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T-Mobile USA Reports Third Quarter 2012 Financial Results

T-Mobile USA, Inc. (“T-Mobile“) today reported its third quarter 2012 results, which demonstrate that successful execution of the Company’s Challenger Strategy continues to improve performance in key operational and financial areas. T-Mobile ended the third quarter of 2012 with 33.3 million customers, a net addition of 160,000 customers compared to the second quarter of 2012. The sequential improvement was driven primarily by the continued expansion of branded prepaid customers and a reduction in branded contract net customer losses. The Company’s branded prepaid customer growth was its best quarterly performance of this year and exceeded the annual growth reported in 2011.

In the quarter, the Company reported adjusted OIBDA of $1.2 billion and an adjusted OIBDA margin of 29%, which are down sequentially and from the third quarter of 2011. As expected, third quarter 2012 adjusted OIBDA reflects higher advertising expenditures related to the Company’s brand re-launch.

Third Quarter 2012 Financial Summary
             

Customer Results

                   
Quarter Ended  
(thousands) Sept 30, 2012     June 30, 2012 Sept 30, 2011 Y-o-Y %∆
Customers, end of period 2
Branded contract customers 20,809 21,300 23,074 (10 %)
Branded prepaid customers 5,659   5,295   4,599   23 %
Total branded customers 26,468   26,595   27,673   (4 %)
M2M customers 2,954 2,786 2,525 17 %
MVNO customers 3,905   3,787   3,514   11 %
Total wholesale customers 6,859   6,573   6,038   14 %
Total T-Mobile USA customers, end of period 33,327   33,168   33,711   (1 %)
Thereof, contract Customers 23,763 24,086 25,598 (7 %)
Thereof, prepaid Customers 9,564 9,082 8,113 18 %
 
Net customer additions/(losses) 2
Branded contract customers (492 ) (557 ) (389 ) (26 %)
Branded prepaid customers 365   227   254   44 %
Total branded customers (127 ) (330 ) (135 ) 6 %
M2M customers 168 95 204 (18 %)
MVNO customers 119   30   57   109 %
Total wholesale customers 287   125   261   10 %
Total T-Mobile USA net customer additions/(losses) 160   (205 ) 126   27 %
Thereof, contract net customer additions/(losses) (324 ) (462 ) (186 ) (74 %)
Thereof, prepaid net customer additions/(losses) 483 257 312 55 %
 
Note: Certain customer numbers may not add due to rounding.                    
 

Branded Customers

  • Branded prepaid net customer additions, excluding MVNO, were 365,000 in the third quarter of 2012; up from the second quarter of 2012 branded prepaid net customer additions of 227,000 and up from 254,000 in the third quarter of 2011.
    • The sequential and year-on-year improvement was due to the continued popularity of the Monthly4G plans compared to traditional contract plans and competitive offers.
  • Branded contract net customer losses, excluding M2M, were 492,000 in the third quarter of 2012, compared to 557,000 net customer losses in the second quarter of 2012 and 389,000 net customer losses in the third quarter of 2011.
    • Sequentially, the Company’s churn reduction efforts, along with its network improvements and expanded value priced offerings, enabled it to improve its branded contract performance even with the iPhone 5 launch in September. The Company also benefitted from the strategic phase-out of certain discontinued products, which historically had higher churn. Branded contract gross adds increased by 17% compared to the second quarter.
    • Year-on-year, the increase in net branded contract customer losses was due to lower gross customer additions in line with general industry trends, partially offset by improvements in branded contract deactivations. The lower gross additions were also driven in part by the Company’s credit risk optimization initiatives. Additionally, year-on-year comparisons were impacted by the timing of the iPhone 4S launch in the fourth quarter of 2011, whereas the iPhone 5 launched in the third quarter of this year.

Wholesale

  • M2M net customer additions were 168,000 in the third quarter of 2012, compared to net customer additions of 95,000 in the second quarter of 2012 and net customer additions of 204,000 in the third quarter of 2011.
    • The sequential change was driven by higher M2M customer additions and lower M2M customer deactivations. The year-on-year change was driven by higher M2M deactivations. M2M customers, which have significantly lower ARPU (averaging less than $1) than branded contract customers, totaled 3.0 million at September 30, 2012.
  • MVNO customers increased slightly in the third quarter of 2012, totaling 3.9 million customers as of September 30, 2012.
    • Sequentially MVNO net customer additions increased primarily due to higher MVNO gross customer additions. Year-on-year, MVNO net customer additions increased due primarily to fewer MVNO deactivations.
                 

