-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G7RimiHf+iJdRPJInMYoAVYbRUMAnXdqKK6toOOIz8LNJENGKICMmvSHIfk3nOmP oBe8wS2ZtJ6IrG/JOKJgNg== 0000899243-03-000384.txt : 20030227 0000899243-03-000384.hdr.sgml : 20030227 20030226210515 ACCESSION NUMBER: 0000899243-03-000384 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030226 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20030227 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CROWN CASTLE INTERNATIONAL CORP CENTRAL INDEX KEY: 0001051470 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 760470458 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16441 FILM NUMBER: 03581825 BUSINESS ADDRESS: STREET 1: 510 BERING DRIVE STREET 2: SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7135703000 MAIL ADDRESS: STREET 1: 510 BERING DRIVE STREET 2: SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77057 8-K 1 d8k.txt CURRENT REPORT ON FORM 8-K ============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2003 Crown Castle International Corp. (Exact Name of Registrant as Specified in its Charter) Delaware 0-24737 76-0470458 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification Incorporation) Number) 510 Bering Drive Suite 500 Houston, TX 77057 (Address of Principal Executive Office) Registrant's telephone number, including area code: (713) 570-3000 ============================================================================== This document includes "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Other than statements of historical fact, all statements regarding industry prospects, the consummation of the transactions described in this document and the Company's expectations regarding the future performance of its businesses and its financial position are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit No. Description 99.1 Press Release dated February 26, 2003 ITEM 9. REGULATION FD DISCLOSURE On February 26, 2003, the Company issued a press release disclosing its financial results for the fourth quarter and year-ended 2002. The February 26 press release is attached as Exhibit 99.1 to this Form 8-K (Exhibit 99.1 is not filed but is furnished pursuant to Regulation FD). 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CROWN CASTLE INTERNATIONAL CORP. By: /s/ E. Blake Hawk ------------------------------ Name: E. Blake Hawk Title: Executive Vice President and General Counsel Date: February 26, 2003 2 EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated February 26, 2003. 3 EX-99.1 3 dex991.txt PRESS RELEASE DATED FEBRUARY 26, 2003 Crown Castle International Contacts: W. Benjamin Moreland, CFO Jay Brown, VP Finance Crown Castle International Corp. FOR IMMEDIATE RELEASE 713-570-3000 Ken Dennard/kdennard@drg-e.com Lisa Elliott/lisae@drg-e.com DRG&E 713-529-6600 CROWN CASTLE INTERNATIONAL REPORTS FOURTH QUARTER AND YEAR-END RESULTS February 26, 2003 - HOUSTON, TEXAS - Crown Castle International Corp. (NYSE:CCI) today reported results for the fourth quarter and year-ended December 31, 2002. Total revenue for the fourth quarter of 2002 was $228.0 million, compared to $238.2 million for the fourth quarter of 2001. Site rental and broadcast transmission revenue for the fourth quarter of 2002 increased 15.0 percent to $179.3 million, up from $155.9 million for the same period in 2001. Net loss (after deduction of dividends on preferred stock and net of gains on repurchases of preferred stock) improved to $4.2 million for the fourth quarter of 2002 from a net loss of $123.3 million for the same period in 2001. Net loss for the fourth quarter is inclusive of $98.7 million in gains from the retirement of debt ($49.1 million gain) and preferred securities ($49.6 million gain). Fourth quarter loss per share was $(0.02) compared to a loss per share of $(0.57) in last year's fourth quarter. Net cash from operating activities for the fourth quarter of 2002 was $126.6 million, up from $53.2 million for the same period in 2001. Capital expenditures for the fourth quarter were $40.0 million, down from $122.0 million for the same period in 2001. Free cash flow, defined as cash from operating activities less capital expenditures, for the fourth quarter of 2002 was a source of cash of $86.6 million, an improvement from a use of cash of $68.8 million for the same period in the prior year. At December 31, 2002, cash and cash equivalents and liquid investments were $631.9 million. Total revenue for the full year 2002 was $901.5 million, compared to $899.0 million for the full year 2001. Site rental and broadcast transmission revenue for 2002 increased 17.7 percent to Page 2 of 7 $677.8 million, up from $576.0 million in 2001. Net loss (after deduction of dividends on preferred stock and net of gains on repurchases of preferred stock) improved to $252.9 million in 2002 from a net loss of $445.2 million for the full year 2001. Net loss for 2002 is inclusive of $178.5 million in gains from the retirement of debt ($79.1 million gain) and preferred securities ($99.4 million gain). The loss per share for 2002 was $(1.16), compared to a loss per share of $(2.08) for 2001. Net cash from operating activities for 2002 was $208.9 million, up from $131.9 million for 2001. Capital expenditures for 2002 were $277.3 million, down from $683.1 million in 2001. Free cash flow for 2002 was a use of cash of $68.3 million, an improvement from a use of cash of $551.2 million for 