU growth remains strong. Our wireline segment completed another record year for adjusted EBITDA and our recent fiber acquisition and builds will serve as significant catalysts for continued growth.”

###

Business Outlook

The Company will provide selected 2010 financial guidance on the Fourth Quarter 2009 Earnings Conference Call scheduled for February 26, 2010 at 10:00 A.M. ET.

Statements are based on management’s current expectations. These statements are forward-looking and actual results may differ materially. Please see “Special Note from the Company Regarding Forward-Looking Statements.”

Non-GAAP Measures

Adjusted EBITDA is defined as net income attributable to NTELOS Holdings Corp. before interest, income taxes, depreciation and amortization, accretion of asset retirement obligations, gain/loss on interest rate swap agreement, net income attributable to noncontrolling interests, other expenses/income, equity based compensation charges and charges from voluntary early retirement and workforce reduction plans.

ARPU, or average monthly revenues per subscriber/unit with service, is computed by dividing service revenues per period by the weighted average number of subscribers with service during that period. Please see the footnotes in the exhibits for a complete definition of this measure.

Adjusted EBITDA and ARPU are non-GAAP financial performance measures. They should not be considered in isolation or as an alternative to measures determined in accordance with GAAP. Please refer to the exhibits and materials posted on the Company’s website for a reconciliation of these non-GAAP financial performance measures to the most comparable measures reported in accordance with GAAP and for a discussion of the presentation, comparability and use of such financial performance measures.

Note:Subsequent to the Company’s filing of its Annual Report on Form 10-K for the year ended December 31, 2008, the Company discovered an error related to the billing information used by the Company for billing services to Sprint under its Strategic Network Alliance agreement. A portion of network usage by Sprint customers had been incorrectly classified in the Company’s billing process. As a result, wireless wholesale revenue was overstated by $3.9 million in 2008 ($2.4 million after tax, or $0.06 per share). Quarterly for 2008, this amount was $0.2 million, $0.9 million and $2.8 million in the second, third and fourth quarters, respectively. The Company assessed the materiality and determined that the error was immaterial to previously reported amounts contained in its periodic reports. The Company’s financial statements for the fiscal 2008 quarterly periods have been adjusted to reflect the effect of this immaterial error. NTELOS and Sprint executed a settlement and release agreement in first quarter 2010 finalizing this matter.

About NTELOS

NTELOS Holdings Corp. is an integrated communications provider with headquarters in Waynesboro, VA. NTELOS provides products and services to customers in Virginia, West Virginia, Pennsylvania, Kentucky, Ohio, Tennessee, Maryland and North Carolina, including wireless phone service, local and long distance telephone services, high capacity transport, data and voice services for Internet access and wide area networking and IPTV-based video services. Detailed information about NTELOS is available atwww.ntelos.com.

SPECIAL NOTE FROM THE COMPANY REGARDING FORWARD-LOOKING STATEMENTS

Any statements contained in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. The words “anticipates,” “believes,” “expects,” “intends,” “plans,” “estimates,” “targets,” “projects,” “should,” “may,” “will” and similar words and expressions are intended to identify forward-looking statements. Such forward-looking statements reflect, among other things, our current expectations, plans and strategies, and anticipated financial results, all of which are subject to known and unknown risks, uncertainties and factors that may cause our actual results to differ materially from those expressed or implied by these forward-looking statements. Many of these risks are beyond our ability to control or predict. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. Furthermore, forward-looking statements speak only as of the date they are made. We do not undertake any obligation to update or review any forward-looking information, whether as a result of new information, future events or otherwise. Important factors with respect to any such forward-looking statements, including certain risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, include, but are not limited to: rapid development and intense competition in the telecommunications industry; adverse economic conditions; operating and financial restrictions imposed by our senior credit facilities and other indebtedness; our cash and capital requirements; declining prices for our services; the potential to experience a high rate of customer

turnover; our dependence on our affiliation with Sprint Nextel (“Sprint”); a potential increase in our roaming rates and wireless handset subsidy costs; the potential for Sprint to build networks in our markets; federal and state regulatory fees, requirements and developments; loss of our cell sites; the rates of penetration in the wireless telecommunications industry; our reliance on certain suppliers and vendors; and other unforeseen difficulties that may occur. These risks and uncertainties are not intended to represent a complete list of all risks and uncertainties inherent in our business, and should be read in conjunction with the more detailed cautionary statements and risk factors included in our SEC filings, including our Annual Reports filed on Forms 10-K.

