NTELOS 8-K Results of Operations and Financial Condition

NASDAQ: NTLS

3Q 2013 Earnings Presentation

November 5, 2013

Exhibit 99.2

Presentation of Financial and Other Important Information

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NASDAQ: NTLS

USE OF NON-GAAP FINANCIAL MEASURES

Included in this presentation are certain non-GAAP financial measures that are not determined in accordance with US generally accepted accounting

principles (“GAAP”). These financial performance measures are not indicative of cash provided or used by operating activities and exclude the effects of

certain operating, capital and financing costs and may differ from comparable information provided by other companies, and they should not be considered in

isolation, as an alternative to, or more meaningful than measures of financial performance determined in accordance with US generally accepted accounting

principles. These financial performance measures are commonly used in the industry and are presented because NTELOS believes they provide relevant

and useful information to investors. NTELOS utilizes these financial performance measures to assess its ability to meet future capital expenditure and

working capital requirements, to incur indebtedness if necessary, and to fund continued growth.  NTELOS also uses these financial performance measures

to evaluate the performance of its business, for budget planning purposes and as factors in its employee compensation programs. 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 derivatives, net income attributable to non-controlling interests, other expenses/income, equity based compensation charges,

business separation charges, gain/loss on sale of assets and net loss from discontinued operations and costs related to the separation of the wireless and

wireline companies. Please review the reconciliations and other definitions of non-GAAP financial measures contained in the press releases filed by the

Company with the SEC, including those filed on Form 8-K on November 8, 2012, February 28, 2013, May 7, 2013, July 30, 2013 and November 5, 2013.

SPECIAL NOTE 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:  our ability to attract and retain retail subscribers to our services; our dependence on our strategic relationship with

Sprint Corporation (“Sprint”); a potential increase in roaming rates and wireless handset subsidy costs; rapid development and intense competition in the

telecommunications industry; our ability to finance, design, construct and realize the benefits of any planned network technology upgrade; our ability to

acquire or gain access to additional spectrum; the potential to experience a high rate of customer turnover; the potential for Sprint and others to build

networks in our markets; cash and capital requirements; operating and financial restrictions imposed by our senior credit facility; adverse economic

conditions; federal and state regulatory fees, requirements and developments; loss of ability to use our current cell sites; our continued reliance on indirect

channels of retail distribution; 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 most recent Annual Report filed on Form 10-K.

Agenda

NASDAQ: NTLS

3

•

Jim Hyde, Chief Executive Officer

•

Steb Chandor, Chief Financial Officer

•

Conrad Hunter, Chief Operating Officer

Review Financial and Operational Highlights

Guidance Update

Q&A Session

Continuing Growth in Operating Revenues

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NASDAQ: NTLS

millions

+14%

3Q13 revenue increased 14% from 3Q12 to $130.9 million

$0.0

$20.0

$40.0

$60.0

$80.0

$100.0

$120.0

$140.0

3Q 2012

3Q 2013

Retail

Wholesale & Other

Retail Revenue Gains Continue

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NASDAQ: NTLS

millions

Subscriber revenue growth continues to be driven by both:

ARPU growth

Subscriber growth

3Q13 retail revenue increased 2% sequentially and 13% from 3Q12 to $80.3 million

Highest level in company history

+13%

$0.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

$70.0

$80.0

$90.0

3Q 2012

3Q 2013

Wholesale/Other Revenue Remains Strong

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NASDAQ: NTLS

millions

+17%

3Q13 wholesale/other revenue increased 17% from 3Q12 to $50.6 million

Increase reflects incremental revenue recognized from SNA settlement

$0.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

3Q 2012

3Q 2013

SNA Settlement

Subscribers –

Net Additions Trend

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NASDAQ: NTLS

Subscribers up 6% year-over year to approximately 457,100

As of September 30, 2013, postpaid made up 65% of subscriber base

+6%

+6%

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

450,000

3Q 2012

3Q 2013

Prepaid Subscribers

Postpaid Subscribers

Subscribers –

Net Additions Trend (Continued)

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NASDAQ: NTLS

Seventh consecutive quarter of positive net adds

(500)

6,800

3,500

5,500

9,300

11,400

3,800

2,300

(2,000)

0

2,000

4,000

6,000

8,000

10,000

12,000

4Q 2011

1Q 2012

2Q 2012

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

Average Revenue Per User (ARPU)

