EX-99.1 2 a12-26434_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

NOT FOR IMMEDIATE RELEASE:

 

FOR MORE INFORMATION CONTACT:

November 7, 2012

 

Kristina Waugh 318.340.5627

 

 

kristina.r.waugh@centurylink.com

 

CENTURYLINK REPORTS THIRD QUARTER 2012 EARNINGS

 

Achieved operating revenues of $4.57 billion, in line with guidance

 

Improved year-over-year rate of revenue decline to 1.3% in third quarter 2012 compared to 4.6% year-over-year decline in pro forma(1) third quarter 2011

 

Realized strong growth in high-speed Internet subscribers of more than 44,000 during third quarter 2012

 

Achieved Adjusted Diluted EPS(1), (2) of $0.66 compared to $0.61 in pro forma third quarter 2011

 

Generated Free Cash Flow(2) of $905 million, excluding special items

 

MONROE, La. — CenturyLink, Inc. (NYSE: CTL) today reported strong operating revenues, operating cash flow and free cash flow for third quarter 2012.

 

“CenturyLink’s third quarter results reflect our continued progress toward top line revenue stabilization, successful integration of the Qwest and Savvis operations and alignment of our operating costs with our revenue and growth opportunities,” said Glen F. Post, III, chief executive officer and president.

 

“Our Enterprise Markets-Network team achieved recurring revenue growth for the third straight quarter driven by solid customer retention and the increasing revenue contribution from enterprise customers added earlier this year. We continue to see strong demand for network services from enterprise customers as we recorded solid quarterly bookings and exited the quarter with a strong sales funnel.

 

“Our strategic revenues continued to increase in our Regional Markets and Enterprise Markets operations; however, as previously discussed, we did experience modest strategic Wholesale

 


(1)  See the attached pro forma statements of income for more information about our pro forma results discussed in this release.

(2)  See attachments for non-GAAP reconciliations.

 

1



 

Markets revenue compression as wireless carriers continue to migrate from copper-based to fiber-based connections.

 

“We are pleased with the continued progress we made during the third quarter toward stabilizing top-line revenue and we believe our continued investment in our key strategic opportunities will help drive enhanced shareholder value,” Post said.

 

Third Quarter Highlights

 

·

Improved year-over-year actual-to-pro forma revenue trend to a 1.3% rate of decline (1.4% rate of decline excluding data integration revenue), compared to a 4.6% decline in pro forma third quarter 2011.

·

Achieved free cash flow of $905 million, excluding special items and integration-related capital expenditures.

·

Added more than 44,000 high-speed Internet customers; ended third quarter 2012 with over 5.8 million subscribers(3).

·

Reduced access line loss by 22% compared to third quarter 2011, as the line loss trend improved during third quarter 2012 to a 5.8% annual decline compared to a 7.1% annual decline in third quarter 2011.

·

Expanded the number of PrismTM TV subscribers by 11% in third quarter 2012 from second quarter 2012, ending the quarter with more than 104,000 subscribers in service.

·

Generated sequential recurring revenue growth in our Enterprise Markets - Network and Enterprise Markets - Data Hosting segments.

·

Opened a data center(4) in Singapore, bringing total data centers to 53 throughout North America, Europe and Asia, with total sellable floor space of approximately 1.4 million square feet.

 

Consolidated Third Quarter Financial Results

 

Operating revenues for third quarter 2012 were $4.57 billion compared to $4.60 billion in third quarter 2011. This decrease was driven by lower legacy services revenues primarily due to the impact of access line losses and lower access revenues partially offset by $58 million of incremental revenue contributions from the Savvis acquisition completed July 15, 2011 and increases in strategic revenues, primarily resulting from business customer demand for high-bandwidth data services and growth in high-speed Internet and PrismTM TV subscribers.

 

Comparing pro forma 2011 to third quarter 2012, operating revenues declined 1.3% from $4.63 billion a year ago to $4.57 billion this quarter, due to the decline in legacy revenues more than offsetting the increase in strategic revenues as discussed above.

 

Operating expenses, excluding special items, decreased to $3.86 billion from $3.94 billion in third quarter 2011, primarily due to lower personnel-related costs, operating taxes and depreciation and amortization expense, partially offset by $50 million of incremental operating costs associated with the Savvis acquisition included in the current quarter.

 


(3)  Effective second quarter 2012, CenturyLink modified its high-speed Internet reporting to include consumer, business and wholesale subscribers instead of only consumer and small business subscribers.

(4)  We define a “data center” as any facility where we market, sell and deliver either colocation services or multi-tenant managed services, or both.

 

2



 

Comparing pro forma 2011 to third quarter 2012, operating expenses, excluding special items, decreased to $3.86 billion in third quarter 2012 from pro forma third quarter 2011 operating expenses of $3.98 billion.

 

Operating cash flow (as defined in our attached supplemental schedules), excluding special items, increased slightly to $1.90 billion from $1.88 billion in third quarter 2011, primarily due to lower personnel-related costs and the Savvis acquisition contribution to operating cash flow, which was partially offset by the decline in legacy revenues. For third quarter 2012, CenturyLink achieved an operating cash flow margin, excluding special items, of 41.5% versus 41.0% in third quarter 2011.

 

Third quarter 2012 operating cash flow of $1.90 billion, excluding special items, was flat from pro forma third quarter 2011. Operating cash flow margin, excluding special items, was 41.5% in third quarter 2012 compared to 40.9% in pro forma third quarter 2011.

 

Adjusted Net Income and Adjusted Diluted Earnings Per Share (Adjusted Diluted EPS)

 

Adjusted Net Income and Adjusted Diluted EPS exclude the after-tax impact of special items, the non-cash after-tax impact of the amortization of intangibles, and the non-cash after-tax impact to interest expense of the assignment of fair value to debt outstanding related to the Embarq, Qwest and Savvis transactions.

 

Excluding the items outlined above, CenturyLink’s Adjusted Net Income for third quarter 2012 was $413 million compared to pro forma Adjusted Net Income of $377 million in third quarter 2011. Third quarter 2012 Adjusted Diluted EPS was $0.66 compared to pro forma Adjusted Diluted EPS of $0.61 in the year-ago period. See the attached schedules for additional information.