Exhibits:

•

Condensed Consolidated Balance Sheets

•

Condensed Consolidated Statements of Operations

•

Summary of Operating Results

•

Reconciliation of Net Income Attributable to NTELOS Holdings Corp. to Operating Income

•

Reconciliation of Operating Income to Adjusted EBITDA

•

Customer Summary

•

Wireless Customer Detail

•

Wireless Key Performance Indicators (KPI)

•

Wireless ARPU Reconciliation

NTELOS Holdings Corp.

Condensed Consolidated Balance Sheets


*(in thousands)*	December 31, 2009		December 31, 2008¹
ASSETS
Current Assets
Cash	$	51,097	$	65,692
Accounts receivable, net		45,767		47,518
Inventories and supplies		10,870		11,107
Other receivables		1,705		2,561
Income tax receivable		4,368		718
Prepaid expenses and other		10,196		8,843

		124,003		136,439

Securities and investments		1,023		762
Property, plant and equipment, net		500,975		446,473
Other Assets
Goodwill		113,041		118,448
Franchise rights		32,000		32,000
Other intangibles, net		64,360		74,151
Radio spectrum licenses in service		115,449		115,449
Radio spectrum licenses not in service		16,850		16,931
Deferred charges and other assets		12,845		3,648

		354,545		360,627

Total Assets	$	980,546	$	944,301


LIABILITIES AND EQUITY
Current Liabilities
Current portion of long-term debt	$	6,876	$	6,739
Accounts payable		30,756		31,645
Dividends payable		11,604		10,968
Advance billings and customer deposits		20,006		19,772
Accrued compensation		5,583		10,119
Accrued operating taxes		3,070		3,439
Other accrued liabilities		4,832		4,077

		82,727		86,759

Long-Term Liabilities
Long-term debt		622,032		601,173
Other long-term liabilities		99,678		82,066
Interest rate swap		—		9,184

		721,710		692,423

Equity		176,109		165,119

Total Liabilities and Equity	$	980,546	$	944,301

¹	Please see accompanying note in this earnings release and Form 10-K filed with the SEC for additional detail relating to a wireless wholesale revenue correction for the year 2008.

NTELOS Holdings Corp.

Condensed Consolidated Statements of Operations


	Three months ended:						Year ended:
*(in thousands, except per share amounts)*	December 31, 2009			December 31, 2008			December 31, 2009			December 31, 2008
Operating Revenues¹	$	133,349		$	137,778		$	549,700		$	535,906

Operating Expenses²
Cost of sales and services (exclusive of items shown separately below)		42,401			45,534			176,707			172,615
Customer operations		30,717			31,100			117,916			111,115
Corporate operations³		9,837			7,895			32,929			32,692
Depreciation and amortization⁴		22,730			24,325			91,657			102,940
Accretion of asset retirement obligations		(187	)		244			773			989

		105,498			109,098			419,982			420,351

Operating Income		27,851			28,680			129,718			115,555

Other Income (Expenses)
Interest expense⁵		(9,123	)		(7,806	)		(29,570	)		(32,417	)
Gain (loss) on interest rate swap agreement		—			(13,427	)		2,100			(9,531	)
Other (expense) income, net		69			627			(864	)		1,498

		18,797			8,074			101,384			75,105
Income Tax Expense⁵		4,299			3,337			37,209			30,228

Net Income		14,498			4,737			64,175			44,877
Net (Income) Loss Attributable to Noncontrolling Interests		(221	)		9			(890	)		(48	)

