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Section 1: 8-K (TMUS FORM 8-K)

Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 27, 2016
T-MOBILE US, INC.
(Exact Name of Registrant as Specified in Charter)

 
 
 
 
 
DELAWARE
 
1-33409
 
20-0836269
(State or other jurisdiction
 
(Commission File Number)
 
(I.R.S. Employer
of incorporation or organization)
 
 
 
 Identification No.)
 
 
 
12920 SE 38th Street
 
 
Bellevue, Washington
 
98006-1350
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (425) 378-4000
(Former Name or Former Address, if Changed Since Last Report):


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02 — Results of Operations and Financial Condition
On July 27, 2016, T-Mobile US, Inc. issued a press release announcing the financial and operating results for T-Mobile US, Inc. for the quarter ended June 30, 2016. The text of the press release and accompanying financial information are attached as exhibits and incorporated herein by reference.

Item 9.01 — Financial Statements and Exhibits
The following exhibits are furnished as part of this report:
(d) Exhibits:
Exhibit
 
Description
99.1
 
Press release, dated July 27, 2016, entitled "T-Mobile Again Delivers Industry-Leading Customer and Financial Results"
99.2
 
Investor Factbook of T-Mobile US, Inc. Second Quarter 2016 Results

SIGNATURE
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.
 
 
T-MOBILE US, INC.
 
 
 
July 27, 2016
 
/s/ J. Braxton Carter
 
 
J. Braxton Carter
Executive Vice President and Chief Financial Officer



































EXHIBIT INDEX
Exhibit
 
Description
99.1
 
Press release, dated July 27, 2016, entitled "T-Mobile Again Delivers Industry-Leading Customer and Financial Results"
99.2
 
Investor Factbook of T-Mobile US, Inc. Second Quarter 2016 Results



(Back To Top)

Section 2: EX-99.1 (TMUS EXHIBIT 99.1)

Exhibit


EXHIBIT 99.1

T-Mobile Again Delivers Industry-Leading Customer and Financial Results
 
1.9 Million Customer Nets, Record-Low Churn of 1.27%, Net Income of $225 Million, 12% Service Revenue Growth and 36% Adjusted EBITDA Growth Year-over-Year

Second Quarter 2016 Highlights:
Customer momentum continues for the fastest growing wireless company in America:
1.9 million total net adds - 13th consecutive quarter of over 1 million
890,000 branded postpaid net adds
646,000 branded postpaid phone net adds - led industry in branded postpaid phone net adds for the 10th consecutive quarter
476,000 branded prepaid net adds - up 167% YoY due to strong growth from MetroPCS
Record-low branded postpaid phone churn of 1.27% - down 6 bps QoQ and 5 bps YoY
Customer growth translating into industry-leading financial growth:
$6.9 billion service revenues, up 12.1% YoY
T-Mobile led industry in YoY service revenue percentage growth for 9th consecutive quarter
$9.2 billion total revenues, up 12.8% YoY
T-Mobile led industry in YoY total revenue percentage growth for 12th time in past 13 quarters
Net income of $225 million and earnings per share of $0.25
$2.5 billion Adjusted EBITDA, up 35.6% YoY
36% Adjusted EBITDA margin, up from 30% in the second quarter of 2015
Branded postpaid phone ARPU of $47.11, up 1.9% QoQ and generally stable adjusting for Data Stash
Continued improvements in America’s fastest and fastest growing 4G LTE network:
Fastest 4G LTE network in the US - leading in average download speeds for 10th consecutive quarter
311 million POPs covered with 4G LTE
“Extended Range LTE” covers more than 200 million POPs across 350 market areas
T-Mobile again ranked highest in Total Ownership Experience by J.D. Power
Raising customer outlook and narrowing Adjusted EBITDA target for 2016:
Guidance range for branded postpaid net adds increased to 3.4 to 3.8 million from 3.2 to 3.6 million
Narrowing Adjusted EBITDA target to $9.8 to $10.1 billion from $9.7 to $10.2 billion
Guidance includes aggregate impact of leasing and Data Stash now expected to be $0.8 to $1.0 billion, and the $0.6 billion spectrum gain in the first quarter of 2016
Maintaining guidance of $4.5 to $4.8 billion of cash capital expenditures
 

BELLEVUE, Wash. - July 27, 2016 - T-Mobile US, Inc. (NASDAQ: TMUS) today reported second quarter 2016 results which again showed that the Company continues to dramatically outperform the industry in both customer and financial results. In the second quarter of 2016, T-Mobile added 1.9 million total net customers while delivering 12% growth in service revenue and 36% growth in Adjusted EBITDA year-over-year.

“We outperformed the competition again on every key metric, while delivering the best postpaid phone churn numbers in our history!” said John Legere, President and CEO of T-Mobile.  “Quarter after quarter this team continues to deliver results that are the best in the business despite the competition's best efforts to compete.”


Industry-Leading Customer Growth
In the second quarter of 2016, T-Mobile added 1.9 million net customers, bringing its total customer count to more than 67 million. This was the thirteenth consecutive quarter in which the Company has generated more than 1 million net customer additions. Since the launch of the first Un-carrier initiative in the first quarter of 2013, T-Mobile has added more than 24 million customers on a pro forma combined basis.


T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
1



T-Mobile saw ongoing strength in branded postpaid customers with net additions of 890,000 in the second quarter of 2016. The sequential and year-over-year decline was primarily due to the absence of iconic device launches in the period. Branded postpaid phone net customer additions were 646,000 in the second quarter of 2016, and T-Mobile led the industry in this metric for the 10th consecutive quarter.

Branded prepaid net customer additions in the second quarter of 2016 were 476,000, up 167% year-over-year primarily driven by MetroPCS. Wholesale net customer additions were 515,000 in the second quarter of 2016.

Branded postpaid phone churn was a record-low 1.27% in the second quarter of 2016, down 6 basis points compared to 1.33% in the first quarter of 2016 and down 5 basis points compared to 1.32% in the second quarter of 2015. Branded prepaid churn was 3.91% in the second quarter of 2016, compared to 3.84% in the first quarter of 2016 and 4.93% in the second quarter of 2015.


Industry-Leading Financial Growth
In addition to strong customer growth, T-Mobile delivered outstanding financial results and once again led the industry in year-over-year percentage growth in service revenue, total revenue, and Adjusted EBITDA in the second quarter of 2016.

Service revenues for the second quarter of 2016 grew by 12% year-over-year, primarily due to continued growth in the Company’s customer base. This marks the ninth consecutive quarter that T-Mobile has led the industry in year-over-year service revenue percentage growth. T-Mobile’s total revenues for the second quarter of 2016 grew by 13% year-over-year, which also led the industry for the twelfth time in the past thirteen quarters.

Branded postpaid phone Average Revenue per User (ARPU) of $47.11 in the second quarter of 2016 was up 1.9% sequentially and down 2.2% year-over-year. Excluding the impact of Data Stash, branded postpaid phone ARPU was generally stable both sequentially and year-over-year as continued strategic focus on family plan penetration, promotional activity, and Un-carrier initiatives were offset by higher data attach rates and growth in insurance programs revenue. Branded postpaid Average Billings per User (ABPU) was $62.59 in the second quarter of 2016. Excluding the impact of Data Stash, branded postpaid ABPU was also generally stable both sequentially and year-over-year. Branded postpaid customers per account grew to 2.64 in the second quarter of 2016, up from 2.43 in the second quarter of 2015.

In the second quarter of 2016, Adjusted EBITDA increased by 36% year-over-year to $2.464 billion, due to growth in the customer base and lower losses on equipment, partially offset by higher SG&A expenses due to strategic investments to support the growing customer base, and a higher non-cash impact of Data Stash. The Adjusted EBITDA margin was 36% for the second quarter of 2016, compared to 30% in the prior year.

The aggregate impact from leasing and Data Stash on Adjusted EBITDA in the second quarter of 2016 was $279 million, including lease revenues of $367 million offset by the non-cash impact from Data Stash of $88 million.

Net income amounted to $225 million, down from $479 million in the first quarter of 2016 and down from $361 million in the second quarter of 2015. Earnings per share (EPS) in the second quarter of 2016 was $0.25, compared to EPS of $0.56 in the first quarter of 2016 and $0.42 in the second quarter of 2015. The sequential decline in EPS was due to the after-tax impact of $0.46 related to the spectrum gain included in EPS for the first quarter of 2016. The year-over-year decline was primarily due to higher interest expense and lower interest income in the second quarter of 2016, and lower income tax expense in the second quarter of 2015, partially offset by a higher operating income in the second quarter of 2016.

