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					       John E. Rooney
        President and CEO

     Kenneth R. Meyers
     Executive Vice President -
         Finance and CFO

       Lehman Brothers
2004 Global Wireless Conference
           May 25, 2004
                                  1
                              Safe Harbor
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 AWE transaction completed in August 2003; the ability of the company to
successfully manage and grow the operations of the Chicago MTA; changes in the overall
economy; changes in competition in the markets in which the company operates; advances in
telecommunications technology; changes brought about by the implementation 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; changes in customer growth rates, retail service 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 documents filed by the Company with the Securities and Exchange Commission.
                U.S. Cellular
                   March 31, 2004
• Eighth largest wireless service provider
• Total licensed pops … 45.6 million
• Serves 4.5 million customers … 86% digital
• Focused on exceptional customer service
• 97% of customers postpay
• Extensive network ... 4,100 cell sites
• Broad distribution … 2,300 distribution points
• Admirably low churn rate
• Well positioned given Chicago market & AWE
  exchange and sale
         Postpay Churn < 2%
         Six-year track record… and still strong

2.00%   1 .9     1.9
            1%       0   %                     1 .8
                                                   4%
1.90%                        1 .7
                                 7%   1 .7
1.80%                                     4%

1.70%
                                                        1 .5
1.60%                                                       3%

1.50%
                                                                 Postpay Churn
1.40%
1.30%
1.20%
1.10%
1.00%
        1998     1999        2000     2001     2002     2003
          U.S. Cellular Strategy
• Positioned as a regional carrier

• Differentiate with exceptional customer service
       Network quality
       Broad distribution
       Dedicated people

• Deploy CDMA 1X technology in all markets

• Strategically strengthen regional footprint
   Strengthening the Footprint
• Sale of South Texas markets to AT&T
  Wireless – Feb. 2004
• Exchange of wireless properties with AT&T
  Wireless – Aug. 2003
• Acquisition of Chicago market – Aug. 2002
       South Texas Sale to AWE
 Exit markets not strategic to company’s long-term success

• Sold February 18, 2004
• Received $97 M in cash
• Sold 25 MHz licenses in south Texas; 1.3 M
  pops; 150 cell sites and 76,000 customers
• High prepaid mix and heavy roaming market
  USM & AWE Property Exchange
Improved competitive position in Midwest and Northeast markets

   • Announced March 2003
   • First tranche closed August 2003
   • Excellent fit with USM’s strategy:
        To strengthen its regional footprint
        through acquisitions or trades
        To build on strengths and exit other
        markets
         Chicago Update
• Rapid increases in awareness
• Market share up year-over-year
• Enhancing network
• Heavy focus on employee training
• Increasing distribution points
        U.S. Cellular Strategy
 Differentiate with exceptional customer service

• Regional carrier
• Network quality
• Broad distribution




  Customers “Expect it!” We deliver.
     Kenneth R. Meyers
    Executive Vice President –
        Finance and CFO


       Lehman Brothers
2004 Global Wireless Conference
          May 25, 2004
                                  13
   1st   Qtr. Financial Highlights
                   1st Qtr ‘04   1st Qtr ’03 (restated)

Service revenues   $ 619.4 M     $564.6 M      +10%
Operating income   $ 28.3 M      $ (4.3) M      NM
EBITDA             $ 142.0 M     $126.8 M      +12%
Net adds             196,000      137,000      +43%


                   1st Qtr ‘04   1st Qtr ‘03
Churn - postpay       1.3%          1.6%
Retail ARPU         $40.26        $37.68
MOU                    491           377
Cell sites           4,122         3,987
               Data

• easyedgeSM Download Applications – (BREWTM)
  – Applications; games; news; traffic; calendar

• easyedgeSM Picture Messaging – (MMS)
  – Take, send or receive photos

• easyedgeSM Wireless Modem Service
  – Internet access for laptops; e-mail; calendar
          CDMA 1X Initiative
• Ahead of schedule and below planned cost
• 3 years to complete (2002 - 2004)
• Total cost to build CDMA ... ≈ $300 M

• ≈ $265 M spent in 2002 - 2003
• Midwest and New England markets are
  now CDMA 1X
• Redeploying TDMA equipment
             WNP Update
• Well positioned prepared for WNP:
  – Aggressive retention programs in core markets
  – Aggressive acquisition programs in newer
    markets
• Business as usual … satisfied customers
• More port-ins than port-outs since 2003
• Ready for “Phase 2” – May 24
       USM 2004 Outlook

• Service revenues … ≈ $2.55 B
• Net additions … 475,000 to 500,000
• Dep, amort & accretion … $480 M
• Operating Income … $160 to $210 M
• CAPX … $610 to $630 M
• All in churn … < 2%
     Recent Accomplishments
• Completed sale of South Texas to AWE
• Exchange of properties with AWE

• Rollout of easyedgeSM data services
• CDMA1X upgrades in Oklahoma and Missouri
• Early repayment of $105 M intercompany loan
• $444 M senior notes offering / credit facility
• Conversion of billing system in Chicago
• Integration of data-billing platform
   USM: Excellent Prospects

• Proven Strategy
• Financially Strong
• Extensive network
• Terrific people; dynamic organization
• Positive momentum
   Reconciliation of Additional Disclosures
                       For the quarter ended March 31, 2004
Quarter Ended at March 31, 2004                                                                                                    U.S. Cellular

Operating cash flow:
            Operating income (loss) as reported                                                                                $              28,282
            Add:
                  Depreciation, amortization and accretion                                                                                 113,894
                  Loss (adjustment) on assets held for sale                                                                                   (143)
                                  Operating cash flow                                                                          $           142,033


Quarter Ended at March 31, 2003 (Restated)                                                                                         U.S. Cellular

Operating cash flow:
            Operating income (loss) as reported                                                                                $               (4,324)
            Add:
                  Depreciation and Amortization                                                                                            109,577
                  Loss (adjustment) on assets held for sale                                                                                 21,561
                                  Operating cash flow                                                                                      126,814


The Operating Cash Flow amounts in the tables presented above are not determined in accordance with accounting principles generally accepted in the United States of
America ("U.S. GAAP"). 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.
       John E. Rooney
        President and CEO

     Kenneth R. Meyers
     Executive Vice President -
         Finance and CFO

       Lehman Brothers
2004 Global Wireless Conference
           May 25, 2004
                                  22

				
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