john e. rooney president and ceo, u.s. cellular leroy t. carlson, jr. president and ceo, tds raymond...

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John E. Rooney President and CEO, U.S. Cellular LeRoy T. Carlson, Jr. Raymond James 26th Annual Institutional Investors Conference March 7, 2005

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John E. RooneyPresident and CEO, U.S. Cellular

LeRoy T. Carlson, Jr.

President and CEO, TDS

Raymond James 26th Annual Institutional Investors Conference

March 7, 2005

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Safe HarborSafe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Information discussed in today’s presentation, except historical and factual information, may represent forward-looking statements. This includes all statements about the company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: changes in circumstances or events that may affect the ability of USM to launch the operations of the licensed areas involved in the AT&T Wireless transaction completed in August 2003; the ability of U.S. Cellular to successfully manage and grow the operations of the Chicago MTA and newly launched markets; changes in the overall economy; changes in competition in the markets in which TDS and U.S. Cellular operate; changes due to industry consolidation; advances in telecommunications technology, including Voice over Internet Protocol; the impact of local number portability; changes to access and pricing of unbundled network elements; changes in the telecommunications regulatory environment; changes in the value of investments, including variable prepaid forward contracts; an adverse change in the ratings afforded TDS and U.S. Cellular debt securities by nationally accredited ratings organizations; pending and future litigation; acquisitions/divestitures of properties and/or licenses; and changes in customer growth rates, average monthly service revenue per unit, churn rates, roaming rates and the mix of products and services offered in TDS and U.S. Cellular markets. Investors are encouraged to consider these and other risks and uncertainties that are discussed in documents filed by TDS and U.S. Cellular with the Securities and Exchange Commission.

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• 7th largest wireless service provider; 2nd largest regional carrier

• Total population - 44.4 million

• 4.9 million customers

• 11.1% market penetration

• Focused on exceptional customer experience

• Admirably low churn rate

• Pervasive distribution… 1,900 points of presence

• Extensive network ... 4,856 cell sites

• Well positioned in our markets

U.S. Cellularas of 12/31/04

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5

Postpay Churn < 2%Seven-year track record… and still strong

1.9% 1.9%

1.8%1.7%

1.8%

1.5%1.5%

1.0%

1.1%

1.2%

1.3%

1.4%

1.5%

1.6%

1.7%

1.8%

1.9%

2.0%

1998 1999 2000 2001 2002 2003 2004

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• Positioned as a regional carrier

• Differentiate by providing an exceptional customer experience:

Network quality Broad distribution Dedicated people focused on the customer

• Utilize CDMA 1X technology in all markets

• Strategically strengthen regional footprint

U.S. Cellular Strategy

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2004 Financial HighlightsU.S. Cellular – Dec. 31, 2004

2004 2003

Service revenues $ 2.65 B $2.42 B + 9% Operating income $ 178 M $119 M +49%

EBITDA $ 665 M $647 M + 3%

Net adds 627,000 447,000 +40%

4Q‘04 4Q‘03

Churn - postpay 1.6% 1.4%

Retail ARPU $40.55 $40.64

MOU 568 462

Cell sites 4,856 4,184

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Strengthening the Footprint

• Acquired Chicago market – 8/02

• Exchanged wireless properties with AT&T Wireless (now Cingular) – 8/03

• Sold:• Daytona Beach to MetroPCS – 12/04• Two small markets and investment interests to

ALLTEL – 12/04• South Texas markets to AT&T Wireless – 2/04

• To acquire Missouri 14 market in 1H ‘05

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• Excellent fit with USM’s strategy:

Strengthens regional footprint through acquisitions or trades

Builds on strengths and exit other markets

• Built out and launched 3 markets in 2004: Oklahoma City; Lincoln, NE; and Portland, ME

Expect to launch St. Louis market in late 2005

AWE (Cingular) Property ExchangeImproved competitive position in Midwest and Northeast markets

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Divestitures Exited markets not strategic to company’s long-term success

• South Texas to AWE - Feb. 2004; $97 M • 25 MHz licenses; 1.3 M pops, 150 cell sites and

