Crown Castle International Reports Third Quarter 2012 Results; Raises 2012 Outlook and Provides 2013 Outlook

Crown Castle International Reports Third Quarter 2012 Results; Raises 2012
Outlook and Provides 2013 Outlook

HOUSTON, Oct. 24, 2012 (GLOBE NEWSWIRE) -- Crown Castle International Corp.
(NYSE:CCI) today reported results for the quarter ended September 30, 2012.

"We had an excellent third quarter, exceeding the high-end of our Outlook for
site rental revenue, site rental gross margin, Adjusted EBITDA and AFFO,"
stated Ben Moreland, Crown Castle's President and Chief Executive Officer.
"Our third quarter results reflect an unprecedented level of activity for
Crown Castle as all four major carriers in the US are actively engaged in
upgrading their networks for LTE. This activity is translating into increased
levels of new site rental revenue and record levels of service revenue and
margin. Additionally, pending closing of the transaction to acquire exclusive
rights to lease and operate approximately 7,200 T-Mobile towers this quarter,
we look forward to integrating those sites and marketing them as part of our
US portfolio. As the largest wireless infrastructure provider in the US, we
are uniquely positioned to capitalize on US wireless market growth with
cost-effective shared solutions in towers and small cells enabling wireless
carriers to meet the ever increasing demands of the consumer."

CONSOLIDATED FINANCIAL RESULTS

Total revenue for the third quarter of 2012 increased 21% to $621 million from
$514 million for the same period in 2011.Site rental revenue for the third
quarter of 2012 increased $70 million, or 15%, to $539 million from $469
million for the same period in the prior year.Site rental gross margin,
defined as site rental revenue less site rental cost of operations, increased
$56 million, or 16%, to $403 million in the third quarter of 2012 from $347
million in the same period in 2011.Adjusted EBITDA for the third quarter of
2012 increased $68 million, or 20%,to $400 million from $332 million in the
same period in 2011.

Funds from Operations ("FFO") increased 19% to $221 million in the third
quarter of 2012, compared to $187 million in the third quarter of 2011.FFO
per share increased 15% to $0.76 in the third quarter of 2012, compared to
$0.66 in the third quarter of 2011.Adjusted Funds from Operations ("AFFO")
increased 22% to $230 million in the third quarter of 2012, compared to $188
million in the third quarter of 2011.AFFO per share increased 20% to $0.79 in
the third quarter of 2012, compared to $0.66 in the third quarter of 2011.

Net income attributable to CCIC stockholders for the third quarter of 2012 was
$42 million, inclusive of a provision for income taxes of $32 million,
compared to $51 million inclusive of a provision for income taxes of $3
million for the same period in 2011.Net income attributable to CCIC
stockholders per common share was $0.14 for the third quarter of 2012,
compared to $0.15 per common share in the third quarter of 2011.

T-MOBILE USA TOWER TRANSACTION

In September 2012, Crown Castle entered into a definitive agreement with
T-Mobile USA to acquire the exclusive right to lease and operate approximately
7,200 T-Mobile towers in the US for a weighted average term of approximately
28 years for cash consideration of $2.4 billion (subject to certain
adjustments).In addition, Crown Castle will have the option, primarily
between 2025 and 2048, to purchase such towers at the end of the respective
lease terms for aggregate option payments of approximately $2.4 billion.The
transaction is expected to close in the fourth quarter of 2012.

FINANCING AND INVESTING ACTIVITIES

"We had a great third quarter, as evidenced by our 20% year-over-year growth
in AFFO per share, which I believe is the best measure of value creation in
our business and industry," stated Jay Brown, Crown Castle's Chief Financial
Officer."The strong third quarter results, together with our expectations for
the remainder of the year, allow us to increase our 2012 year-over-year
Outlook for site rental revenue, Adjusted EBITDA and AFFO. Further, as our
initial 2013 Outlook reflects, we expect AFFO to grow 14% from 2012, before
the accretive impact of the T-Mobile transaction, net of related financing
costs, and the investment of our cash flow. This expected growth in AFFO is
the result of significant increases in contracted cash payments in 2013 under
previously disclosed lease agreements with some of our US customers, coupled
with expected new 2013 leasing activity. Finally, I am very pleased with our
ability to have accessed the capital markets and raised long-term financing
for our T-Mobile tower transaction at an attractive rate."

