EX-99.2 3 tmus09302019ex992.htm TMUS EXHIBIT 99.2 Exhibit
EXHIBIT 99.2

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T-Mobile US, Inc.
 
 
Investor Factbook
 
T-Mobile US Reports Third Quarter 2019 Results
T-Mobile Maintains Unprecedented Momentum in Q3 and
Sets the Stage for the First Nationwide 5G Launch in 2019
Total Net Additions of 1.7M, Record-Low Q3 Branded Postpaid Phone Churn of 0.89%, Record Service Revenues of $8.6B, Record Q3 Net Income of $870M and Record Q3 Adj. EBITDA of $3.4B
Strong Customer Growth
1.7 million total net additions in Q3 2019 - record 26th consecutive quarter of more than 1 million total net additions
1.1 million branded postpaid net additions in Q3 2019 - best in the industry
754,000 branded postpaid phone net additions in Q3 2019 - best in the industry
62,000 branded prepaid net additions in Q3 2019, up 27,000 YoY
Record-low Q3 branded postpaid phone churn of 0.89% in Q3 2019, down 13 bps YoY
Record Q3 Financial Performance (all percentages year-over-year)
Record Service revenues of $8.6 billion, up 6% in Q3 2019 with Branded postpaid revenues up 10%
Record Q3 Total revenues of $11.1 billion, up 2% in Q3 2019
Record Q3 Net income of $870 million, up 9% in Q3 2019
Record Q3 Diluted earnings per share (“EPS”) of $1.01, up 9% in Q3 2019
Record Q3 Adjusted EBITDA(1) of $3.4 billion, up 5% in Q3 2019
Record Q3 Net cash provided by operating activities of $1.7 billion, up 91% in Q3 2019
Record Q3 Free Cash Flow(1) of $1.1 billion, up 27% in Q3 2019
Taking Major Steps Towards Nationwide 5G
Accelerated the planned launch of the first nationwide 5G network, utilizing 600 MHz spectrum, to this year, forming the foundational 5G coverage layer for New T-Mobile
600 MHz now reaching nearly 8,300 cities and towns in 48 states and Puerto Rico
4G LTE on 600 MHz now covers 200 million people and 1.4 million square miles
More than 26 million 600 MHz compatible devices already on our network
Continued Strong Outlook for 2019
Branded postpaid net additions of 4.1 to 4.3 million, up from prior guidance of 3.5 to 4.0 million
Net income is not available on a forward-looking basis(2) 
Adjusted EBITDA target of $13.1 to $13.3 billion, which includes leasing revenues of $550 to $600 million, up at the midpoint from prior guidance of $12.9 to $13.3 billion(1) 
Cash purchases of property and equipment, excluding capitalized interest of approximately $450 million (up from prior guidance of $400 million), are expected to be $5.9 to $6.0 billion, up $200 to $300 million from the high end of the prior guidance range, reflecting the rapid rollout of 600 MHz spectrum, which sets the foundation for our accelerated plan to launch the first nationwide 5G network this year. Cash purchases of property and equipment, including capitalized interest, are expected to be $6.35 to $6.45 billion, up from the prior guidance of $5.8 to $6.1 billion
Three-year compound annual growth rate (“CAGR”) from FY 2016 to FY 2019 for Net cash provided by operating activities, excluding payments for merger-related costs, is expected to be at 36% to 37%, an increase and narrowing from the prior target range of 33% to 35%
Three-year CAGR from FY 2016 to FY 2019 for Free Cash Flow, excluding payments for merger-related costs, is unchanged at 46% to 48%(1) 
In Q4 2019, pre-close merger-related costs are expected to be $125 million to $150 million before taxes
________________________________________________________________
(1)
Adjusted EBITDA and Free Cash Flow are non-GAAP financial measures. These non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information provided in accordance with GAAP. Reconciliations for these non-GAAP financial measures to the most directly comparable financial measures are provided in the Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures tables.
(2)
We are not able to forecast Net income on a forward-looking basis without unreasonable efforts due to the high variability and difficulty in predicting certain items that affect GAAP Net income including, but not limited to, Income tax expense, stock-based compensation expense and Interest expense. Adjusted EBITDA should not be used to predict Net income as the difference between the two measures is variable.

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Total Branded Postpaid Net Additions
(in thousands)
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Branded Postpaid Phone Churn
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CUSTOMER METRICS
Branded Postpaid Customers
Branded postpaid phone net customer additions were 754,000 in Q3 2019, compared to 710,000 in Q2 2019 and 774,000 in Q3 2018. This marks the 23nd consecutive quarter that T-Mobile led the industry in branded postpaid phone net customer additions.
Sequentially, the increase was primarily due to higher gross customer additions driven by seasonality, partially offset by higher churn.
Year-over-year, the decrease was primarily due to lower gross customer additions, partially offset by record-low third-quarter churn.
Branded postpaid other net customer additions were 320,000 in Q3 2019, compared to 398,000 in Q2 2019 and 305,000 in Q3 2018.
The sequential decrease was primarily due to lower gross customer additions from wearables.
The year-over-year increase was primarily due to higher gross customer additions from connected devices, partially offset by higher deactivations from a growing customer base.
Branded postpaid net customer additions were 1,074,000 in Q3 2019, compared to 1,108,000 in Q2 2019 and 1,079,000 in Q3 2018.
Branded postpaid phone churn was a third-quarter record-low 0.89% in Q3 2019, up 11 basis points from 0.78% in Q2 2019 and down 13 basis points from 1.02% in Q3 2018.
Sequentially, the increase was primarily due to seasonally increased promotional activity in the marketplace, partially offset by increased customer satisfaction and loyalty from ongoing improvements to network quality, industry-leading customer service and the overall value of our offerings.
Year-over-year, the decrease was due to increased customer satisfaction and loyalty from ongoing improvements to network quality, industry-leading customer service and the overall value of our offerings.



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Total Branded Prepaid Net Additions
(in thousands)
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Branded Prepaid Churn
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Total Branded Net Additions
(in thousands)

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Branded Prepaid Customers
Branded prepaid net customer additions were 62,000 in Q3 2019, compared to 131,000 in Q2 2019 and 35,000 in Q3 2018.
Sequentially, the decrease was primarily due to higher churn driven by seasonality, partially offset by the continued success of our prepaid brands due to promotional activities and rate plan offers.
Year-over-year, the increase was primarily due to lower churn, partially offset by the impact of continued promotional activities in the marketplace.
Migrations to branded postpaid plans reduced branded prepaid net customer additions in Q3 2019 by approximately 130,000, up from 115,000 in Q2 2019 and down from 140,000 in Q3 2018.
On July 18, 2019, we entered into an agreement whereby certain T-Mobile branded prepaid products will now be offered and distributed by a current Mobile Virtual Network Operator (“MVNO”) partner. Upon the effective date, the agreement resulted in a base adjustment to reduce branded prepaid customers by 616,000 as we will no longer actively support the branded product offering. Prospectively, new customer activity associated with these products is recorded within Wholesale customers and revenue for these customers is recorded within Wholesale revenues in our Condensed Consolidated Statements of Comprehensive Income.
Branded prepaid churn was 3.98% in Q3 2019, compared to 3.49% in Q2 2019 and 4.12% in Q3 2018.
Sequentially, the increase was primarily due to seasonality and increased competitive activity.
Year-over-year, the decrease was primarily due to increased customer satisfaction and loyalty from ongoing improvements to network quality and the continued success of our prepaid brands due to promotional activities and rate plan offers.



Total Branded Customers
Total branded net customer additions were 1,136,000 in Q3 2019, compared to 1,239,000 in Q2 2019 and 1,114,000 in Q3 2018.

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Wholesale Net Additions
(in thousands)
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Total Net Additions
(in thousands)
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Wholesale Customers
Wholesale net customer additions were 611,000 in Q3 2019, compared to 512,000 in Q2 2019 and 516,000 in Q3 2018.
Sequentially, the increase was primarily due to higher Machine-to-Machine (“M2M”) net additions.
Year-over-year, the increase was primarily due to higher gross additions from the continued success of our M2M partnerships.




Total Customers
Total net customer additions were 1,747,000 in Q3 2019, compared to 1,751,000 in Q2 2019 and 1,630,000 in Q3 2018. This is the 26th consecutive quarter in which T-Mobile added more than one million total net customers.
T-Mobile ended Q3 2019 with 84.2 million total customers.



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T-Mobile LTE Coverage Map
(as of September 30, 2019)
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New York 5G Coverage Map
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NETWORK
T-Mobile continues to expand the footprint and improve the quality of our network to better serve our customers. Our advancements in network technology have allowed us to increase the capabilities of our 4G LTE network as we prepare for our nationwide deployment of 5G in 2019.
5G
T-Mobile is building the foundation for its 5G network across the U.S. in 2019, utilizing both 600 MHz spectrum and mmWave spectrum.
We are continuing our deployment of LTE on 600 MHz using 5G-ready equipment and we expect to launch 5G on 600 MHz on a nationwide footprint later this year in conjunction with the introduction of the first compatible 5G smartphones, including the recently announced exclusive OnePlus 7T Pro 5G McLaren. This network will be the foundational 5G coverage layer for New T-Mobile, part of the overall “layer cake” of available low, mid, and high band spectrum for 5G that will be a game changer for consumers.
On June 28, 2019, T-Mobile introduced its 5G network using high-band mmWave spectrum in conjunction with the introduction of our first 5G handset, the Samsung Galaxy S10 5G. The 5G network commenced in six cities (New York City, Los Angeles, Dallas, Atlanta, Cleveland, and Las Vegas) and will be expanded and enhanced by continued deployments and the addition of new high-band spectrum over time.
Our mid-band spectrum will for now be reserved for LTE access. Should we close our merger with Sprint, we will rapidly deploy 5G on Sprint’s currently unused 2.5 GHz spectrum, completing the “layer cake” of spectrum and providing consumers with an unmatched 5G experience.
600 MHz Spectrum
At the end of Q3 2019, T-Mobile owned a nationwide average of 31 MHz of 600 MHz low-band spectrum. In total, T-Mobile owns approximately 41 MHz of low-band spectrum (600 MHz and 700 MHz). The spectrum covers 100% of the U.S.
As of the end of Q3 2019, T-Mobile had cleared 231 million POPs and expects to clear approximately 275 million POPs by year-end 2019.

