EX-99.1 2 dex991.htm PRESENTATION TO INVESTORS Presentation to Investors
Citizens Communications
Donald R. Shassian
Chief Financial Officer
January, 2008
Exhibit 99.1


2
Safe Harbor Statement
This presentation contains forward-looking statements that are made pursuant to the safe harbor provisions of The Private
Securities Litigation Reform Act of 1995.  These statements are made on the basis of management's views and assumptions
regarding
future
events
and
business
performance.
Words
such
as
“believe,”
“anticipate,”
“expect,”
and
similar
expressions
are
intended to identify forward-looking statements.  Forward-looking statements (including oral representations) involve risks and
uncertainties
that
may
cause
actual
results
to
differ
materially
from
any
future
results,
performance
or
achievements
expressed
or
implied by such statements.  These risks and uncertainties are based on a number of factors, including but not limited to:
Reductions in the number of our access lines and high-speed internet subscribers; The effects of competition from cable, wireless
and other wireline carriers (through voice over internet protocol (VOIP) or otherwise); The effects of greater than anticipated
competition requiring new pricing, marketing strategies or new product offerings and the risk that we will not respond on a timely
or profitable basis; The effects of general and local economic and employment conditions on our revenues; Our ability to effectively
manage service quality; Our ability to successfully introduce new product offerings, including our ability to offer bundled service
packages
on
terms
that
are
both
profitable
to
us
and
attractive
to
our
customers;
Our
ability
to
sell
enhanced
and
data
services
in
order
to
offset
ongoing
declines
in
revenue
from
local
services,
switched
access
services
and
subsidies;
Changes
in
accounting
policies or practices adopted voluntarily or as required by generally accepted accounting principles or regulators; The effects of
ongoing
changes
in
the
regulation
of
the
communications
industry
as
a
result
of
federal
and
state
legislation
and
regulation,
including potential changes in state rate of return limitations on our earnings, access charges and subsidy payments, and
regulatory network upgrade and reliability requirements; Our ability to effectively manage our operations, operating expenses and
capital expenditures, to pay dividends and to reduce or refinance our debt; Adverse changes in the ratings given to our debt
securities
by
nationally
accredited
ratings
organizations,
which
could
limit
or
restrict
the
availability
and/or
increase
the
cost
of
financing;
The
effects
of
bankruptcies
in
the
telecommunications
industry,
which
could
result
in
potential
bad
debts;
The
effects
of
technological changes and competition on our capital expenditures and product and service offerings, including the lack of
assurance that our ongoing network improvements will be sufficient to meet or exceed the capabilities and quality of competing
networks; The effects of increased medical, retiree and pension expenses and related funding requirements; Changes in income tax
rates,
tax
laws,
regulations
or
rulings,
and/or
federal
or
state
tax
assessments;
The
effects
of
state
regulatory
cash
management
policies on our ability to transfer cash among our subsidiaries and to the parent company; Our ability to successfully renegotiate
union contracts expiring in 2008 and thereafter; Our ability to pay a $1.00 per common share dividend annually may be affected by
our cash flow from operations, amount of capital expenditures, debt service requirements, cash paid for income taxes (which will
increase in the future) and our liquidity; The effects of utilizing our Federal and state net operating loss carry forwards and AMT tax
credit
carry
forwards
which
has
significantly
increased
our
cash
taxes
in
2007
and
will
continue
to
do
so
in
2008
and
2009;
The
effects
of any future liabilities or compliance costs in connection with worker health and safety matters; The effects of any
unfavorable
outcome
with
respect
to
any
of
our
current
or
future
legal,
governmental,
or
regulatory
proceedings,
audits
or
disputes;
and The effects of more general factors, including changes in economic, business and industry conditions. These and other
uncertainties related to our business are described in greater detail in our filings with the Securities and Exchange Commission,
including our reports on Forms 10-K and 10-Q. We undertake no obligation to publicly update or revise any forward-looking
statement or to make any other forward-looking statements, whether as a result of new information, future events or otherwise
unless required to do so by securities laws