2001. Site rental and broadcast transmission gross margin, defined as site rental and broadcast transmission revenue less site rental and broadcast transmission cost of operations, increased 15.6 percent to $107.9 million, up $14.6 million in the fourth quarter of 2002 from the same period in 2001. For the full year 2002, site rental and broadcast transmission gross margin increased 20.9 percent to $407.8 million, up $70.6 million compared to 2001. Total general and administrative and corporate development expenses declined $13.2 million, or 11.5 percent in 2002 from 2001. US tower results for the fourth quarter of 2002 include the net positive impact of approximately $4.7 million for non-recurring revenue and expense items, consisting primarily of payments for lease terminations and the reimbursement of certain operating costs. "We achieved a significant milestone by producing positive free cash flow for the fourth quarter," stated John P. Kelly, CEO of Crown Castle. "Throughout 2002, our employees made gains on the four priorities we established at the beginning of the year of organic growth, margin expansion, prudent capital allocation and revenue extensions. Through their efforts, we achieved this important milestone. We are extremely proud of our successful launch on October 30, 2002 of Freeview, a new Digital Terrestrial Television network in the United Kingdom, which we expect will result in additional annual revenue of between $37.5 million and $41.0 million with an incremental margin of approximately 80%. The launch of this new media service clearly demonstrates the value of our infrastructure beyond leasing associated with wireless voice services." During the fourth quarter of 2002, Crown Castle developed 42 sites, 37 of which were developed under our agreement with British Telecom in the UK. On a broadband equivalent (BBE) basis, net of churn, Crown Castle added 746 new tenants during the fourth quarter, representing an annualized BBE co-location rate of 0.19 tenants per tower (including the 0.04 BBE negative impact of 129 terminated leases for which the company recorded $2.3 million in Page 3 of 7 termination payments), on the 15,557 sites owned and managed at the beginning of the quarter. Annual same tower rental revenue growth during 2002 was 10.1 percent in the US, or $3,494 per US site, and 24.7 percent in the UK, or $5,065 per UK site, on the sites owned and operated by Crown Castle on December 31, 2001. In addition to the revenue from new wireless customers, and not included in the above metrics, Crown Castle added approximately $11,400 in annual revenue per UK site from its Freeview contracts. "The results for the fourth quarter of 2002 demonstrate the disciplined operations of our business units," stated W. Benjamin Moreland, CFO of Crown Castle. "We believe we are well on our way to producing sustained free cash flow this year, excluding the final acquisition payment for the BT sites in the UK. Further, we continue to enjoy a superior liquidity position in the tower industry, ending 2002 with over $1.1 billion in total liquidity, comprised of over $630 million in cash balances, up from $571 million last quarter after securities repurchases, and $477 million in availability under our senior credit facilities. Despite a challenging wireless market, we believe we have the liquidity and flexibility to take advantage of potential opportunities that may create long-term value for our shareholders." During the fourth quarter, Crown Castle retired approximately $154 million of senior notes and discount notes, approximately $90 million of preferred and convertible securities and approximately $2 million of common stock using approximately $135 million in cash. The majority of these purchases were outlined in Crown Castle's Form 10-Q for the third quarter 2002 in the footnote entitled "Subsequent Events." OUTLOOK The following statements are based on current expectations and assumptions and assume a US dollar to UK pound exchange rate of 1.55 dollars to 1.00 pound and a US dollar to Australian dollar exchange rate of 0.50 US dollars to 1.00 Australian dollar. The following Outlook sections contain forward-looking statements, and actual results may differ materially. Information regarding potential risks which could cause actual results to differ from the forward-looking statements herein are set forth below and in the Company's filings with the Securities and Exchange Commission. Page 4 of 7 OUTLOOK FOR FIRST QUARTER 2003 For the first quarter 2003, Crown Castle expects site rental and broadcast transmission revenue to be between $178 million and $182 million including the previously disclosed expiration of approximately $0.8 million of revenue from analog dispatch tenants. Crown Castle expects first quarter 2003 net cash provided by operating activities to be between $(15) million and breakeven. Crown Castle expects total capital expenditures to be between $30 million and $40 million excluding the final site acquisition payment of $78 million to BT during the first quarter 2003. Crown Castle anticipates the foregoing expectations will result in free cash flow for the first quarter 2003 of between $(125) million and $(110) million. OUTLOOK FOR YEARS 2003 AND 2004 For calendar year 2003, Crown Castle expects site rental and broadcast transmission revenue to be between $735 million and $760 million. Crown Castle projects total net cash provided by operating activities of between $140 million and $200 million for 2003. Crown Castle expects total capital expenditures to be between $95 million and $125 million excluding the final site acquisition payment of $78 million to BT during year 2003. Crown Castle expects free cash flow of between $(35) million and breakeven for 2003. Crown Castle's 2003 and 2004 projected net cash provided by operating activities assumes the effect of converting paid-in-kind interest to cash pay for the 10 5/8 percent, 10 3/8 percent, and 11 1/4 percent Senior Discount Notes and the 12 3/4 percent Senior Exchangeable Preferred Stock. The following table sets forth Crown Castle's current 2003 to 2004 guidance (dollars in millions):