Churn Results

                         
Quarter Ended  
Sept 30, 2012 June 30, 2012 Sept 30, 2011 Y-o-Y bps∆
Branded churn 3 3.10% 2.90% 3.20% -10 bps
Branded contract churn 3 2.30% 2.10% 2.60% -30 bps
Branded prepaid churn 3     6.20%     6.00%     6.50%       -30 bps
 
  • Churn from branded customers was 3.1% in the third quarter of 2012, up 20 basis points from the second quarter of 2012 and down 10 basis points from the third quarter of 2011.
    • Sequentially, the increase in branded customer churn was driven by both higher branded contract and branded prepaid churn, due in part to seasonality as well as the competitive pressures from the iPhone 5 launch in the third quarter of 2012. Additionally, the Company historically experiences seasonally higher churn in the third quarter of each year.
    • Year-on-year, branded churn decreased as a result of churn reduction initiatives focused on improving the overall quality of the Company’s branded customer base. These initiatives include credit risk optimization efforts and re-contracting its most loyal branded contract customers. The Company’s branded churn also benefitted year-on-year from the discontinuation of certain products that had higher churn, such as FlexPay Contract and FlexPay No Contract.
  • Branded contract churn was 2.3% in the third quarter of 2012, up 20 basis points from the second quarter of 2012 and down 30 basis points from the third quarter of 2011.
    • The sequential increase in branded contract churn was due to seasonality and the iPhone 5 launch in the third quarter. The year-on-year improvement in branded contract churn was the result of the Company’s continued churn reduction initiatives, as discussed above.
  • Branded prepaid churn was 6.2% in the third quarter of 2012, up 20 basis points from the second quarter of 2012 and down 30 basis points from the third quarter of 2011.
    • The sequential increase in branded prepaid churn was due to seasonally higher churn in the third quarter of the year.
    • The year-on-year decrease in branded prepaid churn was driven primarily by the continued success of the Monthly4G products, which have lower churn, as well as the strategic phase-out of high-churn products, such as FlexPay No Contract.
                 

ARPU Results

                         
Quarter Ended  
Sept 30, 2012 June 30, 2012 Sept 30, 2011 Y-o-Y %∆
($)
ARPU (branded contract) 4 56.59 57.35 58.50 (3.3%)
ARPU (branded prepaid) 4 27.35 26.81 24.31 12.5%
ARPU (blended) 4 42.78 43.88 46.22 (7.4%)
Data ARPU (branded contract) 5 19.45 19.16 17.62 10.4%
Data ARPU (branded) 5     17.40     17.21     15.97       9.0%
 
  • Branded contract Average Revenue Per User (“ARPU”), excluding M2M customers, was $56.59 in the third quarter of 2012, down from $57.35 in the second quarter of 2012 and down from $58.50 in the third quarter of 2011.
    • Sequentially and year-on-year, branded contract ARPU decreased due to lower voice revenue, impacted by the shift to Value plans, which results in recording lower service revenues while recognizing higher equipment revenues at the time of sale.
    • Branded contract data ARPU was $19.45 in the third quarter of 2012, an increase of 1.5% from the second quarter of 2012 and an increase of 10.4% from the third quarter of 2011. These increases were driven by the continued adoption of data plans and higher smartphone penetration. In addition, the sequential and year-on-year improvements were partially due to the new Unlimited Nationwide 4G Data plan introduced in the third quarter of 2012.
    • 3G/4G smartphones used by contract customers accounted for 11.8 million or 57% of total branded contract customers, compared to 11.6 million or 54% in the second quarter of 2012 and 10.1 million or 44% in the third quarter of 2011.
  • Branded prepaid ARPU, excluding MVNO customers, was $27.35 in the third quarter of 2012, up 2.0% from the second quarter of 2012 and up 12.5% from the third quarter of 2011.
    • Year-on-year, branded prepaid ARPU increased primarily due to the continued success of the Monthly4G products which have higher ARPU than the Company’s Pay-As-You-Go prepaid products.
  • Branded data ARPU in the third quarter of 2012 amounted to $17.40 per branded customer, an increase of 1.1% from the second quarter of 2012 and an increase of 9.0% from the third quarter of 2011.
    • 3G/4G smartphone sales were 2.3 million units in the third quarter of 2012, up 9.5% from 2.1 million units in the second quarter of 2012 and a 27.8% increase from 1.8 million units sold in the third quarter of 2011. Smartphone sales accounted for 77% of units sold, or 94% of handset sales revenues, in the third quarter of 2012, up from 71% of units sold and 86% of handset sales revenues in the second quarter of 2012 and 52% of units sold and 77% of handset sales revenues in the third quarter of 2011. This result reflects strong sales of the Samsung Galaxy S® III in particular.
  • Blended ARPU was $42.78 in the third quarter of 2012, down from $43.88 in the second quarter of 2012 and down from $46.22 in the third quarter of 2011 primarily due to a change in customer mix towards Value plans, branded prepaid customers and wholesale customers, which traditionally all have lower ARPU.
                 

