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Sprint Reports Results for Second Fiscal Quarter of 2014

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Sprint Corporation (NYSE:S) today reported operating results for the second fiscal quarter of 2014, including consolidated net operating revenues of $8.5 billion, an operating loss of $192 million, and Adjusted EBITDA* of nearly $1.4 billion. These results occurred during a transitional quarter for the company, as Marcelo Claure was appointed the new president and chief executive officer in mid-August.

“We have started a transformational journey,” said Claure. “While the company continues to face headwinds, we have begun the first phase of our plan and are encouraged with the early results. Every day we are focused on improving our standing with consumers, improving our network and controlling our costs.”

Taking Actions to Improve the Business

Entering the quarter, the company faced challenges related to competitive positioning and adverse impacts to the customer experience resulting from its comprehensive network upgrade efforts over the last several quarters. As a result, the company has incurred losses of postpaid phone customers that are pressuring revenue trends. To address these challenges and begin to improve the performance trajectory, the company has initiated its transformation plan with a focus on four key areas.

  • Competitive Value Proposition
    During the quarter, the Sprint brand was repositioned with the launch of compelling new price plans and promotions designed to deliver the Best Value in Wireless.
    • Sprint Unlimited Plans offer the best value for individuals and couples at $50-$60/month per line.
    • Sprint Family Share Pack offers the best value for families and doubles the data of national competitors.
    • Sprint Business Share Plans offer lower rates and more data than national competitors’ smartphone plans.
    • Industry-first iPhone for Life leasing plan offers the lowest total cost of iPhone ownership for consumers starting at only $20/month.
  • Network
    • The company is focused on delivering a consistent, reliable network experience with competitive voice performance, data capacity to meet growing customer demand and improved coverage.
    • Deployment of Sprint’s multi-band 4G LTE service offering continues, with emphasis on completing the build out of the 800 MHz spectrum and expanding the 2.5 GHz spectrum coverage.
  • Cost Optimization
    • Sprint is undertaking a comprehensive review of all expenses to optimize its cost structure and is targeting $1.5 billion of annualized cost reductions compared to 2014 spending levels.
    • As part of the cost reduction efforts, the company is announcing additional headcount reductions of approximately 2,000 positions. Inclusive of recent work force actions, total labor cost is expected to decline $400 million on an annualized basis which will include internal and external labor costs.
  • People
    • The company has launched a management review and will seek to grow its leadership talent with a combination of internal candidates, new outside talent and SoftBank resources.

Early Market Results.

Early reaction to Sprint’s new positioning and offers is encouraging.

  • Postpaid phone gross additions grew 37 percent month-over-month in September and increased year-over-year for the first time in 2014.
  • Sprint platform postpaid phone net losses slowed by nearly 60 percent in September.
  • Sprint achieved its most successful iPhone launch in company history with record sales volumes.

“While we are pleased to see customers respond to our new value proposition, we must continue to take bold actions to reach our goal of returning to growth in postpaid phone customers,” added Claure. “By improving our competitive position and driving costs out of the business, we plan to deliver long-term value creation.”

Network Deployment Continues and Performance Improves

  • 4G LTE coverage expanded to 260 million people.
  • 2.5 GHz LTE deployment now covers 92 million people and remains on track to hit 100 million by the end of the year.
  • Sprint’s network recently received 94 first-place or shared first-place RootScore(R) Awards for reliability, call and/or text performance in cities across the country, according to recent reports by RootMetrics(R).

“In RootMetrics recent studies of many top population metro areas we’ve seen improvements in Sprint’s data network reliability and speeds from a year ago,” says Bill Moore, CEO of RootMetrics, an independent mobile analytics company. “This is good news for Sprint’s customers in these areas, who are benefiting from investments that Sprint has made in these markets.”

Quarterly Financial Results

  • Operating loss was $192 million compared to an operating loss of $398 million in the year-ago quarter primarily driven by lower depreciation and amortization as the year-ago period included accelerated depreciation related to CDMA assets.
  • Consolidated Adjusted EBITDA* of nearly $1.4 billion grew 3 percent over the prior year period, driven by double-digit growth within the Wireless segment. Wireless Adjusted EBITDA* of $1.37 billion increased 14 percent from the prior year period, as cost reductions across the business offset lower service revenues driven primarily by continued postpaid phone customer losses. Lower cost of service expenses related to the completion of the 3G and voice network replacement, lower net subsidy costs from the introduction of installment billing plans, and lower customer care and selling costs all contributed to the year-over-year growth.
  • Sprint platform net additions were 590,000, mostly driven by strong wholesale net additions.
  • Postpaid tablet net additions were 261,000 in the quarter, while phone losses were 500,000 and other device losses were 33,000.
  • Sprint had 55 million connections at the end of the quarter.

Updated Outlook

  • Given the success of the new offers, the company expects increased selling costs associated with significantly higher gross additions and upgrade volumes in the fiscal third quarter of 2014. In addition, the significant loss of postpaid phone customers over the last few quarters has pressured wireless service revenue, and this trend is expected to continue into the next quarter. Therefore, Consolidated Adjusted EBITDA* is expected to be $5.8 billion to $5.9 billion for calendar year 2014.
  • The company still expects to meet its 800 MHz and 2.5 GHz deployment targets for the year, and now expects capital expenditures to be under $6 billion for calendar year 2014.

