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American Tower Corporation

Raymond James

2005 Institutional Investor Conference

March 7, 2005

American Tower Corporation Raymond James 2005 Institutional Investor Conference March 7, 2005

American Tower Corporation

American Tower Corporation “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This presentation contains forward-looking statements concerning our goals, beliefs, strategies, future operating results and underlying assumptions. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including those described under the caption "Factors That May Affect Future Results" in our SEC Form 10-Q for the quarter ended September 30, 2004. We undertake no obligation to update the information contained in this presentation to reflect subsequently occurring events or circumstances. Definitions and reconciliations to GAAP measures are provided at the end of the presentation.

Correction of Accounting Practice for Ground Leases Restated Financial Statements

Practice for Ground Leases Restated Financial Statements As previously disclosed, the Company is restating its

As previously disclosed, the Company is restating its previously issued consolidated financial statements to correct its accounting practices for ground leases. The Company undertook a review of its lease accounting practices and determined that it should change the periods used to calculate depreciation expense and straight-line rent expense relating to certain of its tower assets and underlying ground leases. The primary effect of this accounting correction will be to accelerate to earlier periods non-cash rent expense and depreciation expense with respect to certain of the Company’s tower sites, resulting in an increase in non-cash expenses compared to what has previously been reported. PLEASE NOTE THAT THE FINANCIAL INFORMATION CONTAINED IN THIS PRESENTATION DOES NOT REFLECT THE RESTATEMENT. The Company will amend the appropriate filings with the Securities and Exchange Commission to include restated financial statements for periods ending on or prior to September 30, 2004. Until such filings are made, the financial statements and the related independent auditors’ reports contained in the Company’s prior filings with the Securities and Exchange Commission should no longer be relied upon.

American Tower

Market Leader

American Tower Market Leader

We Are #1 in the United States

We Are #1 in the United States 3Q04 Tower Revenue 75%75% 3Q04 Tower Segment Operating Profit

3Q04 Tower Revenue

75%75%
75%75%

3Q04 Tower Segment Operating Profit

73%73%
73%73%
Revenue 75%75% 3Q04 Tower Segment Operating Profit 73%73% 12,300+ Wireless Towers Ranking is based on number
Revenue 75%75% 3Q04 Tower Segment Operating Profit 73%73% 12,300+ Wireless Towers Ranking is based on number

12,300+ Wireless Towers

Ranking is based on number of towers and revenue.

5

We Are #1 in Mexico

We Are #1 in Mexico 1,600+ Wireless Towers 200+ Broadcast Towers Ranking is based on number
We Are #1 in Mexico 1,600+ Wireless Towers 200+ Broadcast Towers Ranking is based on number

1,600+ Wireless Towers 200+ Broadcast Towers

Ranking is based on number of towers.

200+ Broadcast Towers Ranking is based on number of towers. 3Q04 Tower Revenue 14% 14% 3Q04

3Q04 Tower Revenue

14%14%

Towers Ranking is based on number of towers. 3Q04 Tower Revenue 14% 14% 3Q04 Tower Segment

3Q04 Tower Segment Operating Profit

Towers Ranking is based on number of towers. 3Q04 Tower Revenue 14% 14% 3Q04 Tower Segment

16%16%

6

We Are #1 in Broadcast

We Are #1 in Broadcast 140+ U.S. Broadcast Towers Ranking is based on number of towers.
We Are #1 in Broadcast 140+ U.S. Broadcast Towers Ranking is based on number of towers.

140+ U.S. Broadcast Towers

Ranking is based on number of towers.