Net cash provided by operating activities was $1.768 billion in the second quarter of 2016, up from $1.161 billion in the second quarter of 2015. Free cash flow was $419 million in the second quarter of 2016, compared to an outflow of $30 million in the second quarter of 2015. Adjusted free cash flow was $485 million in the second quarter of 2016 compared to $73 million in the second quarter of 2015.


Continued Improvements in Fastest 4G LTE Network

T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
2



T-Mobile continued to make improvements to its 4G LTE network to support customer growth in the second quarter of 2016 and beyond. These improvements enabled T-Mobile to once again be the fastest 4G LTE network in the country based on download speeds from millions of user-generated tests. This is the tenth consecutive quarter that the Company has held that title.

Currently, T-Mobile provides 4G LTE coverage to 311 million people. The Company has deployed Wideband LTE nationwide to add capacity to America’s Fastest LTE Network and is expanding Extended Range LTE to enhance coverage and in-building performance. Extended Range LTE, which operates on the Company’s low-band 700 MHz A-Block spectrum, currently covers more than 200 million people in 350 market areas. In the first and second quarters of 2016, T-Mobile entered into agreements with multiple parties to acquire additional 700 MHz A-Block spectrum licenses. These acquisitions will increase T-Mobile’s total low-band spectrum holdings from 210 million POPs to 269 million POPs upon closing.

The Company is a qualified bidder in the 600 MHz broadcast incentive auction.

Cash capital expenditures reflect T-Mobile’s continued investment in the expansion of its 4G LTE network. In the second quarter of 2016, cash capital expenditures were $1.3 billion, in line with $1.3 billion in the first quarter of 2016 and up from $1.2 billion in the second quarter of 2015.


Highest Ranking in Total Ownership Experience
This week, T-Mobile was again ranked highest in Total Ownership Experience among full service U.S. wireless companies by J.D. Power, improving across the board in all metrics including Network Quality, Cost of Service, Account Management, Offerings & Promotions, Wireless Devices, Purchase Process and Customer Service.


Raising Customer Outlook and Narrowing Adjusted EBITDA Target for 2016
T-Mobile expects to drive further customer momentum while delivering strong growth in Adjusted EBITDA and free cash flow in 2016.

Branded postpaid net customer additions for full-year 2016 are now expected to be between 3.4 and 3.8 million, an increase from the previous guidance range of 3.2 to 3.6 million.

For the full-year 2016, T-Mobile now expects Adjusted EBITDA to be in the range of $9.8 to $10.1 billion, narrowing the previous guidance range of $9.7 to $10.2 billion. This guidance includes the aggregate impact from leasing and Data Stash now expected to be approximately $0.8 to $1.0 billion, and the spectrum gain of $0.6 billion recognized in the first quarter of 2016.

Cash capital expenditures for full-year 2016 are expected to be in the range of $4.5 to $4.8 billion, unchanged from previous guidance.


Quarterly Financial Results
For more details on T-Mobile’s second quarter 2016 financial results, including the Investor Factbook with detailed financial tables and reconciliations of certain historical non-GAAP measures disclosed in this release to the most comparable measures under GAAP, please visit T-Mobile US, Inc.'s Investor Relations website at http://investor.T-Mobile.com.

T-Mobile Social Media
Investors and others should note that the Company announces material financial and operational information to its investors using its investor relations website, press releases, SEC filings and public conference calls and webcasts. The Company also intends to use the @TMobileIR Twitter account (https://twitter.com/TMobileIR) and the @JohnLegere Twitter (https://twitter.com/JohnLegere), Facebook and Periscope accounts, which Mr. Legere also uses as a means for

T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
3



personal communications and observations, as means of disclosing information about the Company and its services and for complying with its disclosure obligations under Regulation FD. The information we post through these social media channels may be deemed material. Accordingly, investors should monitor these social media channels in addition to following the Company’s press releases, SEC filings and public conference calls and webcasts. The social media channels that the Company intends to use as a means of disclosing the information described above may be updated from time to time as listed on the Company’s investor relations website.

About T-Mobile US, Inc.:
As America's Un-carrier, T-Mobile US, Inc. (NASDAQ: TMUS) is redefining the way consumers and businesses buy wireless services through leading product and service innovation. The Company's advanced nationwide 4G LTE network delivers outstanding wireless experiences to 67.4 million customers who are unwilling to compromise on quality and value. Based in Bellevue, Washington, T-Mobile US provides services through its subsidiaries and operates its flagship brands, T-Mobile and MetroPCS. For more information, please visit http://www.t-mobile.com or join the conversation on Twitter using $TMUS.

Q2 2016 Earnings Call, Livestream and Webcast Access Information

Access via Phone (audio only):
Date:             Wednesday, July 27, 2016
Time:             10:30 a.m. (EDT)
Call-in Numbers:         800-432-9830
International:             719-234-7318
Participant Passcode:        5957614

Please plan on accessing the earnings call ten minutes prior to the scheduled start time.

Access via Social Media:
The @TMobileIR Twitter account will live-tweet the earnings call.

Submit Questions via Text, Twitter, or Facebook:
Text:                 Send a text message to 313131, enter the keyword TMUS followed by a space
Twitter:                 Send a tweet to @TMobileIR or @JohnLegere using $TMUS
Facebook:                                   Post a comment to John Legere’s Facebook Earnings post

Access via Webcast:
The earnings call will be broadcast live via the Company's Investor Relations website at http://investor.t-mobile.com. A replay of the earnings call will be available for two weeks starting shortly after the call concludes and can be accessed by dialing 888-203-1112 (toll free) or 719-457-0820 (international). The passcode required to listen to the replay is 5957414.

To automatically receive T-Mobile financial news by e-mail, please visit the T-Mobile Investor Relations website, http://investor.t-mobile.com, and subscribe to E-mail Alerts.

Forward-Looking Statements
This news release includes "forward-looking statements" within the meaning of the U.S. federal securities laws. Any statements made herein that are not statements of historical fact, including statements about T-Mobile US, Inc.'s plans, outlook, beliefs, opinions, projections, guidance, strategy, expected network modernization and other advancements, are forward-looking statements. Generally, forward-looking statements may be identified by words such as "anticipate," "expect," "suggests," "plan," “project,” "believe," "intend," "estimates," "targets," "views," "may," "will," "forecast," and other similar expressions. The forward-looking statements speak only as of the date made, are based on current assumptions and expectations, and involve a number of risks and uncertainties. Important factors that could affect future results and cause those results to differ materially from those expressed in the forward-looking statements include, among others, the following: our ability to compete in the highly competitive U.S. wireless telecommunications industry; adverse conditions in the U.S. and international economies and markets; significant capital commitments and the capital expenditures required to effect our business plan; our ability to adapt to future changes in technology, enhance existing offerings, and introduce new offerings to address customers' changing demands; changes in legal and regulatory requirements, including any change or increase in restrictions on our ability to operate our network; our ability to successfully maintain and improve our network, and the possibility of incurring additional costs in doing so; major equipment failures; severe weather conditions or other force majeure events; and other risks described in our filings with the Securities and

T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
4



Exchange Commission, including those described in our most recently filed Annual Report on Form 10-K. You should not place undue reliance on these forward-looking statements. We do not undertake to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.


Press Contact:                                     Investor Relations Contact:
Media Relations                                    Nils Paellmann
T-Mobile US, Inc.                                T-Mobile US, Inc.
mediarelations@t-mobile.com                            877-281-TMUS or 212-358-3210
http://newsroom.t-mobile.com                            investor.relations@t-mobile.com    
http://investor.t-mobile.com

T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
5



T-Mobile US, Inc.
Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures
(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 for the non-GAAP financial measures to the most directly comparable GAAP financial measures are provided below. As T-Mobile does not or cannot predict or forecast certain of the expenses which are excluded from Adjusted EBITDA, but which would be required for the presentation of projected net income, T-Mobile does not provide projected net income or reconciliations to GAAP in the forward-looking financial measures.