Conference Call and Webcast

  • Date/Time: November 3, 2014 at 4:30 p.m. ET
  • Call-in Information
    • U.S./Canada: 866-360-1063 (ID: 96625910)
    • International: 706-634-7849 (ID: 96625910)
  • Webcast available via the Internet at www.sprint.com/investors
  • Additional information about results, including the “Quarterly Investor Update,” is available on our Investor Relations website

Contact Information

Financial results in the enclosed tables include a predecessor period for the quarter ending September 30, 2013 related to the results of operations of Sprint Communications, Inc. (formerly Sprint Nextel) prior to the closing of the SoftBank transaction on July 10, 2013, and the applicable successor periods. In order to present financial results in a way that offers investors a more meaningful comparison of the year-over-year quarterly results, we have combined the calendar third quarter 2013 results of operations for the predecessor and successor periods. The enclosed remarks relating to calendar third quarter of 2013 are in reference to an unaudited combined period, unless otherwise noted. For additional information, please reference the section titled Financial Measures. Trended financial performance metrics on a combined basis can also be found at our Investor Relations website at www.sprint.com/investors.

Wireless Operating Statistics (Unaudited)
Quarter To Date Year To Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13
Net Additions (Losses) (in thousands)
Sprint platform:
Postpaid (2) (272 ) (181 ) (360 ) (453 ) (166 )
Prepaid (3) 35 (542 ) 84 (507 ) (402 )
Wholesale and affiliate 827 503 181 1,330 (47 )
Total Sprint platform 590 (220 ) (95 ) 370 (615 )
Nextel platform:
Postpaid (2) (1,060 )
Prepaid (3) (255 )
Total Nextel platform (1,315 )
Transactions:
Postpaid (2) (64 ) (64 ) (175 ) (128 ) (354 )
Prepaid (3) (55 ) (77 ) (56 ) (132 ) (76 )
Wholesale 13 27 13 40 13
Total transactions (106 ) (114 ) (218 ) (220 ) (417 )
Total retail postpaid net losses (336 ) (245 ) (535 ) (581 ) (1,580 )
Total retail prepaid net (losses) additions (20 ) (619 ) 28 (639 ) (733 )
Total wholesale and affiliate net additions (losses) 840 530 194 1,370 (34 )
Total Wireless Net Additions (Losses) 484 (334 ) (313 ) 150 (2,347 )
End of Period Connections (in thousands)
Sprint platform:
Postpaid (2) 29,465 29,737 30,091 29,465 30,091
Prepaid (3) 14,750 14,715 15,299 14,750 15,299
Wholesale and affiliate 9,706 8,879 7,862 9,706 7,862
Total Sprint platform 53,921 53,331 53,252 53,921 53,252
Nextel platform:
Postpaid (2)
Prepaid (3)
Total Nextel platform
Transactions: (a)
Postpaid (2) 458 522 815 458 815
Prepaid (3) 418 473 704 418 704
Wholesale 240 227 106 240 106
Total transactions 1,116 1,222 1,625 1,116 1,625
Total retail postpaid end of period connections 29,923 30,259 30,906 29,923 30,906
Total retail prepaid end of period connections 15,168 15,188 16,003 15,168 16,003
Total wholesale and affiliate end of period connections 9,946 9,106 7,968 9,946 7,968
Total End of Period Connections 55,037 54,553 54,877 55,037 54,877
Supplemental Data – Connected Devices
End of Period Connections (in thousands)
Retail postpaid 1,039 988 834 1,039 834
Wholesale and affiliate 4,635 4,192 3,298 4,635 3,298
Total 5,674 5,180 4,132 5,674 4,132
Churn
Sprint platform:
Postpaid 2.18 % 2.05 % 1.99 % 2.12 % 1.91 %
Prepaid 3.76 % 4.44 % 3.57 % 4.10 % 4.41 %
Nextel platform:
Postpaid 33.90 %
Prepaid 32.13 %
Transactions: (a)
Postpaid 4.66 % 4.15 % 6.38 % 4.39 % 9.47 %
Prepaid 5.70 % 6.28 % 8.84 % 6.01 % 9.15 %
Total retail postpaid churn 2.22 % 2.09 % 2.09 % 2.16 % 2.36 %
Total retail prepaid churn 3.81 % 4.50 % 3.78 % 4.16 % 4.64 %
Nextel Platform Connection Recaptures
Connections (in thousands) (4):
Postpaid 364
Prepaid 101
Rate (5):
Postpaid 34 %
Prepaid 39 %

(a) We acquired approximately 352,000 postpaid connections and 59,000 prepaid connections through the acquisition of assets from U.S. Cellular when the transaction closed on May 17, 2013. We acquired approximately 788,000 postpaid connections, 721,000 prepaid connections, 93,000 wholesale connections and transferred 29,000 Sprint wholesale connections that were originally recognized through our Clearwire MVNO arrangement to Transactions postpaid connections as a result of the Clearwire acquisition when the transaction closed on July 9, 2013.