Net Income Attributable to NTELOS Holdings Corp.	$	14,277		$	4,746		$	63,285		$	44,829

Basic and Diluted Earnings per Common Share Attributable to NTELOS Holdings Corp. Stockholders:

Income per share - basic	$	0.34		$	0.11		$	1.50		$	1.07
Income per share - diluted	$	0.34		$	0.11		$	1.50		$	1.06
Weighted average shares outstanding - basic		41,757			42,150			42,061			41,980
Weighted average shares outstanding - diluted		42,009			42,296			42,300			42,284

Cash Dividends Declared per Share - Common Stock	$	0.28		$	0.26		$	1.06		$	0.89

¹	Please see accompanying note in this earnings release and Form 10-K filed with the SEC for additional detail relating to a wireless wholesale revenue correction for the year 2008.

Includes equity based compensation charges related to all of the Company’s share-based awards and the Company’s 401(k) matching contributions of $0.2 million and $3.5 million for the three months and year ended December 31, 2009, respectively, and equity based compensation charges related to all of the Company’s share-based awards of $0.4 million and $2.7 million for the three months and year ended December 31, 2008, respectively.

First quarter 2009 includes a one-time cash payment of $1.0 million to James A. Hyde, NTELOS’ newly hired president and COO, in consideration of compensation foregone by Mr. Hyde by departing his previous employer before 2009 vesting dates. Mr. Hyde joined the Company in March 2009. Please see Form 8-K filed with the SEC on January 14, 2009 for additional information. In the second quarter of 2008, the Company recorded $1.0 million of voluntary early retirement charges, comprised primarily of $0.9 million of pension expense related to a pension enhancement pursuant to the voluntary early retirement plan accepted by certain employees of the wireline segments. In the fourth quarter of 2009, the Company recorded charges of $1.5 million related to a workforce reduction, comprised primarily of $1.2 million of severance costs and $0.3 million of pension expense, related to costs associated with a voluntary early retirement plan accepted by certain employees of the wireless segment.

⁴

Depreciation and amortization expense includes accelerated depreciation related to 3G-1xRTT equipment that has been or is scheduled to be replaced or redeployed in connection with the EV-DO upgrade of $0.7 million and $4.0 million for the three months and year ended December 31, 2009, respectively, and $1.7 million and $18.8 million for the three months and year ended December 31, 2008, respectively.

⁵

During 2009 the Company concluded a federal tax examination on a “No Change” basis for the year in which an unrecognized tax benefit (“UTB”) originated. As a result, a UTB of $3.1 million was recognized at the conclusion of the examination which reduced income tax expense in 2009. In addition, approximately $0.7 million in accrued interest on the UTB was eliminated as a credit to interest expense.

NTELOS Holdings Corp.

Summary of Operating Results


	Three months ended:						Year ended:
*(in thousands)*	December 31, 2008			December 31, 2009			December 31, 2008			December 31, 2009
Operating Revenues
Wireless PCS Operations	$	106,194		$	102,388		$	411,951		$	424,678
Subscriber Revenues		69,513			67,754			279,754			280,191
Wholesale/Roaming Revenues, net		30,511			28,396			107,185			118,266
Equipment Revenues		5,845			5,887			23,751			24,832
Other Revenues		325			351			1,261			1,389
Wireline Operations
RLEC		15,083			13,761			59,518			57,304
Competitive Wireline		16,363			17,083			63,878			67,237

Wireline Total		31,446			30,844			123,396			124,541
Other		138			117			559			481

	$	137,778		$	133,349		$	535,906		$	549,700

Operating Expenses

(before depreciation & amortization, asset impairment charges, accretion of asset retirement obligations, equity based compensation, and charges from voluntary early retirement and workforce reduction plans, a non-GAAP Measure of operating expenses)
Wireless PCS Operations	$	68,507		$	66,523		$	252,499		$	262,886
Cost of Sales and Services
Cost of Sales - Equipment		10,057			8,118			33,155			35,440
Cost of Sales - Access & Other		11,440			10,575			48,485			43,804
Maintenance and Support		14,094			15,079			52,297			59,084
Customer Operations		26,906			27,435			94,652			102,451
Corporate Operations		6,010			5,316			23,910			22,107
Wireline Operations
RLEC		4,050			3,611			15,793			14,403
Competitive Wireline		9,940			9,416			38,567			38,545

