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U.S. Cellular Reports Strong Growth in the Third Quarter

CHICAGO, Oct. 20 /PRNewswire-FirstCall/ -- United States Cellular Corporation (Amex: USM) reported service revenues of $692 million for the third quarter of 2004, up 10 percent from $628.4 million in the comparable period a year ago, as restated. The company recorded operating income of $42 million during the quarter compared to $95.6 million in the third quarter of 2003, as restated. Net income and basic earnings per share were $21.3 million and $0.25, respectively, compared to net income and basic earnings per share of $51.6 million and $0.60, respectively, in the comparable period one year ago, as restated.

Operating income declined 56% from the comparable period a year ago, due principally to costs associated with adding 144,000 new customers, the costs of launching three new markets, the costs of heavily subsidizing consumer handsets, and an increase in depreciation expense.

Third quarter 2004 operating results do not include any results from operations of the Florida, Georgia and south Texas markets that were either traded or sold to AT&T Wireless. The Florida, Georgia and south Texas markets contributed $24 million of service revenues in the third quarter of 2003.

    Third Quarter Highlights

    -- Customers totaled 4,828,000, a 13 percent increase from 4,268,000
       customers one year earlier.

    -- Net customer activations from distribution channels totaled 144,000
       during the quarter, compared to 66,000 activations for the same quarter
       of 2003.

    -- For the quarter, the company recorded postpay churn of 1.6 percent,
       which is favorable to industry averages.

    -- Average monthly retail service revenue per customer increased to $41.51
       compared to $40.68 in the same period a year ago.


    President's Comments

"We're pleased to report another quarter of strong operating results," said John E. Rooney, president and chief executive officer. "We added 144,000 customers during the quarter, our third consecutive quarter of strong net add performance, which brings net customer additions for the first nine months of the year to 477,000, ahead of our business plan.

"Our company-wide focus on customer satisfaction is the key driver to our low churn rates and resulting strong net customer additions. Customers can easily access our products and services through our 2,300 distribution outlets, making it easier for the customer to do business with us. And we provide our customers with an exceptional network of more than 4,700 cell sites, ensuring excellent call quality.

"During the quarter we made further progress on our strategy of strengthening our competitive footprint and upgrading our network. We launched service in Oklahoma City, Okla., Lincoln, Neb. and Portland, Maine, all markets which are contiguous to our existing operations. We completed deployment of CDMA 1X technology in our Northwest markets, leaving only the mid-Atlantic markets for conversion. We are well on track to complete the mid-Atlantic conversion before year end, bringing our three-year network upgrade initiative to a successful close. With the completion of the upgrade we will be able to offer our popular easyedge(SM) suite of data services to customers in these remaining markets. easyedge has been very successful and contributed to the increase in retail service revenue per unit in the quarter.

"The costs associated with our strong customer growth as well as the considerable cost to launch the new markets affected our marketing cost per gross customer unit addition (CPGA) for the quarter. Also impacting CPGA is the industry's continued practice of heavily subsidizing handset costs, as the cost of handsets has increased due to additional features such as color or camera functions."

U.S. Cellular Corporation, the nation's eighth largest wireless service carrier, provides wireless service to 4.8 million customers in 26 states. The Chicago-based company operates on a customer satisfaction strategy, meeting customer needs by providing a comprehensive range of wireless products and services, superior customer support and a high-quality network.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents 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 the company to start up the operations of the licensed areas involved in the AT&T Wireless transaction completed in August 2003; the ability of the company 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 the company operates; advances in telecommunications technology; the impact of wireless local number portability; changes in the telecommunications regulatory environment; changes in the value of investments, including variable prepaid forward contracts; changes in the capital markets that could adversely impact the availability, cost and terms of financing; an adverse change in the ratings afforded our 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 revenue per unit, churn rates, roaming rates and the mix of products and services offered in the company's markets. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K used by U.S. Cellular to furnish this press release to the Securities and Exchange Commission, which are incorporated by reference herein.