Guidance 2003 - 2004 - -------------------- First Quarter Full Year Full Year 2003 2003 2004 ------------- --------- --------- Site rental and broadcast transmission revenue 178 to 182 735 to 760 765 to 820 Net cash provided by operating activities (15) to 0 140 to 200 140 to 210 Capital expenditures 30 to 40 95 to 125 80 to 130 BT site acquisition 78 78 - Free cash flow (125) to (110) (35) to 0 50 to 80 UK site builds (# of sites) 75 to 80 240 to 280 200 to 480 US site builds (# of sites) 0 to 5 10 to 20 0 to 20
Page 5 of 7 CONFERENCE CALL DETAILS Crown Castle has scheduled a conference call for Thursday, February 27, 2003 at 9:30 a.m. eastern time to discuss fourth quarter results and Crown Castle's Outlook. Please dial 303-262-2190 and ask for the Crown Castle call at least 10 minutes prior to the start time. A telephonic replay of the conference call will be available through March 6, 2003 and may be accessed by calling 303-590-3000 using pass code 519944. An audio archive will also be available on Crown Castle's website at www.crowncastle.com shortly after the call and will be accessible for approximately 90 days. For more information, please contact Karen Roan at DRG&E at 1-713-529-6600 or email karen@drg-e.com. Crown Castle International Corp. engineers, deploys, owns and operates technologically advanced shared wireless infrastructure, including extensive networks of towers and rooftops as well as analog and digital audio and television broadcast transmission systems. Crown Castle offers near-universal broadcast coverage in the United Kingdom and significant wireless communications coverage to 68 of the top 100 United States markets, to more than 95 percent of the UK population and to more than 92 percent of the Australian population. Crown Castle owns, operates and manages over 15,500 wireless communication sites internationally. For more information on Crown Castle, visit: www.crowncastle.com. ADJUSTED EBITDA This press release includes presentations of Adjusted EBITDA, which is a non-GAAP financial measure. Crown Castle defines Adjusted EBITDA as operating income (loss) plus depreciation and amortization, non-cash general and administrative compensation charges, asset write-down charges and restructuring charges. It is not intended as an alternative measure of operating results or cash flow from operations (as determined in accordance with generally accepted accounting principles). Further, our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies. In connection with the Sarbanes-Oxley Act, the Securities and Exchange Commission has recently adopted rules governing disclosure of non-GAAP financial measures such as Adjusted EBITDA. We are currently evaluating the impact of such rules, including new Regulation G. IMPACT OF CHANGE IN ACCOUNTING FOR GOODWILL As discussed in previous releases, on January 1, 2002, Crown Castle adopted new accounting and disclosure requirements in accordance with Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets ("SFAS 142"). The most significant provision of SFAS 142 is that goodwill and other intangible assets with indefinite useful lives will no longer be amortized, but rather will be tested for impairment on an annual basis. As a result, Crown Castle's depreciation and amortization expense will decrease by approximately $60.6 million per year. If amortization of goodwill had not been recorded during the fourth quarter and full year of Page 6 of 7 2001, Crown Castle's net loss for those periods would have been $87.6 million ($0.50 per share) and $304.5 million ($1.79 per share), respectively. SFAS 142 requires that transitional impairment tests be performed at its adoption, and provides that resulting impairment losses for goodwill and other intangible assets with indefinite useful lives be reported as the effect of a change in accounting principal. Crown Castle has completed these initial impairment tests, and has determined that no impairment losses were to be recorded upon the adoption of SFAS 142. Cautionary Language Regarding Forward-Looking Statements This press release contains forward-looking statements and information that are based on management's beliefs as well as assumptions made by and information currently available to management. Such forward-looking statements include, but are not limited to, expectations, projections and estimates regarding (i) revenues and margins generated by Freeview, (ii) liquidity, (iii) currency exchange rates, (iv) revenues, (v) net cash provided by operating activities, (vi) sites to be acquired and constructed, (vii) capital expenditures, and (viii) free cash flow. Although Crown Castle believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including but not limited to the success or failure of our efforts to implement our business strategy and the following: * Our substantial level of indebtedness could adversely affect our ability to react to changes in our business and limit our ability to use debt to fund future capital needs. * If we are unable to service our indebtedness, our indebtedness may be accelerated. * Our business depends on the demand for wireless communications, which may be lower or slower than anticipated. * The continuation of the current economic and telecommunications industry slowdown could materially and adversely affect our business and the business of our customers. * We may be unable to manage our significant growth. * The loss, consolidation or financial instability of any of our limited number of customers could materially decrease revenues. * Restrictive covenants on our debt instruments may limit our ability to take actions that may be in our best interests. * We operate in an increasingly competitive industry and many of our competitors have significantly more resources than we do or have less debt than we do. * Technology changes may significantly reduce the demand for towers and wireless communications sites. * 2.5G/3G and other technologies, including digital terrestrial television, may not deploy or be adopted by customers as rapidly or in the manner projected. * Carrier consolidation or reduced carrier expansion may significantly reduce the demand for towers and wireless communication sites. * Network sharing and other agreements among our customers may act as alternatives to leasing sites from us. * We may not be able to construct or acquire new sites and towers in the locations that we desire. * Demand for our network services business is very volatile which causes our network services operating results to vary significantly for any particular period. * Future expansion of our business may require significant capital expenditures, and we may need additional financing which may not be available at such time. * We generally lease or sublease the land under our sites and towers and may not be able to maintain these leases at commercially viable rates. The loss of any of our ground leases could result in retirement obligations. * Extensive regulations, which could change at any time, govern our business and industry, and we could fail to comply with these regulations. * We could suffer from future claims if radio frequency emissions from equipment on our sites and towers are demonstrated to cause negative health effects. * Our international operations expose us to changes in foreign currency exchange rates. * We are heavily dependent on our senior management. Page 7 of 7 * Disputes with customers and suppliers may adversely affect results. * Sales or issuances, including as dividends, of a substantial number of shares of our common stock could adversely affect the market price of our common stock. * The carrying value of our sites and related goodwill may be subject to impairment in the future if we are unable to add sufficient additional tenants to the sites. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential factors, which could affect Crown Castle's financial results, is included in Crown Castle's filings with the Securities and Exchange Commission. [CROWN CASTLE LOGO] CROWN CASTLE INTERNATIONAL CORP. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND OTHER FINANCIAL DATA (in thousands, except per share data)
Three Months Ended Year Ended December 31, December 31, ---------------------------- ------------------------------ 2002 2001 2002 2001 --------------- ------------ --------------- -------------- Net revenues: Site rental and broadcast transmission .............. $ 179,280 $ 155,897 $ 677,839 $ 575,961 Network services and other .......................... 48,681 82,289 223,694 322,990 ------------ ------------ ------------ ------------ Total net revenues ............................. 227,961 238,186 901,533 898,951 ------------ ------------ ------------ ------------ Costs of operations: Site rental and broadcast transmission .............. 71,421 62,598 270,024 238,748 Network services and other .......................... 39,215 59,237 176,175 228,485 ------------ ------------ ------------ ------------ Total costs of operations ...................... 110,636 121,835 446,199 467,233 ------------ ------------ ------------ ------------ General and administrative ................................ 22,241 24,721 94,222 102,539 Corporate development ..................................... 1,451 2,447 7,483 12,337 Restructuring charges ..................................... 10,538 164 17,147 19,416 Asset write-down charges .................................. 8,550 8,912 55,796 24,922 Non-cash general and administrative compensation charges .. 1,358 1,388 5,349 6,112 Depreciation and amortization ............................. 76,761 101,119 301,928 328,491 ------------ ------------ ------------ ------------ Operating income (loss) ................................... (3,574) (22,400) (26,591) (62,099) Interest and other income (expense) ....................... 48,089 2,374 66,418 8,548 Interest expense and amortization of deferred financing costs ......................................... (71,736) (78,523) (302,570) (297,444) ------------ ------------ ------------ ------------ Loss before income taxes and minority interests ........... (27,221) (98,549) (262,743) (350,995) Provision for income taxes ................................ (6,832) (4,691) (12,276) (16,478) Minority interests ........................................ (849) 191 2,498 1,306 ------------ ------------ ------------ ------------ Net loss .................................................. (34,902) (103,049) (272,521) (366,167) Dividends on preferred stock, net of gains on repurchases of preferred stock ...................................... 30,672 (20,258) 19,638 (79,028) ------------ ------------ ------------ ------------ Net loss after deduction of dividends on preferred stock, net of gains on repurchases of preferred stock ...... $ (4,230) $ (123,307) $ (252,883) $ (445,195) ============ ============ ============ ============ Loss per common share - basic and diluted ................. $ (0.02) $ (0.57) $ (1.16) $ (2.08) ============ ============ ============ ============ Common shares outstanding - basic and diluted ............. 215,138 216,744 218,028 214,246 ============ ============ ============ ============ Adjusted EBITDA (before restructuring and asset write-down charges): Site rental and broadcast transmission .............. $ 101,009 $ 84,070 $ 374,491 $ 301,903 Network services and other (before corporate development expenses) .......................... (5,925) 7,560 (13,379) 27,276 ------------ ----------- ----------- ----------- Adjusted EBITDA before corporate development expenses ................................. 95,084 91,630 361,112 329,179 Corporate development ............................... (1,451) (2,447) (7,483) (12,337) ------------ ------------ ------------ ------------ Total Adjusted EBITDA ...................................... $ 93,633 89,183 $ 353,629 $ 316,842 ============ ============ ============ ============
[Crown Castle Logo] CROWN CASTLE INTERNATIONAL CORP. CONDENSED CONSOLIDATED BALANCE SHEET DATA (in thousands)
December 31, December 31, 2002 2001 ------------ ------------- Cash and cash equivalents ................................................ $ 516,172 $ 804,602 Liquid investments: Short-term ........................................................... 115,697 72,963 Long-term ............................................................ -- 128,500 Property and equipment, net .............................................. 4,828,033 4,844,912 Total assets ............................................................. 6,892,601 7,375,458 Total long-term debt ..................................................... 3,226,960 3,423,097 Redeemable preferred stock ............................................... 756,014 878,861 Stockholders' equity ..................................................... 2,208,498 2,364,648
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS DATA (in thousands)
Three Months Ended December 31, ------------------------- 2002 2001 ----------- ----------- Cash flows from operating activities: Net loss ............................................................... $ (34,902) $ (103,049) Adjustments: Depreciation and amortization ........................................ 76,761 101,119 Amortization of deferred financing costs and discounts on long-term debt ..................................................... 19,708 23,668 Non-cash general and administrative compensation charges ............. 1,358 1,388 Asset write-down charges ............................................. 8,550 8,912 Equity in losses and write-downs of unconsolidated affiliates ........ 1,398 274 Gains on purchases of long-term debt ................................. (49,140) -- Minority interests ................................................... 849 (191) Changes in assets and liabilities .................................... 101,977 21,101 --------- ---------- Net cash provided by operating activities ........................ 126,559 53,222 --------- ---------- Cash flows from investing activities: Capital expenditures ................................................... (39,983) (121,990) Other investing activities ............................................. (153) 317,842 Cash flows from financing activities ....................................... (179,997) 20,380 Effect of exchange rate changes on cash .................................... 4,427 (1,547) --------- ---------- Net increase (decrease) in cash and cash equivalents ....................... (89,147) 267,907 Cash and cash equivalents at beginning of period ........................... 605,319 536,695 --------- ---------- Cash and cash equivalents at end of period ................................. 516,172 $ 804,602 ========= ==========