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Depth of T-Mobile’s Nationwide Low-Band Spectrum (600 MHz and 700 MHz)
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Depth of T-Mobile’s Nationwide mmWave Spectrum
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T-Mobile continues its deployment of LTE on 600 MHz spectrum using 5G-ready equipment. At the end of Q3 2019, we were live with 4G LTE in nearly 8,300 cities and towns in 48 states and Puerto Rico covering 1.4 million square miles and 200 million POPs.
Combining 600 and 700 MHz spectrum, we have deployed 4G LTE in low-band spectrum to 311 million POPs.
Currently, more than 26 million devices on T-Mobile’s network are compatible with 600 MHz spectrum.
Spectrum Position
At the end of Q3 2019, T-Mobile owned an average of 111 MHz of spectrum nationwide, not including mmWave spectrum. The spectrum comprises an average of 31 MHz in the 600 MHz band, 10 MHz in the 700 MHz band, 29 MHz in the 1900 MHz PCS band, and 41 MHz in the AWS band.
On June 3, 2019, the FCC announced the results of Auctions 101 (28 GHz spectrum) and 102 (24 GHz spectrum). In the combined auctions, T-Mobile spent $842 million to more than quadruple its nationwide average total mmWave spectrum holdings from 104 MHz to 471 MHz.
We will evaluate future spectrum purchases in upcoming auctions and in the secondary market to further augment our current spectrum position. No option currently available (or that we predict will become available) comes close to matching the efficiencies and synergies possible from merging with Sprint.
Network Coverage Growth
T-Mobile continues to expand its coverage breadth and covered 326 million people with 4G LTE at the end of Q3 2019.
At the end of Q3 2019, T-Mobile had equipment deployed on approximately 66,000 macro cell sites and 25,000 small cell/distributed antenna system sites.












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Download and
Upload Speed Experience
(Q3 2019)
(in Mbps, D/L at Base, U/L at Top)
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Based on analysis of Opensignal Inc. data




 
Network Speed
Based on data from Opensignal for Q3 2019, T-Mobile’s average download speed was 24.0 Mbps, Verizon at 22.8 Mbps, AT&T at 23.6 Mbps, and Sprint at 20.1 Mbps.
Based on data from Opensignal for Q3 2019, T-Mobile’s average upload speed was 7.7 Mbps, compared to Verizon at 7.0 Mbps, AT&T at 5.2 Mbps, and Sprint at 2.4 Mbps.
Network Capacity Growth
Due to industry spectrum limitations (especially in mid-band), T-Mobile continues to make efforts to expand its capacity and increase the quality of its network through the re-farming of existing spectrum and implementation of new technologies including Voice over LTE (“VoLTE”), Carrier Aggregation, 4x4 multiple-input and multiple-output (“MIMO”), 256 Quadrature Amplitude Modulation (“QAM”) and License Assisted Access (“LAA”).
VoLTE comprised 90% of total voice calls in Q3 2019, up from 89% in Q2 2019 and 85% in Q3 2018.
Carrier aggregation is live for T-Mobile customers in 956 markets, up from 947 markets in Q2 2019 and 904 in Q3 2018.
4x4 MIMO is currently available in 683 markets, up from 639 markets in Q2 2019 and 535 in Q3 2018.
T-Mobile customers have 256 QAM available across the Un-carrier’s entire 4G LTE footprint.
T-Mobile is the first carrier globally to have rolled out the combination of carrier aggregation, 4x4 MIMO and 256 QAM. This trifecta of standards has been rolled out to 674 markets.
LAA has been deployed to 29 cities including Atlanta, Austin, Chicago, Denver, Houston, Las Vegas, Los Angeles, Miami, New Orleans, New York, Philadelphia, Sacramento, San Diego, Seattle, and Washington, DC.


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PROPOSED SPRINT TRANSACTIONS
On April 29, 2018, T-Mobile entered into a Business Combination Agreement with Sprint to merge in an all-stock transaction at a fixed exchange ratio of 0.10256 shares of T-Mobile common stock for each share of Sprint common stock, or 9.75 shares of Sprint common stock for each share of T-Mobile common stock (the “Merger”). The Merger, and other transactions contemplated by the Business Combination Agreement, are referred to as the “Transactions.”
The combined company will be named “T-Mobile” and, as a result of the Merger, is expected to be able to rapidly launch a broad and deep nationwide 5G network, accelerate innovation and increase competition in the U.S. wireless, video and broadband industries. Neither T-Mobile nor Sprint on its own could generate comparable benefits to consumers. The combined company is expected to trade under the “TMUS” symbol on NASDAQ.
The Transactions are subject to regulatory approvals and certain other customary closing conditions:
We received approval from CFIUS and Team Telecom in December 2018.
We received favorable action from 18 of the 19 state utility commissions conducting reviews with only the California Public Utility Commission (PUC) still outstanding.
In June 2019, the attorneys general of certain states and the District of Columbia filed a lawsuit against us, Deutsche Telekom, Sprint, and Softbank Group Corp. in the U.S. District Court for the Southern District of New York, alleging that the Merger, if consummated, would violate Section 7 of the Clayton Act. We believe the plaintiffs’ claims are without merit and are defending the lawsuit vigorously. Trial is set to begin on December 9, 2019.
In July 2019, T-Mobile and Sprint received clearance for the Merger from the U.S. Department of Justice by entering into a consent decree. The DOJ consent decree is still subject to the final Tunney Act review.
In July 2019, T-Mobile and Sprint also entered into agreements with DISH Network Corporation to divest Sprint’s prepaid businesses and 800 MHz spectrum assets to DISH for total proceeds of $5.0 billion. Additionally, the companies will enter into commercial agreements to provide the

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transferred prepaid and new DISH wireless customers access to the New T-Mobile network for seven years.
In early October, the State of Florida joined the DOJ settlement and Mississippi and Colorado came off the state AG complaint. In total, 19 state governments - state AGs, governors and/or PUCs - have now expressed their support for the Merger, highlighting benefits such as increased competition, rural coverage, jobs, affordability and new wireless competition for fixed broadband access.
The Federal Communications Commission (“FCC”) voted to approve the Merger on October 16th.
We remain confident and optimistic about completing the final steps for the Merger and will continue to seek approval from the California PUC and engage with State Attorneys General.
We now expect the Merger will be permitted to close in early 2020.
In Q3 2019, costs related to the Sprint transaction were $159 million before taxes compared to $222 million in Q2 2019 and $53 million in Q3 2018. These costs impacted Selling, general, and administrative (“SG&A”) expenses and Net income but are excluded from Adjusted EBITDA.
In Q4 2019, pre-close merger-related costs are expected to be $125 million to $150 million before taxes.
 
Devices Sold or Leased
(in million units)
 
Q3 2018
 
Q2 2019
 
Q3 2019
Total Company
 
 
 
 
 
Phones
8.1
 
6.5
 
7.4
Mobile broadband and IoT devices
0.6
 
0.6
 
0.6
Total Company
8.7
 
7.1
 
8.0
Branded Postpaid Upgrade Rate
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DEVICES
Total devices sold or leased were 8.0 million units in Q3 2019, compared to 7.1 million units in Q2 2019 and 8.7 million units in Q3 2018.
Total phones (smartphones and non-smartphones) sold or leased were 7.4 million units in Q3 2019, compared to 6.5 million units in Q2 2019 and 8.1 million units in Q3 2018.
The branded postpaid upgrade rate was approximately 5% in Q3 2019, flat sequentially and down year-over-year from 6% in Q3 2018.



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Total EIP Receivables, net and QoQ
Change in Total EIP Receivables
($ in millions)
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QoQ Change in Total EIP     Total EIP Rec., net





Leased Devices Transferred to P&E,
Net and Lease Revenues
($ in millions)
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Lease Revenues
 
Leased Devices Trans. to P&E


 
DEVICE FINANCING
Equipment Installment Plans (“EIP”)
T-Mobile provided $1.54 billion in gross EIP device financing to its customers in Q3 2019, down 5.5% from $1.63 billion in Q2 2019 and down 12.9% from $1.76 billion in Q3 2018.
Sequentially, the decrease was primarily due to lower average revenue per device sold.
Year-over-year, the decrease was primarily due to lower EIP unit sales.
Customers on T-Mobile plans had associated EIP billings of $1.69 billion in Q3 2019, up 2.6% from $1.65 billion in Q2 2019 and up 5.4% from $1.60 billion in Q3 2018. EIP billings include prepayments and adjustments.
Total EIP receivables, net of imputed discount and allowances for credit losses, were $3.89 billion at the end of Q3 2019, compared to $4.05 billion at the end of Q2 2019 and $3.59 billion at the end of Q3 2018.


Leasing Plans
Leased devices transferred to property and equipment from inventory, net, was $233 million in Q3 2019, compared to $100 million in Q2 2019 and $155 million in Q3 2018.
The sequential and year-over year increases were primarily due to a higher number of devices leased.
Depreciation expense associated with leased devices was $107 million in Q3 2019, compared to $124 million in Q2 2019 and $245 million in Q3 2018.
Leased devices included in property and equipment, net was $543 million at the end of Q3 2019, compared to $418 million at the end of Q2 2019 and $653 million at the end of Q3 2018.
Lease revenues were $142 million in Q3 2019, compared to $143 million in Q2 2019 and $176 million in Q3 2018.



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Total Bad Debt Expense and Losses from Sales of Receivables
($ in millions, % of Total Revs)
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CUSTOMER QUALITY
Total bad debt expense and losses from sales of receivables was $102 million in Q3 2019, compared to $99 million in Q2 2019 and $128 million in Q3 2018.
As a percentage of total revenues, total bad debt expense and losses from sales of receivables was 0.92% in Q3 2019, compared to 0.90% in Q2 2019 and 1.18% in Q3 2018.
Sequentially, total bad debt expense and losses from sales of receivables increased by $3 million. As a percentage of total revenues, bad debt expense and losses from sales of receivables increased by 2 basis points.
Year-over-year, total bad debt expense and losses from sales of receivables decreased by $26 million. As a percentage of total revenues, bad debt expense and losses from sales of receivables decreased by 26 basis points.
The third quarter of 2019 included certain one-time benefits and we expect a seasonal uptick in Q4 2019.
Including the EIP receivables sold, total EIP receivables classified as Prime were 52% of total EIP receivables at the end of Q3 2019, compared to 52% at the end of Q2 2019 and 52% at the end of Q3 2018.



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Branded Postpaid Phone ARPU
($ per month)

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Branded Postpaid Customers per
Account
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OPERATING METRICS
Branded Postpaid Phone ARPU
Branded postpaid phone ARPU was $46.22 in Q3 2019, essentially flat from $46.10 in Q2 2019 and $46.17 in Q3 2018.
Sequentially, there were no significant drivers.
Year-over-year, the change was primarily due to offsetting factors including higher premium services revenue and the growing success of new customer segments and rate plans, offset by a reduction in certain non-recurring charges, a reduction in regulatory program revenues from the continued adoption of tax inclusive plans and the ongoing growth in our Netflix offering, which totaled $0.59 for the three months ended September 30, 2019, and decreased branded postpaid phone ARPU by $0.18 compared to the three months ended September 30, 2018.
We expect Branded postpaid phone ARPU in full-year 2019 to be down approximately 0.7% to 0.9% compared to full-year 2018, which implies a sequential and year-over-year decline in Q4 2019. This decrease is driven in part by a reduction in the non-cash, non-recurring benefit related to Data Stash as the majority of impacted customers have transitioned to unlimited plans.