U.S. Broadcast Towers Ranking is based on number of towers. 3Q04 Tower Revenue 7% 7% 3Q04

3Q04 Tower Revenue

7%7%

Towers Ranking is based on number of towers. 3Q04 Tower Revenue 7% 7% 3Q04 Tower Segment

3Q04 Tower Segment Operating Profit

7%7%

Towers Ranking is based on number of towers. 3Q04 Tower Revenue 7% 7% 3Q04 Tower Segment

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High Quality Tower Assets

High Quality Tower Assets Domestic • Approximately 85% of US towers in Top 100 BTA and

Domestic

• Approximately 85% of US towers in Top 100 BTA and core corridors

• Approximately 80% of core tower sites have no competing tower within 1/2 mile

International

• Towers concentrated in major markets: Mexico City, Monterrey, Guadalajara and Acapulco in Mexico & Sao Paulo, Rio de Janeiro and Curitiba in Brazil

• No significant competitor in Mexico & Brazil

Our High Quality Towers

Over 50% Were Built by Tower Operators

High Quality Towers Over 50% Were Built by Tower Operators Other US International Carriers Wireless 4%
Other US International Carriers Wireless 4% Carriers 10% AT&T Microwave 7% Built by ATC 34%
Other US
International
Carriers
Wireless
4%
Carriers 10%
AT&T
Microwave
7%
Built by ATC
34%
Alltel
13%
Verizon
14%
Built by Other
Tower
Operators 18%

Diverse Tenant Mix

Diverse Tenant Mix % of 2004 YTD Tower Revenue by Tenant Type Other 5% ALLTEL 6%

% of 2004 YTD Tower Revenue by Tenant Type

Other 5%

ALLTEL 6%

Paging

5% BigBig 66 && AffiliatesAffiliates 58%58%
5%
BigBig 66 &&
AffiliatesAffiliates
58%58%

Affiliates

7%

Verizon

12%

Broadcasters

7%

Cingular & AWE

15%

Regional, Voice & Data

8%

Nextel

8%

Sprint PCS

4%

International WSP 17%

T-Mobile

6%

Strategic Transition Complete

Tower Division Drives Profitability

Transition Complete Tower Division Drives Profitability Revenue Operating Profit 2 0 0 1 21% 39% 40%

Revenue

Operating Profit

2001

21% 39% 40%
21%
39%
40%

2004E

3% 2001

3% 16% 97%
3%
16%
97%
81%
81%

2004E

1%

99%
99%
39% 40% 2004E 3 % 2001 3% 16% 97% 81% 2004E 1% 99% Rental & Management

Rental & Management

2001 3% 16% 97% 81% 2004E 1% 99% Rental & Management Other Services Verestar 2001 reflects

Other Services

97% 81% 2004E 1% 99% Rental & Management Other Services Verestar 2001 reflects amount originally reported

Verestar

2001 reflects amount originally reported in the 2001 Form 10-K filed on April 1, 2002. Does not include reclassifications related to subsequent commitments to dispose of Verestar, MTS Components, Flash Technologies, Kline, Galaxy and three office buildings reported as discontinued operations in our Form 10-K filed on March 12, 2004. 2004 reflects the reported midpoint of disclosed outlook in our Form 8-K filed on October 28, 2004.

11

American Tower

Strong Business Model & Performance

American Tower Strong Business Model & Performance

Strong Business Model

Strong Business Model • Stable and Growing Revenue • Relatively Fixed Expense Structure • Significant Operating

• Stable and Growing Revenue

• Relatively Fixed Expense Structure

• Significant Operating Leverage & Margin Expansion

• Minimal Capex

• Growing Free Cash Flow

• Consistent Delevering

Growing Revenue – Stable Fixed Costs

Rental & Management Segment

– Stable Fixed Costs Rental & Management Segment $48 million $200 increase $175 $150 $125 $100
$48 million $200 increase $175 $150 $125 $100 $0 $75 increase $50 $25 $0 ($
$48 million
$200
increase
$175
$150
$125
$100
$0
$75
increase
$50
$25
$0
($ millions)

1Q02

2Q02

3Q02

4Q02

increase $50 $25 $0 ($ millions) 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 Revenue Expense Prior

1Q03

2Q03

3Q03

Revenue

$0 ($ millions) 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 Revenue Expense Prior quarters adjusted for

Expense

Prior quarters adjusted for subsequent discontinued operations.

