NTELOS 8-K Results of Operations and Financial Condition

NASDAQ: NTLS

4Q & FY 2013 Earnings

Presentation

February 27, 2014

Exhibit 99.2

Presentation of Financial and Other Important Information

2

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, secondary offering costs 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 February 28, 2013, May 7, 2013, July 30, 2013, November 5,

2013, January 14, 2014 and February 27, 2014.

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 credit agreement; 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

4

NASDAQ: NTLS

+4%

4Q13 revenue increased 4% from 4Q12 to $121.8 million

FY 2013 revenue increased 8% from FY 2012 to $491.9 million

millions

millions

+8%

$0.0

$50.0

$100.0

$150.0

$200.0

$250.0

$300.0

$350.0

$400.0

$450.0

$500.0

FY 2012

FY 2013

Retail

Wholesale & Other

$0.0

$20.0

$40.0

$60.0

$80.0

$100.0

$120.0

$140.0

4Q 2012

4Q 2013

Retail

Wholesale & Other

Retail Revenue Gains Continue

5

NASDAQ: NTLS

millions

4Q13 retail revenue increased 8% from 4Q12 to $80.8 million

FY 2013 retail revenue increased 11% from FY 2012 to $317.1 million

+8%

millions

+11%

$0.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

$70.0

$80.0

$90.0

4Q 2012

4Q 2013

$0.0

$50.0

$100.0

$150.0

$200.0

$250.0

$300.0

$350.0

FY 2012

FY 2013

Wholesale/Other Revenue Remains Stable

6

NASDAQ: NTLS

-3%

4Q13 wholesale/other revenue decreased 3% from 4Q12 to $41.0 million

FY 2013 wholesale/other revenue increased 4% from FY 2012 to $174.8 million

Increase reflects incremental revenue recognized from SNA settlement

millions

millions

+4%

$0.0

$5.0

$10.0

$15.0

$20.0

$25.0

$30.0

$35.0

$40.0

$45.0

4Q 2012

4Q 2013

$0.0

$20.0

$40.0

$60.0

$80.0

$100.0

$120.0

$140.0

$160.0

$180.0

$200.0

FY 2012

FY 2013

SNA Settlement

Subscribers –

Net Additions Trend

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NASDAQ: NTLS

Subscribers up 6% year-over year to approximately 464,600

As of December 31, 2013, postpaid made up 66% of subscriber base

+6%

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

450,000

500,000

4Q 2012

4Q 2013

Prepaid Subscribers

Postpaid Subscribers

Subscribers –

Net Additions Trend (Continued)

8

NASDAQ: NTLS

Eighth consecutive quarter of positive net adds

6,800

3,500

5,500

9,300

11,400

3,800

2,300

7,500

0

2,000

4,000

6,000

8,000

10,000

12,000

1Q 2012

2Q 2012

3Q 2012

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Average Revenue Per User (ARPU)

9

NASDAQ: NTLS

4Q13 Blended ARPU up 3% year-over-year to $54.11

4Q13 Postpaid ARPU up 4% year-over-year to $63.91

+3%

$0.00

$10.00

$20.00

$30.00

$40.00

$50.00

$60.00

$70.00

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Postpaid ARPU

+4%

$0.00

$10.00

$20.00

$30.00

$40.00

$50.00

$60.00

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Blended ARPU

Operational Expenses

NASDAQ: NTLS

10

($ in millions)

4Q13

4Q12

Cost of sales and services

$51.0

$47.4

Customer operations

$37.5

$30.7

Corporate operations

$8.4

$7.9

Depreciation & Amortization

$17.5

$17.4

$114.4

$103.4

Increase of 11% primarily driven by:

Increased equipment subsidy, retention and network expenses

Adjusted EBITDA

11

NASDAQ: NTLS

millions

4Q13 Adjusted EBITDA impacted by:

Cost of sales associated with gross adds during the holiday season

Increased retention costs for subscribers coming out of contract

$33

$37

$41

$46

$27

$0

$5

$10

$15

$20

$25

$30

$35

$40

$45

$50

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Capital Investment

12

NASDAQ: NTLS

Status:

1,444 cell sites as of Dec. 31, 2013

First LTE markets launched Dec. 2013

millions

Catalysts:

2011-2012 Cell site expansion

2013 Initial LTE deployment

$52

$58

$72

$81

$0

$10

$20

$30

$40

$50

$60

$70

$80

$90

FY 2010

FY 2011

FY 2012

FY 2013

Capitalization Overview

($ in millions)

December 31, 2013

Cash, unrestricted

$88.4

Total Debt

$490.4

Net Debt

$401.9

LTM Adjusted EBITDA

$150.9

Secured Term Loan

$489.4

Net Debt Leverage

2.7x

NASDAQ: NTLS

13

(1)

(1) Net of unamortized debt discount

Term Loan A Refinancing

Completed transaction on February 3, 2014

Upsized from $148.1 million to $188.1 million

Converted into Term B Loans  

Priced at LIBOR +475 bps, subject to 1.0% LIBOR floor

Expires November 2019

$533.8 million principal outstanding on Term B Loans post-transaction

Pro forma net debt leverage unchanged at 2.7x

Guidance (as of February 27, 2014)

NASDAQ: NTLS

14

Previously provided on January 14, 2014

For the year ended December 31, 2014

Adjusted

EBITDA

of

$140

million

-

$150

million

CapEx of $85 million -

$95 million

Full Year Net Adds

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NASDAQ: NTLS

FY 2013 prepaid net adds decreased (2,900) year-over-year

FY 2013 postpaid net adds increased 2,800 year-over-year

15,100

10,000

25,100

12,200

12,800

25,000

0

5,000

10,000

15,000

20,000

25,000

30,000

Prepaid Net Adds

Postpaid Net Adds

Total Net Adds

FY 2012

FY 2013

Smartphone Penetration

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NASDAQ: NTLS

Smartphone Penetration

ARPU

55%

60%

63%

65%

68%

$52.00

$52.50

$53.00

$53.50

$54.00

$54.50

0%

10%

20%

30%

40%

50%

60%

70%

80%

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Blended ARPU

As of December 31, 2013:

72% of postpaid subscribers have a smartphone

59% 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%

4Q 2012

1Q 2013

2Q 2013

3Q 2013

4Q 2013

Prepaid Churn

Postpaid Churn

Questions & Answers

Appendix

20

NASDAQ: NTLS

NTELOS Holdings Corp.

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

(In thousands)

4Q13

3Q13

2Q13

1Q13

4Q12

Net Income Attributable to NTELOS Holdings Corp.

(784)

$                 

10,583

$                   

9,386

$                   

5,493

$                      

321

$                   

Net income attributable to noncontrolling interests

403

588

541

529

443

Net Income

(381)

11,171

9,927

6,022

764

Interest expense

7,504

7,480

7,398

7,361

6,651

Income taxes

80

8,340

6,380

3,744

(454)

Other expense (income), net

161

431

(151)

369

7,038

Operating income

7,364

27,422

23,554

17,496

13,999

Depreciation and amortization    

17,486

16,559

20,443

18,456

17,440

Gain on sale of intangible assets

-

(4,442)

-

-

Accretion of asset retirement obligations

171

135

173

143

174

Equity-based compensation

1,330

1,442

1,460

1,321

1,346

Business

separation

charges

1,2

375

-

-

-

56

Adjusted EBITDA

26,726

$                 

45,558

$                  

41,188

$                  

37,416

$                 

33,015

$                  

1

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

-

Charges for advisory fees for secondary offering in 2013.

2

21

NASDAQ: NTLS

NTELOS Holdings Corp.