Branded Postpaid Customers per Account
Branded postpaid customers per account was 3.10 at the end of Q3 2019, compared to 3.08 at the end of Q2 2019 and 2.99 at the end of Q3 2018.
The sequential and year-over-year increase was primarily due to the continued growth of new customer segments and rate plans such as Unlimited 55+, Military, Business and Essentials, promotional activities targeting families and the continued success of connected devices and wearables, specifically the Apple Watch.


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Branded Prepaid ARPU
($ per month)
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Branded Prepaid ARPU
Branded prepaid ARPU was $38.16 in Q3 2019, up 1.9% from $37.46 in Q2 2019 and essentially flat compared to $38.34 in Q3 2018.
Sequentially, the increase was primarily due to the removal of certain branded prepaid customers associated with products now offered and distributed by a current MVNO partner as those customers had lower ARPU.
Year-over-year, the change was primarily due to dilution from promotional rate plans and the growth in our Amazon Prime offering - included as a benefit with certain Metro by T-Mobile unlimited rate plans as of Q4 2018 - which impacted prepaid ARPU by $0.40 in Q3 2019, offset by the removal of certain branded prepaid customers associated with products now offered and distributed by a current MVNO partner as those customers had lower ARPU.

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Service Revenues
($ in millions)
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Branded Postpaid Service Revenues
($ in millions)
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REVENUES
Service Revenues
T-Mobile again led the industry in year-over-year service revenue percentage growth in Q3 2019. This marks the 22nd consecutive quarter that T-Mobile led the industry in this measure.
Service revenues were a record-high $8.58 billion in Q3 2019, up 1.9% from $8.43 billion in Q2 2019 and up 6.4% from $8.07 billion in Q3 2018.
Sequentially, the increase was primarily due to a 2.4% increase in Branded postpaid revenues, primarily due to higher average branded postpaid phone customers from growth in our customer base driven by the continued growth in existing and Greenfield markets, including the growing success of new customer segments and rate plans such as Unlimited 55+, Military, Business and Essentials.
Year-over-year, the increase was primarily due to a 9.6% increase in Branded postpaid revenues, primarily due to higher average branded postpaid phone customers from growth in our customer base driven by the continued growth in existing and Greenfield markets, including the growing success of new customer segments and rate plans such as Unlimited 55+, Military, Business and Essentials, along with higher average branded postpaid other customers driven by higher connected devices and wearables, specifically the Apple Watch.








    
     

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Equipment Revenues
($ in millions)
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Total Revenues
($ in millions)
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Equipment Revenues
Equipment revenues were $2.19 billion in Q3 2019, down 3.4% from $2.26 billion in Q2 2019 and down 8.6% from $2.39 billion in Q3 2018. Equipment revenues in Q3 2019 were comprised of lease revenues of $142 million and non-lease revenues of $2.04 billion.
Sequentially, the decrease was primarily due to a lower average revenue per device sold, driven by a decrease in the high-end device mix and a decrease in proceeds from the liquidation of inventory, partially offset by a 9% increase in the number of devices sold, excluding purchased leased devices.
Year-over-year, the decrease was primarily due to a 10% decrease in the number of devices sold, excluding purchased leased devices, a decrease of $34 million in lease revenues primarily due to a lower number of customer devices under lease and a decrease in proceeds from the liquidation of inventory, partially offset by a higher average revenue per device sold primarily due to an increase in the high-end device mix and lower promotions.

Total Revenues
Total revenues were a Q3 record-high $11.06 billion in Q3 2019, up 0.7% from $10.98 billion in Q2 2019 and up 2.0% from $10.84 billion in Q3 2018.


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Cost of Services
($ in millions, % of Service Revs)
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Cost of Equipment Sales
($ in millions, % of Equipment Revs)
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OPERATING EXPENSES
Cost of Services
Cost of services, exclusive of depreciation and amortization (“D&A”), was $1.73 billion in Q3 2019, up 5.1% from $1.65 billion in Q2 2019 and up 9.3% from $1.59 billion in Q3 2018.
Sequentially, the increase was primarily due to higher costs for network expansion and certain one-time costs.
Cost of services as a percentage of Service revenues increased by 60 basis points sequentially.
Year-over-year, the increase was due to higher costs for network expansion and employee-related expenses and hurricane-related reimbursements, net of costs, of $54 million in Q3 2018, compared to no significant impact from hurricanes in Q3 2019, partially offset by the positive impact of the new lease standard of approximately $95 million in Q3 2019 and lower regulatory program costs.
As a percentage of Service revenues, Cost of services increased by 50 basis points year-
over-year.

Cost of Equipment Sales
Cost of equipment sales, exclusive of D&A, was $2.70 billion in Q3 2019, up 1.6% from $2.66 billion in Q2 2019 and down 5.5% from $2.86 billion in Q3 2018.
Sequentially, the increase was primarily due to a 9% increase in the number of devices sold, excluding purchased leased devices, partially offset by a lower average cost per device sold, primarily due to a decrease in the high-end device mix, and a decrease in costs related to the liquidation of inventory.
Year-over-year, the decrease was primarily due to a 10% decrease in the number of devices sold, excluding purchased leased devices, and a decrease in costs related to the liquidation of inventory, partially offset by a higher average cost per device sold due to an increase in the high-end device mix.

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SG&A Expense
($ in millions, % of Service Revs)
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SG&A Expense (Excluding merger-related costs)
($ in millions, % of Service Revs)
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D&A Expense
($ in millions, % of Total Revs)

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Selling, General and Admin. “SG&A” Expense
SG&A expense was $3.50 billion in Q3 2019, down 1.3% from $3.54 billion in Q2 2019 and up 5.6% from $3.31 billion in Q3 2018.
Sequentially, the decrease was primarily due to merger-related costs of $159 million in Q3 2019, compared to $222 million in Q2 2019.
As a percentage of Service revenues, SG&A expense decreased 120 basis points sequentially. As a percentage of Service revenues, excluding merger-related costs, SG&A expense decreased 50 basis points sequentially.
Year-over-year, the increase was primarily due to merger-related costs of $159 million in Q3 2019, compared to $53 million in Q3 2018, higher costs related to outsourced functions and employee-related costs and higher commissions expense resulting from an increase of $83 million in amortization expense related to commission costs that were capitalized beginning upon the adoption of ASC 606 on January 1, 2018; partially offset by lower commissions expense from lower gross branded customer additions and compensation structure changes.
As a percentage of Service revenues, SG&A expense decreased 30 basis points year-over-year. As a percentage of Service revenues, excluding merger-related costs, SG&A expense decreased 150 basis points year-over-year.

Depreciation and Amortization
D&A was $1.66 billion in Q3 2019, up 4.4% from $1.59 billion in Q2 2019 and up 1.1% from $1.64 billion in Q3 2018.
D&A related to leased devices was $108 million in Q3 2019, compared to $125 million in Q2 2019 and $245 million in Q3 2018.
Non-lease-related D&A was $1.55 billion in Q3 2019, compared to $1.46 billion in Q2 2019 and $1.39 billion in Q3 2018.
Sequentially and year-over-year, the increase was primarily due to the continued deployment of lower-band spectrum, including 600 MHz, partially offset by lower depreciation expense resulting from a lower total number of customer devices under lease.

18


 




Net Income
($ in millions)
chart-af04f5a7b66157d9a55.jpg





Diluted Earnings Per Share
chart-215c3ff94caa560d870.jpg
 
NET INCOME AND
DILUTED EARNINGS PER SHARE
Net income was $870 million in Q3 2019, down 7% from $939 million in Q2 2019 and up 9% from $795 million in Q3 2018. EPS was $1.01 in Q3 2019, down from $1.09 in Q2 2019 and up from $0.93 in Q3 2018.
Sequentially, the decreases in Net income and EPS were primarily due to lower Operating income and higher income tax expense, partially offset by higher Other income, net.
Net income and EPS included the following:
The impact from merger-related costs on Net income and EPS for Q3 2019 of $128 million and $0.15, respectively, compared to $175 million and $0.20 in Q2 2019, respectively.
Year-over-year, the increases in Net income and EPS were primarily due to higher Operating income and lower Interest expense to affiliates and Interest expense.
Net income and EPS included the following:
The impact from merger-related costs on Net income and EPS for Q3 2019 of $128 million and $0.15, respectively, compared to $53 million and $0.06 in Q3 2018, respectively.
There was no significant impact from hurricanes on Net income and EPS for Q3 2019, compared to the impact from hurricane-related reimbursements, net of costs, of $88 million and $0.10, respectively, for Q3 2018.
Net income margin was 10% in Q3 2019, compared to 11% in Q2 2019 and 10% in Q3 2018. Net income margin is calculated as Net income divided by Service revenues.
The effective tax rate for Q3 2019 was 27%. For full-year 2019, the effective tax rate is expected to be 25% to 26%.
 


 


19



Adjusted EBITDA
($ in millions)
chart-49a25340f33c56a180c.jpg

 
ADJUSTED EBITDA
Adjusted EBITDA was $3.4 billion in Q3 2019, down 1.9% from $3.5 billion in Q2 2019 and up 4.8% from $3.2 billion in Q3 2018.
Sequentially, the decrease in Adjusted EBITDA was primarily due to higher net losses on equipment sales and higher Cost of services expenses, partially offset by higher Service revenues.
Year-over-year, the increase in Adjusted EBITDA was primarily due to higher Service revenues, partially offset by higher Cost of services expenses, higher Selling, general and administrative expenses, excluding merger-related costs, and the impact from hurricane-related reimbursements, net of costs, of $138 million in Q3 2018. There were no significant impacts from hurricanes in Q3 2019.
The impact from commission costs capitalized and amortized beginning upon the adoption of ASC 606 on January 1, 2018, reduced Adjusted EBITDA by $25 million sequentially and $83 million year-over-year.
Adjusted EBITDA excludes merger-related costs of $159 million in Q3 2019 compared to $222 million in Q2 2019 and $53 million in Q3 2018.
Adjusted EBITDA margin was 40% in Q3 2019, compared to 41% in Q2 2019 and 40% in Q3 2018. Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Service revenues.