Wireline Total		13,990			13,027			54,360			52,948
Other		1,610			1,685			5,853			6,726

	$	84,107		$	81,235		$	312,712		$	322,560

Adjusted EBITDA(a non-GAAP Measure)¹
Wireless PCS Operations	$	37,687		$	35,865		$	159,452		$	161,792
Wireline Operations
RLEC		11,033			10,150			43,725			42,901
Competitive Wireline		6,423			7,667			25,311			28,692

Wireline Total		17,456			17,817			69,036			71,593
Other		(1,472	)		(1,568	)		(5,294	)		(6,245	)

	$	53,671		$	52,114		$	223,194		$	227,140


Capital Expenditures - excluding acquisition of Allegheny fiber assets²
Wireless PCS Operations	$	26,039		$	8,369		$	88,357		$	50,747
Wireline Operations
RLEC		1,866			819			13,384			11,316
Competitive Wireline		4,129			4,754			21,745			26,023

Wireline Total		5,995			5,573			35,129			37,339
Other		1,686			2,943			9,005			19,805

	$	33,720		$	16,885		$	132,491		$	107,891


Adjusted EBITDA less Capital Expenditures - excluding acquisition of Allegheny fiber assets(a non-GAAP measure)²
Wireless PCS Operations	$	11,648		$	27,496		$	71,095		$	111,045
Wireline Operations
RLEC		9,167			9,331			30,341			31,585
Competitive Wireline		2,294			2,913			3,566			2,669

Wireline Total		11,461			12,244			33,907			34,254
Other		(3,158	)		(4,511	)		(14,299	)		(26,050	)

	$	19,951		$	35,229		$	90,703		$	119,249

¹	Please see earnings release schedules available on the Company’s website or NTELOS Holdings Corp. SEC filings for reconciliations of adjusted EBITDA to operating income and to net income.

²	Exclusive of $26.7 million of fiber optics and network assets and transport and data service contract assets acquired from Allegheny Energy, Inc. on December 31, 2009.

NTELOS Holdings Corp.

Reconciliation of Net Income Attributable to NTELOS Holdings Corp. to Operating Income


	Three months ended:						Year ended:
*(in thousands)*	December 31, 2008			December 31, 2009			December 31, 2008			December 31, 2009
Net income attributable to NTELOS Holdings Corp.	$	4,746		$	14,277		$	44,829		$	63,285
Net income attributable to noncontrolling interests		(9	)		221			48			890

Net Income		4,737			14,498			44,877			64,175

Interest expense		7,806			9,123			32,417			29,570
Loss (gain) on interest rate swap agreement		13,427			—			9,531			(2,100	)
Income taxes		3,337			4,299			30,228			37,209
Other expense (income)		(627	)		(69	)		(1,498	)		864

Operating income	$	28,680		$	27,851		$	115,555		$	129,718

Wireless	$	21,391		$	20,089		$	84,756		$	96,464
RLEC		7,363			6,160			28,661			27,694
Competitive Wireline		3,258			3,453			12,402			14,944
Other		(3,332	)		(1,851	)		(10,264	)		(9,384	)

Operating income	$	28,680		$	27,851		$	115,555		$	129,718

NTELOS Holding Corp.