Wireless Operating Statistics (Unaudited) (continued)
Successor Predecessor Combined (1)
Quarter

To

Date

Quarter

To

Date

Quarter

To

Date

Year

To

Date

Year

To

Date

10 Days

Ended

101 Days

Ended

Quarter

To

Date

Year

To

Date

9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
ARPU (b)
Sprint platform:
Postpaid $ 60.58 $ 62.07 $ 64.24 $ 61.33 $ 64.24 $ 64.71 $ 64.25 $ 64.28 $ 64.24
Prepaid $ 27.19 $ 27.38 $ 25.14 $ 27.28 $ 25.14 $ 26.99 $ 26.96 $ 25.33 $ 26.16
Nextel platform:
Postpaid $ $ $ $ $ $ $ 36.66 $ $ 36.66
Prepaid $ $ $ $ $ $ $ 34.48 $ $ 34.48
Transactions: (a)
Postpaid $ 39.69 $ 39.16 $ 37.44 $ 39.41 $ 37.44 $ 35.75 $ 56.98 $ 40.00 $ 43.03
Prepaid $ 45.52 $ 45.15 $ 40.62 $ 45.32 $ 40.62 $ 12.78 $ 18.26 $ 43.20 $ 42.28
Total retail postpaid ARPU $ 60.24 $ 61.65 $ 63.48 $ 60.95 $ 63.48 $ 64.55 $ 63.68 $ 63.69 $ 63.64
Total retail prepaid ARPU $ 27.73 $ 27.97 $ 25.86 $ 27.85 $ 25.86 $ 26.96 $ 27.01 $ 26.04 $ 26.53

(a) We acquired approximately 352,000 postpaid connections and 59,000 prepaid connections through the acquisition of assets from U.S. Cellular when the transaction closed on May 17, 2013. We acquired approximately 788,000 postpaid connections, 721,000 prepaid connections, 93,000 wholesale connections and transferred 29,000 Sprint wholesale connections that were originally recognized through our Clearwire MVNO arrangement to Transactions postpaid connections as a result of the Clearwire acquisition when the transaction closed on July 9, 2013.

(b) ARPU is calculated by dividing service revenue by the sum of the average number of connections in the applicable service category. Changes in average monthly service revenue reflect connections for either the postpaid or prepaid service category who change rate plans, the level of voice and data usage, the amount of service credits which are offered to connections, plus the net effect of average monthly revenue generated by new connections and deactivating connections. Combined ARPU for the quarter-to-date September 30, 2013 period aggregate service revenue of ten days ended July 10, 2013 predecessor period and the quarter-to-date September 30, 2013 successor period divided by the sum of the average connections during the quarter. Combined ARPU for the year-to-date September 30, 2013 period aggregate service revenue of the 101 days ended July 10, 2013 predecessor period and the year-to-date September 30, 2013 successor period divided by the sum of the average connections during the year-to-date period.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(Millions, except per Share Data)
Successor Predecessor Combined (1)
Quarter

To

Date

Quarter

To

Date

Quarter

To

Date

Year

To

Date

Year

To

Date

10 Days

Ended

101 Days

Ended

Quarter

To

Date

Year

To

Date

9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Net Operating Revenues $ 8,488 $ 8,789 $ 7,749 $ 17,277 $ 7,749 $ 932 $ 9,809 $ 8,681 $ 17,558
Net Operating Expenses
Cost of services 2,429 2,520 2,470 4,949 2,470 286 3,033 2,756 5,503
Cost of products 2,372 2,158 1,872 4,530 1,872 281 2,579 2,153 4,451
Selling, general and administrative 2,301 2,284 2,259 4,585 2,281 289 2,731 2,548 5,012
Depreciation and amortization 1,294 1,281 1,403 2,575 1,403 121 1,753 1,524 3,156
Other, net 284 27 103 311 103 (5 ) 627 98 730
Total net operating expenses 8,680 8,270 8,107 16,950 8,129 972 10,723 9,079 18,852
Operating (Loss) Income (192 ) 519 (358 ) 327 (380 ) (40 ) (914 ) (398 ) (1,294 )
Interest expense (510 ) (512 ) (416 ) (1,022 ) (416 ) (275 ) (703 ) (691 ) (1,119 )
Equity in earnings of unconsolidated investments and other, net 8 1 165 9 12 2,905 2,665 3,070 2,677
(Loss) Income before Income Taxes (694 ) 8 (609 ) (686 ) (784 ) 2,590 1,048 1,981 264
Income tax (expense) benefit (71 ) 15 (90 ) (56 ) (29 ) (1,508 ) (1,563 ) (1,598 ) (1,592 )
Net (Loss) Income $ (765 ) $ 23 $ (699 ) $ (742 ) $ (813 ) $ 1,082 $ (515 ) $ 383 $ (1,328 )
Basic Net (Loss) Income Per Common Share $ (0.19 ) $ 0.01 $ (0.18 ) $ (0.19 ) $ (0.24 ) $ 0.35 $ (0.17 ) NM NM
Diluted Net (Loss) Income Per Common Share $ (0.19 ) $ 0.01 $ (0.18 ) $ (0.19 ) $ (0.24 ) $ 0.30 $ (0.17 ) NM NM
Basic Weighted Average Common Shares outstanding 3,949 3,945 3,802 3,947 3,439 3,086 3,038 NM NM
Diluted Weighted Average Common Shares outstanding 3,949 4,002 3,802 3,947 3,439 3,640 3,038 NM NM
Effective Tax Rate -10.2 % -187.5 % -14.8 % -8.2 % -3.7 % 58.2 % 149.1 % NM NM
NON-GAAP RECONCILIATION – NET (LOSS) INCOME TO ADJUSTED EBITDA* (Unaudited)
(Millions)
Successor Predecessor Combined (1)
Quarter