4Q03

1Q04

2Q04

3Q04

14

Current Lease Term Renewals

Current Lease Term Renewals • Over 50% of tower revenue is not up for renewal until

• Over 50% of tower revenue is not up for renewal until 2010 and beyond

% of Tower Revenue up for Renewal

60%

50%

40%

30%

20%

10%

0%

until 2010 and beyond % of Tower Revenue up for Renewal 60% 50% 40% 30% 20%

2005

2006

2007

2008

2009

2010+

Tower Margins Expanding Rapidly

Tower Margins Expanding Rapidly 70% 67% 64% 61% 58% 55% 69% 58% 1Q02 2Q02 3Q02 4Q02

70%

67%

64%

61%

58%

55%

69% 58% 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 4Q03 1Q04 2Q04 3Q04
69%
58%
1Q02
2Q02
3Q02
4Q02
1Q03
2Q03
3Q03
4Q03
1Q04
2Q04
3Q04
61% 58% 55% 69% 58% 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 4Q03 1Q04 2Q04 3Q04

Tower Operating Profit Margin

($ millions)

Towers Delivering on Outlook

($ millions) Towers Delivering on Outlook Operating Profit Actual vs. Outlook $125 $100 $75 $50 $25

Operating Profit Actual vs. Outlook

$125

$100

$75

$50

$25

$0

1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 4Q03 1Q04 2Q04 3Q04 Low Outlook High Outlook
1Q02
2Q02
3Q02
4Q02
1Q03
2Q03
3Q03
4Q03
1Q04
2Q04
3Q04
Low Outlook
High Outlook
Reported

Chart shows reported quarterly operating profit for the tower segment versus quarterly outlook established and publicly disclosed at the beginning of each year.

17

($ millions)

Consistent Adjusted EBITDA Growth

($ millions) Consistent Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02

$120

$100

$80

$60

$40

$115.7

Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
23% CAGR
23% CAGR
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02
Adjusted EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02

$68.5

EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02 1Q03
EBITDA Growth $120 $100 $80 $60 $40 $115.7 23% CAGR $68.5 1Q02 2Q02 3Q02 4Q02 1Q03

1Q02 2Q02 3Q02 4Q02

1Q03 2Q03 3Q03 4Q03 1Q04 2Q04 3Q04

Continued Control of CAPEX

Continued Control of CAPEX $90 $83 $75 $60 $48 $45 $30 $25 $25 $19 $16 $14
$90 $83 $75 $60 $48 $45 $30 $25 $25 $19 $16 $14 $13 $15 $11
$90
$83
$75
$60
$48
$45
$30
$25
$25
$19
$16
$14
$13
$15
$11
$8
$10
$0
($ millions)

1Q02

2Q02

3Q02

4Q02

1Q03

2Q03

Improvements/Augmentation

3Q03

$10 $0 ($ millions) 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 Improvements/Augmentation 3Q03 1Q04 Discretionary 4Q03 2Q04

1Q04

Discretionary

4Q03

2Q04

3Q04

($ millions)

Predictable Free Cash Flow

FCF Growth

($ millions) Predictable Free Cash Flow FCF Growth $50 $25 $0 ($25) ($50) ($75) ($100) $40

$50

$25

$0

($25)

($50)

($75)

($100)

$40

Cash Flow FCF Growth $50 $25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21

$34

Flow FCF Growth $50 $25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3

$26

FCF Growth $50 $25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11

$19

Growth $50 $25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11 1Q02

$21

$3

$50 $25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11 1Q02 2Q02

$11

$25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11 1Q02 2Q02 3Q02
$25 $0 ($25) ($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11 1Q02 2Q02 3Q02
1Q02
1Q02
2Q02
2Q02
($50) ($75) ($100) $40 $34 $26 $19 $21 $3 $11 1Q02 2Q02 3Q02 ($8) 4Q02 1Q03

3Q02

($8)

4Q02

1Q03

($2)

2Q03

3Q03

4Q03

1Q04

2Q04

3Q04

($39)

($79)

Historical quarters are adjusted for subsequent discontinued operations.