 

GAAP Results — Third Quarter

 

Under generally accepted accounting principles (GAAP), net income for third quarter 2012 was $270 million compared to $138 million for third quarter 2011, and diluted earnings per share for third quarter 2012 was $0.43 compared to $0.22 for third quarter 2011. Third quarter 2012 net income and diluted earnings per share reflect $33 million ($0.05 per share) due to a favorable out-of-period adjustment to depreciation expense related to the fair value previously assigned to Embarq plant assets, an income tax benefit from the reversal of a valuation allowance and a gain on the sale of a non-operating investment, which were partially offset by severance, integration and retention costs associated with the Embarq, Qwest and Savvis acquisitions and severance associated with recent expense reduction initiatives.

 

Third quarter 2011 net income and diluted earnings per share reflect after-tax integration, severance, and retention costs associated with the Embarq, Qwest and Savvis acquisitions of $70 million ($0.12 per share).

 

Segment Results / Highlights

 

Regional Markets

 

The Regional Markets segment continued to improve revenue and access line trends in local markets by leveraging CenturyLink’s local operating model.

 

3



 

·                  Strategic revenues were $912 million in the quarter, a 7.9% increase over pro forma third quarter 2011. Excluding the impact of private line services, the adjusted growth rate was more than 9%.

·                  Generated $2.47 billion in total revenues, a decrease of 2.1% from pro forma third quarter 2011, reflecting the continued decline in traditional legacy services tempered by Access Recovery Charges implemented effective July 1, 2012 in accordance with the CAF Order(5).

·                  Achieved strong business strategic data and network managed services growth.

·                  Added more than 10,000 PrismTM TV subscribers during third quarter with over 90% attachment rate of broadband services.

 

Wholesale Markets

 

The Wholesale Markets segment strategic revenues declined modestly from pro forma third quarter 2011 primarily due to wireless carrier migration from private line to Ethernet services. The Company is progressing well in its fiber-to-the-tower builds and currently expects to complete 4,000 to 4,500 fiber builds in 2012.

 

·                  Strategic revenues were $568 million in the quarter, slightly lower than pro forma third quarter 2011, driven by wireless carrier bandwidth expansion and higher Ethernet sales offset by declines in copper-based revenue.

·                  Generated $908 million in total revenues, a decrease of 7.6% from pro forma third quarter 2011, reflecting the implementation of the CAF Order rate reduction and continued decline in legacy services primarily driven by lower long distance and switched access minutes of use associated with access line loss and displacement of access minutes by alternative forms of communication.

·                  Completed approximately 1,335 fiber builds during the third quarter and more than 3,300 year-to-date, ending the quarter with approximately 13,500 fiber-connected towers.

 

Enterprise Markets — Network

 

The Enterprise Markets — Network segment achieved solid growth in recurring revenue sales in the third quarter.

 

·                  Strategic revenues were $341 million in the quarter, a 7.2% increase over pro forma third quarter 2011 driven by strength in high-bandwidth offerings such as MPLS(6) and Ethernet services. Excluding the impact of private line services, the adjusted growth rate was more than 13%.

·                  Generated $658 million in total revenues, an increase of 5.6% from pro forma third quarter 2011, reflecting growth in high-bandwidth offerings and data integration revenues partially offset by declines in legacy services revenues.

·                  Achieved a third straight quarter of sequential recurring revenue growth.

 


(5)  Federal Communications Commission’s Connect America and Intercarrier Compensation Reform Order (the CAF Order) adopted on October 27, 2011

(6)  Multiprotocol Label Switching

 

4



 

Enterprise Markets — Data Hosting

 

The Enterprise Markets — Data Hosting segment (primarily Savvis operations) grew managed hosting (including cloud) and colocation services revenue, with strength in core managed hosting products and in the financial and media verticals.

 

·                  Operating revenues were $280 million in the quarter, an 8.1% increase from pro forma third quarter 2011. Colocation revenues were $113 million, a 7.6% increase from pro forma third quarter 2011, and managed hosting revenues were $107 million, representing a 9.2% increase over the same period a year ago.

·                  Continued to expand global geographic reach in key markets with opening of new data center in Singapore and expansion of data center in New York/New Jersey market.

·                  Closed acquisition of certain assets of Ciber’s IT Outsourcing (ITO) business in mid-October, which enhances and expands CenturyLink’s capabilities in areas such as application-management services and help-desk support.

·                  Announced in October forthcoming launch of savvisdirect(7), expanding CenturyLink’s portfolio of cloud services to businesses of all sizes.

 

Integration Update

 

During third quarter 2012, CenturyLink incurred pre-tax integration, severance and retention costs of $17 million ($10 million net after-tax) related to the Embarq, Qwest and Savvis acquisitions.

 

CenturyLink ended third quarter 2012 with an annualized operating expense synergy run rate of approximately $450 million from the Qwest acquisition. CenturyLink currently expects to exit 2012 with approximately $480 million in annual run-rate synergies related to the Qwest acquisition as operating expense savings are being achieved earlier than anticipated.

 

Guidance — Fourth Quarter 2012 and Full Year 2012

 

The Company expects fourth quarter 2012 operating cash flow to increase compared to third quarter 2012 due to anticipated continued growth in strategic revenues and lower outside plant maintenance and utility costs.

 

Fourth Quarter 2012

 

 

 

Operating Revenue

 

$4.56 to $4.61 billion

 

Operating Cash Flow (excl special items)

 

$1.90 to $1.94 billion

 

Adjusted Diluted EPS (excl special items)

 

$0.64 to $0.69

 

 

Full Year 2012

 

Previous Guidance

 

Current Guidance

 

Operating Revenue

 

$18.3 to $18.4 billion

 

$18.35 to $18.4 billion

 

Operating Cash Flow (excl special items)

 

$7.5 to $7.65 billion

 

$7.64 to $7.68 billion

 

Adjusted Diluted EPS (excl special items)

 

$2.45 to $2.55

 

$2.64 to $2.69

 

Capital Expenditures(8)

 

$2.7 to $2.8 billion

 

$2.75 to $2.85 billion

 

Free Cash Flow (excl special items)

 

$3.25 to $3.4 billion

 

$3.3 to $3.4 billion

 

 


(7)  savvisdirect is CenturyLink’s highly scalable and easy-to-use cloud services platform designed for business of all sizes that is immediately accessible to business users, IT administrators and developers through an intuitive, user-friendly Web portal

 

5



 

2013 Outlook

 

CenturyLink’s operating and capital investment in its key strategic initiatives is driving strategic revenue growth and the Company expects to continue to invest in these key initiatives in the future.