Reconciliation of Operating Income to Adjusted EBITDA


*(dollars in thousands)*	2008															2009
	Wireless PCS			RLEC			Competitive Wireline			Other			Total			Wireless PCS			RLEC			Competitive Wireline			Other			Total
For The Three Months Ended December 31
Operating Income	$	21,391		$	7,363		$	3,258		$	(3,332	)	$	28,680		$	20,089		$	6,160		$	3,453		$	(1,851	)	$	27,851
Depreciation and amortization¹		16,064			3,665			3,151			1,445			24,325			14,579			3,891			4,190			70			22,730

Sub-total:		37,455			11,028			6,409			(1,887	)		53,005			34,668			10,051			7,643			(1,781	)		50,581

Accretion of asset retirement obligations		232			5			14			(7	)		244			(198	)		5			15			(9	)		(187	)
Equity based compensation		—			—			—			422			422			64			35			9			76			184
Voluntary early retirement and workforce reduction plans²		—			—			—			—			—			1,331			59			—			146			1,536

Adjusted EBITDA	$	37,687		$	11,033		$	6,423		$	(1,472	)	$	53,671		$	35,865		$	10,150		$	7,667		$	(1,568	)	$	52,114

Adjusted EBITDA Margin		35.5	%		73.1	%		39.3	%		NM			39.0	%		35.0	%		73.8	%		44.9	%		NM			39.1	%

For The Year Ended December 31
Operating Income	$	84,756		$	28,661		$	12,402		$	(10,264	)	$	115,555		$	96,464		$	27,694		$	14,944		$	(9,384	)	$	129,718
Depreciation and amortization¹		73,780			14,449			12,468			2,243			102,940			62,906			14,940			13,654			157			91,657

Sub-total:		158,536			43,110			24,870			(8,021	)		218,495			159,370			42,634			28,598			(9,227	)		221,375

Accretion of asset retirement obligations		916			18			57			(2	)		989			704			20			58			(9	)		773
Equity based compensation		—			—			—			2,729			2,729			387			188			36			2,845			3,456
Voluntary early retirement and workforce reduction plans²		—			597			384			—			981			1,331			59			—			146			1,536

Adjusted EBITDA	$	159,452		$	43,725		$	25,311		$	(5,294	)	$	223,194		$	161,792		$	42,901		$	28,692		$	(6,245	)	$	227,140

Adjusted EBITDA Margin		38.7	%		73.5	%		39.6	%		NM			41.6	%		38.1	%		74.9	%		42.7	%		NM			41.3	%

In the second quarter of 2008, the Company recorded $1.0 million of voluntary early retirement charges, comprised primarily of $0.9 million of pension expense related to a pension enhancement pursuant to the voluntary early retirement plan accepted by certain employees of the wireline segments. In the fourth quarter of 2009, the Company recorded charges of $1.5 million related to a workforce reduction, comprised primarily of $1.2 million of severance costs and $0.3 million of pension expense, related to costs associated with a voluntary early retirement plan accepted by certain employees of the wireless segment.

NTELOS Holdings Corp.

Customer Summary Table


	Quarter Ended:
	12/31/2008	3/31/2009	6/30/2009	9/30/2009	12/31/2009
Wireless Subscribers	435,008	444,475	442,089	438,303	438,529
RLEC Total Access Lines	41,135	40,343	39,616	38,853	38,237
RLEC Residential Access Lines	26,513	25,893	25,402	24,867	23,753
CLEC Access Lines¹	49,899	49,499	49,162	49,265	49,694
RLEC Broadband Customers²	13,358	13,791	14,021	14,215	14,372
Total Broadband Connections²	22,505	22,846	22,768	23,138	23,478
Long Distance Subscribers	48,655	48,240	48,017	47,759	47,601

¹	Includes customer Primary Rate Interface (PRI) line equivalents at 23 lines per PRI. Excludes intercompany PRI lines.

²	Includes DSL, dedicated Internet access, wireless portable broadband, broadband over fiber and metro Ethernet. All revenues from broadband products, including RLEC broadband, are recorded in the operating revenues of the Competitive Wireline segment.

NTELOS Holdings Corp.