As previously announced, TDS and U.S. Cellular will hold a joint teleconference Oct. 20, 2004 at 10:00 a.m. Chicago time. Interested parties may listen to the call live over the Internet by accessing http://www.vcall.com/CEPage.asp?ID=89406, or the conference call page of the Investor Relations section at www.uscellular.com, or by calling 888/245-6674, pass code 1398163. The conference call will also be archived on the conference call section of the U.S. Cellular web site at www.uscellular.com. Prior to the commencement of the call, certain financial and statistical information discussed during the conference call comments will be posted to the conference call page of the Investor Relations section of the U.S. Cellular web site, together with reconciliations to generally accepted accounting principles (GAAP) of any non-GAAP information to be disclosed.

    USM's Internet Home Page:  www.uscellular.com


                      UNITED STATES CELLULAR CORPORATION
                            SUMMARY OPERATING DATA

    Quarter Ended                            9/30/04     6/30/04     3/31/04

    Consolidated Markets:
      Total population (000s) (a)             45,581      45,581      45,581
      Customer units                       4,828,000   4,684,000   4,547,000

      Gross customer unit activations        387,000     365,000     397,000
      Net customer unit activations          144,000     137,000     196,000
      Market penetration (a)                  10.59%      10.28%       9.98%
      Cell sites in service                    4,713       4,420       4,122
      Average monthly revenue per unit (b)    $48.49      $47.79      $46.16
        Retail service revenue per unit (b)   $41.51      $41.58      $40.26
        Inbound roaming revenue per unit (b)   $3.39       $3.21       $3.17
        Long-distance/other revenue per
         unit (b)                              $3.59       $3.00       $2.73
      Minutes of use (MOU) (c)                   553         542         491
      Postpay churn rate per month (d)          1.6%        1.5%        1.3%
      Marketing cost per gross
        customer unit addition (e)              $410        $392        $371
      Capital Expenditures ($000s)          $131,648    $162,579    $100,535

    (a) Market penetration is calculated using 2003 Claritas population
        estimates for 9/30/04, 6/30/04 and 3/31/04 and 2002 Claritas estimates
        for 2003. "Total population" represents the total population of each
        of U.S. Cellular's consolidated markets, regardless of whether the
        market has begun marketing operations.  The 9/30/04, 6/30/04 and
        3/31/04 total population counts include the population of the market
        added to consolidated operations as of 1/1/04, but exclude the
        population of the six markets sold to AT&T Wireless in February 2004.
        The 12/31/03 and 9/30/03 total population counts exclude the
        population of the 10 markets transferred to AT&T Wireless in August
        2003 and include the population of markets acquired from AT&T Wireless
        in that transaction. The population of markets in which U.S. Cellular
        has deferred the transfer of licenses from AT&T Wireless are not
        included in the total population counts for any period.
    (b) Per unit revenue measurements are derived from Service Revenues as
        reported in Financial Highlights for each respective quarter as
        follows:

        Service Revenues per Financial
         Highlights                         $691,964    $662,658    $619,382
        Components:
          Retail service revenue during
           quarter                          $592,411    $576,541    $540,228
          Inbound roaming revenue during
           quarter                           $48,402     $44,516     $42,499
          Long-distance/other revenue
           during quarter                    $51,151     $41,601     $36,655

        Divided by average customers
         during quarter (000s)                 4,757       4,622       4,473
        Divided by three months in each
         quarter                                   3           3           3

        Average monthly revenue per unit      $48.49      $47.79      $46.16
        Retail service revenue per unit       $41.51      $41.58      $40.26
        Inbound roaming revenue per unit       $3.39       $3.21       $3.17
        Long-distance/other revenue per
         unit                                  $3.59       $3.00       $2.73

    (c) Average monthly local minutes of use per customer (without roaming).
    (d) Postpay churn rate per month is calculated by dividing the average
        monthly postpay customer disconnects during the quarter by the
        average postpay customer base for the quarter.
    (e) Due to changes in accounting for agent rebates and net customer
        retention expenses, for all periods shown this measurement is no
        longer calculable using information from the financial statements as
        reported. The details of this calculation and a reconciliation to line
        items reported in Financial Highlights for each respective quarter are
        shown on U.S. Cellular's web site, along with additional information
        related to U.S. Cellular's third quarter results, at
        http://www.uscellular.com .