 

CenturyLink anticipates further improvement in top line revenues in 2013, currently expecting the annual rate of revenue decline for full year 2013 compared to full year 2012 to be in the - 0.5% to 1.5% range. Additionally, the Company expects to reach top line revenue stabilization in 2014.  Similar to what the Company anticipates experiencing in 2012, operating and free cash flows are anticipated to be lower in 2013 primarily due to the Company’s continued shift in its legacy and strategic revenue mix, and investment in key strategic initiatives. In addition, the Company expects a lower level of incremental synergies in 2013 compared to the level of incremental synergies anticipated to be achieved in 2012.

 

CenturyLink expects to provide 2013 guidance in mid-February when it reports fourth quarter and full year 2012 results.

 

All 2012 guidance figures and 2013 outlook statements included in this release (i) speak as of November 7, 2012 only, (ii) include the impact of the Ciber ITO assets acquired on October 15, 2012, and (iii) exclude the effects of special items, future changes in regulation or accounting rules, integration expenses associated with the Qwest, Savvis and Ciber acquisitions, any changes in operating or capital plans and any future mergers, acquisitions, divestitures, buybacks or other similar business transactions. See “Forward-Looking Statements” below.

 

Investor Call

 

As previously announced, CenturyLink’s management will host a conference call at 4:00 p.m. Central Time today, November 7, 2012. Interested parties can access the call by dialing 866-244-4518. The call will be accessible for replay through November 14, 2012, by calling 888-266-2081 and entering the access code 1592908. Investors can also listen to CenturyLink’s earnings conference call and replay by accessing the Investor Relations portion of the Company’s Web site at www.centurylink.com through November 28, 2012.

 

Reconciliation to GAAP

 

This release includes certain non-GAAP financial measures, including but not limited to operating cash flow, free cash flow, adjustments to GAAP measures to exclude the effect of special items and certain pro forma combined operating results. In addition to providing key metrics for management to evaluate the Company’s performance, we believe these measurements assist investors in their understanding of period-to-period operating performance and in identifying historical and prospective trends. Reconciliations of non-GAAP financial measures to the most comparable GAAP measures are included in the attached financial schedules. Reconciliation of

 


(8)  Excludes approximately $65 million of integration-related capital expenditures

 

6



 

additional non-GAAP financial measures that may be discussed during the earnings call described below will be available in the Investor Relations portion of the Company’s Web site at www.centurylink.com. Investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP.

 

About CenturyLink

 

CenturyLink is the third largest telecommunications company in the United States and is recognized as a leader in the network services market by technology industry analyst firms. The Company is a global leader in cloud infrastructure and hosted IT solutions for enterprise customers. CenturyLink provides data, voice and managed services in local, national and select international markets through its high-quality advanced fiber optic network and multiple data centers for businesses and consumers. The company also offers advanced entertainment services under the CenturyLinkTM PrismTM TV and DIRECTV brands. Headquartered in Monroe, La., CenturyLink is an S&P 500 company and is included among the Fortune 500 list of America’s largest corporations. For more information, visit www.centurylink.com.

 

Forward Looking Statements

 

Certain non-historical statements made in this release and future oral or written statements or press releases by us or our management are intended to be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations only, and are subject to a number of risks, uncertainties and assumptions, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated or projected if one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect. Factors that could affect actual results include but are not limited to: the timing, success and overall effects of competition from a wide variety of competitive providers; the risks inherent in rapid technological change; the effects of ongoing changes in the regulation of the communications industry (including recent reforms and changes by the Federal Communications Commission regarding intercarrier compensation and the Universal Service Fund, among other things); our ability to successfully negotiate collective bargaining agreements on reasonable terms without work stoppages; our ability to effectively adjust to changes in the communications industry and changes in the composition of our markets and product mix caused by our recent acquisitions; our ability to successfully integrate recently acquired operations into our incumbent operations, including the possibility that the anticipated benefits from our recent acquisitions cannot be fully realized in a timely manner or at all, or that integrating the acquired operations will be more difficult, disruptive or costly than anticipated; our ability to use the net operating loss carryovers of Qwest in projected amounts; our ability to effectively manage our expansion opportunities, including retaining and hiring key personnel; possible changes in the demand for, or pricing of, our products and services; our ability to successfully introduce new product or service offerings on a timely and cost-effective basis; our continued access to credit markets on favorable terms; our ability to collect our receivables from financially troubled communications companies; any adverse developments in legal proceedings involving us; our ability to pay a $2.90 per common share dividend annually, which may be affected by changes in our cash requirements, capital spending plans, cash flows or financial position; unanticipated increases or other changes in our future cash requirements, whether caused by unanticipated increases in capital expenditures, increases in pension funding requirements or otherwise; the effects of adverse weather; other risks referenced from time to time in our filings with the Securities and Exchange Commission (the “SEC”); and the effects of more general factors such as changes in interest rates, in tax rates, in accounting policies or practices, in operating, medical, pension or administrative costs, in general

 

7



 

market, labor or economic conditions, or in legislation, regulation or public policy. These and other uncertainties related to our business and our recent acquisitions are described in greater detail in Item 1A to our Form 10-K for the year ended December 31, 2011, as updated and supplemented by our subsequent SEC reports. You should be aware that new factors may emerge from time to time and it is not possible for us to identify all such factors nor can we predict the impact of each such factor on the business or the extent to which any one or more factors may cause actual results to differ from those reflected in any forward-looking statements. You are further cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. We undertake no obligation to update any of our forward-looking statements for any reason.

 

8



 

CenturyLink, Inc.