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NASDAQ: NTLS

3Q13 Blended ARPU up 7% year-over-year to $54.29

3Q13 Postpaid ARPU up 10% year-over-year to $64.62

+7%

$0.00

$10.00

$20.00

$30.00

$40.00

$50.00

$60.00

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

Blended ARPU

$0.00

$10.00

$20.00

$30.00

$40.00

$50.00

$60.00

$70.00

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

Postpaid ARPU

+10%

Operational Expenses

NASDAQ: NTLS

10

($ in millions)

3Q13

3Q12

Cost of sales and services

$46.5

$46.3

Customer operations

$32.2

$30.1

Corporate operations

$8.2

$8.6

Depreciation & Amortization

$16.6

$15.8

$103.5

$100.7

Increase of 3% primarily driven by:

Increased bad debt, retention and network costs

Increased depreciation tied to replacement of legacy network equipment

Adjusted EBITDA

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NASDAQ: NTLS

(millions)

Continued investments in the business resulted in higher Adjusted EBITDA

+43%

$0

$5

$10

$15

$20

$25

$30

$35

$40

$45

$50

3Q 2012

3Q 2013

SNA Settlement

Capital Investment

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NASDAQ: NTLS

Status:

1,434 cell sites as of Sept. 30, 2013

Pending launch of first LTE markets

millions

Catalysts:

2011-2012 Cell site expansion

2013 Initial LTE deployment

$52

$58

$72

$53

$65

$0

$10

$20

$30

$40

$50

$60

$70

$80

FY 2010

FY 2011

FY 2012

YTD 2012

YTD 2013

Capitalization Overview

($ in millions)

September 30, 2013

Cash, unrestricted

$110.9

Total Debt

$491.5

Net Debt

$380.6

LTM Adjusted EBITDA

$157.2

Secured Term Loan

$490.4

Net Debt Leverage

2.4x

NASDAQ: NTLS

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Guidance (as of November 5, 2013)

NASDAQ: NTLS

14

For the year ended December 31, 2013

Adjusted

EBITDA

of

$150

million

-

$155

million

CapEx of approximately $80 million

Previously

$75

million

-

$85

million

2013 net adds expected to be at or about 2012 net adds

3Q 2013 Net Adds

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NASDAQ: NTLS

3Q13 prepaid net adds increased 1,300 year-over-year

3Q13 postpaid net adds decreased 4,500 year-over-year

600

4,900

5,500

1,900

400

2,300

0

1,000

2,000

3,000

4,000

5,000

6,000

Prepaid Net Adds

Postpaid Net Adds

Total Net Adds

3Q12

3Q13

Smartphone Penetration

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NASDAQ: NTLS

As of September 30, 2013:

Smartphone Penetration

ARPU

50%

55%

60%

63%

65%

$49.00

$50.00

$51.00

$52.00

$53.00

$54.00

$55.00

0%

10%

20%

30%

40%

50%

60%

70%

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

Blended ARPU

69% of postpaid subscribers have a smartphone

57% of prepaid subscribers have a smartphone

Churn Remains Stable

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NASDAQ: NTLS

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

Prepaid Churn

Postpaid Churn

Questions & Answers

Appendix

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NASDAQ: NTLS

NTELOS Holdings Corp.

Reconciliation of Net Income Attributable to NTELOS Holdings Corp. to Adjusted EBITDA

(In thousands)

3Q13

2Q13

1Q13

4Q12

3Q12

Net Income Attributable to NTELOS Holdings Corp.

10,583

$                 

9,386

$                    

5,493

$                    

321

$                       

4,608

$                    

Net income attributable to noncontrolling interests

588

541

529

443

488

Net Income

11,171

9,927

6,022

764

5,096

Interest expense

7,480

7,398

             ��        

7,361

6,651

5,432

Income taxes

8,340

6,380

3,744

(454)

3,141

Other expense (income), net

431

(151)

369

7,038

50

Operating income

27,422

23,554

17,496

13,999

13,719

Depreciation and amortization    

16,559

20,443

18,456

17,440

15,810

Gain on sale of intangible assets

-

(4,442)

-

-

-

Accretion of asset retirement obligations

135

173

143

174

163

Equity-based compensation

1,442

1,460

1,321

1,346

1,478

Business separation charges ¹

-

-

-

56

684

Adjusted EBITDA

45,558

$                 

41,188

$                   

37,416

$                   

33,015

$                 

31,854

$                   

1

  Charges for legal and consulting services costs in connection with the separation of the wireless and wireline operations.

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NASDAQ: NTLS

NTELOS Holdings Corp.