To

Date

Quarter

To

Date

Quarter

To

Date

Year

To

Date

Year

To

Date

10 Days

Ended

101 Days

Ended

Quarter

To

Date

Year

To

Date

9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Net (Loss) Income $ (765 ) $ 23 $ (699 ) $ (742 ) $ (813 ) $ 1,082 $ (515 ) $ 383 $ (1,328 )
Income tax expense (benefit) 71 (15 ) 90 56 29 1,508 1,563 1,598 1,592
(Loss) Income before Income Taxes (694 ) 8 (609 ) (686 ) (784 ) 2,590 1,048 1,981 264
Equity in earnings of unconsolidated investments and other, net (8 ) (1 ) (165 ) (9 ) (12 ) (2,905 ) (2,665 ) (3,070 ) (2,677 )
Interest expense 510 512 416 1,022 416 275 703 691 1,119
Operating (Loss) Income (192 ) 519 (358 ) 327 (380 ) (40 ) (914 ) (398 ) (1,294 )
Depreciation and amortization 1,294 1,281 1,403 2,575 1,403 121 1,753 1,524 3,156
EBITDA* 1,102 1,800 1,045 2,902 1,023 81 839 1,126 1,862
Severance and exit costs (6) 284 27 103 311 103 (5 ) 627 98 730
Business combinations (7) 100 100 19 53 119 153
Adjusted EBITDA* $ 1,386 $ 1,827 $ 1,248 $ 3,213 $ 1,226 $ 95 $ 1,519 $ 1,343 $ 2,745
Adjusted EBITDA Margin* 18.6 % 23.8 % 17.5 % 21.2 % 17.2 % 11.1 % 17.0 % 16.8 % 17.1 %
Selected items:
Increase (Decrease) in deferred tax asset valuation allowance $ 324 $ (27 ) $ 327 $ 297 $ 327 $ 524 $ 1,145 $ 851 $ 1,472
Accrued capital expenditures $ 1,517 $ 1,416 $ 1,666 $ 2,933 $ 1,666 $ 175 $ 2,072 $ 1,841 $ 3,738
Cash paid for capital expenditures $ 1,143 $ 1,246 $ 1,878 $ 2,389 $ 1,878 $ 188 $ 1,759 $ 2,066 $ 3,637
WIRELESS STATEMENTS OF OPERATIONS (Unaudited)
(Millions)
Successor Predecessor Combined (1)
Quarter Quarter Quarter Year Year Quarter Year
To To To To To 10 Days 101 Days To To
Date Date Date Date Date Ended Ended Date Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Net Operating Revenues
Service revenue
Sprint platform:
Postpaid (2) $ 5,377 $ 5,553 $ 5,201 $ 10,930 $ 5,201 $ 634 $ 6,469 $ 5,835 $ 11,670
Prepaid (3) 1,197 1,221 1,028 2,418 1,028 132 1,408 1,160 2,436
Wholesale, affiliate and other 181 163 116 344 116 15 146 131 262
Total Sprint platform 6,755 6,937 6,345 13,692 6,345 781 8,023 7,126 14,368
Nextel platform:
Postpaid (2) 74 74
Prepaid (3) 17 17
Total Nextel platform 91 91
Transactions:
Postpaid (2) 58 65 89 123 89 2 26 91 115
Prepaid (3) 61 69 81 130 81 1 2 82 83
Wholesale 16 16 8 32 8 8 8
Total transactions 135 150 178 285 178 3 28 181 206
Equipment revenue 1,039 1,106 636 2,145 636 74 894 710 1,530
Total net operating revenues 7,929 8,193 7,159 16,122 7,159 858 9,036 8,017 16,195
Net Operating Expenses
Cost of services 1,988 2,049 2,087 4,037 2,087 240 2,532 2,327 4,619
Cost of products 2,372 2,158 1,872 4,530 1,872 281 2,579 2,153 4,451