Adjusted EBITDA is reconciled to net income (loss) as follows:

 
Quarter
 
Six Months Ended June 30,
(in millions)
Q1 2015
 
Q2 2015
 
Q3 2015
 
Q4 2015
 
Q1 2016
 
Q2 2016
 
2015
 
2016
Net income
$
(63
)
 
$
361

 
$
138

 
$
297

 
$
479

 
$
225

 
$
298

 
$
704

Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
261

 
257

 
262

 
305

 
339

 
368

 
518

 
707

Interest expense to affiliates
64

 
92

 
121

 
134

 
79

 
93

 
156

 
172

Interest income
(112
)
 
(114
)
 
(109
)
 
(85
)
 
(68
)
 
(68
)
 
(226
)
 
(136
)
Other expense (income), net
8

 
(1
)
 
1

 
3

 
2

 
3

 
7

 
5

Income tax expense (benefit)
(41
)
 
2

 
100

 
184

 
272

 
147

 
(39
)
 
419

Operating income
117

 
597

 
513

 
838

 
1,103

 
768

 
714

 
1,871

Depreciation and amortization
1,087

 
1,075

 
1,157

 
1,369

 
1,552

 
1,575

 
2,162

 
3,127

Cost of MetroPCS business combination
128

 
34

 
193

 
21

 
36

 
59

 
162

 
95

Stock-based compensation (1)
56

 
71

 
43

 
52

 
53

 
61

 
127

 
114

Other, net

 
40

 
2

 

 
5

 
1

 
40

 
6

Adjusted EBITDA
$
1,388

 
$
1,817

 
$
1,908

 
$
2,280

 
$
2,749

 
$
2,464

 
$
3,205

 
$
5,213


(1)
Stock-based compensation includes payroll tax impacts and may not agree to stock based compensation expense in the condensed consolidated financial statements.

Adjusted EBITDA - Earnings before interest expense (net of interest income), tax, depreciation, amortization, stock-based compensation and expenses not reflective of T-Mobile's ongoing operating performance. Adjusted EBITDA margin represents Adjusted EBITDA divided by service revenues. Adjusted EBITDA is a non-GAAP financial measure utilized by T-Mobile's management to monitor the financial performance of its operations. T-Mobile uses Adjusted EBITDA internally as a metric to evaluate and compensate its personnel and management for their performance, and as a benchmark to evaluate T-Mobile's operating performance in comparison to its competitors. Management believes analysts and investors use Adjusted EBITDA as a supplemental measure to evaluate overall operating performance and facilitate comparisons with other wireless communications companies because it is more indicative of T-Mobile's ongoing performance and trends by excluding certain expenses which are either nonrecurring or may not be indicative of T-Mobile's directly controllable operating results. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for income from operations, net income, or any other measure of financial performance reported in accordance with GAAP.



T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
6



T-Mobile US, Inc.
Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures (continued)
(Unaudited)

The following tables illustrate the calculation of ARPU and ABPU and reconcile these measures to the related service revenues, which we consider to be the most directly comparable GAAP financial measure to ARPU and ABPU:

 
Quarter
 
Six Months Ended June 30,
(in millions, except average number of customers, ARPU and ABPU)
Q1 2015
 
Q2 2015
 
Q3 2015
 
Q4 2015
 
Q1 2016
 
Q2 2016
 
2015
 
2016
Calculation of Branded Postpaid Phone ARPU
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid service revenues
$
3,774

 
$
4,075

 
$
4,197

 
$
4,337

 
$
4,302

 
$
4,509

 
$
7,849

 
$
8,811

Less: Branded postpaid mobile broadband revenues
(109
)
 
(135
)
 
(165
)
 
(179
)
 
(182
)
 
(193
)
 
(244
)
 
(375
)
Branded postpaid phone service revenues
$
3,665

 
$
3,940

 
$
4,032

 
$
4,158

 
$
4,120

 
$
4,316

 
$
7,605

 
$
8,436

Divided by: Average number of branded postpaid phone customers (in thousands) and number of months in period
26,313

 
27,250

 
28,003

 
28,849

 
29,720

 
30,537

 
26,781

 
30,128

Branded postpaid phone ARPU
$
46.43

 
$
48.19

 
$
47.99

 
$
48.05

 
$
46.21

 
$
47.11

 
$
47.33

 
$
46.67

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calculation of Branded Postpaid ABPU
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid service revenues
$
3,774

 
$
4,075

 
$
4,197

 
$
4,337

 
$
4,302

 
$
4,509

 
$
7,849

 
$
8,811

EIP billings
1,292

 
1,393

 
1,409

 
1,400

 
1,324

 
1,344

 
2,685

 
2,668

Lease revenues

 

 
30

 
194

 
342

 
367

 

 
709

Total billings for branded postpaid customers
$
5,066

 
$
5,468

 
$
5,636

 
$
5,931

 
$
5,968

 
$
6,220

 
$
10,534

 
$
12,188

Divided by: Average number of branded postpaid customers (in thousands) and number of months in period
27,717

 
28,797

 
29,838

 
31,013

 
32,140

 
33,125

 
28,257

 
32,633

Branded postpaid ABPU
$
60.94

 
$
63.29

 
$
62.96

 
$
63.74

 
$
61.90

 
$
62.59

 
$
62.14

 
$
62.25

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calculation of Branded Prepaid ARPU
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded prepaid service revenues
$
1,842

 
$
1,861

 
$
1,894

 
$
1,956

 
$
2,025

 
$
2,119

 
$
3,703

 
$
4,144

Divided by: Average number of branded prepaid customers (in thousands) and number of months in period
16,238

 
16,396

 
16,853

 
17,330

 
17,962

 
18,662

 
16,317

 
18,312

Branded prepaid ARPU
$
37.81

 
$
37.83

 
$
37.46

 
$
37.63

 
$
37.58

 
$
37.86

 
$
37.82

 
$
37.72


Average Revenue Per User (ARPU) - Average monthly service revenue earned from customers. Service revenues for the specified period divided by the average customers during the period, further divided by the number of months in the period.

Branded postpaid phone ARPU excludes mobile broadband customers and related revenues.

Average Billings per User (ABPU) - Average monthly branded postpaid service revenue earned from customers plus monthly EIP billings and lease revenues divided by the average branded postpaid customers during the period, further divided by the number of months in the period. T-Mobile believes branded postpaid ABPU is indicative of estimated cash collections, including device financing payments, from T-Mobile's customers each month.



T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
7



T-Mobile US, Inc.
Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures (continued)
(Unaudited)

Net debt (excluding Tower Obligations) to last twelve months adjusted EBITDA ratio is calculated as follows:

(in millions, except net debt ratio)
Mar 31,
2015
 
Jun 30,
2015
 
Sep 30,
2015
 
Dec 31,
2015
 
Mar 31,
2016
 
Jun 30,
2016
Short-term debt
$
467

 
$
386

 
$
114

 
$
182

 
$
365

 
$
258

Long-term debt to affiliates
5,600

 
5,600

 
5,600

 
5,600

 
5,600

 
5,600

Long-term debt (1)
16,248

 
16,373

 
16,430

 
20,461

 
20,505

 
21,574

Less: Cash and cash equivalents
(3,032
)
 
(2,642
)
 
(2,633
)
 
(4,582
)
 
(3,647
)
 
(5,538
)
Less: Short-term investments

 

 

 
(2,998
)
 
(2,925
)
 

Net Debt (excluding Tower Obligations)
$
19,283

 
$
19,717

 
$
19,511

 
$
18,663

 
$
19,898

 
$
21,894

Divided by: Last twelve months Adjusted EBITDA
$
5,936

 
$
6,302

 
$
6,864

 
$
7,393

 
$
8,754

 
$
9,401

Net Debt (excluding Tower Obligations) to Last Twelve Months Adjusted EBITDA Ratio
3.2

 
3.1

 
2.8

 
2.5

 
2.3

 
2.3


(1)
Long-term debt as of March 31, 2015 through December 31, 2015 has been restated for the adoption of Accounting Standards Update 2015-03, “Simplifying the Presentation of Debt Issuance Costs” in the first quarter of 2016. The impact to the Net Debt (excluding Tower Obligations) to Last Twelve Months Adjusted EBITDA Ratio was not significant.

Net debt - Short-term debt, long-term debt to affiliates, and long-term debt (excluding tower obligations), less cash and cash equivalents and short-term investments.