3
Non-GAAP Financial Measures
The Company uses certain non-GAAP financial measures in evaluating its performance.  These include free cash flow and EBITDA or “operating
cash
flow”
which
we
define
as
operating
income
plus
depreciation
and
amortization.
A
reconciliation
of
the
differences
between
EBITDA
and
free
cash flow and the most comparable financial measures calculated and presented in accordance with GAAP is included in the tables that follow.  The
non-GAAP financial measures are by definition not measures of financial performance under generally accepted accounting principles and are not
alternatives to operating income or net income reflected in the statement of operations or to cash flow as reflected in the statement of cash flows
and
are
not
necessarily
indicative
of
cash
available
to
fund
all
cash
flow
needs.
The
non-GAAP
financial
measures
used
by
the
Company
may
not
be comparable to similarly titled measures of other companies. 
The
Company
believes
that
presentation
of
non-GAAP
financial
measures
provides
useful
information
to
investors
regarding
the
Company’s
financial condition and results of operations because these measures, when used in conjunction with related GAAP financial measures, (i) together
provide a more comprehensive view of the Company’s core operations and ability to generate cash flow, (ii) provide investors with the financial
analytical
framework
upon
which
management
bases
financial,
operational,
compensation
and
planning
decisions,
and
(iii)
presents
measurements
that investors and rating agencies have indicated to management are useful to them in assessing the Company and its results of operations. 
Management uses these non-GAAP financial measures to plan and measure the performance of its core operations, and its divisions measure
performance
and
report
to
management
based
upon
these
measures.
In
addition,
the
Company
believes
that
free
cash
flow
and
EBITDA,
as
the
Company defines them, can assist in comparing performance from period to period, without taking into account factors affecting cash flow reflected
in the statement of cash flows, including changes in working capital and the timing of purchases and payments. The Company has shown
adjustments to its financial presentations to exclude severance and early retirement costs in 2004, 2005, 2006 and 2007 and management
succession
and
strategic
alternatives
expenses
in
2004
because
the
Company
believes
that
the
magnitude
of
such
costs
incurred
in
any
one
period
materially exceeds that which has been incurred by the Company in any other period during 2004 through 2007.
Management uses these non-GAAP financial measures to (i) assist in analyzing the Company’s underlying financial performance from period to
period, (ii) evaluate the financial performance of its business units, (iii) analyze and evaluate strategic and operational decisions, (iv) establish
criteria for compensation decisions, and (v) assist management in understanding the Company’s ability to generate cash flow and, as a result, to
plan for future capital and operational decisions.  Management uses these non-GAAP financial measures in conjunction with related GAAP financial
measures.  The Company believes that the non-GAAP financial measures are meaningful and useful for the reasons outlined above.    
While the Company utilizes these non-GAAP financial measures in managing and analyzing its business and financial condition and believes they
are useful to management and to investors for the reasons described above, these non-GAAP financial measures have certain shortcomings.  In
particular, free cash flow does not represent the residual cash flow available for discretionary expenditures, since items such as debt repayments
and dividends are not deducted in determining such measure.  EBITDA has similar shortcomings as interest, income taxes, capital expenditures,
debt repayments and dividends are not deducted in determining this measure.  Management compensates for the shortcomings of these measures
by utilizing them in conjunction with their comparable GAAP financial measures.  The information in this presentation should be read in conjunction
with the financial statements and footnotes contained in our documents filed with the U.S. Securities and Exchange Commission.


Our Values:
Frontier 3 Ps
People
Product
Profit
Our Mission:


5
Our Management Team
Position:
Officer Since:
Officer:
Sr. Vice President, General Manager -
New Business
Operations
10/2007
Melinda White
Sr. Vice President, Human Resources
02/2006
Cecilia K.
McKenney
Sr. Vice President, General Counsel, Secretary
07/2005
Hilary E. Glassman
Exec. Vice President -
Sales, Marketing and Business
Development
02/2005
Peter B. Hayes
Chief Operating Officer, Executive Vice President
01/2002
Daniel J. McCarthy
Chief Financial Officer
04/2006
Donald R. Shassian
Chairman of the Board, Chief Executive Officer, President
11/2004
Maggie Wilderotter