Selling, general and administrative 2,199 2,193 2,100 4,392 2,100 256 2,550 2,356 4,650
Depreciation and amortization 1,232 1,212 1,338 2,444 1,338 110 1,636 1,448 2,974
Other, net 248 23 93 271 93 (5 ) 627 88 720
Total net operating expenses 8,039 7,635 7,490 15,674 7,490 882 9,924 8,372 17,414
Operating (Loss) Income $ (110 ) $ 558 $ (331 ) $ 448 $ (331 ) $ (24 ) $ (888 ) $ (355 ) $ (1,219 )
Supplemental Revenue Data
Total retail service revenue $ 6,693 $ 6,908 $ 6,399 $ 13,601 $ 6,399 $ 769 $ 7,996 $ 7,168 $ 14,395
Total service revenue $ 6,890 $ 7,087 $ 6,523 $ 13,977 $ 6,523 $ 784 $ 8,142 $ 7,307 $ 14,665
WIRELESS NON-GAAP RECONCILIATION (Unaudited)
(Millions)
Successor Predecessor Combined (1)
Quarter Quarter Quarter Year Year Quarter Year
To To To To To 10 Days 101 Days To To
Date Date Date Date Date Ended Ended Date Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Operating (Loss) Income $ (110 ) $ 558 $ (331 ) $ 448 $ (331 ) $ (24 ) $ (888 ) $ (355 ) $ (1,219 )
Severance and exit costs (6) 248 23 93 271 93 (5 ) 627 88 720
Business combinations (7) 25 25 25 25
Depreciation and amortization 1,232 1,212 1,338 2,444 1,338 110 1,636 1,448 2,974
Adjusted EBITDA* $ 1,370 $ 1,793 $ 1,125 $ 3,163 $ 1,125 $ 81 $ 1,375 $ 1,206 $ 2,500
Adjusted EBITDA Margin* 19.9 % 25.3 % 17.2 % 22.6 % 17.2 % 10.3 % 16.9 % 16.5 % 17.0 %
Selected items:
Accrued capital expenditures $ 1,354 $ 1,276 $ 1,527 $ 2,630 $ 1,527 $ 156 $ 1,884 $ 1,683 $ 3,411
Cash paid for capital expenditures $ 989 $ 1,120 $ 1,743 $ 2,109 $ 1,743 $ 167 $ 1,570 $ 1,910 $ 3,313
WIRELINE STATEMENTS OF OPERATIONS (Unaudited)
(Millions)
Successor Predecessor Combined (1)
Quarter Quarter Quarter Year Year Quarter Year
To To To To To 10 Days 101 Days To To
Date Date Date Date Date Ended Ended Date Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Net Operating Revenues
Voice $ 294 $ 327 $ 333 $ 621 $ 333 $ 42 $ 419 $ 375 $ 752
Data 53 56 57 109 57 7 94 64 151
Internet 340 345 373 685 373 47 479 420 852
Other 21 18 14 39 14 2 16 16 30
Total net operating revenues 708 746 777 1,454 777 98 1,008 875 1,785
Net Operating Expenses
Costs of services and products 593 626 576 1,219 576 72 741 648 1,317
Selling, general and administrative 88 85 84 173 84 11 123 95 207
Depreciation and amortization 60 67 61 127 61 10 115 71 176
Other, net 35 4 10 39 10 10 10
Total net operating expenses 776 782 731 1,558 731 93 979 824 1,710
Operating (Loss) Income $ (68 ) $ (36 ) $ 46 $ (104 ) $ 46 $ 5 $ 29 $ 51 $ 75
WIRELINE NON-GAAP RECONCILIATION (Unaudited)
(Millions)
Successor Predecessor Combined (1)
Quarter Quarter Quarter Year Year Quarter Year
To To To To To 10 Days 101 Days To To
Date Date Date