CONSOLIDATED STATEMENTS OF INCOME

THREE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011

(UNAUDITED)

(Dollars in millions, except per share amounts; shares in thousands)

 

 

 

Three months ended September 30, 2012

 

Three months ended September 30, 2011

 

 

 

 

 

 

 

 

 

 

 

As adjusted

 

 

 

 

 

As adjusted

 

 

 

Increase

 

 

 

 

 

 

 

excluding

 

 

 

 

 

excluding

 

 

 

(decrease)

 

 

 

 

 

Less

 

special

 

 

 

Less

 

special

 

Increase

 

excluding

 

 

 

As

 

special

 

items

 

As

 

special

 

items

 

(decrease)

 

special

 

 

 

reported

 

items

 

(Non-GAAP)

 

reported

 

items

 

(Non-GAAP)

 

as reported

 

items

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Strategic

 

$

2,101

 

 

 

2,101

 

1,960

 

 

 

1,960

 

7.2

%

7.2

%

Legacy

 

2,045

 

 

 

2,045

 

2,223

 

 

 

2,223

 

(8.0

)%

(8.0

)%

Data integration

 

168

 

 

 

168

 

166

 

 

 

166

 

1.2

%

1.2

%

Other

 

257

 

 

 

257

 

247

 

 

 

247

 

4.0

%

4.0

%

 

 

4,571

 

 

4,571

 

4,596

 

 

4,596

 

(0.5

)%

(0.5

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of services and products

 

1,943

 

4

(1)

1,939

 

1,950

 

20

(5)

1,930

 

(0.4

)%

0.5

%

Selling, general and administrative

 

748

 

15

(1)

733

 

870

 

89

(5)

781

 

(14.0

)%

(6.1

)%

Depreciation and amortization

 

1,144

 

(45

)(2)

1,189

 

1,228

 

 

 

1,228

 

(6.8

)%

(3.2

)%

 

 

3,835

 

(26

)

3,861

 

4,048

 

109

 

3,939

 

(5.3

)%

(2.0

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

736

 

26

 

710

 

548

 

(109

)

657

 

34.3

%

8.1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(326

)

 

 

(326

)

(324

)

 

 

(324

)

0.6

%

0.6

%

Other income (expense)

 

12

 

6

(3)

6

 

7

 

 

 

7

 

71.4

%

(14.3

)%

Income tax expense

 

(152

)

1

(4)

(153

)

(93

)

39

(6)

(132

)

63.4

%

15.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

$

270

 

33

 

237

 

138

 

(70

)

208

 

95.7

%

13.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC EARNINGS PER SHARE

 

$

0.43

 

0.05

 

0.38

 

0.22

 

(0.12

)

0.34

 

95.5

%

11.8

%

DILUTED EARNINGS PER SHARE

 

$

0.43

 

0.05

 

0.38

 

0.22

 

(0.12

)

0.34

 

95.5

%

11.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AVERAGE SHARES OUTSTANDING

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

621,148

 

 

 

621,148

 

612,277

 

 

 

612,277

 

1.4

%

1.4

%

Diluted

 

623,296

 

 

 

623,296

 

613,686

 

 

 

613,686

 

1.6

%

1.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DIVIDENDS PER COMMON SHARE

 

$

0.725

 

 

 

0.725

 

0.725

 

 

 

0.725

 

 

 

 


SPECIAL ITEMS

(1) -

Includes severance costs associated with recent reduction in force initiatives ($2 million), integration, severance, and retention costs associated with our acquisition of Qwest ($16 million) and integration, severance, and retention costs associated with our acquisition of Savvis ($4 million); partially offset with a $3 million credit related to tax incentives for the Embarq integration.

(2) -

Out-of-period depreciation adjustment ($45 million) to correct an overstatement of depreciation in prior quarters.

(3) -

Gain on the sale of a non-operating investment ($6 million).

(4) -

Income tax expense of Items (1) through (3) ($12 million) and benefit from the reversal of a valuation allowance $11 million.

(5) -

Includes integration, severance, and retention costs associated with our acquisition of Qwest, along with restructuring charges ($65 million); integration and severance costs associated with our acquisition of Embarq ($24 million); and transaction and other costs associated with our acquisition of Savvis ($20 million).

(6) -

Income tax benefit of Item (5).

 



 

CenturyLink, Inc.

CONSOLIDATED STATEMENTS OF INCOME

NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011

(UNAUDITED)

(Dollars in millions, except per share amounts; shares in thousands)

 

 

 

Nine months ended September 30, 2012

 

Nine months ended September 30, 2011

 

 

 

 

 

 

 

 

 

 

 

As adjusted

 

 

 

 

 

As adjusted

 

 

 

Increase

 

 

 

 

 

 

 

excluding

 

 

 

 

 

excluding

 

 

 

(decrease)

 

 

 

 

 

Less

 

special

 

 

 

Less

 

special

 

Increase

 

excluding

 

 

 

As

 

special

 

items

 

As

 

special

 

items

 

(decrease)

 

special

 

 

 

reported

 

items

 

(Non-GAAP)

 

reported

 

items

 

(Non-GAAP)

 

as reported

 

items

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Strategic

 

$

6,237

 

 

 

6,237

 

4,229

 

 

 

4,229

 

47.5

%

47.5

%

Legacy

 

6,284

 

 

 

6,284

 

5,494

 

 

 

5,494

 

14.4

%

14.4

%

Data integration

 

483

 

 

 

483

 

349

 

 

 

349

 

38.4

%

38.4

%

Other

 

789

 

 

 

789

 

626

 

 

 

626

 

26.0

%

26.0

%

 

 

13,793

 

 

13,793

 

10,698

 

 

10,698

 

28.9

%

28.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of services and products

 

5,732

 

25

(1)

5,707

 

4,357

 

60

(5)

4,297

 

31.6

%

32.8

%

Selling, general and administrative

 

2,454

 

111

(1)

2,343

 

2,075

 

344

(5)

1,731

 

18.3

%

35.4

%

Depreciation and amortization

 

3,560

 

(30

)(2)

3,590

 

2,774

 

 

 

2,774

 

28.3

%

29.4

%

 

 

11,746

 

106

 

11,640

 

9,206

 

404

 

8,802

 

27.6

%

32.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

2,047

 

(106

)

2,153

 

1,492

 

(404

)

1,896

 

37.2

%

13.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(1,004

)

 

 

(1,004

)

(732

)

5

(6)

(737

)

37.2

%

36.2

%

Other income (expense)

 

(167

)

(183

)(3)

16

 

(4

)

(16

)(7)

12

 

4075.0

%

33.3

%

Income tax expense

 

(332

)

126

(4)

(458

)

(292

)