                      UNITED STATES CELLULAR CORPORATION
                            SUMMARY OPERATING DATA

    Quarter Ended                                 12/31/03            9/30/03

    Consolidated Markets:
      Total population (000s) (a)                   46,267             45,817
      Customer units                             4,409,000          4,268,000

      Gross customer unit activations              368,000            294,000
      Net customer unit activations                141,000             66,000
      Market penetration (a)                         9.53%              9.32%
      Cell sites in service                          4,184              4,082
      Average monthly revenue per unit (b)          $47.80             $49.05
        Retail service revenue per unit (b)         $40.64             $40.68
        Inbound roaming revenue per unit (b)         $3.90              $4.65
        Long-distance/other revenue per unit (b)     $3.26              $3.72
      Minutes of use (MOU) (c)                         462                435
      Postpay churn rate per month (d)                1.4%               1.6%
      Marketing cost per gross
        customer unit addition (e)                    $384               $405
      Capital Expenditures ($000s)                $193,413           $135,111

    (a) Market penetration is calculated using 2003 Claritas population
        estimates for 9/30/04, 6/30/04 and 3/31/04 and 2002 Claritas estimates
        for 2003. "Total population" represents the total population of each
        of U.S. Cellular's consolidated markets, regardless of whether the
        market has begun marketing operations.  The 9/30/04, 6/30/04 and
        3/31/04 total population counts include the population of the market
        added to consolidated operations as of 1/1/04, but exclude the
        population of the six markets sold to AT&T Wireless in February 2004.
        The 12/31/03 and 9/30/03 total population counts exclude the
        population of the 10 markets transferred to AT&T Wireless in August
        2003 and include the population of markets acquired from AT&T Wireless
        in that transaction. The population of markets in which U.S. Cellular
        has deferred the transfer of licenses from AT&T Wireless are not
        included in the total population counts for any period.
    (b) Per unit revenue measurements are derived from Service Revenues as
        reported in Financial Highlights for each respective quarter as
        follows:

        Service Revenues per Financial
         Highlights                               $620,639           $628,440
        Components:
          Retail service revenue during
           quarter                                $527,626           $521,247
          Inbound roaming revenue during
           quarter                                 $50,653            $59,638
          Long-distance/other revenue
           during quarter                          $42,360            $47,555

        Divided by average customers
         during quarter (000s)                       4,328              4,271
        Divided by three months in each
         quarter                                         3                  3

        Average monthly revenue per unit            $47.80             $49.05
        Retail service revenue per unit             $40.64             $40.68
        Inbound roaming revenue per unit             $3.90              $4.65
        Long-distance/other revenue per
         unit                                        $3.26              $3.72

    (c) Average monthly local minutes of use per customer (without roaming).
    (d) Postpay churn rate per month is calculated by dividing the average
        monthly postpay customer disconnects during the quarter by the
        average postpay customer base for the quarter.
    (e) Due to changes in accounting for agent rebates and net customer
        retention expenses, for all periods shown this measurement is no
        longer calculable using information from the financial statements as
        reported. The details of this calculation and a reconciliation to line
        items reported in Financial Highlights for each respective quarter are
        shown on U.S. Cellular's web site, along with additional information
        related to U.S. Cellular's third quarter results, at
        http://www.uscellular.com .