76,000 customers

• High prepaid mix and heavy roaming market

• Alltel sale - Dec. 2004; $81 M • Two 25 MHz operating markets in FL and OH

• Seven small investment interests in Ohio, N.C., Miss., Wis. – 268,000 pops

• Daytona Beach to MetroPCS - Dec. ’04; $8.5 M• 20 MHz Block C license

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Auction 58

• Participated through partner Carroll Wireless

• Carroll Wireless highest bidder for 17 licenses, totaling $130 M net. Licenses include:• Oklahoma City• Portland, Maine• Indianapolis

• All licenses complement U.S. Cellular’s existing footprint

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CDMA 1X Initiative

• Improved voice capacity and coverage; cost-effective use of wireless spectrum

• Enables offering of high-speed data products

• Completed the 3-year project in 2004

• Ahead of schedule, below planned cost

• Total cost to build CDMA ... ≈ $300 million

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EVDO Trials

• Currently conducting technical trials

• As with any new technology, U.S. Cellular wants to ensure that:• the technology is supported by value-

added applications that customers will want and value

• the company is fully ready to support the technology and any new service or applications it supports

• Plan to launch market trials in 2006

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Data – easyedgeSM

• easyedgeSM Download Applications – (BREWTM)

• Applications; games; news; traffic; calendar

• Launched nWebSM Nov. 2004 – enables Internet access

• easyedgeSM Picture Messaging – (MMS)

• Take, send or receive photos

• easyedgeSM Wireless Modem Service

• Wireless Internet access for laptops; e-mail; calendar

• Available in select areas to business customers

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Service Enhancements in 2005• easyedgeSM

• Adding instant messaging

• Enabling easyedge customers to send images to non-U.S. Cellular customers

• Expanding Picture Messaging to include ability to send video

• “Smart phone” service

• Phone with PDA and e-mail features

• Push-to-talk service

• Planning to launch in 2005 for business and retail customers

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• Redeemed:• $163.3 M of LYONS – 7/04• $250 M of 7.25% notes due 2007 - 8/04

• Sold:• $544 M 30-yr 6.7% notes in 2 tranches – 12/03; 6/04• $330 M 30-yr 7.5% notes – 6/04

• Amended existing $325 million revolver• increased to $700 M – 12/03• extended through Dec. ’09 – 12/04

Financing Activities

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USM 2005 Outlook

• Service revenues … ≈ $2.9 B

• Net additions … 425,000 to 475,000

• Dep, amort & accretion … $530 M

• Operating Income … $220 to $270 M

• CAPX … $570 to $610 M

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USM: Excellent Prospects

• Proven Strategy

• Financially Strong

• Extensive network

• Terrific people; dynamic organization

• Positive momentum

LEROY T. CARLSON, JR.

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TDS • Diversified telecommunication company with

6.1 million customers in 36 states

• U.S. Cellular (82% owned) - wireless• TDS Telecom (100% owned) – wireline

• ILEC and CLEC operations

• Fortune 500 company

• Strong balance sheet

• Investment grade

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• 7th largest independent U.S. telco

• Rural company status

• 730,400 access line equivalents in 28 states

• 101,300 Internet (dial-up) accounts

• 41,900 DSL – mostly residential

• 295,000 long-distance lines

• Vertical services

TDS Telecom - ILEC

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TDS Telecom - CLEC• Principally a facilities-based company in

five states …88% on-switch

• 426,800 access line equivalents

• Targeted selling with emphasis on small and medium businesses

• Deep penetration in chosen markets

• Provisions principally with one RBOC (SBC)

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2004 Financial HighlightsTDS Telecom – Dec. 31, 2004

(millions)

ILEC 2004 2003 Revenues $658.5 $652.8 + 1% Operating Income 187.1 174.9 + 7%

CLEC Revenues $228.7 $ 213.5 + 7% Operating (loss) (144.1) (26.0) NM

Access Line Equivalents (thousands)

ILEC 730.4 722.2 + 1% CLEC 426.8 364.8 +17%

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• Provide outstanding customer service

• Be the preferred broadband provider in its markets

• Protect and grow current markets

• Develop and market new products and services, with strong focus on data and triple-play

TDS Telecom’s Overall StrategyRepositioning as a Broadband Communications Company