163

(8)

(455

)

13.7

%

0.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

$

544

 

(163

)

707

 

464

 

(252

)

716

 

17.2

%

(1.3

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC EARNINGS PER SHARE

 

$

0.88

 

(0.26

)

1.14

 

0.91

 

(0.50

)

1.41

 

(3.3

)%

(19.1

)%

DILUTED EARNINGS PER SHARE

 

$

0.87

 

(0.26

)

1.13

 

0.91

 

(0.50

)

1.41

 

(4.4

)%

(19.9

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AVERAGE SHARES OUTSTANDING

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

619,748

 

 

 

619,748

 

504,919

 

 

 

504,919

 

22.7

%

22.7

%

Diluted

 

621,828

 

 

 

621,828

 

506,063

 

 

 

506,063

 

22.9

%

22.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DIVIDENDS PER COMMON SHARE

 

$

2.175

 

 

 

2.175

 

2.175

 

 

 

2.175

 

 

 

 


SPECIAL ITEMS

(1) -               Includes severance costs associated with recent reduction in force initiatives ($68 million), integration, severance, and retention costs associated with our acquisition of Qwest ($62 million) and integration, severance, and retention costs associated with our acquisition of Savvis ($9 million); partially offset with a $3 million credit related to tax incentives for the Embarq integration.

(2) -               Out-of-period depreciation adjustment ($30 million) to correct an overstatement of depreciation in prior quarters.

(3) -               Net loss associated with early retirement of debt ($194 million), partially offset by a gain on the sale of a non-operating investment $11 million.

(4) -               Income tax benefit of Items (1) through (3) and benefit from the reversal of a valuation allowance ($11 million).

(5) -               Includes integration, severance, and retention costs associated with our acquisition of Qwest, along with restructuring charges ($316 million); integration and severance costs associated with our acquisition of Embarq ($79 million); transaction and other costs associated with our acquisition of Savvis ($22 million); net of a favorable settlement of an operating tax issue $13 million.

(6) -               Reflects the interest component of a favorable settlement of an operating tax issue.

(7) -               Expense associated with terminating a bridge credit facility related to the Savvis acquisition.

(8) -               Income tax benefit of Items (5) through (7) and a benefit from the reduction of an NOL valuation allowance ($14 million).

 



 

CenturyLink, Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

SEPTEMBER 30, 2012 AND DECEMBER 31, 2011

(UNAUDITED)

(Dollars in millions)

 

 

 

September 30,

 

December 31,

 

 

 

2012

 

2011

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

194

 

128

 

Other current assets

 

3,639

 

3,389

 

Total current assets

 

3,833

 

3,517

 

 

 

 

 

 

 

NET PROPERTY, PLANT AND EQUIPMENT

 

 

 

 

 

Property, plant and equipment

 

31,288

 

29,585

 

Accumulated depreciation

 

(12,275

)

(10,141

)

Net property, plant and equipment

 

19,013

 

19,444

 

 

 

 

 

 

 

GOODWILL AND OTHER ASSETS

 

 

 

 

 

Goodwill

 

21,732

 

21,732

 

Other

 

10,054

 

11,351

 

Total goodwill and other assets

 

31,786

 

33,083

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

54,632

 

56,044

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Current maturities of long-term debt

 

$

1,198

 

480

 

Other current liabilities

 

3,733

 

3,537

 

Total current liabilities

 

4,931

 

4,017

 

 

 

 

 

 

 

LONG-TERM DEBT

 

19,508

 

21,356

 

DEFERRED CREDITS AND OTHER LIABILITIES

 

9,996

 

9,844

 

STOCKHOLDERS’ EQUITY

 

20,197

 

20,827

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

54,632

 

56,044

 

 



 

CenturyLink, Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011

(UNAUDITED)

(Dollars in millions)

 

 

 

Nine Months

 

Nine Months

 

 

 

Ended

 

Ended

 

 

 

September 30, 2012

 

September 30, 2011

 

 

 

 

 

 

 

OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

544

 

464

 

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

 

 

 

 

 

Depreciation and amortization

 

3,560

 

2,774

 

Deferred income taxes

 

260

 

298

 

Provision for uncollectible accounts

 

144

 

94

 

Loss on early retirement of debt

 

194

 

1

 

Changes in current assets and current liabilities, net

 

111

 

43

 

Retirement benefits

 

(179

)

(170

)

Changes in other noncurrent assets and liabilities

 

91

 

21

 

Other, net

 

(39

)

(52

)

Net cash provided by operating activities

 

4,686

 

3,473

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

Payments for property, plant and equipment and capitalized software

 

(2,024

)

(1,511

)

Cash paid for Savvis acquisition, net of $94 cash acquired

 

 

(1,671

)

Cash acquired in Qwest acquisition, net of $5 cash paid

 

 

419

 

Proceeds from sale of property

 

133

 

 

Other, net

 

28

 

14

 

Net cash used in investing activities

 

(1,863

)

(2,749

)

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Net proceeds from issuance of long-term debt

 

3,363

 

3,159

 

Payments of long-term debt

 

(4,529

)

(1,442

)

Early retirement of debt costs

 

(324

)

(13

)

Net borrowings (payments) on credit facility

 

3

 

(365

)

Dividends paid

 

(1,357

)

(1,105

)

Net proceeds from issuance of common stock

 

91

 

79

 

Repurchase of common stock

 

(20

)

(31

)

Other, net

 

14

 

(41

)

Net cash (used in) provided by financing activities

 

(2,759

)

241

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

2

 

(15

)

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

66

 

950

 

Cash and cash equivalents at beginning of period

 

128

 

173

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

194

 

1,123

 

 



 

CenturyLink, Inc.