20


 

Cash Purchases of Property and Equipment
($ in millions, % of Service Revenues)
chart-b08b554b53c3578fb71.jpg
Cash Purchases of Property and Equipment (Excluding Capitalized Interest)
($ in millions, % of Service Revenues)
chart-6eebc1908b8650c0a8c.jpg



 
CAPITAL EXPENDITURES
Cash purchases of property and equipment were $1.51 billion in Q3 2019, compared to $1.79 billion in Q2 2019 and $1.36 billion in Q3 2018.
Sequentially, the decrease was primarily due to fluctuations in the timing of the build-out of our network, including the build-out of 600 MHz low-band spectrum.
Year-over-year, the increase was primarily due to growth in network build as we continued deployment of lower-band spectrum, including 600 MHz, and laying the groundwork for 5G.
Cash purchases of property and equipment, excluding capitalized interest, were $1.40 billion in Q3 2019, compared to $1.66 billion in Q2 2019 and $1.26 billion in Q3 2018.
Capitalized interest included in cash purchases of property and equipment was $118 million in Q3 2019, compared to $125 million in Q2 2019 and $101 million in Q3 2018.





21



Net Cash Provided by Operating Activities
($ in millions)
chart-aa0ae574873a52e6b8b.jpg


 
CASH FLOW
Operating Activities
Net cash provided by operating activities was $1.75 billion in Q3 2019, compared to $2.15 billion in Q2 2019 and $914 million in Q3 2018.
Sequentially, the decrease was primarily due to higher net cash outflows from changes in working capital and lower Net income.
The change in working capital was primarily due to higher use from Accounts payable and accrued liabilities and Inventories, partially offset by lower use from Equipment installment plan receivables, changes in Other current and long-term liabilities, and lower use from Accounts receivable.
Year-over-year, the increase was primarily due to lower net cash outflows from change in working capital and higher Net income.
The change in working capital was primarily due to lower use from Accounts receivable and Equipment installment plan receivables, partially offset by higher use from Accounts payable and accrued liabilities.
Changes in Operating lease right-of-use assets and Short and long-term operating lease liabilities are now presented in Changes in operating assets and liabilities due to the adoption of the new lease standard. Sequentially, the net impact of changes in these accounts decreased Net cash provided by operating activities by $6 million. Year-over-year, the net impact of changes in these accounts decreased Net cash provided by operating activities by $58 million.
Net cash provided by operating activities three-year CAGR, excluding payments for merger-related costs, from full-year 2016 to full-year 2019 is expected to be between 36% and 37%, an increase and narrowing of the prior target range of 33% to 35%.

22


Net Cash Provided by (Used in) Investing Activities
($ in millions)
chart-8acf0cdcdf195e9fae7.jpg


Net Cash Used in Financing Activities
($ in millions)
chart-e4e9bc4ccccc5bbda1a.jpg

 
Investing Activities
Net cash used in investing activities was an outflow of $657 million in Q3 2019, compared to $1.62 billion in Q2 2019 and $42 million in Q3 2018.
Sequentially, the decrease was primarily due to lower purchases of spectrum licenses and other intangible assets, including deposits, and lower purchases of property and equipment, including capitalized interest.
Year-over-year, the increase was primarily due to lower proceeds related to our deferred purchase price from securitization transactions and higher purchases of property and equipment, including capitalized interest.

Financing Activities
Net cash used in financing activities was $543 million in Q3 2019, compared to $866 million in Q2 2019 and $758 million in Q3 2018.
Sequentially, the decrease was primarily due to repayments of long-term debt in Q2 2019, partially offset by repayments of short-term debt for purchases of inventory, property and equipment in Q3 2019.
Year-over-year, the decrease was primarily due to net repayments on the revolving credit facility in Q3 2018, compared to no net activity in Q3 2019, partially offset by higher repayments of financing lease obligations and higher repayments of short-term debt for purchases of inventory, property and equipment.















23



Free Cash Flow
($ in millions)
chart-3f9663f043615cc0af1.jpg

 
FREE CASH FLOW
Free Cash Flow was $1.1 billion in Q3 2019, compared to $1.2 billion in Q2 2019 and $890 million in Q3 2018.
Sequentially, the decrease was primarily due to lower net cash provided by operating activities, as described above, partially offset by lower cash purchases of property and equipment, including capitalized interest, and higher proceeds related to our deferred purchase price from securitization transactions.
Year-over-year, the increase was due to higher net cash provided by operating activities, as described above, partially offset by lower proceeds related to our deferred purchase price from securitization transactions and higher cash purchases of property and equipment, including capitalized interest.
The impact of payments for merger-related costs on Free Cash Flow was $124 million in Q3 2019 compared to $151 million in Q2 2019 and $23 million in Q3 2018. Free cash flow, excluding payments for merger-related costs, was $1.3 billion in Q3 2019.
Free Cash Flow three-year CAGR, excluding payments for merger-related costs, from full-year 2016 to full-year 2019 is expected to be between 46% and 48%, unchanged from the prior target range. Free cash flow guidance does not assume any material net cash inflows from securitization going forward.





24



Total Debt and Net Debt (Excluding Tower Obligations)
Net Debt to LTM Net Income
Net Debt to LTM Adjusted EBITDA
($ in billions)
chart-48ce063ecfb05baa8d8.jpg
 
Total Debt (excl. Tower Obligations)
 
Net Debt (excl. Tower Obligations)
    Net Debt (excl. Tower Obligations) to LTM Net income
    Net Debt (excl. Tower Obligations) to LTM Adj. EBITDA

 
CAPITAL STRUCTURE
Total debt, excluding tower obligations, at the end of Q3 2019 was $27.9 billion and was comprised of the following:
$475 million of Short-term debt,
$11.0 billion of Long-term debt,
$14.0 billion of Long-term debt to affiliates,
$1.0 billion of Short-term financing lease liabilities, and
$1.4 billion of Financing lease liabilities
Net debt, excluding tower obligations, at the end of Q3 2019 was $26.2 billion.
The ratio of net debt, excluding tower obligations, to Net income for the trailing last twelve months (“LTM”) period was 7.8x at the end of Q3 2019, compared to 8.0x at the end of Q2 2019 and 5.5x at the end of Q3 2018.
The ratio of net debt, excluding tower obligations, to Adjusted EBITDA for the trailing LTM period was 2.0x at the end of Q3 2019, compared to 2.0x at the end of Q2 2019 and 2.2x at the end of Q3 2018.
 
2019 Guidance Outlook
 
 
Original
 
Q1 2019 Update
 
Q2 2019 Update
 
Q3 2019 Update
Branded Postpaid Net Adds
(in millions)
2.6
 
3.6
 
3.1
 
3.7
 
3.5
 
4.0
 
4.1
 
4.3
Adjusted EBITDA
($ in billions)
$12.7
 
$13.2
 
Unchanged
 
$12.9
 
$13.3
 
$13.1
 
$13.3
Cash purchases of prop and equip excl Cap int
($ in billions)
$5.4
 
$5.7
 
Unchanged
 
Unchanged
 
$5.9
 
$6.0
Net cash provided by op act 3-yr CAGR
17%
 
21%
 
32%
 
35%
 
33%
 
35%
 
36%
 
37%
Free Cash Flow three-year CAGR
46%
 
48%
 
Unchanged
 
Unchanged
 
Unchanged
 
GUIDANCE
Branded postpaid net customer additions: Branded postpaid net customer additions for the full-year 2019 are expected to be 4.1 to 4.3 million, up from prior guidance of 3.5 to 4.0 million.
Net Income: We are not able to forecast net income on a forward-looking basis without unreasonable efforts due to the high variability and difficulty in predicting certain items that affect GAAP net income, including, but not limited to, income tax expense, stock-based compensation expense and interest expense. Adjusted EBITDA should not be used to predict net income as the difference between the two measures is variable.
Adjusted EBITDA: For the full-year 2019, Adjusted EBITDA is expected to be in the range of $13.1 to $13.3 billion, increasing the midpoint from the prior guidance range of $12.9 to $13.3 billion. This target includes expected leasing revenues of $550 to $600 million, unchanged from prior guidance, and takes into account the network expansion, including the deployment of our 600 MHz spectrum and the build-out of our 5G network.

25




 
Capital expenditures: Cash purchases of property and equipment for the full-year 2019, excluding capitalized interest of approximately $450 million (up from prior guidance of $400 million), are expected to be in the range of $5.9 to $6.0 billion, up $200 to $300 million from the high end of the prior guidance range. Cash purchases of property and equipment for the full-year 2019, including capitalized interest, are expected to be in the range of $6.35 to $6.45 billion, up from the prior guidance of $5.8 to $6.1 billion. The higher capital expenditures guidance reflects our rapid rollout of 600 MHz spectrum, setting the foundation for our accelerated plan to launch the first nationwide 5G network with more than 200 million POPs later this year.
Net cash provided by operating activities: Net cash provided by operating activities three-year CAGR, excluding payments for merger-related costs, from full-year 2016 to full-year 2019 is expected to be between 36% and 37%, an increase and narrowing of the prior target range of 33% to 35%.
Free Cash Flow: Free Cash Flow three-year CAGR, excluding payments for merger-related costs, from full-year 2016 to full-year 2019 is expected to be between 46% and 48%, unchanged from the prior target range. Free cash flow guidance does not assume any material net cash inflows from securitization going forward.
Branded postpaid phone ARPU: We expect Branded postpaid phone ARPU in full-year 2019 to be down approximately 0.7% to 0.9% compared to full-year 2018, which implies a sequential and year-over-year decline in Q4 2019. This decrease is driven in part by a reduction in the non-cash, non-recurring benefit related to Data Stash as the majority of impacted customers have transitioned to unlimited plans.
Tax Rate: For full-year 2019, the effective tax rate is expected to be 25% to 26%, unchanged from prior guidance.
Merger-related costs: In Q4 2019, pre-close merger-related costs are expected to be $125 to $150 million before taxes. These costs are excluded from Adjusted EBITDA but will impact Net income and cash flows.