ARPU Reconciliation

Average Monthly Revenue per User (ARPU) ¹

4Q13

3Q13

2Q13

1Q13

4Q12

FY 2013

FY 2012

(In thousands, except for subscribers and ARPU)

Operating Revenues

121,766

$

130,912

$

119,859

$

119,345

$

117,398

$

491,882

$

453,989

$

Less: Equipment revenue from sales to new customers

(3,691)

(3,595)

(3,104)

(3,521)

(3,808)

(13,911)

(15,041)

Less: Equipment revenue from sales to existing customers

(2,882)

(2,946)

(2,395)

(3,117)

(3,315)

(11,340)

(15,037)

Less: Wholesale, other and adjustments

(40,525)

(50,142)

(41,179)

(40,918)

(41,488)

(172,764)

(165,765)

Gross subscriber revenue

74,668

74,229

73,181

71,789

68,787

293,867

258,146

Less:  prepay subscriber revenue

(16,494)

(16,248)

(15,879)

(15,205)

(14,823)

(63,826)

(56,330)

Less:  adjustments to prepay subscriber revenue

(462)

(230)

(303)

(479)

(237)

(1,474)

(1,706)

Gross postpay subscriber revenue 

57,712

$ 

57,751

$ 

56,999

$ 

56,105

$ 

53,727

$ 

228,567

$

200,110

$

Prepay subscriber revenue

16,494

16,248

15,879

15,205

14,823

63,826

56,330

Plus:  adjustments to prepay subscriber revenue

462

230

303

479

237

1,474

1,706

Gross prepay subscriber revenue

16,956

$ 

16,478

$ 

16,182

$ 

15,684

$ 

15,060

$ 

65,300

$ 

58,036

$ 

Average number of subscribers

459,968

455,724

453,262

444,244

434,457

453,300

425,377

Total ARPU 

54.11

$   

54.29

$   

53.82

$   

53.87

$   

52.78

$   

54.02

$   

50.57

$   

Average number of postpay subscribers

301,028

297,900

299,304

298,414

292,668

299,161

288,428

Postpay ARPU 

63.91

$   

64.62

$   

63.48

$   

62.67

$   

61.19

$   

63.67

$   

57.82

$   

Average number of prepay subscribers

158,940

157,824

153,958

145,831

141,789

154,138

136,949

Prepay ARPU

35.56

$   

34.80

$   

35.04

$   

35.85

$   

35.41

$   

35.30

$   

35.31

$   

1

Gross subscriber revenue 

74,668

74,229

73,181

71,789

68,787

293,867

258,146

Less: voice and other feature revenue

(40,544)

(43,672)

(43,078)

(42,658)

(41,379)

(169,952)

(156,032)

Data revenue

34,124

$ 

30,557

$ 

30,103

$ 

29,131

$ 

27,408

$ 

123,915

$

102,114

$ 

Average number of subscribers

459,968

455,724

453,262

444,244

434,457

453,300

425,377

Total Data ARPU 

24.73

$   

22.35

$   

22.14

$   

21.86

$   

21.03

$   

22.78

$   

20.00

$   

Gross postpay subscriber revenue

57,712

57,751

56,999

56,105

53,727

228,567

200,110

Less: postpay voice and other feature revenue

(33,368)

(36,652)

(36,170)

(35,952)

(34,651)

(142,142)

(130,601)

Postpay data revenue

24,344

$ 

21,099

$ 

20,829

$ 

20,153

$ 

19,076

$ 

86,425

$ 

69,509

$ 

Gross prepay subscriber revenue

16,956

16,478

16,182

15,684

15,060

65,300

58,036

Less: prepay voice and other feature revenue

(7,176)

(7,020)

(6,908)

(6,706)

(6,728)

(27,810)

(25,431)

Prepay data revenue

9,780

$   

9,458

$   

9,274

$   

8,978

$   

8,332

$   

37,490

$ 

32,605

$ 

Average number of postpay subscribers

301,028

297,900

299,304

298,414

292,668

299,161

288,428

Postpay data ARPU 

26.96

$   

23.61

$   

23.20

$   

22.51

$   

21.73

$   

24.07

$   

20.08

$   

Average number of prepay subscribers

158,940

157,824

153,958

145,831

141,789

154,138

136,949

Prepay data ARPU 

20.51

$   

19.98

$   

20.08

$   

20.52

$   

19.59

$   

20.27

$   

19.84

$   

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.

February 27, 2014

4Q & FY 2013 Earnings

Presentation

NASDAQ: NTLS