20

Balance Sheet Strengthening

Ongoing Delevering

Balance Sheet Strengthening Ongoing Delevering 14.0x 12.0x 10.0x 8.0x 6.0x 4.0x 12.2x Down 5.5 Turns 6.7x

14.0x

12.0x

10.0x

8.0x

6.0x

4.0x

12.2x

Down 5.5 Turns 6.7x TARGET LEVERAGE: 4.0x – 6.0x
Down 5.5 Turns
6.7x
TARGET LEVERAGE: 4.0x –
6.0x

1Q02 2Q02

3Q02 4Q02 1Q03

2Q03 3Q03 4Q03

1Q04

2Q04 3Q04

6.0x 1Q02 2Q02 3Q02 4Q02 1Q03 2Q03 3Q03 4Q03 1Q04 2Q04 3Q04 Net Leverage Ratio Historical

Net Leverage Ratio

Historical quarters are adjusted f or subsequent discontinued operations.

21

Refinancing Objectives

Objectives

Refinancing Objectives Objectives Progress/Status ♦ Maintain and increase financial flexibility – Leverage capacity

Progress/Status

Maintain and increase financial flexibility

Leverage capacity

Liquidity

Reduce interest expense

Repurchase and refinance high cost debt

expense – Repurchase and refinance high cost debt ♦ Achieve target capital structure – Leverage target

Achieve target capital structure

Leverage target with performance cushion 4.0x – 6.0x

Longer term maturity/Low cost debt

2005

Ongoing

Lowering Cost of Capital

$55 mm in Interest Expense Savings

Lowering Cost of Capital $55 mm in Interest Expense Savings Annualized Interest Expense ($millions) $295 $275

Annualized Interest Expense ($millions)

$295

$275

$255

$235

$215

$195

$175

$277 $272 $263 $236 $222
$277
$272
$263
$236
$222

3/31/2004

6/30/2004

9/30/2004

12/31/04E

Run-Rate

 

Estimate

*12/31/04E reflects the midpoint of our fourth quarter 2004 i nterest expense outlook, as reported in our Form 8-K filed on Octo ber 28, 2004. Run-Rate estimate reflects the effect of all repurchases/refinanci ngs as of December 31, 2004.

23

Debt Security Repurchases/Refinancings

Total Refinanced/ Repurchased as of 12/31/04

Annualized Net Interest Expense Savings to Date

Remaining Face Amount Outstanding

Additional Potential Annualized Interest Expense Savings**

9.375% Sr Notes

$858.1 mm
$858.1 mm

12.25% Sr Sub Disc Notes*

$309.7 mm
$309.7 mm
Approximately $64 mm
Approximately $64 mm
$141.9 mm
$141.9 mm
$498.3 mm
$498.3 mm
Approximately $40-50 mm
Approximately $40-50 mm

*The C ompany has repurchased $309.7 mm of face amount ($179.4 mm accreted value) of its 12.25% Sr Sub Disc Notes si nce 1Q04. **Assumes that all remaining 9.375% Sr Notes and 12.25% Sr Sub Disc Notes are repurchased or redeemed with free cash fl ow and funds available under the revol ver.

and 12.25% Sr Sub Disc Notes are repurchased or redeemed with free cash fl ow and

24

Free Cash Flow Growth

Operating Performance and Refinancing Drives Free Cash Flow

Operating Performance and Refinancing Drives Free Cash Flow InterestInterest SavingsSavings 20062006 NewNew
InterestInterest SavingsSavings 20062006 NewNew BusinessBusiness InterestInterest RecurringRecurring SavingsSavings
InterestInterest
SavingsSavings
20062006 NewNew
BusinessBusiness
InterestInterest
RecurringRecurring
SavingsSavings
FCFFCF
20052005 NewNew
BusinessBusiness
InterestInterest
RecurringRecurring
SavingsSavings
FCFFCF
20042004 NewNew
BusinessBusiness
20032003 NewNew
RecurringRecurring
BusinessBusiness
FCFFCF
2002
2003
2004E
2005E
2006E
CapexCapex
SavingsSavings
Growing Free Cash Flow

NOTE: Graph provided solely to illustrate incremental impact of certain events on free cash flow growth, and is not based on actual or projected results.