 
UPCOMING EVENTS (All dates and attendance tentative)

UBS Global TMT Conference, December 9-11, New York, NY
Citi 2020 Global TMT West Conference, January 7-8, Las Vegas, NV
Raymond James Deer Valley Summit, January 9-10, Park City, UT



26


 
CONTACT INFORMATION
Press:                             
Media Relations                        
T-Mobile US, Inc.
mediarelations@t-mobile.com                
http://newsroom.t-mobile.com                
 
Investor Relations:
Nils Paellmann, nils.paellmann@t-mobile.com
Ben Barrett, ben.barrett@t-mobile.com
Esther Tehrani, esther.tehrani@t-mobile.com
investor.relations@t-mobile.com
http://investor.t-mobile.com

27


T-Mobile US, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in millions, except share and per share amounts)
September 30,
2019
 
December 31,
2018
Assets
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
1,653

 
$
1,203

Accounts receivable, net of allowances of $61 and $67
1,822

 
1,769

Equipment installment plan receivables, net
2,425

 
2,538

Accounts receivable from affiliates
20

 
11

Inventory
801

 
1,084

Other current assets
1,737

 
1,676

Total current assets
8,458

 
8,281

Property and equipment, net
22,098

 
23,359

Operating lease right-of-use assets
10,914

 

Financing lease right-of-use assets
2,855

 

Goodwill
1,930

 
1,901

Spectrum licenses
36,442

 
35,559

Other intangible assets, net
144

 
198

Equipment installment plan receivables due after one year, net
1,469

 
1,547

Other assets
1,799

 
1,623

Total assets
$
86,109

 
$
72,468

Liabilities and Stockholders' Equity
 
 
 
Current liabilities
 
 
 
Accounts payable and accrued liabilities
$
6,406

 
$
7,741

Payables to affiliates
252

 
200

Short-term debt
475

 
841

Deferred revenue
608

 
698

Short-term operating lease liabilities
2,232

 

Short-term financing lease liabilities
1,013

 

Other current liabilities
1,883

 
787

Total current liabilities
12,869

 
10,267

Long-term debt
10,956

 
12,124

Long-term debt to affiliates
13,986

 
14,582

Tower obligations
2,241

 
2,557

Deferred tax liabilities
5,296

 
4,472

Operating lease liabilities
10,614

 

Financing lease liabilities
1,440

 

Deferred rent expense

 
2,781

Other long-term liabilities
936

 
967

Total long-term liabilities
45,469

 
37,483

Commitments and contingencies
 
 
 
Stockholders' equity
 
 
 
Common Stock, par value $0.00001 per share, 1,000,000,000 shares authorized; 857,072,063 and 851,675,119 shares issued, 855,557,671 and 850,180,317 shares outstanding

 

Additional paid-in capital
38,433

 
38,010

Treasury stock, at cost, 1,514,392 and 1,494,802 shares issued
(8
)
 
(6
)
Accumulated other comprehensive loss
(1,070
)
 
(332
)
Accumulated deficit
(9,584
)
 
(12,954
)
Total stockholders' equity
27,771

 
24,718

Total liabilities and stockholders' equity
$
86,109

 
$
72,468


28


T-Mobile US, Inc.
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
 
Three Months Ended
 
Nine Months Ended September 30,
(in millions, except share and per share amounts)
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
2019
 
2018
Revenues
 
 
 
 
 
 
 
 
 
Branded postpaid revenues
$
5,746

 
$
5,613

 
$
5,244

 
$
16,852

 
$
15,478

Branded prepaid revenues
2,385

 
2,379

 
2,395

 
7,150

 
7,199

Wholesale revenues
321

 
313

 
338

 
938

 
879

Roaming and other service revenues
131

 
121

 
89

 
346

 
247

Total service revenues
8,583

 
8,426

 
8,066

 
25,286

 
23,803

Equipment revenues
2,186

 
2,263

 
2,391

 
6,965

 
7,069

Other revenues
292

 
290

 
382

 
869

 
993

Total revenues
11,061

 
10,979

 
10,839

 
33,120

 
31,865

Operating expenses
 
 
 
 
 
 
 
 
 
Cost of services, exclusive of depreciation and amortization shown separately below
1,733

 
1,649

 
1,586

 
4,928

 
4,705

Cost of equipment sales, exclusive of depreciation and amortization shown separately below
2,704

 
2,661

 
2,862

 
8,381

 
8,479

Selling, general and administrative
3,498

 
3,543

 
3,314

 
10,483

 
9,663

Depreciation and amortization
1,655

 
1,585

 
1,637

 
4,840

 
4,846

Total operating expense
9,590

 
9,438

 
9,399

 
28,632

 
27,693

Operating income
1,471

 
1,541

 
1,440

 
4,488

 
4,172

Other income (expense)
 
 
 
 
 
 
 
 
 
Interest expense
(184
)
 
(182
)
 
(194
)
 
(545
)
 
(641
)
Interest expense to affiliates
(100
)
 
(101
)
 
(124
)
 
(310
)
 
(418
)
Interest income
5

 
4

 
5

 
17

 
17

Other (expense) income, net
3

 
(22
)
 
3

 
(12
)
 
(51
)
Total other expense, net
(276
)
 
(301
)
 
(310
)
 
(850
)
 
(1,093
)
Income before income taxes
1,195

 
1,240

 
1,130

 
3,638

 
3,079

Income tax expense
(325
)
 
(301
)
 
(335
)
 
(921
)
 
(831
)
Net income
870

 
939

 
795

 
2,717

 
2,248

 
 
 
 
 
 
 
 
 
 
Net income
$
870

 
$
939

 
$
795

 
$
2,717

 
$
2,248

Other comprehensive loss, net of tax
 
 
 
 
 
 
 
 
 
Unrealized loss on cash flow hedges, net of tax effect of $88, $102, $0, $256 and $0
(257
)
 
(292
)
 

 
(738
)
 

Other comprehensive (loss)
(257
)
 
(292
)
 

 
(738
)
 

Total comprehensive income
$
613

 
$
647

 
$
795

 
$
1,979

 
$
2,248

Earnings per share
 
 
 
 
 
 
 
 
 
Basic
$
1.02

 
$
1.10

 
$
0.94

 
$
3.18

 
$
2.65

Diluted
$
1.01

 
$
1.09

 
$
0.93

 
$
3.15

 
$
2.62

Weighted average shares outstanding
 
 
 
 
 
 
 
 
 
Basic
854,578,241

 
854,368,443

 
847,087,120

 
853,391,370

 
849,960,290

Diluted
862,690,751

 
860,135,593

 
853,852,764

 
862,854,654

 
858,248,568



29


T-Mobile US, Inc.
Condensed Consolidated Statements of Cash Flows  
(Unaudited)
 
Three Months Ended
 
Nine Months Ended September 30,
(in millions)
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
2019
 
2018
Operating activities
 
 
 
 
 
 
 
 
 
Net income
$
870

 
$
939

 
$
795

 
$
2,717

 
$
2,248

Adjustments to reconcile net income to net cash provided by operating activities
 
 
 
 
 
 
 
 
 
Depreciation and amortization
1,655

 
1,585

 
1,637

 
4,840

 
4,846

Stock-based compensation expense
126

 
130

 
115

 
366

 
324

Deferred income tax expense
294

 
267

 
284

 
849

 
762

Bad debt expense
74

 
71

 
80

 
218

 
209

Losses from sales of receivables
28

 
28

 
48

 
91

 
127

Deferred rent expense

 

 
10

 

 
21

Losses on redemption of debt

 
19

 

 
19

 
122

Changes in operating assets and liabilities
 
 
 
 
 
 
 
 
 
Accounts receivable
(745
)
 
(805
)
 
(1,238
)
 
(2,693
)
 
(3,247
)
Equipment installment plan receivables
(78
)
 
(150
)
 
(335
)
 
(478
)
 
(843
)
Inventories
(36
)
 
162

 
(115
)
 
(139
)
 
43

Operating lease right-of-use assets
491

 
469

 

 
1,395

 

Other current and long-term assets
(118
)
 
(83
)
 
(193
)
 
(288
)
 
(309
)
Accounts payable and accrued liabilities
(395
)
 
43

 
(265
)
 
(339
)
 
(1,372
)
Short and long-term operating lease liabilities
(549
)
 
(521
)
 

 
(1,592
)
 

Other current and long-term liabilities
42

 
(27
)
 
39

 
136

 
(21
)
Other, net
89

 
20

 
52

 
185

 
35

Net cash provided by operating activities
1,748

 
2,147

 
914

 
5,287

 
2,945

Investing activities
 
 


 
 
 
 
 
 
Purchases of property and equipment, including capitalized interest of $118, $125 and $101
(1,514
)
 
(1,789
)
 
(1,362
)
 
(5,234
)
 
(4,357
)
Purchases of spectrum licenses and other intangible assets, including deposits
(13
)
 
(665
)
 
(22
)
 
(863
)
 
(101
)
Proceeds related to beneficial interests in securitization transactions
900

 
839

 
1,338

 
2,896

 
3,956

Acquisition of companies, net of cash acquired
(31
)
 

 

 
(31
)
 
(338
)
Other, net
1

 

 
4

 
(6
)
 
30

Net cash provided by (used in) investing activities
(657
)
 
(1,615
)
 
(42
)
 
(3,238
)
 
(810
)
Financing activities
 
 
 
 
 
 
 
 
 
Proceeds from issuance of long-term debt

 

 

 

 
2,494

Payments of consent fees related to long-term debt

 

 

 

 
(38
)
Proceeds from borrowing on revolving credit facility
575

 
880

 
1,810

 
2,340

 
6,050

Repayments of revolving credit facility
(575
)
 
(880
)
 
(2,130
)
 
(2,340
)
 
(6,050
)
Repayments of financing lease obligations
(235
)
 
(229
)
 
(181
)
 
(550
)
 
(508
)
Repayments of short-term debt for purchases of inventory, property and equipment, net
(300
)
 

 
(246
)
 
(300
)
 
(246
)
Repayments of long-term debt

 
(600
)
 

 
(600
)
 
(3,349
)
Repurchases of common stock

 

 

 

 
(1,071
)
Tax withholdings on share-based awards
(4
)
 
(4
)
 
(5
)
 
(108
)
 
(89
)
Cash payments for debt prepayment or debt extinguishment costs

 
(28
)
 

 
(28
)
 
(212
)
Other, net
(4
)
 
(5
)
 
(6
)
 
(13
)
 
(6
)
Net cash used in financing activities
(543
)
 
(866
)
 
(758
)
 
(1,599
)
 
(3,025
)
Change in cash and cash equivalents
548

 
(334
)
 
114

 
450

 
(890
)
Cash and cash equivalents
 
 
 
 
 
 
 
 
 
Beginning of period
1,105

 
1,439

 
215

 
1,203

 
1,219

End of period
$
1,653

 
$
1,105

 
$
329

 
$
1,653

 
$
329

Supplemental disclosure of cash flow information
 
 
 
 
 
 
 
 
 
Interest payments, net of amounts capitalized
$
327

 
$
245

 
$
366

 
$
912

 
$
1,303

Operating lease payments (1)
703

 
703

 

 
2,094

 

Income tax payments
5

 
40

 
29

 
77

 
40

Noncash investing and financing activities
 
 
 
 
 
 
 
 
 
Noncash beneficial interest obtained in exchange for securitized receivables
$
1,734

 
$
1,616

 
$
1,263

 
$
4,862

 
$
3,596

(Decrease) increase in accounts payable for purchases of property and equipment
(460
)
 
(113
)
 
78

 
(906
)
 
(672
)
Leased devices transferred from inventory to property and equipment
298

 
167

 
229

 
612

 
813

Returned leased devices transferred from property and equipment to inventory
(65
)
 
(67
)
 
(74
)
 
(189
)
 
(246
)
Short-term debt assumed for financing of property and equipment
475

 
50

 

 
775

 
291

Operating lease right-of-use assets obtained in exchange for lease obligations
989

 
1,400

 

 
3,083

 

Financing lease right-of-use assets obtained in exchange for lease obligations
395

 
368

 
133

 
943

 
451

(1)
On January 1, 2019, we adopted ASU 2016-02, “Leases (Topic 842),” which requires certain supplemental cash flow disclosures. Where these disclosures or a comparable figure were not required under the former lease standard, we have not retrospectively presented historical amounts. See Note 1 – Summary of Significant Accounting Policies in the Q3 2019 10-Q for additional details.