6
What You Can Expect From Us
Provide a Unique Customer Experience
Annual Growth in Customer Revenue
Innovative Marketing
New Products
Consistently Strong EBITDA Margins
Efficient Execution of Our Operating Strategy
“Competitively
Fit”
Lean
&
Flexible
Shareholder Friendly Actions
Sustainable, Consistent Dividend
Share Repurchases


7
Keys to Success
Great Assets
Unique Customer Experience
Proven Ability to Integrate New Properties
Consistent
Delivery
of
“Best
in
Class”
Results
Focus on Shareholder Friendly Actions


8
Great
Assets
Diverse
Geographic
Mix
Rural Footprint (17 Lines / Sq Mile)
Mature Cable VOIP Competition (57% of Our Footprint)
Diverse Revenue Base (24 States / 282
counties)
Limited Exposure to Overheated Housing Markets
Reliable,
Robust
Networks
Diverse, High Capacity Data Backbone
12,060 Route Miles / Avg. 65% Utilized
Extensive HSI Availability
89% Availability
(1Mb-89% / 3Mb-72% / 6Mb-48% / 20Mb-15%)


9
Great Assets
Efficient Operating Structure
Centralized Common Support Functions
Consolidation of Billing Systems
Standardized Field Organizations
Flexible Work Rules
Dedicated and Experienced Workforce
Hiring and Retaining “Great Athletes”
Motivated, Results Oriented Culture
Innovative Solutions to Increase Workforce Efficiency
Work-at-Home Program


10
A Unique Customer Experience
Big Company Advantages, Small Company Feel
Local Manager Structure Cultivates Local Relationships
“Peace
of
Mind”
Experience
Full HSI Installations
PC Data Back up and Restore
PC Assistance and 24 hour Technical Support
PC Tune up  / Disk Service Cleanup
Wireless Network Diagnostic and Repair
Printer Setup and Troubleshooting
MP3 / iPod setup and training
Security/Virus Scans and Clean up
Exceptional Service Levels
24 hour Customer Service and Unique Welcome Process
Technician / Customer Interface
Broad Spectrum of Products & Services
CRM Launched; Additional Initiatives Underway


11
A Unique Customer
Experience
Maintaining Stable Base of Secure
Customers in Light of Increasing
Competitive Pressures
6% Compounded Annual Growth
in Customer ARPU (’04-’07)
$100M in Revenue from New
Products¹
(’05–’07)
69% of Residential HSI on PPP
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400
2,600
2004
2005
2006
2007
$50.00
$52.00
$54.00
$56.00
$58.00
$60.00
$62.00
$64.00
$66.00
Access Lines (in 000s)
Customer ARPU (a)
(a) Excludes Commonwealth Telephone
1
New product revenues are primarily made up of High Speed Internet, Unlimited Statewide & Nationwide Long Distance Plans, Feature Bundles, Video,
Internet Portal, and Wireless Data.


12
Integrating New Properties
Clearly Established Acquisition Criteria
Commonwealth Telephone
Global Valley Networks
Proven Integration Process Provides
Confidence in Achieving Synergy Targets
Commonwealth Integration
7% Growth in Average Revenue Per Line
36% Growth in HSI Subscribers
>95% of New HSI Adds on Price Protection Plans
Revised Expense Synergy Target of $40M
$21M in Annual Synergies Realized as of 9/30/07


13
“Best –
In –
Class”
Results
Consistent Ability to Grow Customer Revenue
22 New Products Rolled Out in past 3 years
$100 Million in New Revenue
Industry Leading EBITDA Margins
55.2%
(1)
-
For the Nine Months Ending September, 2007
Strong, Stable Free Cash Flow Generation
Exceptional Customer Satisfaction
(1)
EBITDA, as adjusted, excludes severance and early retirement costs, and management succession and strategic alternatives
expenses. For a detailed definition of EBITDA, refer to page 17.