SELECTED SEGMENT FINANCIAL INFORMATION

THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011

(UNAUDITED)

(Dollars in millions)

 

 

 

Three months ended September 30,

 

Nine months ended September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Total segment revenues

 

$

4,314

 

4,349

 

13,004

 

10,072

 

Total segment expenses

 

2,037

 

2,043

 

6,039

 

4,428

 

Total segment income

 

$

2,277

 

2,306

 

6,965

 

5,644

 

Total segment income margin (segment income divided by segment revenues)

 

52.8

%

53.0

%

53.6

%

56.0

%

 

 

 

 

 

 

 

 

 

 

Regional Markets Segment

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Strategic services

 

$

912

 

845

 

2,693

 

2,008

 

Legacy services

 

1,491

 

1,599

 

4,541

 

4,018

 

Data integration

 

65

 

78

 

197

 

173

 

 

 

$

2,468

 

2,522

 

7,431

 

6,199

 

Expenses

 

 

 

 

 

 

 

 

 

Direct

 

$

1,002

 

1,028

 

2,945

 

2,455

 

Allocated

 

77

 

64

 

213

 

137

 

 

 

$

1,079

 

1,092

 

3,158

 

2,592

 

 

 

 

 

 

 

 

 

 

 

Segment income

 

$

1,389

 

1,430

 

4,273

 

3,607

 

Segment income margin

 

56.3

%

56.7

%

57.5

%

58.2

%

 

 

 

 

 

 

 

 

 

 

Wholesale Markets Segment

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Strategic services

 

$

568

 

574

 

1,724

 

1,344

 

Legacy services

 

340

 

408

 

1,089

 

1,000

 

 

 

$

908

 

982

 

2,813

 

2,344

 

Expenses

 

 

 

 

 

 

 

 

 

Direct

 

$

38

 

44

 

131

 

122

 

Allocated

 

235

 

263

 

715

 

586

 

 

 

$

273

 

307

 

846

 

708

 

 

 

 

 

 

 

 

 

 

 

Segment income

 

$

635

 

675

 

1,967

 

1,636

 

Segment income margin

 

69.9

%

68.7

%

69.9

%

69.8

%

 

 

 

 

 

 

 

 

 

 

Enterprise Markets - Network Segment

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Strategic services

 

$

341

 

318

 

998

 

646

 

Legacy services

 

214

 

216

 

654

 

476

 

Data integration

 

103

 

88

 

286

 

176

 

 

 

$

658

 

622

 

1,938

 

1,298

 

Expenses

 

 

 

 

 

 

 

 

 

Direct

 

$

189

 

183

 

572

 

369

 

Allocated

 

277

 

296

 

830

 

592

 

 

 

$

466

 

479

 

1,402

 

961

 

 

 

 

 

 

 

 

 

 

 

Segment income

 

$

192

 

143

 

536

 

337

 

Segment income margin

 

29.2

%

23.0

%

27.7

%

26.0

%

 

 

 

 

 

 

 

 

 

 

Enterprise Markets - Data Hosting Segment

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Strategic services

 

$

280

 

223

 

822

 

231

 

 

 

$

280

 

223

 

822

 

231

 

Expenses

 

 

 

 

 

 

 

 

 

Direct

 

$

236

 

184

 

687

 

195

 

Allocated

 

(17

)

(19

)

(54

)

(28

)

 

 

$

219

 

165

 

633

 

167

 

 

 

 

 

 

 

 

 

 

 

Segment income

 

$

61

 

58

 

189

 

64

 

Segment income margin

 

21.8

%

26.0

%

23.0

%

27.7

%

 

During the second quarter of 2012, we restructured our four operating segments to more effectively leverage the strategic assets from our recent acquisitions of Embarq, Qwest and Savvis.  We also revised our methodology for how we allocate our expenses to our segments to better align segment expenses with related revenues.  In addition, we now allocate certain expenses from our enterprise markets-data hosting segment to our other three segments.  We have restated prior periods to reflect these changes in our methodology.

 



 

CenturyLink, Inc.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(UNAUDITED)

(Dollars in millions)

 

 

 

Three months ended September 30, 2012

 

Three months ended September 30, 2011

 

 

 

 

 

 

 

As adjusted

 

 

 

 

 

As adjusted

 

 

 

 

 

Less

 

excluding

 

 

 

Less

 

excluding

 

 

 

As

 

special

 

special

 

As

 

special

 

special

 

 

 

reported

 

items

 

items

 

reported

 

items

 

items

 

Operating cash flow and cash flow margin

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

736

 

26

(1)

710

 

548

 

(109

)(3)

657

 

Add: Depreciation and amortization

 

1,144

 

(45

)(2)

1,189

 

1,228

 

 

1,228

 

Operating cash flow

 

$

1,880

 

(19

)

1,899

 

1,776

 

(109

)

1,885

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

4,571

 

 

4,571

 

4,596

 

 

4,596

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income margin (operating income divided by revenues)

 

16.1

%

 

 

15.5

%

11.9

%

 

 

14.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flow margin (operating cash flow divided by revenues)

 

41.1

%

 

 

41.5

%

38.6

%

 

 

41.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Free cash flow

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flow

 

 

 

 

 

$

1,899

 

 

 

 

 

1,885

 

Less: Cash (paid) refunded for income taxes

 

 

 

 

 

(28

)

 

 

 

 

1

 

Less: Cash paid for interest, net of amounts capitalized

 

 

 

 

 

(268

)

 

 

 

 

(300

)

Less: Capital expenditures (4) 

 

 

 

 

 

(704

)

 

 

 

 

(712

)

Other income (expense)

 

 

 

 

 

6

 

 

 

 

 

7

 

Free cash flow (5) 

 

 

 

 

 

905

 

 

 

 

 

881

 

 


SPECIAL ITEMS

(1) -

Includes severance costs associated with recent reduction in force initiatives ($2 million), integration, severance, and retention costs associated with our acquisition of Qwest ($16 million) and integration, severance, retention costs associated with our acquisition of Savvis ($4 million); partially offset with a $45 million out-of-period depreciation adjustment and a $3 million credit related to tax incentives for the Embarq integration.

(2) -

Out-of-period depreciation adjustment ($45 million) to correct an overstatement of depreciation in prior quarters.

(3) -

Includes integration, severance, and retention costs associated with our acquisition of Qwest, along with restructuring charges ($65 million); integration and severance costs associated with our acquisition of Embarq ($24 million); transaction and other costs associated with our acquisition of Savvis ($20 million).

(4) -

Excludes $15 million in third quarter 2012 and $9 million in third quarter 2011 of capital expenditures related to the integration of Embarq, Qwest and Savvis.

(5) -

Excludes special items identified in items (1) to (3) and the impact of pension contributions of $32 million for third quarter 2012.