30


T-Mobile US, Inc.
Supplementary Operating and Financial Data
(Unaudited)
 
Quarter
 
Nine Months Ended September 30,
(in thousands)
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Customers, end of period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid phone customers
34,744

 
35,430

 
36,204

 
37,224

 
37,880

 
38,590

 
39,344

 
36,204

 
39,344

Branded postpaid other customers
4,321

 
4,652

 
4,957

 
5,295

 
5,658

 
6,056

 
6,376

 
4,957

 
6,376

Total branded postpaid customers
39,065

 
40,082

 
41,161

 
42,519

 
43,538

 
44,646

 
45,720

 
41,161

 
45,720

Branded prepaid customers (1)
20,876

 
20,967

 
21,002

 
21,137

 
21,206

 
21,337

 
20,783

 
21,002

 
20,783

Total branded customers
59,941

 
61,049

 
62,163

 
63,656

 
64,744

 
65,983

 
66,503

 
62,163

 
66,503

Wholesale customers (1)
14,099

 
14,570

 
15,086

 
15,995

 
16,557

 
17,069

 
17,680

 
15,086

 
17,680

Total customers, end of period
74,040

 
75,619

 
77,249

 
79,651

 
81,301

 
83,052

 
84,183

 
77,249

 
84,183

Adjustments to branded prepaid customers

 

 

 

 

 

 
(616
)
 

 
(616
)
(1)
On July 18, 2019, we entered into an agreement whereby certain T-Mobile branded prepaid products will now be offered and distributed by a current MVNO partner. As a result, we included a base adjustment to reduce branded prepaid customers by 616,000. Prospectively, new customer activity associated with these products is recorded within wholesale customers.
 
Quarter
 
Nine Months Ended September 30,
(in thousands)
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Net customer additions (losses)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid phone customers
617

 
686

 
774

 
1,020

 
656

 
710

 
754

 
2,077

 
2,120

Branded postpaid other customers
388

 
331

 
305

 
338

 
363

 
398

 
320

 
1,024

 
1,081

Total branded postpaid customers
1,005

 
1,017

 
1,079

 
1,358

 
1,019

 
1,108

 
1,074

 
3,101

 
3,201

Branded prepaid customers (1)
199

 
91

 
35

 
135

 
69

 
131

 
62

 
325

 
262

Total branded customers
1,204

 
1,108

 
1,114

 
1,493

 
1,088

 
1,239

 
1,136

 
3,426

 
3,463

Wholesale customers (1)
229

 
471

 
516

 
909

 
562

 
512

 
611

 
1,216

 
1,685

Total net customer additions
1,433

 
1,579

 
1,630

 
2,402

 
1,650

 
1,751

 
1,747

 
4,642

 
5,148

(1)
On July 18, 2019, we entered into an agreement whereby certain T-Mobile branded prepaid products will now be offered and distributed by a current MVNO partner. As a result, we included a base adjustment to reduce branded prepaid customers by 616,000. Prospectively, new customer activity associated with these products is recorded within wholesale customers.

 
Quarter
 
Nine Months Ended September 30,
 
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Branded postpaid phone churn
1.07
%
 
0.95
%
 
1.02
%
 
0.99
%
 
0.88
%
 
0.78
%
 
0.89
%
 
1.02
%
 
0.85
%
Branded prepaid churn
3.94
%
 
3.81
%
 
4.12
%
 
3.99
%
 
3.85
%
 
3.49
%
 
3.98
%
 
3.95
%
 
3.77
%

31


T-Mobile US, Inc.
Supplementary Operating and Financial Data (continued)
(Unaudited)
 
Quarter
 
Nine Months Ended September 30,
 
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Financial Measures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service revenues (in millions)
$7,806
 
$7,931
 
$8,066
 
$8,189
 
$8,277
 
$8,426
 
$8,583
 
$23,803
 
$25,286
Total revenues (in millions)
$10,455
 
$10,571
 
$10,839
 
$11,445
 
$11,080
 
$10,979
 
$11,061
 
$31,865
 
$33,120
Net income (in millions)
$671
 
$782
 
$795
 
$640
 
$908
 
$939
 
$870
 
$2,248
 
$2,717
Net income margin
9%
 
10%
 
10%
 
8%
 
11%
 
11%
 
10%
 
9%
 
11%
Adjusted EBITDA (in millions)
$2,956
 
$3,233
 
$3,239
 
$2,970
 
$3,284
 
$3,461
 
$3,396
 
$9,428
 
$10,141
Adjusted EBITDA margin
38%
 
41%
 
40%
 
36%
 
40%
 
41%
 
40%
 
40%
 
40%
Selling, general and administrative (in millions)
$3,164
 
$3,185
 
$3,314
 
$3,498
 
$3,442
 
$3,543
 
$3,498
 
$9,663
 
$10,483
Merger-related costs (in millions)
$—
 
$41
 
$53
 
$102
 
$113
 
$222
 
$159
 
$94
 
$494
Selling, general and administrative excluding merger-related costs (in millions)
$3,164
 
$3,144
 
$3,261
 
$3,396
 
$3,329
 
$3,321
 
$3,339
 
$9,569
 
$9,989
Cash purchases of property and equipment including capitalized interest (in millions)
$1,366
 
$1,629
 
$1,362
 
$1,184
 
$1,931
 
$1,789
 
$1,514
 
$4,357
 
$5,234
Capitalized Interest (in millions)
$43
 
$102
 
$101
 
$116
 
$118
 
$125
 
$118
 
$246
 
$361
Cash purchases of property and equipment excluding capitalized interest (in millions)
$1,323
 
$1,527
 
$1,261
 
$1,068
 
$1,813
 
$1,664
 
$1,396
 
$4,111
 
$4,873
Net cash provided by operating activities (in millions)
$770
 
$1,261
 
$914
 
$954
 
$1,392
 
$2,147
 
$1,748
 
$2,945
 
$5,287
Net cash (used in) provided by investing activities (in millions)
$(462)
 
$(306)
 
$(42)
 
$231
 
$(966)
 
$(1,615)
 
$(657)
 
$(810)
 
$(3,238)
Net cash provided by (used in) financing activities (in millions)
$1,000
 
$(3,267)
 
$(758)
 
$(311)
 
$(190)
 
$(866)
 
$(543)
 
$(3,025)
 
$(1,599)
Free Cash Flow (in millions)
$668
 
$774
 
$890
 
$1,220
 
$618
 
$1,169
 
$1,134
 
$2,332
 
$2,921
Net cash proceeds from securitization (in millions)
$(150)
 
$25
 
$(18)
 
$(36)
 
$(18)
 
$95
 
$(3)
 
$(143)
 
$74
Operating Metrics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid phone ARPU
$46.66
 
$46.52
 
$46.17
 
$46.29
 
$46.07
 
$46.10
 
$46.22
 
$46.44
 
$46.13
Branded prepaid ARPU
$38.90
 
$38.48
 
$38.34
 
$38.39
 
$37.65
 
$37.46
 
$38.16
 
$38.57
 
$37.76
Branded postpaid accounts, end of period (in thousands)
13,237
 
13,498
 
13,753
 
14,015
 
14,234
 
14,480
 
14,734
 
13,753
 
14,734
Branded postpaid customers per account
2.95
 
2.97
 
2.99
 
3.03
 
3.06
 
3.08
 
3.10
 
2.99
 
3.10
Device Sales and Leased Devices
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Phones (in millions)
8.7
 
7.9
 
8.1
 
8.3
 
7.4
 
6.5
 
7.4
 
24.7
 
21.3
Branded postpaid upgrade rate
5%
 
6%
 
6%
 
6%
 
5%
 
5%
 
5%
 
18%
 
15%
Device Financing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross EIP financed (in millions)
$1,572
 
$1,705
 
$1,762
 
$2,203
 
$1,742
 
$1,625
 
$1,535
 
$5,039
 
$4,902
EIP billings (in millions)
$1,698
 
$1,585
 
$1,601
 
$1,664
 
$1,663
 
$1,645
 
$1,688
 
$4,884
 
$4,996
EIP receivables, net (in millions)
$3,515
 
$3,530
 
$3,589
 
$4,085
 
$4,128
 
$4,050
 
$3,894
 
$3,589
 
$3,894
Lease revenues (in millions)
$171
 
$177
 
$176
 
$168
 
$161
 
$143
 
$142
 
$524
 
$446
Leased devices transferred from inventory to property and equipment (in millions)
$304
 
$280
 
$229
 
$198
 
$147
 
$167
 
$298
 
$813
 
$612
Returned leased devices transferred from property and equipment to inventory (in millions)
$(82)
 
$(90)
 
$(74)
 
$(80)
 
$(57)
 
$(67)
 
$(65)
 
$(246)
 
$(189)
Customer Quality
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EIP receivables classified as prime
43%
 
42%
 
42%
 
44%
 
46%
 
50%
 
51%
 
42%
 
51%
EIP receivables classified as prime (including EIP receivables sold)
53%
 
52%
 
52%
 
53%
 
52%
 
52%
 
52%
 
52%
 
52%
Total bad debt expense and losses from sales of receivables (in millions)
$106
 
$102
 
$128
 
$118
 
$108
 
$99
 
$102
 
$336
 
$309


32


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

This Investor Factbook includes non-GAAP financial measures. The non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information provided in accordance with GAAP. Reconciliations for the non-GAAP financial measures to the most directly comparable GAAP financial measures are provided below. T-Mobile is not able to forecast net income on a forward-looking basis without unreasonable efforts due to the high variability and difficulty in predicting certain items that affect GAAP net income including, but not limited to, income tax expense, stock-based compensation expense and interest expense. Adjusted EBITDA should not be used to predict net income as the difference between the two measures is variable.