14
Focus on Shareholder Value
Shareholder Friendly Actions
Consistent, Sustainable Dividend
Annual Share Buybacks
Stable Ratings Outlook
Solid Balance Sheet
Investment Grade Debt Covenants
No Debt Refinancing Needed Until 2011


15
Selected Financial Metrics
$1,711
$2,025
$2,017
$2,022
Revenue
9 Months
$423
$561
$543
$503
Free Cash Flow
(4)
$203
$269
$259
$264
CAPEX
$1,345
$1,597
$1,584
$1,564
Customer
Revenue
(1)
-
% of Revenue
-
% of Revenue
EBITDA
Margin
%
(3)
HSI Penetration
-
%-age
Growth
(2)
($ in Millions)
24.7%
27.7%
26.9%
24.9%
11.9%
13.3%
12.8%
13.1%
55.2%
55.7%
55.3%
54.5%
20.2%
18.5%
14.2%
9.4%
0.8%
0.8%
1.3%
1.5%
2007
2006
2005
2004
(1)
Customer revenue is defined as total revenue less access services. Access services include switched network access and subsidies.
(2)
% Growth for the 9 Months of 2007 excludes $135.5M of revenue from Commonwealth in 2007 and is calculated versus the same period for 2006
(3)
EBITDA, as adjusted, excludes severance and early retirement costs, and management succession and strategic alternatives expenses. For a
detailed definition of EBITDA, refer to page 17.
(4)
Free cash flow for all years includes ELI.  For a detailed definition of free cash flow, refer to page 18.


16
Appendix
Reconciliation of Non-GAAP financial measures


17
Reconciliation of Non-GAAP Financial
Measures
($ in 000's)
2004
2005
2006
2007
EBITDA (Operating Cash Flow)
Operating Income
460,301
$              
588,968
$          
644,490
$          
530,525
$                      
Add back:
    Depreciation and amortization
549,381
                
520,204
           
476,487
            
400,700
                        
EBITDA (Operating Cash Flow), as reported
1,009,682
$           
1,109,172
$       
1,120,977
$       
931,225
$                      
Add back:
    Severance and early retirement costs
1,182
                    
6,981
               
7,193
               
13,874
                          
    Management succession and strategic alternatives expenses
90,632
                   
-
                   
-
                    
-
                               
EBITDA (Operating Cash Flow), as adjusted
1,101,496
$           
1,116,153
$       
1,128,170
$       
945,099
$                      
Revenue
2,022,378
$           
2,017,041
$       
2,025,367
$       
1,710,787
$                    
EBITDA (Operating Cash Flow), as adjusted as % of Revenue
54.5%
55.3%
55.7%
55.2%
For the nine months
ended September 30,
For the years ended December 31,


18
Reconciliation of Non-GAAP Financial
Measures
For the nine months
ended September 30,
($ in 000's)
2004
2005
2006
2007
Net Income Available to Common Shareholders
  
to Free Cash Flow
Net income available to common shareholders
72,150
$            
202,375
$          
344,555
$          
155,641
$                      
Add back:
    Depreciation and amortization
549,381
            
520,204
            
476,487
            
400,700
                         
    Income tax expense
4,247
                 
75,270
              
136,479
            
97,785
                           
    Management succession and strategic alternatives expenses
90,632
              
-
                      
-
                      
-
                                 
    Stock based compensation
10,963
              
8,427
                 
10,340
              
7,809
                             
Subtract:
   Cash paid (refunded) for income taxes
(4,901)
               
4,711
                 
5,365
                 
53,670
                           
   Investment and other income (loss), net of interest income
(34,242)
             
(2,111)
               
60,872
              
(17,088)
                          
(a)
   Capital expenditures
263,949
            
259,448
            
268,806
            
202,641
                         
   Gain on sale of discontinued operations
-
                          
1,167
                 
71,635
              
-
                                      
Free cash flow
502,567
$          
543,061
$          
561,183
$          
422,712
$                      
Revenue
2,022,378
$       
2,017,041
$       
2,025,367
$       
1,710,787
$                   
Free cash flow as % of Revenue
24.9%
26.9%
27.7%
24.7%
For the years ended December 31,
(a)
Includes premium paid on debt repurchase in second quarter.