CROWN CASTLE INTERNATIONAL CORP. Towers & Tenants Fact Sheet Quarter Ended 3/31/02 US UK AUS Total Sites: Owned Towers 10,540 3,125 1,157 14,702 Managed Towers 14 - 234 248 Owned & Managed Sites 10,554 3,125 1,402 15,081 Rooftop Sites 159 51 - 210 Total Sites 10,713 3,176 1,402 15,291 Site Activity: Beginning Sites 10,638 3,087 1,391 15,116 Built 75 89 9 173 Acquired - - 2 2 Lost - - - - Managed Sites Added - - - - Ending Sites 10,713 3,176 1,402 15,291 Quarter Ended 6/30/02 US UK AUS Total Sites: Owned Towers 10,596 3,240 1,147 14,983 Managed Towers 14 - 255 269 Owned & Managed Sites 10,610 3,240 1,402 15,252 Rooftop Sites 159 51 - 210 Total Sites 10,769 3,291 1,402 15,462 Site Activity: Beginning Sites 10,713 3,176 1,402 15,291 Built 56 115 - 171 Acquired - - - - Lost - - - - Managed Sites Added - - - - Ending Sites 10,769 3,291 1,402 15,462 Quarter Ended 9/30/02 US UK AUS Total Sites: Owned Towers 10,621 3,309 1,148 15,078 Managed Towers 14 - 255 269 Owned & Managed Sites 10,635 3,309 1,403 15,347 Rooftop Sites 159 51 - 210 Total Sites 10,794 3,360 1,403 15,557 Site Activity: Beginning Sites 10,769 3,291 1,402 15,462 Built 25 69 - 94 Acquired - - 1 1 Lost - Managed Sites Added - - - - Ending Sites 10,794 3,360 1,403 15,557 Quarter Ended 12/31/02 US UK AUS Total Sites: Owned Towers 10,621 3,346 1,132 15,099 Managed Towers 14 - 255 269 Owned & Managed Sites 10,635 3,346 1,387 15,368 Rooftop Sites 159 51 - 210 Total Sites 10,794 3,397 1,387 15,578 Site Activity: Beginning Sites 10,794 3,360 1,403 15,557 Built 4 37 1 42 Acquired - - 4 4 Lost (4) - (21) (25) Managed Sites Added - - - - Ending Sites 10,794 3,397 1,387 15,578 Quarter Ended 3/31/02 US UK AUS Total Tenant Activity: Beginning Tenants 24,359 8,081 2,860 35,300 Anchors on Builds 31 89 9 129 New 870 310 85 1,265 Acquired - - 2 2 Ending Tenants 25,260 8,480 2,956 36,696 Quarter Ended 6/30/02 US UK AUS Total Tenant Activity: Beginning Tenants 25,260 8,480 2,956 36,696 Anchors on Builds 30 115 - 145 New 524 264 112 900 Acquired - - - - Ending Tenants 25,814 8,859 3,068 37,741 Quarter Ended 9/30/02 US UK AUS Total Tenant Activity: Beginning Tenants 25,814 8,859 3,068 37,741 Anchors on Builds 16 69 - 85 New 462 254 72 788 Acquired - - - - Ending Tenants 26,292 9,182 3,140 38,614 Quarter Ended 12/31/02 US UK AUS Total Tenant Activity: Beginning Tenants 26,292 9,182 3,140 38,614 Anchors on Builds 1 37 - 38 New 307 225 166 698 Acquired - - - - Ending Tenants 26,600 9,444 3,306 39,350 Quarter Ended 3/31/02 US UK AUS Total Tenants per Site 2.4 2.7 2.1 2.4 New Tenants per Site 0.08 0.13 0.07 0.09 Annualized 0.34 0.50 0.27 0.36 Pure Co-Lo's per Site 0.08 0.10 0.06 0.08 Annualized 0.33 0.40 0.24 0.33 Quarter Ended 6/30/02 US UK AUS Total Tenants per Site 2.4 2.7 2.2 2.4 New Tenants per Site 0.05 0.12 0.08 0.07 Annualized 0.21 0.46 0.32 0.27 Pure Co-Lo's per Site 0.05 0.08 0.08 0.06 Annualized 0.20 0.33 0.32 0.24 Quarter Ended 9/30/02 US UK AUS Total Tenants per Site 2.4 2.7 2.2 2.5 New Tenants per Site 0.04 0.10 0.05 0.06 Annualized 0.18 0.38 0.21 0.22 Pure Co-Lo's per Site 0.04 0.08 0.05 0.05 Annualized 0.17 0.31 0.21 0.20 Quarter Ended 12/31/02 US UK AUS Total Tenants per Site 2.5 2.8 2.4 2.5 New Tenants per Site 0.03 0.08 0.12 0.05 Annualized 0.11 0.31 0.47 0.19 Pure Co-Lo's per Site 0.03 0.07 0.12 0.04 Annualized 0.11 0.27 0.47 0.18 Quarter Ended 3/31/02 US UK AUS Total Avg Monthly Lease Rate per New Tenant Local Currency 1,479 750 1,080 US Dollars 1,479 1,070 558 Assumed Broadband Rate, USD 1,500 650 1,000 New Tenants 870 310 85 1,265 Broadband Equivalent New Tenants 858 510 47 1,415 BBE Co-Lo's per Site 0.08 0.17 0.03 0.09 Annualized 0.32 0.66 0.14 0.37 BBE Adds from Escalations Total BBE Tenants Added Total BBE Co-Lo's Per Site Annualized Quarter Ended 6/30/02 US UK AUS Total Avg Monthly Lease Rate per New Tenant Local Currency 1,476 735 1,182 US Dollars 1,476 1,078 650 Assumed Broadband Rate, USD 1,500 650 1,000 New Tenants 524 264 112 900 Broadband Equivalent New Tenants 516 438 73 1,026 BBE Co-Lo's per Site 0.05 0.14 0.05 0.07 Annualized 0.19 0.55 0.21 0.27 BBE Adds from Escalations Total BBE Tenants Added Total BBE Co-Lo's Per Site Annualized Quarter Ended 9/30/02 US UK AUS Total Avg Monthly Lease Rate per New Tenant Local Currency 1,547 769 594 US Dollars 1,547 1,192 324 Assumed Broadband Rate, USD 1,500 650 1,000 New Tenants 462 254 72 788 Broadband Equivalent New Tenants 476 466 23 966 BBE Co-Lo's per Site 0.04 0.14 0.02 0.06 Annualized 0.18 0.57 0.07 0.25 BBE Adds from Escalations 186 20 31 237 Total BBE Tenants Added 662 486 54 1202 Total BBE Co-Lo's Per Site 0.06 0.15 0.04 0.08 Annualized 0.25 0.59 0.16 0.31 Quarter Ended 12/31/02 US UK AUS Total Avg Monthly Lease Rate per New Tenant Local Currency 1,467 651 986 US Dollars 1,467 1,025 550 Assumed Broadband Rate, USD 1,500 650 1,000 New Tenants 307 225 166 698 Broadband Equivalent New Tenants 300 355 91 746 BBE Co-Lo's per Site 0.03 0.11 0.07 0.05 Annualized 0.11 0.42 0.26 0.19 BBE Adds from Escalations 127 257 - 384 Total BBE Tenants Added 427 612 91 1130 Total BBE Co-Lo's Per Site 0.04 0.18 0.07 0.07 Annualized 0.16 0.73 0.26 0.29 CROWN CASTLE INTERNATIONAL CORP. Towers & Tenants Fact Sheet Restricted and Unrestricted Subsidiaries Quarter Ended 3/31/02 Restricted Crown Group Atlantic UK Total Sites: Owned Towers 9,673 2,014 3,125 14,723 Managed Towers 269 - - 269 Owned & Managed Sites 9,942 2,014 3,125 15,081 Rooftop Sites 159 - 51 210 Total Sites 10,101 2,014 3,176 15,291 Site Activity: Beginning Sites 10,018 2,011 3,087 15,116 Built 80 4 89 173 Acquired 2 - - 2 Converted Lost 1 (1) - - Managed Sites Added - - - - Ending Sites 10,101 2,014 3,176 15,291 Quarter Ended 6/30/02 Restricted Crown Group Atlantic UK Total Sites: Owned Towers 9,723 2,020 3,240 14,983 Managed Towers 269 - - 269 Owned & Managed Sites 9,992 2,020 3,240 15,252 Rooftop Sites 159 - 51 210 Total Sites 10,151 2,020 3,291 15,462 Site Activity: Beginning Sites 10,101 2,014 3,176 15,291 Built 50 6 115 171 Acquired - - - - Converted - - Lost - - - - Managed Sites Added - - - - Ending Sites 10,151 2,020 3,291 15,462 Quarter Ended 9/30/02 Restricted Crown Group Atlantic UK Total Sites: Owned Towers 