Free cash flow and adjusted free cash flow are calculated as follows:

 
Quarter
 
Six Months Ended June 30,
(in millions)
Q1 2015
 
Q2 2015
 
Q3 2015
 
Q4 2015
 
Q1 2016
 
Q2 2016
 
2015
 
2016
Net cash provided by operating activities
$
489

 
$
1,161

 
$
1,531

 
$
2,233

 
$
1,025

 
$
1,768

 
$
1,650

 
$
2,793

Cash purchases of property and equipment
(982
)
 
(1,191
)
 
(1,120
)
 
(1,431
)
 
(1,335
)
 
(1,349
)
 
(2,173
)
 
(2,684
)
Free Cash Flow
(493
)
 
(30
)
 
411

 
802

 
(310
)
 
419

 
(523
)
 
109

MetroPCS CDMA network decommissioning payments
71

 
103

 
76

 
95

 
63

 
66

 
174

 
129

Adjusted Free Cash Flow
$
(422
)
 
$
73

 
$
487

 
$
897

 
$
(247
)
 
$
485

 
$
(349
)
 
$
238


Free Cash Flow - Net cash provided by operating activities less cash capital expenditures for property and equipment. Free Cash Flow is utilized by T-Mobile's management, investors, and analysts to evaluate cash available to pay debt and provide further investment in the business.


Adjusted Free Cash Flow - Free Cash Flow excluding decommissioning payments related to the shutdown of the CDMA portion of the MetroPCS network.



T-Mobile US, Inc.
12920 SE 38th Street
Bellevue, Washington 98006
Phone 1-800-318-9270
Internet http://www.T-Mobile.com
8
(Back To Top)

Section 3: EX-99.2 (TMUS EXHIBIT 99.2)

Exhibit
EXHIBIT 99.2


1


 
CUSTOMER METRICS
Branded Postpaid Customers
Branded postpaid net customer additions were 890,000 in the second quarter of 2016 compared to 1,041,000 in the first quarter of 2016 and 1,008,000 in the second quarter of 2015. The sequential and year-over-year decline in branded postpaid net customer additions was primarily due to the absence of iconic device launches in the period.
Branded postpaid phone net customer additions were 646,000 in the second quarter of 2016, compared to 877,000 in the first quarter of 2016 and 760,000 in the second quarter of 2015. T-Mobile led the industry in branded postpaid phone net customer additions for the 10th consecutive quarter.
Branded postpaid mobile broadband net customer additions were 244,000 in the second quarter of 2016, compared to 164,000 in the first quarter of 2016 and 248,000 in the second quarter of 2015.
Branded postpaid phone churn was 1.27% in the second quarter of 2016, down 6 basis points from 1.33% in the first quarter of 2016 and down 5 basis points from 1.32% in the second quarter of 2015. This quarter marked the best ever branded postpaid phone churn performance in the Company’s history. The sequential and year-over-year decline in churn reflects a reduction in promotional activity across the industry in the second quarter of 2016 as well as ongoing improvements in the Company’s network, customer service, and the overall value of its offerings in the marketplace, resulting in increased customer satisfaction and loyalty.
In June 2016, T-Mobile entered into an agreement under which the Company agreed to sell its marketing and distribution rights to certain existing T-Mobile co-branded customers to a current MVNO partner. The transaction, expected to close late third quarter of 2016, is subject to regulatory approval and other closing conditions. Assuming closing, approximately 1.4 million branded postpaid phone customers and approximately 0.3 million branded prepaid customers would transition to being reported as wholesale customers. The customer transition is expected to have a significant impact on reported branded postpaid phone churn following closing. For example, on a pro-forma basis as if the transaction closed at the beginning of the second quarter of 2016, reported branded postpaid phone churn would have been 18 basis points lower at 1.09%.




2


Branded Prepaid Customers
Branded prepaid net customer additions were 476,000 in the second quarter of 2016, compared to 807,000 in the first quarter of 2016 and 178,000 in the second quarter of 2015. The sequential decline was primarily due to seasonal factors. The year-over-year increase was primarily driven by successful MetroPCS promotional activities and continued growth in new markets.
Migrations to branded postpaid plans reduced branded prepaid net customer additions in the second quarter of 2016 by approximately 210,000, up from 200,000 in the first quarter of 2016 and 175,000 in the second quarter of 2015.
Branded prepaid churn was 3.91% in the second quarter of 2016, compared to 3.84% in the first quarter of 2016 and 4.93% in the second quarter of 2015. The sequential increase was primarily due to seasonal factors. The year-over-year decline was primarily impacted by strong performance at the MetroPCS brand and a methodology change that occurred in the third quarter of 2015.


Total Branded Customers
Total branded net customer additions were 1,366,000 in the second quarter of 2016 compared to 1,848,000 in the first quarter of 2016 and 1,186,000 in the second quarter of 2015. This was the 10th consecutive quarter in which branded net customer additions surpassed the one million milestone.









3


Wholesale Customers
Wholesale net customer additions were 515,000 in the second quarter of 2016 compared to 373,000 in the first quarter of 2016 and 886,000 in the second quarter of 2015.


Total Customers
Total net customer additions were 1,881,000 in the second quarter of 2016 compared to 2,221,000 in the first quarter of 2016 and 2,072,000 in the second quarter of 2015. This was the 13th consecutive quarter in which total net customer additions exceeded one million.
T-Mobile ended the second quarter of 2016 with 67.4 million total customers, up more than 24 million customers on a pro forma combined basis from the end of the first quarter of 2013, when T-Mobile launched the first Un-carrier initiative.


 
NETWORK
Network Modernization Update
T-Mobile now provides 4G LTE coverage to 311 million people. This is up from 308 million as of the first quarter 2016 earnings, and 290 million as of the second quarter 2015 earnings.
Wideband LTE, which refers to markets that have bandwidth of at least 15+15 MHz dedicated to 4G LTE, is now available nationwide, covering 224 million people.
Voice over LTE (“VoLTE”) comprised 57% of total voice call minutes in the second quarter of 2016 compared to 16% in the second quarter of 2015. Moving voice traffic to VoLTE frees up capacity and allows for an accelerated re-farming of spectrum currently used for 2G and 3G. T-Mobile is leading the US wireless industry in terms of VoLTE migration.


4


 
Network Speed
T-Mobile continues to have the fastest nationwide 4G LTE network in the U.S. based on download speeds from millions of user-generated tests. This is the tenth consecutive quarter that T-Mobile has led the industry in average download speeds.
In the second quarter of 2016, T-Mobile’s average 4G LTE download speed was 22.4 Mbps compared to Verizon at 21.6 Mbps, AT&T at 20.7 Mbps, and Sprint at 16.1 Mbps.


Spectrum
At the end of the second quarter of 2016, T-Mobile owns or has agreements to own an average of 86 MHz of spectrum across the top 25 markets in the U.S. The spectrum is comprised of an average of 12 MHz in the 700 MHz band, 30 MHz in the 1900 MHz PCS band, and 44 MHz in the AWS band.
During the first and second quarters of 2016, T-Mobile entered into agreements with multiple parties to acquire 700 MHz A-Block spectrum licenses covering approximately 59 million POPs for $1.1 billion. These transactions, the majority of which are expected to close in the second half of 2016, will increase T-Mobile’s low-band spectrum holdings from 210 million POPs to 269 million POPs upon closing and include the cities of Chicago, Nashville, Salt Lake City and Columbus.
The Company is a qualified bidder in the 600 MHz broadcast incentive auction.



5



A-Block Update
T-Mobile owns or has agreements to own 700 MHz A-Block spectrum covering 269 million people or approximately 83% of the U.S. population. The spectrum covers all of the top 10 market areas and 29 of the top 30 market areas in the U.S.
T-Mobile has deployed its 700 MHz A-Block spectrum in 350 market areas covering more than 200 million people under the brand name “Extended Range LTE.” Extended Range LTE travels up to twice as far as mid-band spectrum and works up to four times better in buildings. The Company expects to continue to aggressively roll-out new 700 MHz sites in 2016 including the cities of San Francisco, Phoenix, San Diego, and Las Vegas.