Wireless Customer Detail

Quarter Ended:

Year ended:

12/31/2008

3/31/2009

6/30/2009

9/30/2009

12/31/2009

12/31/2008

12/31/2009

Total Wireless Subscribers

Beginning Subscribers

427,028

435,008

444,475

442,089

438,303

406,795

435,008

Prepay

123,451

123,999

130,205

129,323

130,184

115,068

123,999

Postpay

303,577

311,009

314,270

312,766

308,119

291,727

311,009

Gross Additions

48,964

50,426

37,944

43,373

44,376

173,798

176,119

Prepay

22,888

27,221

20,161

25,917

25,427

88,101

98,726

Postpay

26,076

23,205

17,783

17,456

18,949

85,697

77,393

Disconnections

40,984

40,959

40,330

47,159

44,150

145,585

172,598

Prepay

21,579

20,170

20,489

24,784

23,587

76,124

89,030

Postpay

19,405

20,789

19,841

22,375

20,563

69,461

83,568

Net Additions

7,980

9,467

(2,386

)

(3,786

)

226

28,213

3,521

Prepay

1,309

7,051

(328

)

1,133

1,840

11,977

9,696

Postpay

6,671

2,416

(2,058

)

(4,919

)

(1,614

)

16,236

(6,175

)

Ending Subscribers

435,008

444,475

442,089

438,303

438,529

435,008

438,529

Prepay

123,999

130,205

129,323

130,184

131,783

123,999

131,783

Postpay

311,009

314,270

312,766

308,119

306,746

311,009

306,746

Postpay subscriber loss for fourth quarter 2009 of 1,373 consists of net losses of 1,614 and conversions of prepay customers to postpay of 241.

NTELOS Holdings Corp.

Wireless Key Performance Indicators


	Three months ended:						Year ended:
	December 31, 2008			December 31, 2009			December 31, 2008			December 31, 2009
Average Subscribers (weighted monthly)		429,152			436,970			423,516			440,207

Gross Subscriber Revenues ($000)	$	69,941		$	67,480		$	280,667		$	281,006
Revenue Accruals & Deferrals		(368	)		346			(686	)		(542	)
Eliminations & Other Adjustments		(60	)		(72	)		(227	)		(273	)

Net Subscriber Revenues ($000)	$	69,513		$	67,754		$	279,754		$	280,191

Average Monthly Revenue per Subscriber/Unit (ARPU)^{1, 2}	$	54.32		$	51.48		$	55.23		$	53.20

Average Monthly Revenue per Postpay Subscriber/Unit (ARPU)^{1, 2}	$	56.92		$	56.23		$	56.98		$	56.98

Average Monthly Data Revenue per Subscriber/Unit (ARPU)¹	$	7.92		$	9.84		$	7.43		$	9.23

Average Monthly Data Revenue per Postpay Subscriber/Unit (ARPU) ¹	$	8.48		$	10.74		$	7.52		$	10.06

Strategic Network Alliance Revenues ($000)
Home Voice	$	13,464		$	13,861		$	53,277		$	52,354
Travel Voice		4,444			4,442			16,873			16,743

Total Voice		17,908			18,303			70,150			69,097

Home Data		2,988			3,319			11,794			13,157
Travel Data		8,397			1,662			20,421			21,744

Total Data		11,385			4,981			32,215			34,901

Revenue Minimum Adjustment		—			3,772			1,247			8,832

Total	$	29,293		$	27,056		$	103,612		$	112,830


Monthly Postpay Subscriber Churn		2.1	%		2.2	%		1.9	%		2.2	%

Monthly Blended Subscriber Churn		3.2	%		3.4	%		2.9	%		3.3	%

Total Cell Sites (period ending)		1,183			1,247

EV-DO Rev. A Cell Sites (period ending; sub-set of Total Cell Sites above)		833			1,065

Cell Sites under the Strategic Network Alliance Agreement (period ending; sub-set of Total Cell Sites above)		721			762

Average monthly revenues per subscriber/unit in service, or ARPU, is an industry metric that measures service revenues per period divided by the weighted average number of handsets in service during that period. ARPU as defined may not be similar to ARPU measures of other companies, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in the Company’s statement of operations. The Company closely monitors the effects of new rate plans and service offerings on ARPU in order to determine their effectiveness. ARPU provides management useful information concerning the appeal of NTELOS rate plans and service offerings and the Company’s performance in attracting and retaining high value customers.