9,745 2,024 3,309 15,078 Managed Towers 269 - - 269 Owned & Managed Sites 10,014 2,024 3,309 15,347 Rooftop Sites 159 - 51 210 Total Sites 10,173 2,024 3,360 15,557 Site Activity: Beginning Sites 10,151 2,020 3,291 15,462 Built 21 4 69 94 Acquired 1 - - 1 Converted - - - Lost - - - - Managed Sites Added - - - - Ending Sites 10,173 2,024 3,360 15,557 Quarter Ended 12/31/02 Restricted Crown Group Atlantic UK Total Sites: Owned Towers 9,733 2,020 3,346 15,099 Managed Towers 269 - - 269 Owned & Managed Sites 10,002 2,020 3,346 15,368 Rooftop Sites 159 - 51 210 Total Sites 10,161 2,020 3,397 15,578 Site Activity: Beginning Sites 10,173 2,024 3,360 15,557 Built 5 - 37 42 Acquired 4 - - 4 Converted - - - - Lost (21) (4) - (25) Managed Sites Added - - - - Ending Sites 10,161 2,020 3,397 15,578 Quarter Ended 3/31/02 Restricted Crown Group Atlantic UK Total Tenant Activity: Beginning Tenants 22,630 4,589 8,081 35,300 Anchors on Builds 40 - 89 129 New 816 139 310 1,265 Acquired 2 - - 2 Ending Tenants 23,488 4,728 8,480 36,696 Quarter Ended 6/30/02 Restricted Crown Group Atlantic UK Total Tenant Activity: Beginning Tenants 23,488 4,728 8,480 36,696 Anchors on Builds 30 - 115 145 New 561 75 264 900 Acquired - - - - Ending Tenants 24,079 4,803 8,859 37,741 Quarter Ended 9/30/02 Restricted Crown Group Atlantic UK Total Tenant Activity: Beginning Tenants 24,079 4,803 8,859 37,741 Anchors on Builds 16 - 69 85 New 400 134 254 788 Acquired - - - - Ending Tenants 24,495 4,937 9,182 38,614 Quarter Ended 12/31/02 Restricted Crown Group Atlantic UK Total Tenant Activity: Beginning Tenants 24,495 4,937 9,182 38,614 Anchors on Builds 1 - 37 38 New 480 (7) 225 698 Acquired - - - - Ending Tenants 24,976 4,930 9,444 39,350 Quarter Ended 3/31/02 Restricted Crown Group Atlantic UK Total Tenants per Site 2.3 2.3 2.7 2.4 New Tenants per Site 0.08 0.07 0.13 0.09 Annualized 0.34 0.28 0.50 0.36 Pure Co-Lo's per Site 0.08 0.07 0.10 0.08 Annualized 0.33 0.28 0.40 0.33 Quarter Ended 6/30/02 Restricted Crown Group Atlantic UK Total Tenants per Site 2.4 2.4 2.7 2.4 New Tenants per Site 0.06 0.04 0.12 0.07 Annualized 0.23 0.15 0.46 0.27 Pure Co-Lo's per Site 0.06 0.04 0.08 0.06 Annualized 0.22 0.15 0.33 0.24 Quarter Ended 9/30/02 Restricted Crown Group Atlantic UK Total Tenants per Site 2.4 2.4 2.7 2.5 New Tenants per Site 0.04 0.07 0.10 0.06 Annualized 0.16 0.26 0.38 0.22 Pure Co-Lo's per Site 0.04 0.07 0.08 0.05 Annualized 0.16 0.27 0.31 0.20 Quarter Ended 12/31/02 Restricted Crown Group Atlantic UK Total Tenants per Site 2.5 2.4 2.8 2.5 New Tenants per Site 0.05 (0.00) 0.08 0.05 Annualized 0.19 (0.01) 0.31 0.19 Pure Co-Lo's per Site 0.05 (0.00) 0.07 0.04 Annualized 0.19 (0.01) 0.27 0.18 CROWN CASTLE INTERNATIONAL CORP. Summary Fact Sheet (in $ thousands) Quarter Ended 03/31/02 US UK AUS CCIC Revenues Site Rental 101,796 53,455 5,013 160,264 Services 43,775 15,945 633 60,353 Total Revenues 145,571 69,400 5,646 220,617 Operating Expenses Site Rental 35,115 24,717 2,234 62,066 Services 31,185 12,139 401 43,725 Total Operating Expenses 66,299 36,856 2,635 105,790 General & Administrative Site Rental 4,884 1,388 1,261 7,533 Services 13,916 339 - 14,255 Total General & Administrative 18,800 1,727 1,261 21,788 Operating Cash Flow Site Rental 61,798 27,350 1,518 90,665 Services (1,326) 3,467 232 2,373 Total Pre-Overhead Cash Flow 60,472 30,817 1,750 93,038 Corporate Overhead 2,239 - - 2,239 Adjusted EBITDA 58,233 30,817 1,750 90,799 Quarter Ended 06/30/02 US UK AUS CCIC Revenues Site Rental 103,373 62,409 6,170 171,952 Services 44,069 8,934 576 53,579 Total Revenues 147,442 71,343 6,746 225,531 Operating Expenses Site Rental 35,622 28,235 2,089 65,946 Services 35,339 10,150 358 45,847 Total Operating Expenses 70,961 38,385 2,447 111,793 General & Administrative Site Rental 5,574 4,560 1,518 11,652 Services 15,294 1,786 - 17,080 Total General & Administrative 20,868 6,346 1,518 28,732 Operating Cash Flow Site Rental 62,177 29,614 2,563 94,354 Services (6,564) (3,002) 218 (9,348) Total Pre-Overhead Cash Flow 55,613 26,612 2,781 85,006 Corporate Overhead 1,733 - - 1,733 Adjusted EBITDA 53,880 26,612 2,781 83,273 Quarter Ended 09/30/02 US UK AUS CCIC Revenues Site Rental 104,763 55,230 6,350 166,343 Services 41,228 19,226 627 61,081 Total Revenues 145,991 74,456 6,977 227,424 Operating Expenses Site Rental 39,707 28,743 2,141 70,591 Services 31,960 15,009 419 47,388 Total Operating Expenses 71,667 43,752 2,560 117,979 General & Administrative Site Rental 5,037 924 1,328 7,289 Services 13,754 418 - 14,172 Total General & Administrative 18,791 1,342 1,328 21,461 Operating Cash Flow Site Rental 60,019 25,563 2,881 88,463 Services (4,486) 3,799 208 (479) Total Pre-Overhead Cash Flow 55,533 29,362 3,089 87,984 Corporate Overhead 2,060 - - 2,060 Adjusted EBITDA 53,473 29,362 3,089 85,924 Quarter Ended 12/31/02 US UK AUS CCIC Revenues Site Rental 108,023 65,248 6,009 179,280 Services 27,651 20,372 658 48,681 Total Revenues 135,674 85,620 6,667 227,961 Operating Expenses Site Rental 37,080 31,888 2,453 71,421 Services 21,914 16,850 451 39,215 Total Operating Expenses 58,994 48,738 2,904 110,636 General & Administrative Site Rental 4,797 392 1,661 6,850 Services 15,220 171 - 15,391 Total General & Administrative 20,017 563 1,661 22,241 Operating Cash Flow Site Rental 66,146 32,968 1,895 101,009 Services (9,483) 3,351 207 (5,925) Total Pre-Overhead Cash Flow 56,663 36,319 2,102 95,084 Corporate