 



 

CenturyLink, Inc.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(UNAUDITED)

(Dollars in millions)

 

 

 

Nine months ended September 30, 2012

 

Nine months ended September 30, 2011

 

 

 

 

 

 

 

As adjusted

 

 

 

 

 

As adjusted

 

 

 

 

 

Less

 

excluding

 

 

 

Less

 

excluding

 

 

 

As

 

special

 

special

 

As

 

special

 

special

 

 

 

reported

 

items

 

items

 

reported

 

items

 

items

 

Operating cash flow and cash flow margin

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

2,047

 

(106

)(1)

2,153

 

1,492

 

(404

)(3)

1,896

 

Add: Depreciation and amortization

 

3,560

 

(30

)(2)

3,590

 

2,774

 

 

2,774

 

Operating cash flow

 

$

5,607

 

(136

)

5,743

 

4,266

 

(404

)

4,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

13,793

 

 

13,793

 

10,698

 

 

10,698

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income margin (operating income divided by revenues)

 

14.8

%

 

 

15.6

%

13.9

%

 

 

17.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flow margin (operating cash flow divided by revenues)

 

40.7

%

 

 

41.6

%

39.9

%

 

 

43.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Free cash flow

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flow

 

 

 

 

 

$

5,743

 

 

 

 

 

4,670

 

Less: Cash (paid) refunded for income taxes

 

 

 

 

 

(59

)

 

 

 

 

100

 

Less: Cash paid for interest, net of amounts capitalized

 

 

 

 

 

(997

)

 

 

 

 

(760

)

Less: Capital expenditures (4) 

 

 

 

 

 

(1,981

)

 

 

 

 

(1,485

)

Other income (expense)

 

 

 

 

 

16

 

 

 

 

 

12

 

Free cash flow (5) 

 

 

 

 

 

2,722

 

 

 

 

 

2,537

 

 


SPECIAL ITEMS

(1) -

Includes severance costs associated with recent reduction in force initiatives ($68 million), integration, severance, and retention costs associated with our acquisition of Qwest ($62 million) and integration, severance, retention costs associated with our acquisition of Savvis ($9 million); partially offset with a $30 million out-of-period depreciation adjustment and a $3 million credit related to tax incentives for the Embarq integration.

(2) -

Our-of-period depreciation adjustment ($30 million) to correct an overstatement of depreciation in prior quarters.

(3) -

Includes integration, severance, and retention costs associated with our acquisition of Qwest, along with restructuring charges ($316 million); integration and severance costs associated with our acquisition of Embarq ($79 million); transaction and other costs associated with our acquisition of Savvis ($22 million); net of a favorable settlement of an operating tax issue $13 million.

(4) -

Excludes $43 million for the nine months ended September 30, 2012 and $26 million for the nine months ended September 30, 2011 of capital expenditures related to the integration of Embarq, Qwest and Savvis.

(5) -

Excludes (i) special items identified in items (1) to (3) and (ii) the impact of pension contributions of $32 million for the nine months ended September 30, 2012 and $100 million for the nine months ended September 30, 2011.

 



 

CenturyLink, Inc.

ADJUSTED AND PRO FORMA STATEMENTS OF INCOME - NON-GAAP

THREE MONTHS ENDED SEPTEMBER 30, 2012 AND JUNE 30, 2012  AND PRO FORMA THREE MONTHS ENDED SEPTEMBER 30, 2011

(UNAUDITED)

(Dollars in millions, except per share amounts, shares in thousands)

 

 

 

 

 

 

 

Pro forma (1)

 

 

 

Three months

 

Three months

 

Three months

 

 

 

ended

 

ended

 

ended

 

 

 

September 30, 2012

 

June 30, 2012

 

September 30, 2011

 

 

 

(excluding

 

(excluding

 

(excluding

 

 

 

special items)(2)

 

special items)(2)

 

special items)(2)

 

 

 

 

 

 

 

 

 

OPERATING REVENUES

 

 

 

 

 

 

 

Strategic services

 

$

2,101

 

2,076

 

1,994

 

Legacy services

 

2,045

 

2,100

 

2,227

 

Data integration

 

168

 

170

 

166

 

Other

 

257

 

266

 

246

 

 

 

4,571

 

4,612

 

4,633

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

Cash expenses

 

2,672

(A)

2,712

(B)

2,739

(C)

Depreciation and amortization

 

1,189

(D)

1,208

 

1,240

 

 

 

3,861

 

3,920

 

3,979

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

710

 

692

 

654

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

Interest expense

 

(326

)

(335

)

(327

)

Other income (expense)

 

6

(E)

3

(F)

7

 

Income tax expense

 

(153

)(G)

(142

)(G)

(130

)(G)

 

 

 

 

 

 

 

 

NET INCOME

 

$

237

 

218

 

204

 

 

 

 

 

 

 

 

 

DILUTED EARNINGS PER SHARE

 

$

0.38

 

0.35

 

0.33

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE DILUTED SHARES OUTSTANDING

 

623,296

 

621,839

 

616,560

 

 

 

 

 

 

 

 

 

OPERATING CASH FLOW

 

 

 

 

 

 

 

Operating income

 

$

710

 

692

 

654

 

Add: Depreciation and amortization

 

1,189

 

1,208

 

1,240

 

Operating cash flow

 

$

1,899

 

1,900

 

1,894

 

 

 

 

As of

 

As of

 

As of

 

 

 

September 30, 2012

 

June 30, 2012

 

September 30, 2011

 

OPERATING METRICS

 

 

 

 

 

 

 

Broadband subscribers

 

5,807

 

5,763

 

5,579

 

Access lines

 

13,946

 

14,145

 

14,803

 

 


(1)

 

 

The pro forma information presented above reflects the operations of CenturyLink (which includes Qwest for the entire third quarter 2011) and Savvis assuming Savvis’ results of operations had been combined as of January 1, 2010. Pro forma adjustments include (i) the amortization of the fair value assigned to intangible assets (primarily customer relationship); (ii) adjustments to depreciation to reflect the fair value assigned to property, plant and equipment; and (iii) the related income tax effects. The above pro forma information (i) has not been prepared in accordance with generally accepted accounting principles, (ii) is for illustrative purposes only, and (iii) is not necessarily indicative of the combined operating results that would have occurred if the Savvis merger had been consummated as of January 1, 2010.