In October 2012, Crown Castle closed on a $1.65 billion senior notes offering,
with an interest rate of 5.25% per annum, the proceeds of which are expected
to fund a portion of the T-Mobile tower transaction consideration.The $1.65
billion of notes mature in 2023.Crown Castle expects to fund the balance of
the T-Mobile transaction consideration with cash-on-hand and funds from its
revolving credit facility.

During the third quarter of 2012, Crown Castle invested approximately $124
million in capital expenditures, comprised of $30 million of land purchases,
$7 million of sustaining capital expenditures and $86 million of revenue
generating capital expenditures, the latter consisting of $37 million on
existing sites and $49 million on the construction of new sites, primarily
distributed antenna system ("DAS") nodes.

OUTLOOK

This Outlook section contains forward-looking statements, and actual results
may differ materially.Information regarding potential risks which could cause
actual results to differ from the forward-looking statements herein is set
forth below and in Crown Castle's filings with the Securities and Exchange
Commission ("SEC").

The following Outlook table is based on current expectations and assumptions
and assumes a US dollar to Australian dollar exchange rate of 1.0 US dollar to
1.0 Australian dollar.

As reflected in the following table, Crown Castle has increased the midpoint
of its full year 2012 Outlook (previously issued on July 25, 2012) for site
rental revenue by $7 million, site rental gross margin by $10 million,
Adjusted EBITDA by $17 million, and AFFO by $2 million.

The Outlook excludes any benefit from the T-Mobile tower transaction but
includes cash interest expense of approximately $18 million and $86 million in
the fourth quarter 2012 and full year 2013, respectively, associated with the
$1.65 billion of senior notes, the proceeds of which are expected to fund, in
part, the T-Mobile tower transaction.Crown Castle expects to fund the balance
of the consideration to be paid to T-Mobile through borrowings under its
revolving credit facility, which has a cost of LIBOR plus 250 basis
points.Crown Castle estimates the T-Mobile towers will produce approximately
$125 million to $130 million in AFFO before financing costs in 2013.As a
result, Crown Castle expects the T-Mobile tower transaction, net of related
debt financing costs, to be accretive to AFFO in 2013.

Crown Castle expects 2013 AFFO to increase approximately $120 million, or 14%,
compared to 2012, excluding the 2013 interest expense associated with the
$1.65 billion of senior notes raised in advance of the expected T-Mobile tower
transaction.The 2013 Outlook for site rental revenue growth of $100 million,
or 5%, assumes that the vast majority of the 2013 leasing activity from the
four largest carriers continues to be amendment activity related to 4G
deployments.As a result of Crown Castle's previously disclosed contractual
commitments for amendment activity with these four carriers, approximately
half of the additional revenue benefit of the forecasted 2013 amendment
activity is already included in the run-rate of site rental revenue as of the
third quarter of 2012.Further, the 2013 Outlook assumes annual site rental
revenue growth of approximately 40% and 9% from small cells and Australia,
respectively.In addition, the 2013 Outlook assumes 2% growth from escalators
on the existing run-rate of site rental revenues, offset by tenant
terminations of approximately 1% of total site rental revenues, consistent
with historical averages.