Financial Results

                         
Quarter Ended
($ millions) Sept 30, 2012 June 30, 2012 Sept 30, 2011 Y-o-Y %∆
Service revenues 4 4,261 4,381 4,666 (8.7%)
Branded Revenues 4 4,021 4,127 4,407 (8.8%)
Thereof, branded contract revenues 3,571 3,713 4,081 (12.5%)
Thereof, branded prepaid revenues 450 414 326 38.0%
Total revenues 4,893 4,883 5,228 (6.4%)
Adjusted OIBDA 6 1,226 1,338 1,445 (15.2%)
Adjusted OIBDA margin 7 29% 31% 31% -2 pp
Capital expenditures 8     717     539     741       (3.2%)
 

Revenue

  • Service revenues were $4.3 billion in the third quarter of 2012, down 2.7% from the second quarter of 2012 and down 8.7% from the third quarter of 2011.
    • Sequentially and year-on-year, quarterly service revenues decreased due to branded contract customer losses, which were partially offset by the increased adoption of data plans in the contract and prepaid customer base. Additionally, branded prepaid revenues increased compared to the second quarter of 2012 and the third quarter of 2011, a result of the continued success of the Monthly4G plans. Service revenues were also negatively impacted by growth in the adoption of the Company’s Value plans, which do not include subsidized handset equipment. However, handset equipment sales sold in connection with Value plans result in higher equipment revenues than traditional bundled price plans, as described below.
    • Data service revenues, including messaging, were $1.4 billion in the third quarter of 2012, consistent with both the second quarter of 2012 and the third quarter of 2011. Data service revenues, excluding messaging revenues, accounted for over 70% of total data service revenues and increased 8.7% year-on-year.
  • Total revenues, including service, equipment sales, and other revenues, were $4.9 billion in the third quarter of 2012, consistent with the second quarter of 2012 and down from $5.2 billion in the third quarter of 2011.
    • Compared to the third quarter of 2011, total revenues changed due primarily to branded contract customer losses, as described above. Additionally, equipment revenues increased year-on-year, despite lower overall sales volumes, due to handset program changes in connection with the Company’s Value plans and stronger smartphone sales. As a result, total revenues declined less than service revenues compared to the third quarter of 2011.
    • The Company’s Value plans, which were first introduced in the third quarter of 2011, allow customers to subscribe to wireless services without the purchase of or upfront payment for a bundled handset, resulting in reduced initial costs, benefitting adjusted OIBDA and net income within the quarter. Qualifying customers may separately purchase handsets at any time, either deferring payments over 20-month installment contracts or paying the full price at the point-of-sale. Compared to traditional bundled price plans, Value plans result in recording lower service revenues over the service contract period, while recognizing higher equipment revenues at the time of the sale. In the third quarter of 2012, Value plan customers accounted for over 50% of the branded contract gross additions, compared with 41% of branded contract gross additions in the second quarter of 2012. Additionally, Value plans made up 23% of the branded contract customer base at the end of the third quarter of 2012. This is up from 20% at the end of the second quarter of 2012.

Adjusted OIBDA and OIBDA

  • T-Mobile USA reported adjusted OIBDA of $1.2 billion in the third quarter of 2012, down 8.4% from the second quarter of 2012 and down 15.2% from the third quarter of 2011.
    • Adjusted OIBDA in the third quarter of 2012 excludes a net benefit of $140 million, primarily consisting of a gain associated with a spectrum swap, offset by employee severance costs as a result of restructuring initiatives announced in the first and second quarters of 2012. Adjusted OIBDA in the second quarter of 2012 excludes special transaction related charges of $67 million consisting of employee severance costs associated with restructuring initiatives, while the third quarter of 2011 excludes special transaction related charges of $51 million primarily consisting of employee retention benefit expenses related to the terminated AT&T transaction.
    • Sequentially, adjusted OIBDA decreased as a result of planned higher operating expenses associated with the Company’s re-branding campaign and lower service revenues driven by branded customer losses. Year-on-year, adjusted OIBDA decreased as a result of lower service revenues due primarily to branded contract customer losses and increased expenses associated with the Company’s rebranding initiatives. Adjusted OIBDA margin was 29% in the third quarter of 2012, down from 31% in both the second quarter of 2012 and the third quarter of 2011.
    • On October 3, 2012, Deutsche Telekom and MetroPCS announced their intent to combine T-Mobile USA and MetroPCS, which triggered an impairment assessment of indefinite-lived assets. As a result of the impairment assessment, T-Mobile USA recorded a non-cash impairment charge of $8.1 billion related to goodwill for the quarter ended September 30, 2012. These charges have no effect on the Company’s business operations, current cash balance or future cash flows.