The Company entered into a new agreement with more favorable terms to provide handset insurance to wireless subscribers, beginning April 1, 2008. Due to the differences in the terms of this new arrangement, revenues for handset insurance are no longer reported on a gross basis, but on a net basis instead. Pro forma for these reporting changes, wireless subscriber revenues and cost of sales would have been reduced by $2.8 million for the year 2008. Total and postpay ARPU for the year 2008, pro forma for these reporting changes would have been $54.67 and $56.42, respectively.

NTELOS Holdings Corp.

Wireless ARPU Reconciliation


	Three months ended:						Year ended:
	December 31, 2008			December 31, 2009			December 31, 2008			December 31, 2009
Average Revenue per Handset/Unit (ARPU)¹
(amounts in thousands except for subscribers and ARPU)

Operating Revenues	$	137,778		$	133,349		$	535,906		$	549,700
Less: Wireline and other operating revenue		(31,584	)		(30,961	)		(123,955	)		(125,022	)

Wireless communications revenue		106,194			102,388			411,951			424,678
Less: Equipment revenue from sales to new customers		(1,502	)		(1,972	)		(10,698	)		(6,379	)
Less: Equipment revenue from sales to existing customers		(4,344	)		(3,915	)		(13,053	)		(18,453	)
Less: Wholesale revenue		(30,511	)		(28,396	)		(107,185	)		(118,266	)
Less: Other revenues, eliminations and adjustments		104			(625	)		(348	)		(574	)

Wireless gross subscriber revenue²	$	69,941		$	67,480		$	280,667		$	281,006

Less: Paid in advance subscriber revenue		(17,789	)		(16,190	)		(76,656	)		(67,974	)
Plus: adjustments		106			387			280			(483	)

Wireless gross postpay subscriber revenue	$	52,258		$	51,677		$	204,291		$	212,549


Average subscribers		429,152			436,970			423,516			440,207

Total ARPU²	$	54.32		$	51.48		$	55.23		$	53.20


Average postpay subscribers		306,011			306,361			298,772			310,852

Postpay ARPU²	$	56.92		$	56.23		$	56.98		$	56.98


Wireless gross subscriber revenue²	$	69,941		$	67,480		$	280,667		$	281,006
Less: Wireless voice and other feature revenue		(59,745	)		(54,585	)		(242,924	)		(232,271	)

Wireless data revenue	$	10,196		$	12,895		$	37,743		$	48,735


Average subscribers		429,152			436,970			423,516			440,207

Total Data ARPU	$	7.92		$	9.84		$	7.43		$	9.23


Wireless gross postpay subscriber revenue	$	52,258		$	51,677		$	204,291		$	212,549
Less: Wireless postpay voice and other feature revenue		(44,472	)		(41,803	)		(177,340	)		(175,031	)

Wireless postpay data revenue	$	7,786		$	9,874		$	26,951		$	37,518


Average postpay subscribers		306,011			306,361			298,772			310,852

Postpay data ARPU	$	8.48		$	10.74		$	7.52		$	10.06

Average monthly revenues per subscriber/unit with service, or ARPU, is an industry metric that measures service revenues per period divided by the weighted average number of subscribers with service during that period. ARPU as defined may not be similar to ARPU measures of other companies, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in the Company’s statement of operations. The Company closely monitors the effects of new rate plans and service offerings on ARPU in order to determine their effectiveness. ARPU provides management useful information concerning the appeal of NTELOS rate plans and service offerings and the Company’s performance in attracting and retaining high value customers.

NTELOS Inactive 8-KNTELOS Holdings Corp. Reports Operating Results for the Fourth Quarter and Year 2009