The following table sets forth Crown Castle's current Outlook for fourth
quarter 2012, full year 2012 and full year 2013:

                                      

(in millions, except per share  Fourth Quarter Full Year    Full Year
amounts)                        2012           2012         2013
Site rental revenues            $538 to $543   $2,092 to    $2,185 to
                                               $2,097       $2,200
Site rental cost of operations  $127 to $132   $517 to $522 $535 to $550
Site rental gross margin        $408 to $413   $1,573 to    $1,640 to
                                               $1,578       $1,655
Adjusted EBITDA                 $398 to $403   $1,536 to    $1,595 to
                                               $1,541       $1,610
Interest expense and
amortization of deferred        $162 to $167   $590 to $595 $665 to $675
financing costs^(a)(b)(c)
FFO                             $192 to $231   $797 to $836 $790 to $830
AFFO                            $208 to $213   $850 to $855 $878 to $893
Net income (loss)               $15 to $50     $220 to $264 $71 to $180
Net income (loss) per share -   $0.05 to $0.17 $0.75 to     $0.24 to
diluted^(d)                                    $0.90        $0.62
                                                         
(a) Inclusive of $26 million, $99 million, and $104 million,          
respectively, of non-cash expense.
(b) Approximately $16 million, $65 million and $65 million,
respectively, of the total non-cash expense relates to the amortization    
of interest rate swaps, all of which has been cash settled in prior
periods
(c) Inclusive of $18 million, $18 million, and $86 million,
respectively, of cash interest associated with the $1.65 billion of        
5.25% Senior Notes.
(d) Represents net income (loss) per common share, based on 292.2      
million diluted shares outstanding as of September 30, 2012.

CONFERENCE CALL DETAILS

Crown Castle has scheduled a conference call for Thursday, October 25, 2012,
at 10:30 a.m. Eastern Time.The conference call may be accessed by dialing
480-629-9722 and asking for the Crown Castle call at least 30 minutes prior to
the start time.The conference call may also be accessed live over the
Internet at http://investor.crowncastle.com. Any supplemental materials for
the call will be posted on the Crown Castle website at
http://investor.crowncastle.com.

A telephonic replay of the conference call will be available from 12:30 p.m.
Eastern Time on Thursday, October 25, 2012, through 11:59 p.m. Eastern Time on
November 1, 2012, and may be accessed by dialing 303-590-3030 using access
code 4562861.An audio archive will also be available on the company's website
at http://investor.crowncastle.com shortly after the call and will be
accessible for approximately 90 days.

Crown Castle owns, operates and leases towers and other infrastructure for
wireless communications.Crown Castle offers significant wireless
communications coverage to 92 of the top 100 US markets and to substantially
all of the Australian population.Pro forma for the announced T-Mobile
transaction, Crown Castle owns, operates and manages over 30,000 and
approximately 1,700 wireless communication sites in the US and Australia,
respectively.For more information on Crown Castle, please visit
www.crowncastle.com.

The Crown Castle International Corp. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=3063

Non-GAAP Financial Measures and Other Calculations

This press release includes presentations of Adjusted EBITDA, funds from
operations and adjusted funds from operations, which are non-GAAP financial
measures. These non-GAAP financial measures are not intended as alternative
measures of operating results or cash flow from operations (as determined in
accordance with Generally Accepted Accounting Principles ("GAAP")). Each of
the amounts included in the calculation of Adjusted EBITDA, FFO, and AFFO are
computed in accordance with GAAP, with the exception of: (1) sustaining
capital expenditures, which is not defined under GAAP and (2) our adjustment
to the income tax provision in calculations of FFO and AFFO.

Our measures of Adjusted EBITDA, FFO and AFFO may not be comparable to
similarly titled measures of other companies, including other companies in the
tower sector or those reported by REITs. FFO and AFFO presented are not
necessarily indicative of the operating results that would have been achieved
had we converted to a REIT, nor are they necessarily indicative of future
financial position or operating results. Our FFO and AFFO may not be
comparable to those reported in accordance with National Association of Real
Estate Investment Trusts, including as a result of our adjustment to the
income tax provision to reflect our estimate of the cash taxes had we been a
REIT.

Adjusted EBITDA, recurring cash flow, FFO and AFFO are presented as additional
information because management believes these measures are useful indicators
of the financial performance of our core businesses. In addition, Adjusted
EBITDA is a measure of current financial performance used in our debt covenant
calculations.