 
UN-CARRIER INITIATIVES
At the end of the second quarter of 2016, 95% of the branded postpaid customer base was on a Simple Choice plan, up from 94% at the end of the first quarter of 2016 and 93% at the end of the second quarter of 2015.
At the end of the second quarter of 2016, 14.0 million customers were enrolled in T-Mobile's JUMP! programs, up from 13.7 million at the end of the first quarter of 2016 and 11.3 million at the end of the second quarter of 2015.



6



Un-carrier Updates
Un-carrier 11: GET THANKED: On June 6, 2016, T-Mobile introduced its eleventh Un-carrier move, a set of initiatives dedicated exclusively to thanking T-Mobile customers. It was the biggest Un-carrier yet in terms of media coverage and social media discussions.
Stock UpTM is a program that provides eligible T-Mobile customers the opportunity to become T-Mobile owners by offering every existing and new account holder a full share of T-Mobile common stock. Customers can also grow their ownership by up to 100 shares per year by earning one share for every new active account they refer.
As part of Un-carrier 11, the Company also launched T-Mobile Tuesdays, a program that thanks all of our eligible customers with free stuff and a chance to win epic prizes every Tuesday. All customers need to do to get thanked is to download the T-Mobile Tuesdays app and check in every Tuesday to claim their gifts. Since T-Mobile Tuesdays launched, the app was ranked #1 on the Apple App Store and has been downloaded nearly 5 million times, and customers have hit the redemption button 8 million times to receive their gifts.
T-Mobile continues to add new and exciting gifts and prizes to the T-Mobile Tuesdays line-up. Most recently, the Company added free, unlimited data for Pokemon Go for a full year.
Binge On Amped: T-Mobile has continued to expand its popular video initiative to include even more services that can stream without using up customers’ high-speed data allotment. More than 100 video services now qualify including new services like PBS, ABC and Disney Channel in addition to initial program participants like Netflix, Hulu and HBO GO. T-Mobile customers have streamed more than three quarters of a billion hours of video without using their high-speed data allowance since the launch of Binge On in November 2015.


 
DEVICES
Total devices sold or leased were 8.9 million units in the second quarter of 2016 compared to 9.4 million units in the first quarter of 2016 and 8.3 million units in the second quarter of 2015.
Total smartphones sold or leased were 8.1 million units in the second quarter of 2016 compared to 8.8 million units in the first quarter of 2016 and 7.4 million units in the second quarter of 2015.
The upgrade rate for branded postpaid customers was approximately 6% in the second quarter of 2016 compared to approximately 7% in the first quarter of 2016 and approximately 9% in the second quarter of 2015.



7





 
DEVICE FINANCING
Equipment Installment Plans (EIP)
T-Mobile financed $1.562 billion of equipment sales on EIP in the second quarter of 2016, up 25.4% from $1.246 billion in the first quarter of 2016 and down 8.0% from $1.697 billion in the second quarter of 2015. The sequential increase was primarily due to the mix shift back to the EIP program which started in the first quarter of 2016 and continued in the second quarter of 2016. The year-over-year decrease was primarily due to promotions for devices, the impact of the JUMP! On Demand program launched at the end of the second quarter of 2015, and a lower upgrade rate for branded postpaid customers.
Customers on Simple Choice plans had associated EIP billings of $1.344 billion in the second quarter of 2016, up 1.5% compared to $1.324 billion in the first quarter of 2016 and down 3.5% from $1.393 billion in the second quarter of 2015. The sequential increase was primarily due to a higher level of devices financed using EIP plans. The year-over-year decline was primarily due to promotions for devices, the impact of the JUMP! On Demand program launched at the end of the second quarter of 2015, and a lower upgrade rate for branded postpaid customers in the second quarter of 2016.
Total EIP receivables, net of imputed discount and allowances for credit losses, was $2.662 billion at the end of the second quarter of 2016 compared to $3.053 billion at the end of the first quarter of 2016 and $5.114 billion at the end of the second quarter of 2015. The sequential and year-over-year decline in the total EIP receivables, net was primarily due to sales of certain EIP receivables and the impact of the JUMP! On Demand program launched at the end of the second quarter of 2015.
In the second quarter of 2016, T-Mobile amended the terms of its arrangement to sell certain EIP accounts receivable to increase its maximum funding commitment thereunder from $800 million to $1.3 billion. As of June 30, 2016, the arrangement provided funding of $1.2 billion, an increase of $0.4 billion, compared to March 31, 2016. T-Mobile will continue to service the customers and the related receivables, including facilitating customer payment collection, in exchange for a monthly fee.



8



Leasing Plans
Leased devices transferred from inventory to property and equipment, net was $52 million in the second quarter of 2016 compared to $653 million in the first quarter of 2016. The sequential decline was primarily due to the continued mix shift back to the EIP program in the second quarter of 2016.
Depreciation expense associated with leased devices was $397 million in the second quarter of 2016 compared to $403 million in the first quarter of 2016.
Leased devices included in property and equipment, net were $1.878 billion at the end of the second quarter of 2016 compared to $2.223 billion at the end of the first quarter of 2016.
Lease revenues were $367 million in the second quarter of 2016 compared to $342 million in the first quarter of 2016.
Original consideration received and lease revenues, net were $327 million in the second quarter of 2016, down from $377 million in the first quarter of 2016. Original consideration represents cash down payments received from customers at operating lease inception, which is amortized over the term of the lease. Lease revenues, net exclude amortization of the original consideration.
The difference between the original consideration received and lease revenues, net, and the amount of leased devices transferred from inventory to property and equipment, net of returns approximates the working capital impact of leasing.
Future minimum lease payments expected to be received over the lease term were $1.178 billion at the end of the second quarter of 2016, down from $1.425 billion at the end of the first quarter of 2016. Future minimum lease payments exclude optional residual buy-out amounts at the end of the lease term.



9



 
CUSTOMER QUALITY

Total bad debt expense and losses from sales of receivables was $165 million in the second quarter of 2016 compared to $173 million in the first quarter of 2016 and $156 million in the second quarter of 2015.
As a percentage of total revenues, total bad debt expense and losses from sales of receivables was 1.79% in the second quarter of 2016 compared to 2.01% in the first quarter of 2016 and 1.91% in the second quarter of 2015.
Total bad debt expense and losses from sales of receivables was sequentially lower in the second quarter of 2016. Typically, bad debt expense tends to increase seasonally in the second half of the year compared to the first half.
EIP receivables classified as Prime were 42% of total EIP receivables at the end of the second quarter of 2016, down compared to 47% at the end of the first quarter of 2016 and 52% at the end of the second quarter of 2015. The sequential and year-over-year decline in EIP receivables classified as Prime was due to the continued sales of certain EIP receivables and the additional EIP securitization in the second quarter of 2016. Including the EIP receivables sold, total EIP receivables classified as Prime were 53% at the end of the second quarter of 2016, compared to 52% at the end of the first quarter of 2016.




10


 
REVENUE METRICS

Branded Postpaid Phone ARPU
Branded postpaid phone ARPU was $47.11 in the second quarter of 2016, up 1.9% from $46.21 in the first quarter of 2016 and down 2.2% from $48.19 in the second quarter of 2015. As noted in prior quarters, branded postpaid phone ARPU in the second quarter of 2016 was impacted by the non-cash net revenue deferral for Data Stash.
Excluding the impact of Data Stash, branded postpaid phone ARPU in the second quarter of 2016 increased by 0.8% sequentially and declined by 0.4% year-over-year. Branded postpaid phone ARPU was generally stable as continued strategic focus on family plan penetration, promotional activity, and Un-carrier initiatives were offset by higher data attach rates and growth in insurance programs revenue.


Branded Postpaid ABPU
Branded postpaid ABPU was $62.59 in the second quarter of 2016, up 1.1% from $61.90 in the first quarter of 2016 and down 1.1% from $63.29 in the second quarter of 2015. Branded postpaid ABPU in the second quarter of 2016 was impacted by the non-cash net revenue deferral for Data Stash.
Excluding the impact of Data Stash, branded postpaid ABPU in the second quarter of 2016 increased by 0.3% sequentially and by 0.3% year-over-year. Sequentially and year-over-year, the slight increase in branded postpaid ABPU was primarily due to stability in branded postpaid phone ARPU. Growth in total lease revenues and EIP billings on a per user basis also contributed to the year-over-year increase.