Date

Date Ended Ended Date Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Operating (Loss) Income $ (68 ) $ (36 ) $ 46 $ (104 ) $ 46 $ 5 $ 29 $ 51 $ 75
Severance and exit costs (6) 35 4 10 39 10 10 10
Depreciation and amortization 60 67 61 127 61 10 115 71 176
Adjusted EBITDA* $ 27 $ 35 $ 117 $ 62 $ 117 $ 15 $ 144 $ 132 $ 261
Adjusted EBITDA Margin* 3.8 % 4.7 % 15.1 % 4.3 % 15.1 % 15.3 % 14.3 % 15.1 % 14.6 %
Selected items:
Accrued capital expenditures $ 74 $ 66 $ 73 $ 140 $ 73 $ 11 $ 104 $ 84 $ 177
Cash paid for capital expenditures $ 65 $ 59 $ 73 $ 124 $ 73 $ 10 $ 110 $ 83 $ 183
CONDENSED CONSOLIDATED CASH FLOW INFORMATION (Unaudited)
(Millions)

Successor

Predecessor

Combined (1)
Year Year Year
To To 101 Days To
Date Date Ended Date
9/30/14 9/30/13 7/10/13 9/30/13
Operating Activities
Net loss $ (742 ) $ (813 ) $ (515 ) $ (1,328 )
Depreciation and amortization 2,575 1,403 1,753 3,156
Provision for losses on accounts receivable 493 119 111 230
Share-based and long-term incentive compensation expense 65 58 20 78
Deferred income tax expense 28 23 1,562 1,585
Gain on previously-held equity interests (2,926 ) (2,926 )
Equity in losses of unconsolidated investments, net 280 280
Interest expense related to beneficial conversion feature on convertible bond 247 247
Contribution to pension plan (22 )
Amortization and accretion of long-term debt premiums and discounts (149 ) (86 ) (5 ) (91 )
Other working capital changes, net (480 ) 33 1,004 1,037
Other, net (61 ) (35 ) 200 165
Net cash provided by operating activities 1,707 702 1,731 2,433
Investing Activities
Capital expenditures (2,389 ) (1,878 ) (1,759 ) (3,637 )
Expenditures relating to FCC licenses (79 ) (31 ) (70 ) (101 )
Reimbursements relating to FCC licenses 95
Change in short-term investments, net 53 (336 ) 869 533
Acquisitions, net of cash acquired (14,112 ) (4,039 ) (18,151 )
Increase in restricted cash (3,050 ) (3,050 )
Investment in Clearwire (including debt securities) (228 ) (228 )
Proceeds from sales of assets and FCC licenses 101 3 4 7
Other, net (6 ) (3 ) (4 ) (7 )
Net cash used in investing activities (2,225 ) (19,407 ) (5,227 ) (24,634 )
Financing Activities
Proceeds from debt and financings 6,826 6,826
Debt financing costs (107 ) (1 ) (108 )
Repayments of debt, financing and capital lease obligations (363 ) (497 ) (303 ) (800 )
Proceeds from issuance of common stock and warrants, net 46 18,552 53 18,605
Other, net (14 ) (14 )
Net cash (used in) provided by financing activities (317 ) 24,760 (251 ) 24,509
Net (Decrease) Increase in Cash and Cash Equivalents (835 ) 6,055 (3,747 ) 2,308
Cash and Cash Equivalents, beginning of period 4,970 3 6,275 3,750
Cash and Cash Equivalents, end of period $ 4,135 $ 6,058 $ 2,528 $ 6,058
RECONCILIATION TO CONSOLIDATED FREE CASH FLOW* (NON-GAAP) (Unaudited)
(Millions) Successor Predecessor Combined (1)
Quarter Quarter Quarter Year Year Quarter Year
To To To To To 10 Days 101 Days To To
Date Date Date Date Date Ended Ended Date Date
9/30/14 6/30/14 9/30/13 9/30/14 9/30/13 7/10/13 7/10/13 9/30/13 9/30/13
Net Cash Provided by Operating Activities $ 1,028 $ 679 $ 694 $ 1,707 $ 702 $ 496 $ 1,731 $ 1,190 $ 2,433
Capital expenditures (1,143 ) (1,246 ) (1,878 ) (2,389 ) (1,878 ) (188 ) (1,759 ) (2,066 ) (3,637 )
(Expenditures) Reimbursements relating to FCC licenses, net (38 ) 54 (31 ) 16 (31 ) (2 ) (70 ) (33 ) (101 )
Proceeds from sales of assets and FCC licenses 81 20 3 101 3 4 3 7
Other investing activities, net (3 ) (3 ) (3 ) (6 ) (3 ) (4 ) (3 ) (7 )
Free Cash Flow* (75 ) (496 ) (1,215 ) (571 ) (1,207 ) 306 (98 ) (909 ) (1,305 )
Debt financing costs (107 ) (107 ) (1 ) (107 ) (108 )
(Decrease) increase in debt and other, net (153 ) (210 ) 6,329 (363 ) 6,329 (303 ) 6,329 6,026
Acquisitions, net of cash acquired (14,112 ) (14,112 ) (3,530 ) (4,039 ) (17,642 ) (18,151 )
Proceeds from issuance of common stock and warrants, net 37 9 18,552 46 18,552 9 53 18,561 18,605
Increase in restricted cash (3,050 ) (3,050 ) (3,050 ) (3,050 )
Investment in Clearwire (including debt securities) (68 ) (228 ) (68 ) (228 )
Other financing activities, net (14 ) (14 ) (14 ) (14 )

Net (Decrease) Increase in Cash, Cash Equivalents and

Short-Term Investments

$ (191 ) $ (697 ) $ 6,383 $ (888 ) $ 6,391 $ (3,283 ) $ (4,616 ) $ 3,100 $ 1,775
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(Millions)
Successor
9/30/14 3/31/14
Assets
Current assets
Cash and cash equivalents $ 4,135 $ 4,970
Short-term investments 1,167 1,220
Accounts and notes receivable, net 3,942 3,607
Device and accessory inventory 1,124 982
Deferred tax assets 90 128
Prepaid expenses and other current assets 812 672
Total current assets 11,270 11,579
Investments and other assets 1,044 892
Property, plant and equipment, net 17,557 16,299
Goodwill 6,343 6,383
FCC licenses and other 41,800 41,978
Definite-lived intangible assets, net 6,696 7,558
Total $ 84,710 $ 84,689
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable $ 4,351 $ 3,163
Accrued expenses and other current liabilities 5,439 5,544
Current portion of long-term debt, financing and capital lease obligations 808 991
Total current liabilities 10,598 9,698
Long-term debt, financing and capital lease obligations 31,458 31,787
Deferred tax liabilities 14,331 14,207
Other liabilities 3,660 3,685
Total liabilities 60,047 59,377
Stockholders’ equity
Common shares 40 39
Paid-in capital 27,453 27,354
Accumulated deficit (2,780 ) (2,038 )
Accumulated other comprehensive loss (50 ) (43 )
Total stockholders’ equity 24,663 25,312
Total $ 84,710 $ 84,689
NET DEBT* (NON-GAAP) (Unaudited)
(Millions)
Successor
9/30/14 3/31/14
Total Debt $ 32,266 $ 32,778
Less: Cash and cash equivalents (4,135 ) (4,970 )
Less: Short-term investments (1,167 ) (1,220 )
Net Debt* $ 26,964 $ 26,588
SCHEDULE OF DEBT (Unaudited)
(Millions)
9/30/14