Adjusted EBITDA. Crown Castle defines Adjusted EBITDA as net income (loss)
plus restructuring charges (credits), asset write-down charges, acquisition
and integration costs, depreciation, amortization and accretion, amortization
of prepaid lease purchase price adjustments, interest expense and amortization
of deferred financing costs, gains (losses) on retirements of long-term
obligations , net gain (loss) on interest rate swaps, impairment of
available-for-sale securities, interest income, other income (expense),
benefit (provision) for income taxes, cumulative effect of change in
accounting principle, income (loss) from discontinued operations and
stock-based compensation expense.

Funds from operations. Crown Castle defines funds from operations as net
income plus adjusted tax provision plus real estate deprecation, amortization
and accretion.

Adjusted funds from operations. Crown Castle defines adjusted funds from
operations as funds from operations before straight-line revenue,
straight-line expense, stock-based compensation expense, non-real estate
related depreciation, amortization and accretion, amortization of deferred
financing costs, debt discounts and interest rate swaps, other (income) and
expense, gain (loss) on retirement of long-term obligations, net gain (loss)
on interest rate swaps, acquisition and integration costs, and asset-write
down charges, less capital improvement capital expenditures and corporate
capital expenditures.

Sustaining capital expenditures. Crown Castle defines sustaining capital
expenditures as either (1) corporate related capital improvements, such as
information technology equipment and office equipment or (2) capital
improvements to tower sites that enable our customers' ongoing quiet enjoyment
of the tower.

The tables set forth below reconcile these non-GAAP financial measures to
comparable GAAP financial measures. The components in these tables may not sum
to the total due to rounding.

Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Financial
Measures:

Adjusted EBITDA for the three months ended September 30, 2012 and 2011 is
computed as follows:

                                                  For the Three Months Ended
                                                  September30, September30,
                                                   2012          2011
(in millions)                                                   
Net income (loss)                                  $43.2         $51.4
Adjustments to increase (decrease) net income                   
(loss):
Asset write-down charges                           1.6           3.1
Acquisition and integration costs                  2.9           0.6
Depreciation, amortization and accretion           154.9         138.5
Amortization of prepaid lease purchase price       3.9           —
adjustments
Interest expense and amortization of deferred      144.9         127.1
financing costs
Gains (losses) on retirement of long-term          —             —
obligations
Interest income                                    (0.3)         (0.2)
Other income (expense)                             0.6           0.7
Benefit (provision) for income taxes               32.3          2.8
Stock-based compensation expense                   16.2          8.3
Adjusted EBITDA                                    $400.2        $332.4

Other Calculations:

Adjusted EBITDA for the quarter ending December31, 2012 and the years ending
December31, 2012 and December31, 2013 is forecasted as follows:

                                Q4 2012       Full Year 2012  Full Year 2013
(in millions)                    Outlook       Outlook         Outlook
Net income (loss)                $15 to $50    $220 to $264    $71 to $180
Adjustments to increase                                      
(decrease) net income (loss):
Asset write-down charges         $4 to $6      $12 to $15      $16 to $26
Acquisition and integration      $1 to $2      $14 to $17      $4 to $6
costs
Depreciation, amortization and   $153 to $158  $600 to $605    $610 to $635
accretion
Amortization of prepaid lease    $3 to $5      $14 to $16      $15 to $17
purchase price adjustments
Interest expense and
amortization of deferred         $162 to $167  $590 to $595    $665 to $675
financing costs^(a)(b)(c)
Gains (losses) on retirement of  $0 to $0      $15 to $15      $0 to $0
long-term obligations
Interest income                  $0 to $0      $(2) to $(1)    $(2) to $(1)
Other income (expense)           $0 to $2      $4 to $6        $0 to $5
Benefit (provision) for income   $22 to $33    $(13) to $0     $86 to $119
taxes
Stock-based compensation expense $8 to 10      $43 to $48      $37 to $42
Adjusted EBITDA                  $398 to $403  $1,536 to       $1,595 to
                                               $1,541          $1,610

(a)Inclusive of approximately $26 million, $99 million, and $104 million,
respectively, of non-cash expense.
(b)Approximately $16 million, $65 million, and $65 million, respectively, of
the total non-cash expense relates to the amortization of interest rate swaps,
all of which has been cash settled in prior periods.
(c)Inclusive of $18 million, $18 million, and $86 million, respectively, of
cash interest associated with the $1.65 billion of 5.25% Senior Notes.