ARPU Reconciliation

Average Monthly Revenue per User (ARPU)

1

3Q13

2Q13

1Q13

4Q12

3Q12

FY 2012

FY 2011

(In thousands, except  for subscribers and ARPU)

Operating Revenues

130,912

$

119,859

$

119,345

$

117,398

$

114,466

$

453,989

$

422,629

$

Less: Equipment  revenue from sales to new customers

(3,595)

(3,104)

(3,521)

(3,808)

(3,333)

(15,041)

(9,091)

Less: Equipment  revenue from sales to existing customers

(2,946)

(2,395)

(3,117)

(3,315)

(3,416)

(15,037)

(17,793)

Less: Wholesale, other and adjustments

(50,142)

(41,179)

(40,918)

(41,488)

(42,380)

(165,765)

(143,477)

Gross subscriber revenue

74,229

73,181

71,789

68,787

65,337

258,146

252,268

Less:  prepay subscriber revenue

(16,248)

(15,879)

(15,205)

(14,823)

(14,103)

(56,330)

(48,758)

Less:  adjustments to prepay subscriber revenue

(230)

(303)

(479)

(237)

(434)

(1,706)

(1,175)

Gross postpay subscriber revenue 

57,751

$ 

56,999

$ 

56,105

$ 

53,727

$ 

50,800

$ 

200,110

$

202,335

$

Prepay subscriber revenue

16,248

15,879

15,205

14,823

14,103

56,330

48,758

Plus:  adjustments to prepay subscriber revenue

230

303

479

237

434

1,706

1,175

Gross prepay subscriber revenue

16,478

$ 

16,182

$ 

15,684

$ 

15,060

$ 

14,537

$ 

58,036

$ 

49,933

$ 

Average number of subscribers

455,724

453,262

444,244

434,457

427,610

425,377

422,256

Total ARPU 

54.29

$   

53.82

$   

53.87

$   

52.78

$   

50.93

$   

50.57

$   

49.79

$   

Average number of postpay subscribers

297,900

299,304

298,414

292,668

287,165

288,428

298,992

Postpay ARPU 

64.62

$   

63.48

$   

62.67

$   

61.19

$   

58.97

$   

57.82

$   

56.39

$   

Average number of prepay subscribers

157,824

153,958

145,831

141,789

140,446

136,949

123,264

Prepay ARPU

34.80

$   

35.04

$   

35.85

$   

35.41

$   

34.50

$   

35.31

$   

33.76

$   

Gross subscriber revenue 

74,229

73,181

71,789

68,787

65,337

258,146

252,268

Less: voice and other feature revenue

(43,672)

(43,078)

(42,658)

(41,379)

(39,366)

(156,032)

(171,882)

Data revenue

30,557

$ 

30,103

$ 

29,131

$ 

27,408

$ 

25,971

$ 

102,114

$

80,386

$ 

Average number of subscribers

455,724

453,262

444,244

434,457

427,610

425,377

422,256

Total Data ARPU 

22.35

$   

22.14

$   

21.86

$   

21.03

$   

20.25

$   

20.00

$   

15.86

$   

Gross postpay subscriber revenue

57,751

56,999

56,105

53,727

50,800

200,110

202,335

Less: postpay voice and other feature revenue

(36,652)

(36,170)

(35,952)

(34,651)

(33,028)

(130,601)

(144,114)

Postpay data revenue

21,099

$ 

20,829

$ 

20,153

$ 

19,076

$ 

17,772

$ 

69,509

$ 

58,221

$ 

Gross prepay subscriber revenue

16,478

16,182

15,684

15,060

14,537

58,036

49,933

Less: prepay voice and other feature revenue

(7,020)

(6,908)

(6,706)

(6,728)

(6,338)

(25,431)

(27,768)

Prepay data revenue

9,458

$   

9,274

$   

8,978

$   

8,332

$   

8,199

$   

32,605

$ 

22,165

$ 

Average number of postpay subscribers

297,900

299,304

298,414

292,668

287,165

288,428

298,992

Postpay data ARPU 

23.61

$   

23.20

$   

22.51

$   

21.73

$   

20.63

$   

20.08

$   

16.23

$   

Average number of prepay subscribers

157,824

153,958

145,831

141,789

140,445

136,949

123,264

Prepay data ARPU 

19.98

$   

20.08

$   

20.52

$   

19.59

$   

19.46

$   

19.84

$   

14.99

$   

Average monthly revenue per user (ARPU) is computed by dividing service revenues per period by the average number of subscribers 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 consolidated statements 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. 

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November 5, 2013

3Q 2013 Earnings Presentation