25

American Tower

American Tower Confidence in the Future

Confidence in the Future

Wireless Industry Trends

Wireless Industry Trends US Market • Increasing wireless traffic driven by increased subscribers and more minutes

US Market

• Increasing wireless traffic driven by increased subscribers and more minutes of use (MOUs)

• Network quality essential to avoid high wireless customer churn

• 3G network deployment gaining momentum Mexico

• Wireless subscribers and market penetration expected to expand significantly through 2008

• Wireless competition increases the demand for higher quality of service and coverage

US Wireless Subscriber & MOU Growth

Requires Additional Cell Sites

Subscriber & MOU Growth Requires Additional Cell Sites 180 160 140 120 100 80 60 40

180

160

140

120

100

80

60

40

20

0

Cell Site Growth

Sites 180 160 140 120 100 80 60 40 20 0 Cell Site Growth 180 160

180

160

140

120

100

80

60

40

20

0

1997 1998 1999 2000 2001 2002 2003

140 120 100 80 60 40 20 0 1997 1998 1999 2000 2001 2002 2003 Subscribers

Subscribers (millions)

0 1997 1998 1999 2000 2001 2002 2003 Subscribers (millions) Cell Sites (thousands) Source: CTIA Wireless

Cell Sites (thousands)

Source: CTIA Wireless Survey, December 2003.

900

800

700

600

500

400

300

200

100

0

Minutes of Use Growth (billions)

2003. 900 800 700 600 500 400 300 200 100 0 Minutes of Use Growth (billions)

1997

1998

1999

2000

2001

2002

2003

28

Mexico’s Wireless Market

Poised for Strong Future Growth

Mexico’s Wireless Market Poised for Strong Future Growth Wireless Subscriber Growth (mm) 70 60 50 40

Wireless Subscriber Growth (mm)

70

60

50

40

30

20

10

0

60 ’03-’08E: 30 mm net adds 30 8
60
’03-’08E:
30 mm
net adds
30
8

1999

40 30 20 10 0 60 ’03-’08E: 30 mm net adds 30 8 1999 2001 2003

2001

2003

Subscribers

2005E

2007E

mm net adds 30 8 1999 2001 2003 Subscribers 2005E 2007E Net Adds Source: Wall Street

Net Adds

Source: Wall Street Estimates & Reports

80%

60%

40%

20%

0%

Wireless Market Penetration 58% 29% 8% 1999 2001 2003 2005E 2007E Historical Estimate
Wireless Market Penetration
58%
29%
8%
1999
2001
2003
2005E
2007E
Historical
Estimate

29

2004 YTD Domestic New Business

2004 YTD Domestic New Business % Total Tower Diversity Towers % 2003 New Biz Revenue %
% Total
% Total

Tower Diversity

Towers

% 2003 New Biz Revenue

% 2004 YTD New Biz Revenue

Top 100 BTA59% 58% 63%

59%

58%

63%

Core Areas & Corridors26% 28% 25%

26%

28%

25%

Other15% 14% 12%

15%

14%

12%

Impact of Wireless Carrier Consolidation

Impact of Wireless Carrier Consolidation • Expect multi-year network integration process • Potential adverse impact

• Expect multi-year network integration process

• Potential adverse impact based on overlapping towers will probably not be material

• Network engineering requirements are not reduced by combining carriers and the combined carriers would be motivated to accelerate growth

• Combined, financially stronger carrier is more likely to deploy next generation 3G networks earlier

Merged Network Hurdles

Merged Network Hurdles • Technical Hurdle • Capacity Requirements Hurdle • Cost Hurdle • Contractual Hurdle

Technical Hurdle

Capacity Requirements Hurdle

Cost Hurdle

Contractual Hurdle

Merged Network Hurdles • Technical Hurdle • Capacity Requirements Hurdle • Cost Hurdle • Contractual Hurdle

Merger Overlaps

Tower Revenue Impact is Minimal

AT&T Wireless & Cingular

Sprint & Nextel

Verizon & Nextel

Verizon & Sprint

Tower Overlap

430 sites
430 sites
520 sites
520 sites
710 sites
710 sites
570 sites
570 sites

Annual Revenue Overlap

$11.1 mm
$11.1 mm
$12.5 mm
$12.5 mm
$17.7 mm
$17.7 mm
$13.2 mm
$13.2 mm
Annual Revenue Overlap $11.1 mm $12.5 mm $17.7 mm $13.2 mm % 2005E Tower Revenue 1.5%

% 2005E Tower Revenue

1.5%
1.5%
1.7%
1.7%
2.4%
2.4%
1.8%
1.8%

The % of 2005E tower revenue was calculated using $732.5 million, the midpoi nt of our full year 2005 rental & management seg ment revenue outlook, as reported in our F orm 8- K filed on October 28, 2004.