                        UNITED STATES CELLULAR CORPORATION
                               FINANCIAL HIGHLIGHTS
                         Three Months Ended September 30
           (Unaudited, dollars in thousands, except per share amounts)

                                                    2003   Increase (Decrease)
                                          2004    Restated   Amount   Percent
    Operating Revenues
      Service Revenues                  $691,964  $628,440   $63,524    10.1%
      Equipment Sales                     56,249    36,536    19,713    54.0%
                                         748,213   664,976    83,237    12.5%
    Operating Expenses
      System Operations                  154,126   153,724       402     0.3%
      Cost of Equipment Sold             126,659    76,926    49,733    64.7%
      Selling, General and
       Administrative                    298,011   236,573    61,438    26.0%
      Depreciation                       115,377    90,171    25,206    28.0%
      Amortization and Accretion          12,031    13,463    (1,432)  (10.6%)
      Loss (Gain) on Assets Held for
       Sale                                  -      (1,442)    1,442      N/M
                                         706,204   569,415   136,789    24.0%

    Operating Income                      42,009    95,561   (53,552)  (56.0%)

      Investment Income                   19,265    11,301     7,964    70.5%
      Interest (Expense)                 (23,671)  (15,615)   (8,056)  (51.6%)
      Other Income (Expense)              (2,697)    1,019    (3,716)     N/M
    Income Before Income Taxes and
     Minority Interest                    34,906    92,266   (57,360)  (62.2%)
    Income Tax Expense                    11,646    36,047   (24,401)  (67.7%)
    Income Before Minority Interest       23,260    56,219   (32,959)  (58.6%)
    Minority Share of Income              (1,951)   (4,605)    2,654    57.6%
    Net Income                           $21,309   $51,614  $(30,305)  (58.7%)

    Weighted Average Common and Series
     A Common Shares (000s) (Basic)       86,278    86,142       136

    Earnings Per Common and Series A
     Common Share ("EPS") (Basic)          $0.25     $0.60    $(0.35)  (58.3%)

    Earnings Per Common and Series A
     Common Share ("EPS") (Diluted)        $0.25     $0.59    $(0.34)  (57.6%)

    N/M - Percent change not meaningful



                        UNITED STATES CELLULAR CORPORATION
                               FINANCIAL HIGHLIGHTS
                          Nine Months Ended September 30
           (Unaudited, dollars in thousands, except per share amounts)

                                                                 Increase
                                                    2003        (Decrease)
                                        2004      Restated    Amount  Percent
    Operating Revenues
      Service Revenues               $1,974,004  $1,803,150  $170,854    9.5%
      Equipment Sales                   144,084     111,537    32,547   29.2%
                                      2,118,088   1,914,687   203,401   10.6%
    Operating Expenses
      System Operations                 436,536     438,721    (2,185)  (0.5%)
      Cost of Equipment Sold            356,729     245,149   111,580   45.5%
      Selling, General and
       Administrative                   825,836     745,020    80,816   10.8%
      Depreciation                      327,131     272,534    54,597   20.0%
      Amortization and Accretion         36,420      45,371    (8,951) (19.7%)
      Loss on impairment of
       intangible assets                    -        49,595   (49,595)    N/M
      Loss (Gain) on Assets Held for
       Sale                                (725)     23,619   (24,344)    N/M
                                      1,981,927   1,820,009   161,918    8.9%

    Operating Income                    136,161      94,678    41,483   43.8%

      Investment Income                  51,913      37,163    14,750   39.7%
      Interest (Expense)                (64,937)    (47,513)  (17,424) (36.7%)
      (Loss) on Investments              (1,830)     (3,500)    1,670   47.7%
      Other Income                          464       2,801    (2,337) (83.4%)
    Income Before Income Taxes and
     Minority Interest                  121,771      83,629    38,142   45.6%
    Income Tax Expense                   46,401      37,725     8,676   23.0%
    Income Before Minority Interest      75,370      45,904    29,466   64.2%
    Minority Share of Income             (6,845)     (9,464)    2,619   27.7%
    Income Before Cumulative Effect
     of Accounting Change                68,525      36,440    32,085   88.0%
    Cumulative effect of accounting
     change, net of tax                     -       (14,346)   14,346     N/M
    Net Income                          $68,525     $22,094   $46,431     N/M

    Weighted Average Common and
     Series A Common Shares (000s)
     (Basic)                             86,211      86,132        79