11


Branded Postpaid Customers per Account
Branded postpaid customers per account was 2.64 at the end of the second quarter of 2016, compared to 2.59 at the end of the first quarter of 2016 and 2.43 at the end of the second quarter of 2015. The sequential and year-over-year increase was primarily due to ongoing service promotions targeting families and increased penetration of mobile broadband devices.


Branded Prepaid ARPU
Branded prepaid ARPU was $37.86 in the second quarter of 2016, up 0.7% from $37.58 in the first quarter of 2016 and flat compared to $37.83 in the second quarter of 2015. Sequentially and year-over-year, the slight increases were primarily due to an increase in the mix of branded prepaid customers choosing plans with more data, partially offset by dilution from growth of customers on rate plan promotions.


 
REVENUES
Service Revenues
T-Mobile once again led the industry in year-over-year service revenue percentage growth in the second quarter of 2016. This marks the ninth consecutive quarter that T-Mobile has led the industry in year-over-year service revenue percentage growth.
Service revenues were $6.888 billion in the second quarter of 2016, up 4.7% from $6.578 billion in the first quarter of 2016 and up 12.1% from $6.144 billion in the second quarter of 2015.






12



Sequentially, the increase in service revenues was primarily due to growth in the Company’s customer base from the continued success of T-Mobile’s Un-carrier initiatives and the Company’s prepaid brands, strong customer response to promotional activities targeting families, growth in insurance programs revenue, and a sequentially lower non-cash net revenue deferral from Data Stash, which totaled $88 million in the second quarter of 2016, compared to $138 million in the first quarter of 2016.
Year-over-year, the increase in service revenues was primarily due to growth in the Company’s customer base from the continued success of T-Mobile’s Un-carrier initiatives and the Company’s prepaid brands, strong customer response to promotional activities targeting families, and growth in insurance programs revenue. These increases were partially offset by a higher non-cash net revenue deferral from Data Stash, which totaled $88 million in the second quarter of 2016, compared to $3 million in the second quarter of 2015.


Equipment Revenues
Equipment revenues were $2.188 billion in the second quarter of 2016, up 18.2% from $1.851 billion in the first quarter of 2016 and up 14.3% from $1.915 billion in the second quarter of 2015. Equipment revenues in the second quarter of 2016 were comprised of lease revenues of $367 million and non-leased revenues of $1.821 billion.
Sequentially, the increase in equipment revenues was primarily due to the continued mix shift back to the EIP program during the second quarter of 2016, which resulted in an increase in the average revenue per device sold and the number of devices sold. Under the EIP program, equipment revenues are recognized when the device is delivered to the customer rather than over the term of a lease, resulting in higher equipment revenues for the quarter.
Year-over-year, the increase in equipment revenues was primarily due to an increase in lease revenues and a higher number of devices sold, partially offset by a lower average revenue per device sold due to promotions for devices and the impact from the JUMP! On Demand program, which launched at the end of the second quarter of 2015.



13



Total Revenues
T-Mobile once again led the industry in year-over-year total revenue percentage growth in the second quarter of 2016. This marks the twelfth time in the past thirteen quarters that T-Mobile has led the industry in year-over-year total revenue percentage growth.
Total revenues were $9.222 billion in the second quarter of 2016, up 7.2% from $8.599 billion in the first quarter of 2016 and up 12.8% from $8.179 billion in the second quarter of 2015.
Sequentially, the increase in total revenues was primarily due to higher equipment revenues from the continued mix shift back to the EIP program and an increase in service revenues in the second quarter of 2016.
Year-over-year, the increase in total revenues was primarily due to higher service revenues from growth in the customer base and higher equipment revenues.


 
OPERATING EXPENSES
Cost of Services
Cost of services was $1.429 billion in the second quarter of 2016, up 0.6% from $1.421 billion in the first quarter of 2016 and up 2.3% from $1.397 billion in the second quarter of 2015.
Year-over-year, the increase in cost of services was primarily due to the network expansion, 700 MHz A-Block build-out, higher lease expense and higher regulatory program costs, partially offset by lower domestic customer roaming and lower long distance costs.



14



Cost of Equipment Sales
Cost of equipment sales was $2.619 billion in the second quarter of 2016, up 10.3% from $2.374 billion in the first quarter of 2016 and down 1.6% from $2.661 billion in the second quarter of 2015.
Sequentially, the increase in cost of equipment sales was primarily due to the continued mix shift back to the EIP program during the second quarter of 2016, which resulted in an increase in the average cost per device sold and the number of devices sold. Under the EIP program, the cost of a device is recognized as cost of equipment sales at the time the device is delivered to the customer rather than recognized as depreciation expense over the term of the lease, resulting in higher cost of equipment sales for the quarter.
Year-over-year, the decrease was primarily driven by a lower average cost per device sold due in part to the impact from the JUMP! On Demand program which launched at the end of the second quarter of 2015, partially offset by an increase in the number of devices sold.


Selling, General and Admin. (SG&A) Expenses
SG&A expenses were $2.772 billion in the second quarter of 2016, up 0.8% from $2.749 billion in the first quarter of 2016 and up 13.7% from $2.438 billion in the second quarter of 2015.
Sequentially, the slight increase in SG&A expenses was primarily due to strategic investments to support growing the customer base, partially offset by lower commissions due to lower branded customer additions.
Year-over-year, the increase was primarily due to strategic investments to support the growing customer base including higher promotional costs, employee-related expenses and commissions driven by higher branded customer additions.



15



Depreciation and Amortization (D&A)
D&A was $1.575 billion in the second quarter of 2016, up 1.5% from $1.552 billion in the first quarter of 2016 and up 46.5% from $1.075 billion in the second quarter of 2015. D&A in the second quarter of 2016 was comprised of device lease-related D&A of $397 million and non-device lease-related D&A of $1.178 billion.
Sequentially, the increase in D&A was primarily due to an increase in non-device lease related D&A related to the continued build-out of the Company’s 4G LTE network, partially offset by a decrease in device lease-related D&A.
Year-over-year, the increase was primarily due to the impact of leasing. Under leasing, the cost of the leased device is recognized as depreciation expense over the term of the lease rather than recognized as cost of equipment sales when the device is delivered to the customer. The total number of leased devices was higher year-over-year, resulting in higher depreciation expense.


 
ADJUSTED EBITDA
T-Mobile led the industry in year-over-year Adjusted EBITDA percentage growth in the second quarter of 2016.
Adjusted EBITDA was $2.464 billion in the second quarter of 2016, down 10.4% from $2.749 billion in the first quarter of 2016 and up 35.6% from $1.817 billion in the second quarter of 2015.
Excluding spectrum gains from the first quarter of 2016 and the second quarter of 2015, Adjusted EBITDA increased by 16.6% sequentially and by 37.3% year-over-year.


16


Sequentially, the decline in Adjusted EBITDA was primarily due to the spectrum gain recorded in the first quarter of 2016. Excluding the spectrum gain, Adjusted EBITDA increased primarily due to growth in the customer base and lower losses on equipment, and a sequentially lower non-cash impact of Data Stash.
Year-over-year, the increase in Adjusted EBITDA was primarily due to growth in the customer base and lower losses on equipment, partially offset by higher SG&A expenses due to strategic investments to support the growing customer base and a higher non-cash impact of Data Stash.
Adjusted EBITDA margin was 36% in the second quarter of 2016 compared to 42% in the first quarter of 2016 and 30% in the second quarter of 2015. Excluding spectrum gains from the first quarter of 2016 and the second quarter of 2015, Adjusted EBITDA margin was 36% in the second quarter of 2016, compared to 32% in the first quarter of 2016 and 29% in the second quarter of 2015.
The aggregate impact from leasing and Data Stash on Adjusted EBITDA in the second quarter of 2016 was $279 million. Lease revenues were $367 million and the net impact from Data Stash was $88 million in the second quarter of 2016.


NET INCOME AND EARNINGS PER SHARE
Net income was $225 million in the second quarter of 2016 compared to net income of $479 million in the first quarter of 2016 and $361 million in the second quarter of 2015.
Earnings per share was $0.25 in the second quarter of 2016 compared to earnings per share of $0.56 in the first quarter of 2016 and $0.42 in the second quarter of 2015. Sequentially the decrease was primarily due to the after-tax impact of the spectrum gain of $0.46 in the first quarter of 2016. Year-over-year, the decrease was due to several factors: higher interest expense related to higher debt balances with third parties, lower interest income, and lower income tax expense in the second quarter of 2015 due to the impact of income tax benefits for discrete income tax items recognized in 2015. These decreases were offset by higher operating income.