Operating Expenses

  • Total operating expenses were $12.5 billion in the third quarter of 2012 and included the impairment, restructuring charges, AT&T transaction costs, and a gain associated a spectrum swap. Excluding these non-recurring items for comparative purposes, total operating expenses were $4.5 billion in the third quarter of 2012, up 3.0% from the second quarter of 2012 and down 0.4% from the third quarter of 2011.
    • Losses from equipment subsidies in the third quarter of 2012 were $312 million (equipment revenues of $554 million, less cost of equipment sales of $866 million), consistent with the second quarter of 2012 and down 19.6% from the third quarter of 2011. The year-on-year decrease in net subsidy was due primarily to handset program changes from the Company’s Value plans.
      • Equipment subsidies related to customer acquisition were $79 million in the third quarter of 2012, compared to $83 million in the second quarter of 2012 and $151 million in the third quarter of 2011.
      • Equipment subsidies related to customer retention were $233 million in the third quarter of 2012, compared to $227 million in the second quarter of 2012 and $237 million in the third quarter of 2011.
    • Network expenses of $1.1 billion in the third quarter of 2012 decreased 3.1% from the second quarter of 2012, and decreased 8.6% from the third quarter of 2011. This sequential and year-on-year decrease was due primarily to lower roaming expenses and reduced rates for providing long distance service to customers. Additionally, due to the transition to enhanced backhaul (e.g. fiber) over the past year, the Company was able to accommodate higher data volumes year-on-year without significant increases in network costs.
    • Customer acquisition expenses in the third quarter of 2012 of $823 million increased 9.6% from the second quarter of 2012 and increased 3.5% from the third quarter of 2011. Compared to the second quarter of 2012, the increase was primarily due to higher advertising expenses associated with new promotional campaigns, the Company’s rebranding initiative and higher volume-based commission expenses. The year-on-year increase was due primarily to higher advertising expenses.
    • General and administrative expenses in the third quarter of 2012 of $840 million decreased 3.6% from the second quarter of 2012 and decreased 3.0% from the third quarter of 2011. The sequential decrease was due primarily to lower employee related costs associated with organizational restructuring initiatives and lower bad debt reflecting improved customer collection rates. The year-on-year decrease was primarily related to lower employee related costs. In addition, general and administrative expenses benefitted sequentially and year-on-year as a result of continued cost management programs.
    • Depreciation and amortization expenses of $825 million in the third quarter of 2012 were consistent sequentially and increased 12.9% from the third quarter of 2011. The year-on-year increase was primarily due to assets placed into service and accelerated depreciation related to network modernization initiatives.

Capital Expenditures

  • Cash capital expenditures (excluding spectrum licenses) were $717 million in the third quarter of 2012, an increase of 33% from the second quarter of 2012 and a decrease of 3.2% from the third quarter of 2011.
    • Sequentially, higher cash capital expenditures were a result of the network modernization transformation. As a result of the network modernization initiatives, capital expenditures are expected to continue to rise in the fourth quarter of 2012 compared to the fourth quarter of 2011. Year-on-year, the decrease in cash capital expenditures was a result of payment timing differences.
           
T-MOBILE USA
Condensed Consolidated Balance Sheets

(dollars in millions)

(unaudited)

 
September 30, December 31,
  2012     2011  
Assets
Current assets
Cash and cash equivalents $ 430 $ 390
Receivables from affiliates 325 1,820
Accounts receivable, net of allowances of $410 and $347*, respectively 2,636 2,697
Inventory 497 455
Current portion of net deferred tax assets 669 668
Other current assets   786     572  
Total current assets 5,343 6,602

Property and equipment, net of accumulated depreciation of $17,410 and $15,599, respectively

12,535 12,703
Goodwill - 8,134
Spectrum licenses 14,360 12,814

Other intangible assets, net of accumulated amortization of $237 and $216, respectively

