Exhibit 99.2
Effective in the first quarter of 2017, our management, including our chief executive officer, who is our chief operating decision maker, commenced managing our operations as four reportable segments in addition to our corporate operations and include:
Leasing: Represents our REIT operations and includes the results from our leasing programs, Uniti Leasing, which is engaged in the acquisition of mission-critical communications assets and leasing back to anchor customers on either an exclusive or shared-tenant basis.
Fiber Infrastructure: Represents the operations of Uniti Fiber, which is a leading provider of infrastructure solutions including cell site backhaul and dark fiber, to the telecommunications industry.
Towers: Represents the operations of our towers business, Uniti Towers, through which we acquire and construct tower and tower-related real estate in the United States and Latin America.
Consumer CLEC: Represents the operations of Talk America Services (“Talk America”) through which we operate the Consumer CLEC Business, that prior to the Spin-Off was reported as an integrated operation within Windstream. Talk America provides local telephone, high-speed internet and long distance services to customers in the eastern and central United States.
Corporate: Represents our corporate and back office functions. Certain costs and expenses, primarily related to headcount, insurance, professional fees and similar charges, that are directly attributable to operations of our business segments are allocated to the respective segments.
Management evaluates the performance of each segment using Adjusted EBITDA, which is a segment performance measure defined as net income determined in accordance with GAAP, before interest expense, provision for income taxes, depreciation and amortization, stock-based compensation expense, the impact, which may be recurring in nature, of transaction related expenses, the write off of unamortized deferred financing costs, costs incurred as a result of the early repayment of debt, changes in the fair value of contingent consideration and financial instruments, and other similar items.
The Company’s unaudited financial results by business segment presented below have been recast to conform to the current year presentation.
Three months ended March 31, 2016:
| | Three months ended March 31, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 168,613 | | | $ | - | | | $ | 28 | | | $ | 6,034 | | | $ | - | | | $ | 174,675 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 168,208 | | | $ | - | | | $ | (302 | ) | | $ | 1,332 | | | $ | (3,529 | ) | | $ | 165,709 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 66,049 | |
Depreciation and amortization | | | 85,403 | | | | - | | | | 30 | | | | 814 | | | | 93 | | | | 86,340 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 3,910 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 930 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 444 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | 8,036 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | - | | | $ | 1,347 | | | $ | - | | | $ | 77 | | | $ | 1,424 | |
Three and six months ended June 30, 2016:
| | Three months ended June 30, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 168,966 | | | $ | 13,776 | | | $ | 84 | | | $ | 5,747 | | | $ | - | | | $ | 188,573 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 168,629 | | | $ | 5,500 | | | $ | (297 | ) | | $ | 1,330 | | | $ | (3,522 | ) | | $ | 171,640 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 68,036 | |
Depreciation and amortization | | | 85,650 | | | | 5,747 | | | | 80 | | | | 814 | | | | 94 | | | | 92,385 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 11,210 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 1,217 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 327 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | (1,535 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | 3,401 | | | $ | 4,564 | | | $ | - | | | $ | 63 | | | $ | 8,028 | |
| | Six months ended June 30, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 337,579 | | | $ | 13,776 | | | $ | 112 | | | $ | 11,781 | | | $ | - | | | $ | 363,248 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 336,837 | | | $ | 5,500 | | | $ | (599 | ) | | $ | 2,662 | | | $ | (7,051 | ) | | $ | 337,349 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 134,085 | |
Depreciation and amortization | | | 171,053 | | | | 5,747 | | | | 110 | | | | 1,628 | | | | 187 | | | | 178,725 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 15,120 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 2,147 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 771 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | 6,501 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | 3,401 | | | $ | 5,911 | | | $ | - | | | $ | 140 | | | $ | 9,452 | |