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10%

20%

30%

40%

600 650 700 750 800

Overall Satisfaction Index ScoreLower Higher

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AT&T

ALLTEL

BellSouth

CenturyTel

Cin. Bell

Comcast

Cox

Frontier MCI

Qwest

SBC

Sprint

Talk America

McLeodUSA Verizon

TDS Metrocom

TDS Telecom

Our Competitive Advantage: Customer Satisfaction

Third-Party Validation

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Fortifying and Developing Existing Markets

• Trialing new technologies …• Fiber to the Premise (FTTP) • Voice Over IP (VOIP)• Wireless data

• … toward offering robust triple-play and other new products and services

• Enhancing existing services• focused on increasing market share,

deepening penetration and profitability

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DSL Facts - ILEC

• 81 markets, 41,900 customers, fast growth• DSL lines – up 78% YOY 2004 to 2003• Market share exceeded cable in late 2004

• Primarily consumer based

• Product bundles:• DISH satellite / DSL; long distance / DSL, etc.

• DSL modems Wi-Fi enabled

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2005 Outlook - TDS Telecom• ILEC

• Operating revenues … $655 to $665 M• Dep, amort & accretion … $135 M• Operating income … $170 to $180 M• CAPX … $120 to $130 M

• CLEC• Operating revenues … $240 to $250 M• Dep, amort & accretion … $30 M• Operating income (loss) … $(15) to $(10) M• CAPX … $30 to $35 M

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TDS – Special Share Proposal• TDS board approved stock dividend of

special TDS shares in Feb. 2005

• Requires shareholder approval

• Would increase special shares to 165 M

• Provides financial and strategic flexibility

• If approved, TDS board has indicated intent to exchange special shares for 18% of U.S. Cellular stock TDS does not own.

• No timeframe for the potential transaction

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TDS - Financial Strategies• Ultimate goal: Generate profitable growth

and build shareholder value

• Four financial objectives toward that goal:

• 10 -15% compound annual revenue growth rate over five years

• Return cost of capital in each business

• Generate shareholder returns > comparable companies

• Target A- investment-grade credit rating

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TDS: Excellent Prospects• Full-service provider with strong, established wireless and wireline operations

• Strong business units• Well positioned in existing markets• Proven business strategies focused on

customer satisfaction, network quality and competitive product offerings.

• Experienced management teams

• Financially strong

• Dedicated workforce of 11,500 people

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Reconciliation of Additional Disclosures

For the year ended December 31, 2004

The Operating Cash Flow amounts in the tables presented above are not determined in accordance with generally accepted accounting principles (GAAP) in the United States of America. Management uses Operating Cash Flow to evaluate the operating performance of its business, and it is a measure of performance used by some investors, security analysts and others to make informed investment decisions. Operating Cash Flow is used as an analytical indicator of income generated to service debt and fund capital expenditures. In addition, multiples of current or projected Operating Cash Flow are used to estimate current or prospective enterprise value. Operating Cash Flow does not give effect to cash used for debt service requirements, and thus does not reflect funds available for investment or other discretionary uses. Operating Cash Flow as presented herein may not be comparable to similarly titled measures reported by other companies.

Year Ended at Dec. 31, 2004 U.S. Cellular ILEC CLEC Total(Dollars in thousands )

Operating cash flow:

Operating income (loss) as reported 177,762$ 187,082$ (144,093)$ 220,751$ Add:

Depreciation, amortization and accretion 497,942 131,665 38,349 667,956 Loss on impairment of intangible assets - - 29,440 29,440 Loss on impairment of assets - - 87,910 87,910 (Gain) loss on assets held for sale (10,806) - - (10,806)

Operating cash flow 664,898$ 318,747$ 11,606$ 995,251$

Year Ended at Dec. 31, 2003 U.S. Cellular ILEC CLEC Total(Dollars in thousands )

Operating cash flow:

Operating income (loss) as reported 118,983$ 174,882$ (25,977)$ 267,888$

Add:Depreciation, amortization and accretion 432,333 130,036 33,363 595,732 Loss on impairment of intangible assets 49,595 - - 49,595 Loss on impairment of assets - 351 4,563 4,914 (Gain) loss on assets held for sale 45,908 - - 45,908

Operating cash flow 646,819$ 305,269$ 11,949$ 964,037$

TDS Telecom

TDS Telecom