Overhead 1,451 - - 1,451 Adjusted EBITDA 55,212 36,319 2,102 93,633 Quarter Ended 03/31/02 US UK AUS CCIC Gross Margins: Site Rental 66% 54% 55% 61% Services 29% 24% 37% 28% Operating Cash Flow Margins Site Rental 61% 51% 30% 57% Services -3% 22% 37% 4% Adjusted EBITDA Margin 40% 44% 31% 41% Quarter Ended 06/30/02 US UK AUS CCIC Gross Margins: Site Rental 66% 55% 66% 62% Services 20% -14% 38% 14% Operating Cash Flow Margins Site Rental 60% 47% 42% 55% Services -15% -34% 38% -17% Adjusted EBITDA Margin 37% 37% 41% 37% Quarter Ended 09/30/02 US UK AUS CCIC Gross Margins: Site Rental 62% 48% 66% 58% Services 22% 22% 33% 22% Operating Cash Flow Margins Site Rental 57% 46% 45% 53% Services -11% 20% 33% -1% Adjusted EBITDA Margin 37% 39% 44% 38% Quarter Ended 12/31/02 US UK AUS CCIC Gross Margins: Site Rental 66% 51% 59% 60% Services 21% 17% 31% 19% Operating Cash Flow Margins Site Rental 61% 51% 32% 56% Services -34% 16% 31% -12% Adjusted EBITDA Margin 41% 42% 32% 41% CROWN CASTLE INTERNATIONAL CORP. Summary Fact Sheet Restricted and Unrestricted Subsidiaries (in $ thousands) Quarter Ended 03/31/02 Crown Restricted UK Atlantic Other CCIC Revenues Site Rental 84,266 53,455 22,543 - 160,264 Services 37,982 15,945 6,426 - 60,353 Total Revenues 122,248 69,400 28,969 - 220,617 Operating Expenses Site Rental 28,530 24,717 8,819 - 62,066 Services 28,037 12,139 3,549 - 43,725 Total Operating Expenses 56,567 36,856 12,368 - 105,790 General & Administrative Site Rental 5,586 1,388 559 - 7,533 Services 12,698 339 1,178 40 14,255 Total General & Administrative 18,284 1,727 1,737 40 21,788 Operating Cash Flow Site Rental 50,150 27,350 13,165 - 90,665 Services (2,753) 3,467 1,699 (40) 2,373 Total Pre-Overhead Cash Flow 47,397 30,817 14,864 (40) 93,038 Corporate Overhead 2,239 - - - 2,239 Adjusted EBITDA 45,158 30,817 14,864 (40) 90,799 Quarter Ended 06/30/02 Crown Restricted UK Atlantic Other CCIC Revenues Site Rental 86,491 62,409 23,052 - 171,952 Services 38,081 8,934 6,564 - 53,579 Total Revenues 124,572 71,343 29,616 - 225,531 Operating Expenses Site Rental 28,951 28,235 8,760 - 65,946 Services 31,076 10,150 4,621 - 45,847 Total Operating Expenses 60,027 38,385 13,381 - 111,793 General & Administrative Site Rental 6,787 4,560 305 - 11,652 Services 14,517 1,786 688 89 17,080 Total General & Administrative 21,304 6,346 993 89 28,732 Operating Cash Flow Site Rental 50,753 29,614 13,987 - 94,354 Services (7,512) (3,002) 1,255 (89) (9,348) Total Pre-Overhead Cash Flow 43,241 26,612 15,242 (89) 85,006 Corporate Overhead 1,733 - - - 1,733 Adjusted EBITDA 41,508 26,612 15,242 (89) 83,273 Quarter Ended 09/30/02 Crown Restricted UK Atlantic Other CCIC Revenues Site Rental 87,300 55,230 23,813 - 166,343 Services 34,658 19,226 7,197 - 61,081 Total Revenues 121,958 74,456 31,010 - 227,424 Operating Expenses Site Rental 32,380 28,743 9,468 - 70,591 Services 29,082 15,009 3,297 - 47,388 Total Operating Expenses 61,462 43,752 12,765 - 117,979 General & Administrative Site Rental 5,943 924 422 7,289 Services 12,356 418 906 492 14,172 Total General & Administrative 18,299 1,342 1,328 492 21,461 Operating Cash Flow Site Rental 48,977 25,563 13,923 88,463 Services (6,780) 3,799 2,994 (492) (479) Total Pre-Overhead Cash Flow 42,197 29,362 16,917 (492) 87,984 Corporate Overhead 2,060 - - - 2,060 Adjusted EBITDA 40,137 29,362 16,917 (492) 85,924 Quarter Ended 12/31/02 Crown Restricted UK Atlantic Other CCIC Revenues Site Rental 89,684 65,248 24,348 - 179,280 Services 22,663 20,372 5,646 - 48,681 Total Revenues 112,347 85,620 29,994 - 227,961 Operating Expenses Site Rental 29,898 31,888 9,635 - 71,421 Services 19,991 16,850 2,374 - 39,215 Total Operating Expenses 49,889 48,738 12,009 - 110,636 General & Administrative Site Rental 6,006 392 452 - 6,850 Services 12,758 171 1,015 1,447 15,391 Total General & Administrative 18,764 563 1,467 1,447 22,241 Operating Cash Flow Site Rental 53,780 32,968 14,261 - 101,009 Services (10,086) 3,351 2,257 (1,447) (5,925) Total Pre-Overhead Cash Flow 43,694 36,319 16,518 (1,447) 95,084 Corporate Overhead 1,451 - - - 1,451 Adjusted EBITDA 42,243 36,319 16,518 (1,447) 93,633 Quarter Ended 03/31/02 Crown Restricted UK Atlantic Other CCIC Gross Margins: Site Rental 66% 54% 61% - 61% Services 26% 24% 45% - 28% Operating Cash Flow Margins Site Rental 60% 51% 58% - 57% Services -7% 22% 26% - 4% Adjusted EBITDA Margin 37% 44% 51% N/A 41% Quarter Ended 06/30/02 Crown Restricted UK Atlantic Other CCIC Gross Margins: Site Rental 67% 55% 62% - 62% Services 18% -14% 30% - 14% Operating Cash Flow Margins Site Rental 59% 47% 61% - 55% Services -20% -34% 19% - -17% Adjusted EBITDA Margin 33% 37% 51% N/A 37% Quarter Ended 09/30/02 Crown Restricted UK Atlantic Other CCIC Gross Margins: Site Rental 63% 48% 60% - 58% Services 16% 22% 54% - 22% Operating Cash Flow Margins Site Rental 56% 46% 58% - 53% Services -20% 20% 42% - -1% Adjusted EBITDA Margin 33% 39% 55% N/A 38% Quarter Ended 12/31/02 Crown Restricted UK Atlantic Other CCIC Gross Margins: Site Rental 67% 51% 60% - 60% Services 12% 17% 58% - 19% Operating Cash Flow Margins Site Rental 60% 51% 59% - 56% Services -45% 16% 40% - -12% Adjusted EBITDA Margin 38% 42% 55% N/A 41% Contacts: W. Benjamin Moreland, CFO Jay Brown, VP Finance Crown Castle International Corp. 713-570-3000 Ken Dennard / kdennard@drg-e.com Lisa Elliott / lelliott@drg-e.com DRG&E 713-529-6600 -----END PRIVACY-ENHANCED MESSAGE-----