33

Key Investment Considerations

Key Investment Considerations • Well-diversified, market leader with an established portfolio • Industry leading

• Well-diversified, market leader with an established portfolio

• Industry leading consistent operating performance

• Stable and growing free cash flow, accelerated by continued deleveraging

• Deep management team with experience through business cycles

American Tower

American Tower Thank You

Thank You

Definitions

(Reconciliations to measures under GAAP follow this slide)

(Reconciliations to measures under G AAP follow this slide) • Operating Profit : Segment revenue less

Operating Profit: Segment revenue less segment operating expenses before:

depreciation, amortization and accretion; corporate general, administrative and development expense; and impairments, net loss on sale of long-lived assets and restructuring expense. Rental and management segment includes interest income, TV Azteca, net.

Operating Profit Margin: Segment operating profit (see above) divided by segment revenue.

Adjusted EBITDA: Income (loss) from continuing operations before depreciation, amortization and accretion and impairments, net loss on sale of long-lived assets and restructuring expense, plus interest income, TV Azteca, net.

CAPEX: Payments for purchase of property and equipment and construction activities.

Free Cash Flow: Adjusted EBITDA less interest expense and payments for purchase of property and equipment and construction activities.

Net Debt: Total long-term obligations, including current portion, less cash and cash equivalents.

Net Leverage: Net Debt divided by last quarter annualized Adjusted EBITDA.

GAAP Reconciliations ($mm)

Adjusted EBITDA and Free Cash Flow The reconciliation of net loss to adjusted EBITDA and free cash flow is as follows:

loss to adjusted EBITDA and free cash flow is as follows:   1Q02 2Q02 3Q02 4Q02
 

1Q02

2Q02

3Q02

4Q02

1Q03

2Q03

3Q03

 

4Q03

1Q04

2Q04

3Q04

Net loss

$

(634.4) $ (101.2) $

(353.9)

$ (52.4)

$

(91.6) $

(107.7)

$

(52.9) $

(51.2) $

(42.9) $

(60.5) $

(55.9)

Cumulative effect of change in accounting principle, ne Loss (income) from discontinued operations, net

562.6

15.8

33.2

206.0

3.7

11.4

27.5

15.2

6.9

0.3

0.6

(1.3)

Loss from continuing operations

$

(56.0) $

(68.0) $

(147.9) $ (48.7)

$

(80.2) $

(80.2) $

(37.7) $

(44.3) $

(42.6) $

(59.9) $

(57.2)

Interest expense Interest income Income tax benefit Depreciation, amortization and accretion Impairments, net (gain) loss on sale of long-lived assets and restructuring expense Loss (gain) on retirement of long-term obligations Other expenses

 

63.8

65.5

62.7

62.4

71.7

71.2

68.9

68.0

69.2

68.0

65.7

(1.0)

(0.8)

(0.8)

(0.9)

(0.9)

(1.9)

(1.2)

(1.2)

(1.1)

(1.1)

(1.2)

(22.3)

(27.4)

(3.2)

(14.9)

(19.3)

(17.6)

(13.6)

(15.7)

(10.5)

(17.2)

(29.1)

74.2

79.4

78.7

80.5

79.6

79.6

77.7

76.5

77.1

81.9

78.7

(0.9)

8.0

84.4

9.9

3.7

8.0

7.6

12.3

3.9

5.4

8.8

8.9

8.5

35.8

(3.2)

5.1

8.1

31.4

48.0

1.8

18.3

5.9

1.6

25.8

1.2

2.4

4.2

2.2

1.7

2.0

Adjusted EBITDA

$

68.5

$

75.0

$

79.8

$

89.9

$

88.9

$

96.1

$ 100.9

$ 104.9

$ 106.4

$

110.2

$

115.7

Interest expense Payments for purchase of property and equipment and construction activities

 

(63.8)

(65.5)

(62.7)

(62.4)

(71.7)

(71.2)

(68.9)