    Earnings Per Common and Series A
     Common Share ("EPS") (Basic)         $0.79       $0.26     $0.53     N/M

    Basic EPS Before Cumulative
     Effect of Accounting Change          $0.79       $0.43     $0.36   83.7%
    Basic EPS from Cumulative Effect
     of Accounting Change                  $-        $(0.17)    $0.17     N/M

    Earnings Per Common and Series A
     Common Share ("EPS") (Diluted)       $0.79       $0.26     $0.53     N/M

    Diluted EPS Before Cumulative
     Effect of Accounting Change          $0.79       $0.43     $0.36   83.7%
    Diluted EPS from Cumulative
     Effect of Accounting Change           $-        $(0.17)    $0.17     N/M

    N/M - Percent change not meaningful


                      UNITED STATES CELLULAR CORPORATION
                    CONSOLIDATED BALANCE SHEET HIGHLIGHTS
                      (Unaudited, dollars in thousands)

                       ASSETS
                                                 September 30,   December 31,
                                                      2004           2003
    Current Assets
      Cash and cash equivalents
        General funds                                $30,661         $9,822
        Affiliated cash equivalents                       56             26
                                                      30,717          9,848
      Accounts receivable                            323,697        286,980
      Inventory                                       61,842         70,963
      Prepaid expenses                                26,241         22,396
      Prepaid income taxes                             7,883          2,407
      Other current assets                            30,463         31,511
                                                     480,843        424,105


    Investments
      Licenses                                     1,184,014      1,189,326
      Goodwill                                       425,343        430,256
      Customer list, net                              27,417         24,448
      License rights                                  42,037         42,037
      Marketable equity securities                   249,571        260,188
      Investments in unconsolidated entities, net    171,727        170,569
      Notes and interest receivable--long-term         5,252          6,476
                                                   2,105,361      2,123,300


    Property, Plant and Equipment
      In service and under construction            3,733,188      3,441,177
      Less accumulated depreciation                1,503,688      1,267,293
                                                   2,229,500      2,173,884


    Deferred Charges
      System development costs, net                   78,466         97,370
      Other, net                                      33,081         26,565
                                                     111,547        123,935

    Assets of Operations Held for Sale                51,923        100,523

    Total Assets                                  $4,979,174     $4,945,747


           LIABILITIES AND SHAREHOLDERS' EQUITY

                                                  September 30,   December 31,
                                                       2004           2003
    Current Liabilities
      Current portion of long-term debt               $3,000         $3,000
      Current portion of long-term debt - affiliates       -        105,000
      Notes payable                                   55,000              -
      Accounts payable
        Affiliates                                     6,934          4,252
        Trade                                        210,456        281,306
      Customer deposits and deferred revenues        104,162         93,789
      Accrued interest                                15,408         11,416
      Accrued taxes                                   84,262         25,477
      Accrued compensation                            46,503         39,257
      Other current liabilities                       23,763         18,399
                                                     549,488        581,896

    Long-term Debt

      6% zero coupon convertible debentures                -        157,659
      7.25% notes                                          -        250,000
      Variable prepaid forward contract              159,856        159,856
      8.75% notes                                    130,000        130,000
      6.7% notes                                     530,817        436,829
      7.5% notes                                     330,000              -
      Other                                           10,000         10,000
                                                   1,160,673      1,144,344

    Deferred Liabilities and Credits                 685,441        691,580

    Minority Interest                                 38,736         60,097

    Liabilities of Operations Held for Sale            2,283          2,427

    Common Shareholders' Equity
      Common Shares, par value $1 per share           55,046         55,046
      Series A Common Shares, par value
       $1 per share                                   33,006         33,006
      Additional paid-in capital                   1,302,775      1,308,963
      Treasury Shares                               (100,686)      (115,156)
      Accumulated other comprehensive income          27,130         26,789
      Retained earnings                            1,225,282      1,156,755
                                                   2,542,553      2,465,403
    Total Liabilities and Shareholders' Equity    $4,979,174     $4,945,747

SOURCE United States Cellular Corporation

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