FFO and AFFO for the quarter ending December31, 2012 and the years ending
December31, 2012and December31, 2013 are forecasted as follows:

                              Q4 2012         Full Year 2012  Full Year 2013
(in millions)                  Outlook         Outlook         Outlook
Net income                     $15 to $50      $220 to $264    $71 to $180
Adjusted tax provision ^ (a)   $20 to $31      $(19) to $(6)   $80 to $113
Real estate related
depreciation, amortization and $146 to $149    $557 to $560    $577 to $607
accretion
FFO                            $192 to $231    $797 to $836    $790 to $830
                                                            
FFO (from above)               $192 to $231    $797 to $836    $790 to $830
Straight-line revenue          $(48) to $(43)  $(195) to       $(160) to
                                               $(190)          $(140)
Straight-line expense          $11 to $16      $48 to $53      $41 to $55
Stock-based compensation       $8 to 10        $43 to $48      $37 to $42
expense
Non-real estate related
depreciation, amortization and $6 to $8        $22 to $24      $25 to $30
accretion
Amortization of deferred
financing costs, debt          $25 to $27      $98 to $100     $100 to $115
discounts and interest rate
swaps
Other (income) expense^(b)     $0 to $2        $2 to $5        $(2) to $4
Gains (losses) on retirement   $0 to $0        $15 to $15      $0 to $0
of long-term obligations
Acquisition and integration    $1 to $2        $14 to $17      $4 to $6
costs
Asset write-down charges       $4 to $6        $12 to $15      $16 to $26
Capital improvement capital    $(8) to $(7)    $(20) to $(18)  $(20) to $(15)
expenditures
Corporate capital expenditures $(7) to $(6)    $(15) to $(13)  $(15) to $(10)
AFFO                           $208 to $213    $850 to $855    $878 to $893

(a)Adjusts the income tax provision to reflect our estimate of the cash taxes
had we been a REIT, which predominately relates to foreign taxes paid.As a
result, income tax expense (benefit) is lower by the amount of the adjustment.
(b)Primarily includes unrealized (gains) losses on foreign exchange.

FFO and AFFO for the three months ended September30, 2012 and 2011 are
computed as follows:

                                      

                                    For the Three Months Ended
(in millions)                        September30,        September30,
                                     2012                 2011
Net income                           $43.2                $51.4
Adjusted tax provision ^ (a)         28.7                 1.9
Real estate related depreciation,    149.5                133.2
amortization and accretion
FFO                                  $221.3               $186.5
Weighted average common shares       292.1                283.9
outstanding — diluted
FFO per share                        $0.76                $0.66
                                                        
FFO (from above)                     221.3                186.5
Straight-line revenue                (48.6)               (44.8)
Straight-line expense                13.1                 9.0
Stock-based compensation expense     16.2                 8.3
Non-real estate related
depreciation, amortization and       5.4                  5.3
accretion
Amortization of deferred financing
costs, debt discounts and interest   24.9                 25.7
rate swaps
Other (income) expense^(b)           0.6                  0.7
Acquisition and integration costs    2.9                  0.6
Asset write-down charges             1.6                  3.1
Capital improvement capital          (4.3)                (4.2)
expenditures
Corporate capital expenditures       (3.2)                (2.3)
AFFO                                 $229.9               $188.1
Weighted average common shares       292.1                283.9
outstanding — diluted
AFFO per share                       $0.79                $0.66

(a)Adjusts the income tax provision to reflect our estimate of the cash taxes
had we been a REIT, which predominately relates to foreign taxes paid.As a
result, income tax expense (benefit) is lower by the amount of the adjustment.
(b)Primarily includes unrealized (gains) losses on foreign exchange.