Adjusted EBITDA is reconciled to net income as follows:
 
Quarter
 
Nine Months Ended September 30,
(in millions)
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Net income
$
671

 
$
782

 
$
795

 
$
640

 
$
908

 
$
939

 
$
870

 
$
2,248

 
$
2,717

Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
251

 
196

 
194

 
194

 
179

 
182

 
184

 
641

 
545

Interest expense to affiliates
166

 
128

 
124

 
104

 
109

 
101

 
100

 
418

 
310

Interest income
(6
)
 
(6
)
 
(5
)
 
(2
)
 
(8
)
 
(4
)
 
(5
)
 
(17
)
 
(17
)
Other (income) expense, net
(10
)
 
64

 
(3
)
 
3

 
(7
)
 
22

 
(3
)
 
51

 
12

Income tax expense
210

 
286

 
335

 
198

 
295

 
301

 
325

 
831

 
921

Operating income
1,282

 
1,450

 
1,440

 
1,137

 
1,476

 
1,541

 
1,471

 
4,172

 
4,488

Depreciation and amortization
1,575

 
1,634

 
1,637

 
1,640

 
1,600

 
1,585

 
1,655

 
4,846

 
4,840

Stock-based compensation (1)
96

 
106

 
102

 
85

 
93

 
111

 
108

 
304

 
312

Merger-related costs

 
41

 
53

 
102

 
113

 
222

 
159

 
94

 
494

Other, net (2)
3

 
2

 
7

 
6

 
2

 
2

 
3

 
12

 
7

Adjusted EBITDA
$
2,956

 
$
3,233

 
$
3,239

 
$
2,970

 
$
3,284

 
$
3,461

 
$
3,396

 
$
9,428

 
$
10,141

(1)
Stock-based compensation includes payroll tax impacts and may not agree to stock-based compensation expense in the Condensed Consolidated Financial Statements. Additionally, certain stock-based compensation expenses associated with the Transactions have been included in Merger-related costs.
(2)
Other, net may not agree to the Condensed Consolidated Statements of Comprehensive Income primarily due to certain non-routine operating activities, such as other special items that would not be expected to reoccur or are not reflective of T-Mobile’s ongoing operating performance, and are therefore excluded in Adjusted EBITDA.


33


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

Net debt (excluding tower obligations)(1) to last twelve months Net income and Adjusted EBITDA ratios are calculated as follows:
(in millions, except net debt ratios)
Mar 31,
2018
 
Jun 30,
2018
 
Sep 30,
2018
 
Dec 31,
2018
 
Mar 31,
2019
 
Jun 30,
2019
 
Sep 30,
2019
Short-term debt
$
3,320

 
$
1,004

 
$
783

 
$
841

 
$
250

 
$
300

 
$
475

Short-term debt to affiliates
445

 
320

 

 

 
598

 

 

Short-term financing lease liabilities
 
 
 
 
 
 
 
 
911

 
963

 
1,013

Long-term debt
12,127

 
12,065

 
11,993

 
12,124

 
10,952

 
10,954

 
10,956

Long-term debt to affiliates
14,586

 
14,581

 
14,581

 
14,582

 
13,985

 
13,985

 
13,986

Financing lease liabilities
 
 
 
 
 
 
 
 
1,224

 
1,314

 
1,440

Less: Cash and cash equivalents
(2,527
)
 
(215
)
 
(329
)
 
(1,203
)
 
(1,439
)
 
(1,105
)
 
(1,653
)
Net debt (excluding tower obligations)
$
27,951

 
$
27,755

 
$
27,028

 
$
26,344

 
$
26,481

 
$
26,411

 
$
26,217

Divided by: Last twelve months Net income
$
4,509

 
$
4,710

 
$
4,955

 
$
2,888

 
$
3,125

 
$
3,282

 
$
3,357

Net debt (excluding tower obligations) to last twelve months Net income Ratio
6.2

 
5.9

 
5.5

 
9.1

 
8.5

 
8.0

 
7.8

Divided by: Last twelve months Adjusted EBITDA
$
11,501

 
$
11,722

 
$
12,139

 
$
12,398

 
$
12,726

 
$
12,954

 
$
13,111

Net debt (excluding tower obligations) to last twelve months Adjusted EBITDA Ratio
2.4

 
2.4

 
2.2

 
2.1

 
2.1

 
2.0

 
2.0

(1)
In Q1 2019, the adoption of the new lease accounting standard resulted in a reclassification of capital lease liabilities previously included in Short-term debt and Long-term debt to Short-term financing lease liabilities and Financing lease liabilities in our Condensed Consolidated Balance Sheet. In Q1 2019, we redefined Net debt (excluding tower obligations) to reflect the above changes in classification and present Net debt (excluding tower obligations) on a consistent basis for investor transparency. The effects of this change are applied prospectively, consistent with the adoption of the standard. See Note 1 – Summary of Significant Accounting Policies in the Q3 2019 10-Q for additional details.

Free Cash Flow is calculated as follows
 
Quarter
 
Nine Months Ended September 30,
(in millions)
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Net cash provided by operating activities
$
770

 
$
1,261

 
$
914

 
$
954

 
$
1,392

 
$
2,147

 
$
1,748

 
$
2,945

 
$
5,287

Cash purchases of property and equipment
(1,366
)
 
(1,629
)
 
(1,362
)
 
(1,184
)
 
(1,931
)
 
(1,789
)
 
(1,514
)
 
(4,357
)
 
(5,234
)
Proceeds related to beneficial interests in securitization transactions
1,295

 
1,323

 
1,338

 
1,450

 
1,157

 
839

 
900

 
3,956

 
2,896

Cash payments for debt prepayment or debt extinguishment costs
(31
)
 
(181
)
 

 

 

 
(28
)
 

 
(212
)
 
(28
)
Free Cash Flow
$
668

 
$
774

 
$
890

 
$
1,220

 
$
618

 
$
1,169

 
$
1,134

 
$
2,332

 
$
2,921

Net cash (used in) provided by investing activities
$
(462
)
 
$
(306
)
 
$
(42
)
 
$
231

 
$
(966
)
 
$
(1,615
)
 
$
(657
)
 
$
(810
)
 
$
(3,238
)
Net cash provided by (used in) financing activities
$
1,000

 
$
(3,267
)
 
$
(758
)
 
$
(311
)
 
$
(190
)
 
$
(866
)
 
$
(543
)
 
$
(3,025
)
 
$
(1,599
)

Free Cash Flow three-year CAGR(1) is calculated as follows:
 
FY
 
FY
 
 
(in millions, except CAGR Range)
2016
 
2019 Guidance Range
 
CAGR Range
Net cash provided by operating activities
$
2,779

 
$
6,950

 
$
7,200

 
36
%
 
37
%
Cash purchases of property and equipment
(4,702
)
 
(6,350
)
 
(6,450
)
 
11
%
 
11
%
Proceeds related to beneficial interests in securitization transactions
3,356

 
3,900

 
3,900

 
 
 
 
Cash payments for debt prepayment or debt extinguishment costs

 

 
(50
)
 
 
 
 
Free Cash Flow
$
1,433

 
$
4,500

 
$
4,600

 
46
%
 
48
%
(1)    The Net cash provided by operating activities and Free Cash Flow three-year CAGR figures exclude payments for merger-related costs.






34


T-Mobile US, Inc.
Reconciliation of Operating Measures to Service Revenues
(Unaudited)

The following table illustrates the calculation of our operating measure ARPU and reconciles this measure to the related service revenues:
(in millions, except average number of customers and ARPU)
Quarter
 
Nine Months Ended September 30,
Q1 2018
 
Q2 2018
 
Q3 2018
 
Q4 2018
 
Q1 2019
 
Q2 2019
 
Q3 2019
 
2018
 
2019
Calculation of Branded Postpaid Phone ARPU
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded postpaid service revenues
$
5,070

 
$
5,164

 
$
5,244

 
$
5,384

 
$
5,493

 
$
5,613

 
$
5,746

 
$
15,478

 
$
16,852

Less: Branded postpaid other revenues
(259
)
 
(272
)
 
(289
)
 
(297
)
 
(310
)
 
(326
)
 
(346
)
 
(820
)
 
(982
)
Branded postpaid phone service revenues
$
4,811

 
$
4,892

 
$
4,955

 
$
5,087

 
$
5,183

 
$
5,287

 
$
5,400

 
$
14,658

 
$
15,870

Divided by: Average number of branded postpaid phone customers (in thousands) and number of months in period
34,371

 
35,051

 
35,779

 
36,631

 
37,504

 
38,226

 
38,944

 
35,067

 
38,225

Branded postpaid phone ARPU
$
46.66

 
$
46.52

 
$
46.17

 
$
46.29

 
$
46.07

 
$
46.10

 
$
46.22

 
$
46.44

 
$
46.13

Calculation of Branded Prepaid ARPU
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Branded prepaid service revenues
$
2,402

 
$
2,402

 
$
2,395

 
$
2,399

 
$
2,386

 
$
2,379

 
$
2,385

 
$
7,199

 
$
7,150

Divided by: Average number of branded prepaid customers (in thousands) and number of months in period
20,583

 
20,806

 
20,820

 
20,833

 
21,122

 
21,169

 
20,837

 
20,737

 
21,043

Branded prepaid ARPU
$
38.90

 
$
38.48

 
$
38.34

 
$
38.39

 
$
37.65

 
$
37.46

 
$
38.16

 
$
38.57

 
$
37.76




35


Definitions of Terms

Operating and financial measures are utilized by T-Mobile’s management to evaluate its operating performance and, in certain cases, its ability to meet liquidity requirements. Although companies in the wireless industry may not define measures in precisely the same way, T-Mobile believes the measures facilitate key operating performance comparisons with other companies in the wireless industry to provide management, investors and analysts with useful information to assess and evaluate past performance and assist in forecasting future performance.
 