ISSUER

COUPON MATURITY PRINCIPAL
Sprint Corporation
7.25% Notes due 2021 7 .250% 09/15/2021 $ 2,250
7.875% Notes due 2023 7 .875% 09/15/2023 4,250
7.125% Notes due 2024 7 .125% 06/15/2024 2,500
Sprint Corporation 9,000
Sprint Communications, Inc.
Export Development Canada Facility (Tranche 2) 3 .580% 12/15/2015 500
6% Senior Notes due 2016 6 .000% 12/01/2016 2,000
9.125% Senior Notes due 2017 9 .125% 03/01/2017 1,000
8.375% Senior Notes due 2017 8 .375% 08/15/2017 1,300
9% Guaranteed Notes due 2018 9 .000% 11/15/2018 3,000
7% Guaranteed Notes due 2020 7 .000% 03/01/2020 1,000
7% Senior Notes due 2020 7 .000% 08/15/2020 1,500
11.5% Senior Notes due 2021 11 .500% 11/15/2021 1,000
9.25% Debentures due 2022 9 .250% 04/15/2022 200
6% Senior Notes due 2022 6 .000% 11/15/2022 2,280
Sprint Communications, Inc. 13,780
Sprint Capital Corporation
6.9% Senior Notes due 2019 6 .900% 05/01/2019 1,729
6.875% Senior Notes due 2028 6 .875% 11/15/2028 2,475
8.75% Senior Notes due 2032 8 .750% 03/15/2032 2,000
Sprint Capital Corporation 6,204
Clearwire Communications LLC
14.75% First-Priority Senior Secured Notes due 2016 14 .750% 12/01/2016 300
8.25% Exchangeable Notes due 2040 8 .250% 12/01/2040 629
Clearwire Communications LLC 929
EKN Secured Equipment Facility ($1 Billion) 2 .030% 03/30/2017 635
Tower financing obligation 6 .092% 09/30/2021 301
Capital lease obligations and other 2015 – 2023 158
TOTAL PRINCIPAL 31,007
Net premiums 1,259

TOTAL DEBT

$ 32,266
Supplemental information:
The Company had $2.4 billion of borrowing capacity available under our unsecured revolving bank credit facility as of September 30, 2014. Our unsecured revolving bank credit facility expires in February 2018.
In May 2012, certain of our subsidiaries entered into a $1.0 billion secured equipment credit facility to finance equipment-related purchases from Ericsson for Network Vision. The facility was fully drawn at the end of 2013, and a balance of $635 million principal amount was outstanding as of September 30, 2014. Repayments of remaining principal are due semi-annually in equal installments, along with corresponding payments of interest and fees, each March and September, with the final payment due upon maturity in March of 2017.
NOTES TO THE FINANCIAL INFORMATION (Unaudited)
(1) Financial results include a Predecessor period from January 1, 2012, through the closing of the SoftBank transaction on July 10, 2013, and a Successor period from October 5, 2012 through December 31, 2013. In order to present financial results in a way that offers investors a more meaningful calendar period-to-period comparison, we have combined results of operations and cash flows for the Predecessor and Successor periods for the three and six-month periods ended September 30, 2013. (See Financial Measures for further information).
(2) Postpaid connections on the Sprint platform are defined as retail postpaid devices with an active line of service on the CDMA network, including connections utilizing WiMax and LTE technology. Postpaid connections previously on the Nextel platform are defined as retail postpaid connections on the iDEN network, which was shut-down on June 30, 2013. Postpaid connections from transactions are defined as retail postpaid connections acquired from U.S. Cellular in May 2013 and Clearwire in July 2013 who had not deactivated or been recaptured on the Sprint platform. The Sprint platform connections results included approximately 261,000, 535,000 and 54,000 tablet net adds during the September 30, 2014, June 30, 2014, and September 30, 2013 quarter-to-date periods, respectively, which generally generate a significantly lower ARPU than other postpaid connections.
(3) Prepaid connections on the Sprint platform are defined as retail prepaid connections and session-based tablet users who utilize the CDMA network and WiMax and LTE technology via our multi-brand offerings. Prepaid connections previously on the Nextel platform are defined as retail prepaid connections who utilized the iDEN network, which was shut-down on June 30, 2013. Prepaid connections from transactions are defined as retail prepaid connections acquired from U.S. Cellular in May 2013 and Clearwire in July 2013 who had not deactivated or been recaptured on the Sprint platform.
(4) Nextel Connections Recaptures are defined as the number of connections that deactivated service from the postpaid or prepaid Nextel platform, as applicable, during each period but remained with the Company as connections on the postpaid or prepaid Sprint platform, respectively. Connections that deactivated service from the Nextel platform and activated service on the Sprint platform are included in the Sprint platform net additions for the applicable period.
(5) The Postpaid and Prepaid Nextel Recapture Rates are defined as the portion of total connections that left the postpaid or prepaid Nextel platform, as applicable, during the period and were retained on the postpaid or prepaid Sprint platform, respectively.
(6) Severance and exit costs are primarily associated with work force reductions and exit costs associated with the Nextel platform and those related to exiting certain operations of Clearwire.
(7) For the second and first quarters of fiscal year 2013, included in selling, general and administrative expenses are fees paid to unrelated parties necessary for the transactions with SoftBank and our acquisition of Clearwire.

*FINANCIAL MEASURES

On July 9, 2013, Sprint Communications, Inc. (formerly Sprint Nextel Corporation) completed its acquisition of Clearwire. On July 10, 2013 we consummated the SoftBank Merger with Starburst II, which immediately changed its name to Sprint Corporation (now referred to as the Company or Sprint). As a result of these transactions, the assets and liabilities of Sprint Communications, Inc. and Clearwire were adjusted to fair value on the respective closing dates. The Company’s financial statement presentations herein distinguish between a predecessor period relating to Sprint Communications, Inc. for periods prior to the SoftBank Merger (Predecessor) and a successor period (Successor). The Successor information represents Sprint Corporation, which includes the activity and accounts of Sprint Communications, Inc. as of and for the three and six month periods ended September 30, 2014 and September 30, 2013 and the three month period ended June 30, 2014. The accounts and activity for the successor periods from October 5, 2012 (date of inception) to December 31, 2012 and from January 1, 2013 to July 10, 2013 consist of the activity of Starburst II prior to the close of the SoftBank Merger. The Predecessor information contained herein represents the historical basis of presentation for Sprint Communications, Inc. for all periods prior to the SoftBank Merger date on July 10, 2013. As a result of the valuation of assets acquired and liabilities assumed at fair value at the time of the SoftBank Merger and Clearwire Acquisition, the financial statements for the successor period are presented on a measurement basis different than the predecessor period, which was Sprint Communication Inc.’s historical cost, and are, therefore, not comparable.