(68.0)

(69.2)

(68.0)

(65.7)

(83.3)

(48.0)

(24.6)

(24.6)

(18.8)

(13.9)

(13.2)

(15.7)

(10.8)

(7.8)

(9.9)

Free cash flow

$

(78.6) $

(38.5) $

(7.5) $

2.9

$

(1.6) $

11.0

$

18.8

$

21.1

$

26.4

$

34.4

$

40.1

GAAP Reconciliations ($mm, except ratios)

Net Levera ge Ratio The calculation of net leverage ratio is as follows:

Ratio The calculation of net leverage ratio is as follows:   1Q02 2Q02 3Q02 4Q02 1Q03
 

1Q02

2Q02

3Q02

4Q02

1Q03

2Q03

3Q03

4Q03

1Q04

2Q04

3Q04

Adjusted EBITDA

$

68.5

$

75.0

$

79.8

$

89.9

$

88.9

$

96.1

$

100.9

$

104.9

$

106.4

$

110.2

$

115.7

Multiplied by four (annualization)

x 4

x 4

x 4

x 4

x 4

x 4

x4

x4

x4

x4

x4

Annualized adjusted EBITDA

$

274.0

$

300.0

$

319.2

$

359.6

$

355.6

$

384.4

$

403.6

$

419.6

$

425.6

$

440.8

$

462.8

Long-term obligations, including current portion

$ 3,431.4

$ 3,448.0

$ 3,448.4

$ 3,448.5

$ 3,585.9

$ 3,516.8

$ 3,490.6

$ 3,361.2

 

3,299.2

3,266.8

3,218.4

Cash and cash equivalents Restricted cash and investments

 

(29.6)

(29.5)

(64.9)

(127.3)

(101.4)

(107.6)

(66.1)

(105.5)

(98.7)

(197.9)

(126.8)

(47.5)

(47.5)

-

-

(217.2)

(192.9)

(283.7)

(170.0)

(119.1)

-

-

Net debt

$ 3,354.3

$ 3,371.0

$ 3,383.5

$ 3,321.2

$ 3,267.3

$ 3,216.3

$ 3,140.8

$ 3,085.7

$ 3,081.4

$ 3,068.9

$ 3,091.5

Divided by annualized adjusted EBITDA

274.0

300.0

319.2

359.6

355.6

384.4

403.6

419.6

425.6

440.8

462.8

Net Leverage Ratio

12.2x

11.2x

10.6x

9.2x

9.2x

8.4x

7.8x

7.4x

7.2x

7.0x

6.7x

This presentation contains "forward-looking statements" concerning our goals, beliefs, expectations, strategies,

This presentation contains "forward-looking statements" concerning our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Actual results may differ materially from those indicated in our forward-looking statements as a result of various important factors, including: (1) a decrease in demand for tower space would materially and adversely affect our operating results; (2) our substantial leverage and debt service obligations may adversely affect our operating results; (3) restrictive covenants in our credit facility and indentures could adversely affect our business by limiting our flexibility; (4) our participation or inability to participate in tower industry consolidation could involve certain risks; (5) if our wireless service provider customers consolidate or merge with each other to a significant degree, our growth, our revenue and our ability to generate positive cash flows could be adversely affected; (6) due to the long-term expectations of revenue from tenant leases, the tower industry is sensitive to the creditworthiness of its tenants; (7) our foreign operations are subject to expropriation risk, governmental regulation, funds inaccessibility, and foreign exchange exposure; (8) a substantial portion of our revenues is derived from a small number of customers; (9) new technologies could make our tower antenna leasing services less desirable to potential tenants and result in decreasing revenues; (10) our business is subject to government regulations and changes in current or future laws or regulations could restrict our ability to operate our business as we currently do; and (11) the bankruptcy proceeding of our Verestar subsidiary exposes us to risks and uncertainties. For other important factors that may cause actual results to differ materially from those indicated in our forward- looking statements, we refer you to the information under the caption entitled "Factors That May Affect Future Results" in our Form 10-Q for the quarter ended September 30, 2004, which we incorporate herein by reference. We undertake no obligation to update the information contained in this presentation to reflect subsequently occurring events or circumstances.