17


CAPITAL EXPENDITURES
Cash capital expenditures for property and equipment were $1.349 billion in the second quarter of 2016 compared to $1.335 billion in the first quarter of 2016 and $1.191 billion in the second quarter of 2015. The sequential and year-over-year increases were primarily due to the timing of network spend in connection with T-Mobile’s build out of its 4G LTE network.
Cash capital expenditures for property and equipment for the six months ended were $2.684 billion in 2016 compared to $2.173 billion for the same period in 2015, an increase of $511 million.


FREE CASH FLOW
Net cash provided by operating activities was $1.768 billion in the second quarter of 2016, compared to $1.025 billion in the first quarter of 2016 and $1.161 billion in the second quarter of 2015.
Free Cash Flow was $419 million in the second quarter of 2016, compared to an outflow of $310 million in the first quarter of 2016 and an outflow of $30 million in the second quarter of 2015. Sequentially, the increase in free cash flow was primarily due to an increase in net cash provided by operating activities including sales of certain EIP receivables. Year-over-year, the increase in free cash flow was primarily due to an increase in net cash provided by operating activities, partially offset by an increase in cash capital expenditures. Sequentially and year-over-year, the net cash proceeds related to sales of certain EIP receivables increased by $0.4 billion.
Adjusted Free Cash Flow was $485 million in the second quarter of 2016, compared to an outflow of $247 million in the first quarter of 2016 and an inflow of $73 million in the second quarter of 2015. Adjusted Free Cash Flow excludes decommissioning payments related to the one-time shutdown of the CDMA portion of the MetroPCS network. Decommissioning payments in the second quarter of 2016 were $66 million, compared to $63 million in the first quarter of 2016 and $103 million in the second quarter of 2015.
Adjusted Free Cash Flow for the six months ended was $238 million in 2016 compared to an outflow of $349 million for the same period in 2015 in spite of cash capital expenditures which increased by $511 million, and the paydown of Accounts payable and accrued liabilities amounting to $837 million in the first half of 2016, compared to $546 million in the first half of 2015.



18



CAPITAL STRUCTURE
Net debt, excluding tower obligations, at the end of the second quarter of 2016 was $21.894 billion.
Total debt, excluding tower obligations, at the end of the second quarter of 2016 was $27.432 billion and was comprised of short-term debt of $258 million, long-term debt to affiliates of $5.600 billion, and long-term debt of $21.574 billion.
The ratio of net debt, excluding tower obligations, to Adjusted EBITDA for the trailing last twelve month (“LTM”) period was 2.3x at the end of the second quarter of 2016 compared to 2.3x at the end of the first quarter of 2016 and 3.1x at the end of the second quarter of 2015.
The Company’s cash position remains strong with $5.538 billion in cash and cash equivalents at the end of the second quarter of 2016. The cash and short-term investments balance decreased in the second quarter of 2016 compared to the first quarter of 2016 primarily due to the Company making a refundable deposit of $2.203 billion to a third party in connection with a potential asset purchase.
On April 1, 2016, T-Mobile issued $1.0 billion of 6% Senior Notes due 2024 in a registered public offering.
On April 25, 2016, T-Mobile entered into a purchase agreement with Deutsche Telekom AG (“Deutsche Telekom”), under which T-Mobile may, at its option, issue and sell to Deutsche Telekom up to $1.35 billion of 6.000% Senior Notes due 2024.
On April 29, 2016, T-Mobile and certain of its affiliates, as guarantors, entered into another purchase agreement with Deutsche Telekom, under which T-Mobile may, at its option, issue and sell to Deutsche Telekom up to an additional $650 million of 6.000% Senior Notes due 2024.
T-Mobile expects to use the net proceeds from these offerings for the purchase of spectrum licenses, or if not used for spectrum purchases, refinancing of existing debt, or general corporate purposes.




19


 
GUIDANCE
T-Mobile expects to drive further customer momentum while delivering strong growth in Adjusted EBITDA and free cash flow in 2016.
Branded postpaid net customer additions for full-year 2016 are now expected to be between 3.4 and 3.8 million, an increase from the previous guidance range of 3.2 to 3.6 million.
For full-year 2016, T-Mobile now expects Adjusted EBITDA to be in the range of $9.8 to $10.1 billion, narrowing the previous guidance range of $9.7 to $10.2 billion. This guidance includes the aggregate impact from leasing and Data Stash now expected to be approximately $0.8 to $1.0 billion, and the spectrum gain of $0.6 billion recognized in the first quarter of 2016.
Cash capital expenditures for full-year 2016 are expected to be in the range of $4.5 to $4.8 billion, unchanged from previous guidance.


 
UPCOMING EVENTS (All dates and attendance tentative)
Oppenheimer 19th Annual Technology, Internet & Communications Conference, August 9-10, 2016, Boston, MA
Goldman Sachs 25th Annual Communacopia Conference, September 20-22, 2016, New York, NY
Deutsche Bank Leveraged Finance Conference, September 26-28, 2016, Scottsdale, AZ




20


 
CONTACT INFORMATION
Press:                             
Media Relations                        
T-Mobile US, Inc.                                                
mediarelations@t-mobile.com                
http://newsroom.t-mobile.com                

Investor Relations:
Nils Paellmann, nils.paellmann@t-mobile.com
Ben Barrett, ben.barrett@t-mobile.com
Jon Perachio, jonathan.perachio@t-mobile.com
Cristal Dunkin, cristal.dunkin@t-mobile.com

877-281-TMUS or 212-358-3210
investor.relations@t-mobile.com
http://investor.t-mobile.com




21


T-Mobile US, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)

(in millions, except share and per share amounts)
June 30,
2016

December 31,
2015
Assets
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
5,538


$
4,582

Short-term investments


2,998

Accounts receivable, net of allowances of $125 and $116
1,866


1,788

Equipment installment plan receivables, net
1,831


2,378

Accounts receivable from affiliates
39


36

Inventories
1,388


1,295

Asset purchase deposit
2,203

 

Other current assets
1,415


1,813

Total current assets
14,280


14,890

Property and equipment, net
20,570


20,000

Goodwill
1,683


1,683

Spectrum licenses
25,536


23,955

Other intangible assets, net
486


594

Equipment installment plan receivables due after one year, net
831


847

Other assets
582


444

Total assets
$
63,968


$
62,413

Liabilities and Stockholders' Equity
 
 
 
Current liabilities
 
 
 
Accounts payable and accrued liabilities
$
6,985


$
8,084

Payables to affiliates
203


135

Short-term debt
258


182

Deferred revenue
936


717

Other current liabilities
370


410

Total current liabilities
8,752


9,528

Long-term debt
21,574


20,461

Long-term debt to affiliates
5,600


5,600

Tower obligations
2,634


2,658

Deferred tax liabilities
4,427


4,061

Deferred rent expense
2,548


2,481

Other long-term liabilities
1,038


1,067

Total long-term liabilities
37,821


36,328

Commitments and contingencies
 
 
 
Stockholders' equity
 
 
 
5.50% Mandatory Convertible Preferred Stock Series A, par value $0.00001 per share, 100,000,000 shares authorized; 20,000,000 and 20,000,000 shares issued and outstanding; $1,000 and $1,000 aggregate liquidation value



Common Stock, par value $0.00001 per share, 1,000,000,000 shares authorized; 824,116,744 and 819,773,724 shares issued, 822,704,856 and 818,391,219 shares outstanding



Additional paid-in capital
38,763


38,666

Treasury stock, at cost, 1,411,888 and 1,382,505 shares issued
(1
)


Accumulated other comprehensive loss
(1
)

(1
)
Accumulated deficit
(21,366
)

(22,108
)
Total stockholders' equity
17,395


16,557

Total liabilities and stockholders' equity
$
63,968


$
62,413



22


T-Mobile US, Inc.
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)

Three Months Ended
 
Six Months Ended June 30,
(in millions, except share and per share amounts)
June 30,
2016

March 31,
2016
 
June 30,
2015
 
2016
 
2015
Revenues

 

 

 
 
 
 