43 61
Long-term investments and other assets   332     295  
Total assets $ 32,613   $ 40,609  
 
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities
Accounts payable and accrued liabilities $ 2,848 $ 3,058
Current payables to affiliates 1,578 1,046
Other current liabilities   436     400  
Total current liabilities   4,862     4,504  
Long-term payables to affiliates 13,620 15,049
Deferred tax liabilities 3,614 3,282
Deferred rents and other long-term liabilities   2,112     1,989  
Total long-term liabilities   19,346     20,320  
 
 
Stockholder's equity:
Common stock and additional paid-in capital 31,600 31,600
Accumulated other comprehensive loss (9 ) (28 )
Accumulated deficit   (23,186 )   (15,787 )
Total stockholder's equity   8,405     15,785  
Total liabilities and stockholder's equity $ 32,613   $ 40,609  
 
* Certain prior year items have been reclassified to conform to current year presentation.
 
         
T-MOBILE USA
Condensed Consolidated Statements of Operations

(dollars in millions)

(unaudited)

 
Quarter Ended
September 30,     June 30, September 30,
2012 2012 2011
 
Revenues
Branded Contract $ 3,571 $ 3,713 $ 4,081
Branded Prepaid   450     414     326  
Total Branded Revenues 4,021 4,127 4,407
Wholesale 134 143 116
Roaming and other services   106     111     143  
Total Service Revenues 4,261 4,381 4,666
Equipment sales 554 435 485
Other revenues   78     67     77  
Total revenues   4,893     4,883     5,228  
Operating expenses
Network, excluding depreciation and amortization 1,141 1,178 1,249
Cost of equipment sales 866 745 873
Customer acquisition, excluding depreciation and amortization 823 751 795
General and administrative, excluding depreciation and amortization 840 871 866
Depreciation and amortization 825 819 731
Impairment charges 8,134 - -
Restructuring costs 36 48 -
Other, net   (179 )   19     51  
Total operating expenses*   12,486     4,431     4,565  
Operating (loss) income (7,593 ) 452 663
 
Other expense, net   (130 )   (110 )   (137 )
(Loss) income before income taxes (7,723 ) 342 526
 
Income tax expense   (83 )   (135 )   (194 )
Net (loss) income (7,806 ) 207 332
 
Other comprehensive (loss) income, net of tax:

Unrealized gain (loss) on cash flow hedges and foreign currency translation

23 (30 ) (56 )

Unrealized gain (loss) on available-for-sale securities

  1     (2 )   (1 )
Total comprehensive (loss) income $ (7,782 ) $ 175   $ 275  
 
* Certain prior year items have been reclassified to conform to current year presentation.
 
     
T-MOBILE USA
Condensed Consolidated Statements of Cash Flows

(dollars in millions)

(unaudited)

 
Quarter Ended
September 30,     June 30,     September 30,
2012 2012 2011
Operating activities
Net (loss) income $ (7,806 ) $ 207 $ 332

Adjustments to reconcile net (loss) income to net cash provided by operating activities

Impairment charges 8,134 - -
Depreciation and amortization 825 819 731
Income tax expense 83 135 194
Bad debt expense 202 218 169
Other, net (159 ) (8 ) 7
Changes in operating assets and liabilities
Accounts receivable (282 ) (258 ) (320 )
Inventory (53 ) (20 ) (41 )
Other current and non-current assets (54 ) 16 (25 )
Accounts payable and accrued liabilities (82 ) (221 ) 137
Accrued liabilities related to restructuring and AT&T transaction-related costs   (10 )   (9 )   43  
Net cash provided by operating activities   798     879     1,227  
Investing activities
Purchases of property and equipment (717 ) (539 ) (741 )
Expenditures related to spectrum licenses (369 ) (6 ) (7 )
Short-term affiliate loan receivable, net 280 (298 ) (425 )
Other, net   16     7     23  
Net cash used in investing activities   (790 )   (836 )   (1,150 )
Financing activities:
Other, net   (1 )   1     -  
Net cash (used in) provided by financing activities   (1 )   1     -  
Change in cash and cash equivalents 7 44 77
Cash and cash equivalents
Beginning of period   423     379     344  
End of period $ 430   $ 423   $ 421  
 

T-MOBILE USAReconciliation of Non-GAAP Financial Measures to GAAP Financial Measures (dollars in millions) (unaudited)

This press release includes non-GAAP financial measures. The non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information provided in accordance with GAAP. Reconciliations from the non-GAAP financial measures to the most directly comparable GAAP financial measures are provided below following Selected Data and the financial statements.

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