1.
Customer - SIM number with a unique T-Mobile mobile identifier which is associated with an account that generates revenue. Branded customers generally include customers that are qualified either for postpaid service, where they generally pay after incurring service, or prepaid service, where they generally pay in advance. Wholesale customers include Machine-to-Machine (M2M) and Mobile Virtual Network Operator (MVNO) customers that operate on T-Mobile’s network, but are managed by wholesale partners.
2.
Churn - Number of customers whose service was disconnected as a percentage of the average number of customers during the specified period. The number of customers whose service was disconnected is presented net of customers that subsequently have their service restored within a certain period of time.
3.
Customers per account - The number of branded postpaid customers as of the end of the period divided by the number of branded postpaid accounts as of the end of the period. An account may include branded postpaid phone, mobile broadband, and DIGITS customers.
4.
Average Revenue Per User (ARPU) - Average monthly service revenue earned from customers. Service revenues for the specified period divided by the average customers during the period, further divided by the number of months in the period.
Branded postpaid phone ARPU excludes branded postpaid other customers and related revenues.
Service revenues - Branded postpaid, including handset insurance, branded prepaid, wholesale, and roaming and other service revenues.
5.
Cost of services - Costs directly attributable to providing wireless service through the operation of T-Mobile’s network, including direct switch and cell site costs, such as rent, network access and transport costs, utilities, maintenance, associated labor costs, long distance costs, regulatory program costs, roaming fees paid to other carriers and data content costs.
Cost of equipment sales - Costs of devices and accessories sold to customers and dealers, device costs to fulfill insurance and warranty claims, write-downs of inventory related to shrinkage and obsolescence, and shipping and handling costs.
Selling, general and administrative expenses - Costs not directly attributable to providing wireless service for the operation of sales, customer care and corporate activities. These include all commissions paid to dealers and retail employees for activations and upgrades, labor and facilities costs associated with retail sales force and administrative space, marketing and promotional costs, customer support and billing, bad debt expense and administrative support activities.
6.
Net income margin - Margin % calculated as net income divided by service revenues.
7.
Adjusted EBITDA - Earnings before interest expense, net of interest income, income tax expense, depreciation and amortization expense, non-cash stock-based compensation and certain expenses not reflective of T-Mobile’s ongoing operating performance such as merger-related costs. Adjusted EBITDA margin represents Adjusted EBITDA divided by service revenues. Adjusted EBITDA is a non-GAAP financial measure utilized by T-Mobile’s management to monitor the financial performance of our operations. T-Mobile uses Adjusted EBITDA internally as a measure to evaluate and compensate its personnel and management for their performance, and as a benchmark to evaluate T-Mobile’s operating performance in comparison to its competitors. Management believes analysts and investors use Adjusted EBITDA as a supplemental measure to evaluate overall operating performance and facilitate comparisons with other wireless communications companies because it is indicative of T-Mobile’s ongoing operating performance and trends by excluding the impact of interest expense from financing, non-cash depreciation and amortization from capital investments, non-cash stock-based compensation, network decommissioning costs and costs related to the Transactions, as they are not indicative of T-Mobile’s ongoing operating performance, as well as certain other nonrecurring income and expenses. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for income from operations, net income or any other measure of financial performance reported in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).
8.
Adjusted EBITDA Margin - Margin % calculated as Adjusted EBITDA divided by service revenues.
9.
Smartphones - UMTS/HSPA/HSPA+ 21/HSPA+ 42/4G LTE enabled converged devices, which integrate voice and data services.
10.
Free Cash Flow - Net cash provided by operating activities less cash purchases of property and equipment, including proceeds related to beneficial interests in securitization transactions and less cash payments for debt prepayment or debt extinguishment costs. Free Cash Flow is utilized by T-Mobile’s management, investors, and analysts to evaluate cash available to pay debt and provide further investment in the business. The reconciliation of Free Cash Flow to net cash provided by operating activities is detailed in the Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures schedule. In Q1 2018, we made an accounting change to reduce net cash provided by operating activities by the deferred purchase price less payments for debt prepayment or debt extinguishment costs, as a result of the adoption of ASU 2016-15. Free Cash Flow has been redefined to reflect the changes in classification and present cash flows on a consistent basis for investor transparency.
11.
Net debt - Short-term debt, short-term debt to affiliates, long-term debt, and long-term debt (excluding tower obligations) to affiliates, short-term financing lease liabilities and financing lease liabilities, less cash and cash equivalents. Leases classified as capital leases under the previous standard are included in Financing Lease liabilities within our Condensed Consolidated Balance Sheet under the new lease standard. The liabilities related to these leases are included in the Net debt calculation under the previous and new lease standards.

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Cautionary Statement Regarding Forward-Looking Statements

This communication includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including information concerning T-Mobile US, Inc.’s future results of operations, are forward-looking statements. These forward-looking statements are generally identified by the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “could,” or similar expressions. Forward-looking statements are based on current expectations and assumptions, which are subject to risks and uncertainties and may cause actual results to differ materially from the forward-looking statements. Important factors that could affect future results and cause those results to differ materially from those expressed in the forward-looking statements include, among others, the following: the failure to obtain, or delays in obtaining, required regulatory approvals for the merger (the “Merger”) with Sprint Corporation (“Sprint”), pursuant to the Business Combination Agreement with Sprint and other parties therein (as amended, the “Business Combination Agreement”) and the other transactions contemplated by the Business Combination Agreement (collectively, the “Transactions”), risks associated with the actions and conditions we have agreed to in connection with such approvals, and the risk that such approvals may result in the imposition of additional conditions that, if accepted by the parties, could adversely affect the combined company or the expected benefits of the Transactions, or the failure to satisfy any of the other conditions to the Transactions on a timely basis or at all; the occurrence of events that may give rise to a right of one or both of the parties to terminate the Business Combination Agreement; adverse effects on the market price of our common stock or on our operating results because of a failure to complete the Merger in the anticipated timeframe, on the anticipated terms or at all; inability to obtain the financing contemplated to be obtained in connection with the Transactions on the expected terms or timing or at all; the ability of us, Sprint and the combined company to make payments on debt or to repay existing or future indebtedness when due or to comply with the covenants contained therein; adverse changes in the ratings of our or Sprint’s debt securities or adverse conditions in the credit markets; negative effects of the announcement, pendency or consummation of the Transactions on the market price of our common stock and on our or Sprint’s operating results, including as a result of changes in key customer, supplier, employee or other business relationships; significant costs related to the Transactions, including financing costs, and unknown liabilities of Sprint or that may arise; failure to realize the expected benefits and synergies of the Transactions in the expected timeframes, in part or at all; costs or difficulties related to the integration of Sprint’s network and operations into our network and operations, including intellectual property and communications systems, administrative and information technology infrastructure and accounting, financial reporting and internal control systems, and the alignment of the two companies’ guidelines and practices; costs or difficulties related to the completion of the divestiture of Sprint’s prepaid wireless businesses to DISH Network Corporation and the satisfaction of any related government commitments to such divestiture; the risk of litigation or regulatory actions related to the Transactions, including the antitrust litigation related to the Transactions brought by the attorneys general of certain states and the District of Columbia; the inability of us, Sprint or the combined company to retain and hire key personnel; the risk that certain contractual restrictions contained in the Business Combination Agreement during the pendency of the Transactions could adversely affect our or Sprint’s ability to pursue business opportunities or strategic transactions; adverse economic, political or market conditions in the U.S. and international markets; competition, industry consolidation, and changes in the market for wireless services, which could negatively affect our ability to attract and retain customers; the effects of any future merger, investment, or acquisition involving us, as well as the effects of mergers, investments, or acquisitions in the technology, media and telecommunications industry; challenges in implementing our business strategies or funding our operations, including payment for additional spectrum or network upgrades; the possibility that we may be unable to renew our spectrum licenses on attractive terms or acquire new spectrum licenses at reasonable costs and terms; difficulties in managing growth in wireless data services, including network quality; material changes in available technology and the effects of such changes, including product substitutions and deployment costs and performance; the timing, scope and financial impact of our deployment of advanced network and business technologies; the impact on our networks and business from major technology equipment failures; inability to implement and maintain effective cyber security measures over critical business systems; breaches of our and/or our third-party vendors’ networks, information technology and data security, resulting in unauthorized access to customer confidential information; natural disasters, terrorist attacks or similar incidents; unfavorable outcomes of existing or future litigation; any changes in the regulatory environments in which we operate, including any increase in restrictions on the ability to operate our networks and changes in data privacy laws; any disruption or failure of our third parties’ or key suppliers’ provisioning of products or services; material adverse changes in labor matters, including labor campaigns, negotiations or additional organizing activity, and any resulting financial, operational and/or reputational impact; changes in accounting assumptions that regulatory agencies, including the Securities and Exchange Commission (“SEC”), may require, which could result in an impact on earnings; changes in tax laws, regulations and existing standards and the resolution of disputes with any taxing jurisdictions; the possibility that the reset process under our trademark license results in changes to the royalty rates for our trademarks; the possibility that we may be unable to adequately protect our intellectual property rights or be accused of infringing the intellectual property rights of others; our business, investor confidence in our financial results and stock price may be adversely affected if our internal controls are not effective; the occurrence of high fraud rates related to device financing, credit card, dealers, or subscriptions; and interests of a majority stockholder may differ from the interests of other stockholders. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law.



Important Additional Information

In connection with the Transactions, T-Mobile US, Inc. (“T-Mobile”) has filed a registration statement on Form S-4 (File No. 333-226435), which contains a joint consent solicitation statement of T-Mobile and Sprint Corporation (“Sprint”), that also constitutes a prospectus of T-Mobile (the “joint consent solicitation statement/prospectus”), and each party will file other documents regarding the Transactions with the SEC. The registration statement on Form S-4 was declared effective by the SEC on October 29, 2018, and T-Mobile and Sprint commenced mailing the joint consent solicitation statement/prospectus to their respective stockholders on October 29, 2018. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT CONSENT SOLICITATION STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain these documents free of charge from the SEC’s website or from T-Mobile or Sprint. The documents filed by T-Mobile may be obtained free of charge at T-Mobile’s website, at www.t-mobile.com, or at the SEC’s website, at www.sec.gov, or from T-Mobile by requesting them by mail at T-Mobile US, Inc., Investor Relations, 1 Park Avenue, 14th Floor, New York, NY 10016, or by telephone at 212-358-3210. The documents filed by Sprint may be obtained free of charge at Sprint’s website, at www.sprint.com, or at the SEC’s website, at www.sec.gov, or from Sprint by requesting them by mail at Sprint Corporation, Shareholder Relations, 6200 Sprint Parkway, Mailstop KSOPHF0302-3B679, Overland Park, Kansas 66251, or by telephone at 913-794-1091.



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No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

About T-Mobile US, Inc.

As America’s Un-carrier, T-Mobile US, Inc. (NASDAQ: TMUS) is redefining the way consumers and businesses buy wireless services through leading product and service innovation. Our advanced nationwide 4G LTE network delivers outstanding wireless experiences to 84.2 million customers who are unwilling to compromise on quality and value. Based in Bellevue, Washington, T-Mobile US provides services through its subsidiaries and operates its flagship brands, T-Mobile and Metro by T-Mobile. For more information, please visit http://www.T-Mobile.com or join the conversation on Twitter using $TMUS.

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