Branded postpaid revenues
$
4,509

 
$
4,302

 
$
4,075

 
$
8,811

 
$
7,849

Branded prepaid revenues
2,119

 
2,025

 
1,861

 
4,144

 
3,703

Wholesale revenues
207

 
200

 
164

 
407

 
322

Roaming and other service revenues
53

 
51

 
44

 
104

 
89

Total service revenues
6,888

 
6,578

 
6,144

 
13,466

 
11,963

Equipment revenues
2,188

 
1,851

 
1,915

 
4,039

 
3,766

Other revenues
146

 
170

 
120

 
316

 
228

Total revenues
9,222

 
8,599

 
8,179

 
17,821

 
15,957

Operating expenses

 

 

 
 
 
 
Cost of services, exclusive of depreciation and amortization shown separately below
1,429

 
1,421

 
1,397

 
2,850

 
2,792

Cost of equipment sales
2,619

 
2,374

 
2,661

 
4,993

 
5,340

Selling, general and administrative
2,772

 
2,749

 
2,438

 
5,521

 
4,810

Depreciation and amortization
1,575

 
1,552

 
1,075

 
3,127

 
2,162

Cost of MetroPCS business combination
59

 
36

 
34

 
95

 
162

Gains on disposal of spectrum licenses

 
(636
)
 
(23
)
 
(636
)
 
(23
)
Total operating expenses
8,454

 
7,496

 
7,582

 
15,950

 
15,243

Operating income
768

 
1,103

 
597

 
1,871

 
714

Other income (expense)

 

 

 
 
 
 
Interest expense
(368
)
 
(339
)
 
(257
)
 
(707
)
 
(518
)
Interest expense to affiliates
(93
)
 
(79
)
 
(92
)
 
(172
)
 
(156
)
Interest income
68

 
68

 
114

 
136

 
226

Other income (expense), net
(3
)
 
(2
)
 
1

 
(5
)
 
(7
)
Total other expense, net
(396
)
 
(352
)
 
(234
)
 
(748
)
 
(455
)
Income before income taxes
372

 
751

 
363

 
1,123

 
259

Income tax (expense) benefit
(147
)
 
(272
)
 
(2
)
 
(419
)
 
39

Net income
225

 
479

 
361

 
704

 
298

Dividends on preferred stock
(14
)
 
(14
)
 
(14
)
 
(28
)
 
(28
)
Net income attributable to common stockholders
$
211

 
$
465

 
$
347

 
$
676

 
$
270




 


 


 
 
 
 
Net income
$
225

 
$
479

 
$
361

 
$
704

 
$
298

Other comprehensive gain (loss), net of tax


 


 


 
 
 
 
Unrealized gain (loss) on available-for-sale securities, net of tax effect of $2, ($2), $0, $0 and $0
3

 
(3
)
 

 

 

Other comprehensive income (loss)
3

 
(3
)
 

 

 

Total comprehensive income
$
228

 
$
476

 
$
361

 
$
704

 
$
298

Earnings per share


 


 


 
 
 
 
Basic
$
0.26

 
$
0.57

 
$
0.43

 
$
0.82

 
$
0.33

Diluted
$
0.25

 
$
0.56

 
$
0.42

 
$
0.81

 
$
0.33

Weighted average shares outstanding


 


 


 
 
 
 
Basic
822,434,490

 
819,431,761

 
811,605,031

 
820,933,126

 
810,113,564

Diluted
829,752,956

 
859,382,827

 
821,122,537

 
829,662,053

 
819,548,539



23


T-Mobile US, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)

Three Months Ended
 
Six Months Ended June 30,
(in millions)
June 30, 2016
 
March 31, 2016
 
June 30, 2015
 
2016

2015
Operating activities
 
 
 
 
 
 

 


Net income
$
225

 
$
479

 
$
361

 
$
704

 
$
298

Adjustments to reconcile net income to net cash provided by operating activities
 
 
 
 
 
 


 


Depreciation and amortization
1,575

 
1,552

 
1,075

 
3,127

 
2,162

Stock-based compensation expense
60

 
52

 
56

 
112

 
111

Deferred income tax expense (benefit)
140

 
264

 
(2
)
 
404

 
(52
)
Bad debt expense
119

 
121

 
108

 
240

 
212

Losses from sales of receivables
46

 
52

 
48

 
98

 
113

Deferred rent expense
33

 
32

 
47

 
65

 
88

Gains on disposal of spectrum licenses

 
(636
)
 
(23
)
 
(636
)
 
(23
)
Changes in operating assets and liabilities
 
 
 
 
 
 


 


Accounts receivable
(105
)
 
(202
)
 
62

 
(307
)
 
(108
)
Equipment installment plan receivables
343

 
109

 
(350
)
 
452

 
(579
)
Inventories
3

 
(801
)
 
87

 
(798
)
 
(58
)
Deferred purchase price from sales of receivables
(204
)
 
21

 
(17
)
 
(183
)
 
(12
)
Other current and long-term assets
(56
)
 
185

 
35

 
129

 
126

Accounts payable and accrued liabilities
(345
)
 
(492
)
 
(153
)
 
(837
)
 
(546
)
Other current and long-term liabilities
(74
)
 
288

 
(182
)
 
214

 
(90
)
Other, net
8

 
1

 
9

 
9

 
8

Net cash provided by operating activities
1,768

 
1,025

 
1,161

 
2,793

 
1,650


 
 
 
 
 
 


 


Investing activities
 
 
 
 
 
 


 


Purchases of property and equipment
(1,349
)
 
(1,335
)
 
(1,191
)
 
(2,684
)
 
(2,173
)
Purchases of spectrum licenses and other intangible assets, including deposits
(2,245
)
 
(594
)
 
(148
)
 
(2,839
)
 
(1,844
)
Sales of short-term investments
2,923

 
75

 

 
2,998

 

Other, net
4

 
(6
)
 
2

 
(2
)
 
(12
)
Net cash used in investing activities
(667
)
 
(1,860
)
 
(1,337
)
 
(2,527
)
 
(4,029
)

 
 
 
 
 
 


 


Financing activities
 
 
 
 
 
 


 


Proceeds from issuance of long-term debt
997

 

 

 
997

 

Repayments of capital lease obligations
(43
)
 
(36
)
 
(6
)
 
(79
)
 
(11
)
Repayments of short-term debt for purchases of inventory, property and equipment, net
(150
)
 

 
(185
)
 
(150
)
 
(248
)
Repayments of long-term debt
(5
)
 
(5
)
 

 
(10
)
 

Tax withholdings on share-based awards
(3
)
 
(46
)
 
(70
)
 
(49
)
 
(98
)
Dividends on preferred stock
(14
)
 
(14
)
 
(14
)
 
(28
)
 
(28
)
Other, net
8

 
1

 
61

 
9

 
91

Net cash provided by (used in) financing activities
790

 
(100
)
 
(214
)
 
690

 
(294
)
Change in cash and cash equivalents
1,891

 
(935
)
 
(390
)
 
956

 
(2,673
)

 
 
 
 
 
 


 


Cash and cash equivalents
 
 
 
 
 
 


 


Beginning of period
3,647

 
4,582

 
3,032

 
4,582

 
5,315

End of period
$
5,538

 
$
3,647

 
$
2,642

 
$
5,538

 
$
2,642



24


T-Mobile US, Inc. Supplementary Operating and Financial Data

 
Quarter
 
Six Months Ended June 30,
(in thousands)
Q1 2015
 
Q2 2015
 
Q3 2015
 
Q4 2015
 
Q1 2016
 
Q2 2016
 
2015
 
2016
Customers, end of period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid phone customers
26,835

 
27,595

 
28,438

 
29,355

 
30,232

 
30,878

 
27,595

 
30,878

Branded postpaid mobile broadband customers
1,475

 
1,723

 
1,965

 
2,340

 
2,504

 
2,748

 
1,723

 
2,748

Total branded postpaid customers
28,310

 
29,318

 
30,403

 
31,695

 
32,736

 
33,626

 
29,318

 
33,626

Branded prepaid customers
16,389

 
16,567

 
17,162

 
17,631

 
18,438

 
18,914

 
16,567

 
18,914

Total branded customers
44,699

 
45,885

 
47,565

 
49,326

 
51,174

 
52,540

 
45,885

 
52,540

Wholesale customers
12,137

 
13,023

 
13,655

 
13,956

 
14,329

 
14,844

 </