Three and nine months ended September 30, 2016:
| | Three months ended September 30, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 169,366 | | | $ | 25,219 | | | $ | 159 | | | $ | 5,496 | | | $ | - | | | $ | 200,240 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 169,075 | | | $ | 9,273 | | | $ | (258 | ) | | $ | 1,213 | | | $ | (3,627 | ) | | $ | 175,676 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 70,522 | |
Depreciation and amortization | | | 86,007 | | | | 9,701 | | | | 106 | | | | 814 | | | | 95 | | | | 96,723 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 9,315 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 1,331 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 128 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | (2,343 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | 6,877 | | | $ | 2,860 | | | $ | - | | | $ | 15 | | | $ | 9,752 | |
| | Nine months ended September 30, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 506,945 | | | $ | 38,995 | | | $ | 271 | | | $ | 17,277 | | | $ | - | | | $ | 563,488 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 505,912 | | | $ | 14,773 | | | $ | (857 | ) | | $ | 3,875 | | | $ | (10,678 | ) | | $ | 513,025 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 204,607 | |
Depreciation and amortization | | | 257,059 | | | | 15,448 | | | | 216 | | | | 2,443 | | | | 282 | | | | 275,448 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 24,435 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 3,478 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 899 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | 4,158 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | 10,278 | | | $ | 8,771 | | | $ | - | | | $ | 155 | | | $ | 19,204 | |
For the year ended December 31, 2016 and the period from April 24, 2015 to December 31, 2015:
| | Year ended December 31, 2016 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 676,868 | | | $ | 70,568 | | | $ | 500 | | | $ | 22,472 | | | $ | - | | | $ | 770,408 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 675,114 | | | $ | 25,912 | | | $ | (1,123 | ) | | $ | 5,074 | | | $ | (14,793 | ) | | $ | 690,184 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 275,394 | |
Depreciation and amortization | | | 343,368 | | | | 28,629 | | | | 337 | | | | 3,258 | | | | 378 | | | | 375,970 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 33,669 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 4,846 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 517 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | (212 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | - | | | $ | 31,006 | | | $ | 15,262 | | | $ | - | | | $ | 175 | | | $ | 46,443 | |
| | Period from April 24, 2015 to December 31, 2015 | |
(Thousands) | | Leasing | | | Fiber Infrastructure | | | Towers | | | Consumer CLEC | | | Corporate | | | Subtotal of Reportable Segments | |
Revenues | | $ | 458,614 | | | $ | - | | | $ | - | | | $ | 17,700 | | | $ | - | | | $ | 476,314 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 457,704 | | | $ | - | | | $ | - | | | $ | 3,957 | | | $ | (8,364 | ) | | $ | 453,297 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | | | | | | | | | | | | | | | | | | | | | 181,797 | |
Depreciation and amortization | | | 235,967 | | | | - | | | | - | | | | 2,571 | | | | 210 | | | | 238,748 | |
Transaction related costs | | | | | | | | | | | | | | | | | | | | | | | 5,210 | |
Stock-based compensation | | | | | | | | | | | | | | | | | | | | | | | 1,934 | |
Income tax expense | | | | | | | | | | | | | | | | | | | | | | | 738 | |
Net loss | | | | | | | | | | | | | | | | | | | | | | $ | 24,870 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital expenditures | | $ | 43,077 | | | $ | - | | | $ | - | | | $ | - | | | $ | 1,336 | | | $ | 44,413 | |
Total assets by business segment as of December 31, 2015, March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016 are as follows:
(Thousands) | | December 31, 2015 | | | March 31, 2016 | | | June 30, 2016 | | | September 30, 2016 | | | December 31, 2016 | |
Leasing | | $ | 2,434,639 | | | $ | 2,382,779 | | | $ | 2,329,897 | | | $ | 2,271,978 | | | $ | 2,238,517 | |
Fiber Infrastructure | | | - | | | | - | | | | 493,263 | | | | 914,168 | | | | 914,082 | |
Towers | | | - | | | | 4,947 | | | | 9,247 | | | | 11,747 | | | | 18,004 | |
Consumer CLEC | | | 14,721 | | | | 14,958 | | | | 14,722 | | | | 14,355 | | | | 14,239 | |
Corporate | | | 93,276 | | | | 115,230 | | | | 4,545 | | | | 5,286 | | | | 133,910 | |
Total of reportable segments | | $ | 2,542,636 | | | $ | 2,517,915 | | | $ | 2,851,675 | | | $ | 3,217,534 | | | $ | 3,318,752 | |