(2)

 

 

Summary description of special items for Third Quarter 2012, Second Quarter 2012 and Third Quarter 2011:

 

(A)

 

Excludes severance costs associated with recent reduction in force initiatives ($2 million), integration, severance, and retention costs associated with our acquisition of Qwest ($16 million) and integration, severance, retention costs associated with our acquisition of Savvis ($4 million); partially offset with a $3 million credit related to tax incentives for the Embarq integration.

 

(B)

 

Excludes severance costs associated with recent reduction in force initiatives ($23 million), integration, severance, and retention costs associated with our acquisition of Qwest ($10 million) and integration, severance, and retention costs associated with our acquisition of Savvis ($2 million).

 

(C)

 

Excludes integration, severance, and retention costs associated with our acquisition of Qwest, along with restructuring charges ($65 million); integration and severance costs associated with our acquisition of Embarq ($24 million); and transaction and other costs associated with our acquisition of Savvis ($20 million).

 

(D)

 

Excludes out-of-period depreciation adjustment ($45 million) to correct an overstatement of depreciation in prior quarters.

 

(E)

 

Excludes gain on the sale of a non-operating investment ($6 million).

 

(F)

 

Excludes net loss associated with early retirement of debt ($202 million).

 

(G)

 

Excludes tax effect of above items (A) to (F) ($12 million) for third quarter 2012; ($93 million) for second quarter 2012 and ($39 million) for third quarter 2011. Third quarter 2012 also excludes a benefit from the reversal of a valuation allowance $11 million.

 



 

CenturyLink, Inc.

SUPPLEMENTAL NON-GAAP INFORMATION - ADJUSTED DILUTED EPS

THREE MONTHS ENDED SEPTEMBER 30, 2012 AND JUNE 30, 2012 AND PRO FORMA THREE MONTHS ENDED SEPTEMBER 30, 2011

(UNAUDITED)

(Dollars in millions, except per share amounts)

 

 

 

 

 

 

 

Pro Forma*

 

 

 

Three months

 

Three months

 

Three months

 

 

 

ended

 

ended

 

ended

 

 

 

September 30, 2012

 

June 30, 2012

 

September 30, 2011

 

 

 

(excluding

 

(excluding

 

(excluding

 

 

 

special items)

 

special items)

 

special items)

 

 

 

 

 

 

 

 

 

Net income **

 

$

237

 

218

 

204

 

 

 

 

 

 

 

 

 

Add back:

 

 

 

 

 

 

 

Amortization of customer base intangibles:

 

 

 

 

 

 

 

Qwest

 

241

 

244

 

257

 

Embarq

 

34

 

39

 

39

 

Savvis

 

15

 

14

 

20

 

 

 

 

 

 

 

 

 

Amortization of trademark intangibles:

 

 

 

 

 

 

 

Qwest

 

15

 

16

 

20

 

Savvis

 

2

 

3

 

2

 

 

 

 

 

 

 

 

 

Amortization of fair value adjustment of long-term debt:

 

 

 

 

 

 

 

Embarq

 

1

 

1

 

1

 

Qwest

 

(20

)

(20

)

(56

)

 

 

 

 

 

 

 

 

Subtotal

 

288

 

297

 

283

 

Tax effect of above items

 

(112

)

(112

)

(110

)

Net adjustment, after taxes

 

176

 

185

 

173

 

 

 

 

 

 

 

 

 

Net income, as adjusted for above items

 

$

413

 

403

 

377

 

 

 

 

 

 

 

 

 

Weighted average diluted shares outstanding

 

623.3

 

621.8

 

616.6

 

 

 

 

 

 

 

 

 

Diluted EPS (excluding special items)

 

$

0.38

 

0.35

 

0.33

 

 

 

 

 

 

 

 

 

Adjusted diluted EPS as adjusted for the above-listed purchase accounting intangible and interest amortizations (excluding special items)

 

$

0.66

 

0.65

 

0.61

 

 

The above schedule presents adjusted net income and adjusted earnings per share (both excluding special items) by adding back to net income and earnings per share certain non-cash expense items that arise as a result of the application of business combination accounting rules to recent acquisitions.  Such presentation is not in accordance with generally accepted accounting principles but management believes the presentation is useful to analysts and investors to understand the impacts of growing our business through acquisitions.

 


*The pro forma information presented above reflects the operations of CenturyLink (which includes Qwest for the entire third quarter 2011) and Savvis assuming Savvis’ results of operations had been combined as of January 1, 2010.  Pro forma adjustments include (i) the amortization of the fair value assigned to intangible assets (primarily customer relationship); (ii) adjustments to depreciation to reflect the fair value assigned to property, plant and equipment; and (iii) the related income tax effects.  The above pro forma information (i) has not been prepared in accordance with generally accepted accounting principles, (ii) is for illustrative purposes only, and (iii) is not necessarily indicative of the combined operating results that would have occurred if the Savvis merger had been consummated as of January 1, 2010.

 

**See preceding schedule for a summary description of special items.

 



 

CenturyLink, Inc.

SUPPLEMENTAL PRO FORMA SEGMENT DATA

THREE MONTHS ENDED SEPTEMBER 30, 2012 AND JUNE 30, 2012  AND PRO FORMA THREE MONTHS ENDED SEPTEMBER 30, 2011

ASSUMING CENTURYLINK’S ACQUISITION OF SAVVIS OCCURRED JANUARY 1, 2010

(UNAUDITED)

(Dollars in millions)

 

 

 

 

 

 

 

Pro forma (*)

 

 

 

Three months

 

Three months

 

Three months

 

 

 

ended

 

ended

 

ended

 

 

 

September 30, 2012

 

June 30, 2012

 

September 30, 2011

 

Total segment revenues

 

$

4,314

 

4,346

 

4,387

 

Total segment expenses

 

2,037

 

2,024

 

2,071

 

Total segment income**

 

$

2,277

 

2,322

 

2,316

 

Total segment income margin (segment income divided by segment revenues)

 

52.8

%

53.4

%

52.8

%

 

 

 

 

 

 

 

 

Regional Markets Segment

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

Strategic services

 

$

912

 

894

 

845

 

Legacy services

 

1,491

 

1,510

 

1,599

 

Data integration

 

65

 

73

 

78

 

 

 

$

2,468