In order to present financial results in a way that offers investors a more meaningful calendar period-to-period comparison, we have combined the current and prior year results of operations for the predecessor with successor results of operations on an unaudited combined basis. The combined information for the three and six-month periods ended September 30, 2013 does not purport to represent what our consolidated results of operations would have been if the acquisition had occurred as of the beginning of 2013.

Sprint provides financial measures determined in accordance with GAAP and adjusted GAAP (non-GAAP). The non-GAAP financial measures reflect industry conventions, or standard measures of liquidity, profitability or performance commonly used by the investment community for comparability purposes. These measurements should be considered in addition to, but not as a substitute for, financial information prepared in accordance with GAAP. Other than the use of non-GAAP combined results as described above, we have defined below each of the non-GAAP measures we use, but these measures may not be synonymous to similar measurement terms used by other companies.

Sprint provides reconciliations of these non-GAAP measures in its financial reporting. Because Sprint does not predict special items that might occur in the future, and our forecasts are developed at a level of detail different than that used to prepare GAAP-based financial measures, Sprint does not provide reconciliations to GAAP of its forward-looking financial measures.

The measures used in this release include the following:

EBITDA is operating income/(loss) before depreciation and amortization. Adjusted EBITDA is EBITDA excluding severance, exit costs, and other special items. Adjusted EBITDA Margin represents Adjusted EBITDA divided by non-equipment net operating revenues for Wireless and Adjusted EBITDA divided by net operating revenues for Wireline. We believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors because they are an indicator of the strength and performance of our ongoing business operations, including our ability to fund discretionary spending such as capital expenditures, spectrum acquisitions and other investments and our ability to incur and service debt. While depreciation and amortization are considered operating costs under GAAP, these expenses primarily represent non-cash current period costs associated with the use of long-lived tangible and definite-lived intangible assets. Adjusted EBITDA and Adjusted EBITDA Margin are calculations commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare the periodic and future operating performance and value of companies within the telecommunications industry.

Free Cash Flow is the cash provided by operating activities less the cash used in investing activities other than short-term investments, including changes in restricted cash, if any, and amounts included as investments in Clearwire and Sprint Communications, Inc. during the period, if applicable. We believe that Free Cash Flow provides useful information to investors, analysts and our management about the cash generated by our core operations after interest and dividends, if any, and our ability to fund scheduled debt maturities and other financing activities, including discretionary refinancing and retirement of debt and purchase or sale of investments.

Net Debt is consolidated debt, including current maturities, less cash and cash equivalents, short-term investments and, if any, restricted cash. We believe that Net Debt provides useful information to investors, analysts and credit rating agencies about the capacity of the company to reduce the debt load and improve its capital structure.

SAFE HARBOR

This release includes “forward-looking statements” within the meaning of the securities laws. The words “may,” “could,” “should,” “estimate,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “target,” “plan,” “providing guidance,” and similar expressions are intended to identify information that is not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future – including statements relating to our network, connections growth, and liquidity; and statements expressing general views about future operating results – are forward-looking statements. Forward-looking statements are estimates and projections reflecting management’s judgment based on currently available information and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. With respect to these forward-looking statements, management has made assumptions regarding, among other things, the ability to operationalize the anticipated benefits from the SoftBank and Clearwire transactions, the development and deployment of new technologies; efficiencies and cost savings of new technologies and services; customer and network usage; connection growth and retention; service, speed, coverage and quality; availability of devices; the timing of various events and the economic environment. Sprint believes these forward-looking statements are reasonable; however, you should not place undue reliance on forward-looking statements, which are based on current expectations and speak only as of the date when made. Sprint undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our company’s historical experience and our present expectations or projections. Factors that might cause such differences include, but are not limited to, those discussed in Sprint Corporation’s Transition Report on Form 10-K for the period ended March 31, 2014. You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.

About Sprint:

Sprint (NYSE:S) is a communications services company that creates more and better ways to connect its customers to the things they care about most. Sprint served 55 million connections as of September 30, 2014 and is widely recognized for developing, engineering and deploying innovative technologies, including the first wireless 4G service from a national carrier in the United States; leading no-contract brands including Virgin Mobile USA, Boost Mobile, and Assurance Wireless; instant national and international push-to-talk capabilities; and a global Tier 1 Internet backbone. Sprint has been named to the Dow Jones Sustainability Index (DJSI) North America for the past four years. You can learn more and visit Sprint at www.sprint.com or www.facebook.com/sprint and www.twitter.com/sprint.

1 Rankings based on applicable RootMetrics Metro RootScore(R) Reports for mobile performance as tested on best available plans and devices on 4 mobile networks across all available network types (January 2014 – October 2014). The RootMetrics award is not an endorsement of Sprint. Your results may vary. See www.rootmetrics.com for details.

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