Other Calculations:

The components of interest expense and amortization of deferred financing
costs for the three months ended September30, 2012 and 2011 are as follows:

                                                  For the Three Months Ended
(in millions)                                      September30, September30,
                                                   2012          2011
Interest expense on debt obligations               $119.5        $101.4
Amortization of deferred financing costs           5.3           3.8
Amortization of adjustments on long-term debt      4.4           4.1
Amortization of interest rate swaps                16.3          18.0
Other, net                                         (0.6)         (0.1)
Interest expense and amortization of deferred      $144.9        $127.1
financing costs

The components of interest expense and amortization of deferred financing
costs for the quarter ending December 31, 2012 and years ending December31,
2012 and December31, 2013are forecasted as follows:

                                      

                                   Q4 2012      Full Year 2012 Full Year 2013
(in millions)                       Outlook      Outlook        Outlook
Interest expense on debt            $136 to $139 $492 to $495   $564 to $572
obligations
Amortization of deferred financing  $5 to $6     $21 to $22     $23 to $25
costs
Amortization of adjustments on      $4 to $5     $15 to $16     $15 to $19
long-term debt
Amortization of interest rate swaps $15 to $17   $64 to $66     $63 to $67
Other, net                          $0 to $2     $(3) to $(1)   $(5) to $(3)
Interest expense and amortization   $162 to $167 $590 to $595   $665 to $675
of deferred financing costs

Debt balances and maturity dates as of September30, 2012:

(in millions)                                           
                                      Face Value        Final Maturity
Revolver                               $—                January 2017
Term Loan A                            487.5             January 2017
Term Loan B                            1,588.0           January 2019
9% Senior Notes Due 2015               829.6             January 2015
7.5% Senior Notes Due 2013             0.0               December 2013
7.75% Senior Secured Notes Due 2017    964.9             May 2017
7.125% Senior Notes Due 2019           500.0             November 2019
Senior Secured Notes, Series           203.1             Various
2009-1^(a)
Senior Secured Tower Revenue Notes,    1,900.0           Various
Series 2010-1-2010-3^(b)
Senior Secured Tower Revenue Notes,    1,550.0           Various
Series 2010-4-2010-6^(c)
WCP Secured Wireless Site Contracts    315.4             November 2040
Revenue Notes, Series 2010-1^(d)
Capital Leases and Other Obligations   88.4              Various
Total Debt                             $8,426.9          
Less: Cash and Cash Equivalents^(e)    $118.9            
Net Debt                               $8,308.0          

(a)The Senior Secured Notes, Series 2009-1 consist of $133.0 million of
principal as of September 30, 2012 that amortizes during the period beginning
January 2010 and ending in 2019, and $70.0 million of principal that amortizes
during the period beginning in 2019 and ending in 2029.
(b)The Senior Secured Tower Revenue Notes Series 2010-1, 2010-2 and 2010-3
have principal amounts of $300.0 million, $350.0 million, and $1,250.0 million
with anticipated repayment dates of 2015, 2017, and 2020, respectively.
(c)The Senior Secured Tower Revenue Notes Series 2010-4, 2010-5 and 2010-6
have principal amounts of $250.0 million, $300.0 million and $1,000.0 million
with anticipated repayment dates of 2015, 2017 and 2020, respectively.
(d)The WCP Secured Wireless Site Contracts Revenue Notes, Series 2010-1 ("WCP
Securitized Notes") were assumed in connection with the WCP acquisition.If
WCP Securitized Notesare not repaid in full by their anticipated repayment
dates in 2015, the applicable interest rate increases by an additional
approximately 5% per annum.If the WCP Securitized Notes are not repaid in
full by their rapid amortization date of 2017, monthly principal payments
commence.
(e)Excludes restricted cash.

Sustaining capital expenditures for the three months ended September30, 2012
and 2011 is computed as follows:

                                  For the Three Months Ended
(in millions)                      September30, September30,
                                   2012          2011
Capital Expenditures               $123.7        $148.4
Less:Land purchases               29.9          111.0
Less:Tower improvements and other 37.3          19.6
Less:Construction of towers       49.1          11.4
Sustaining capital expenditures    $7.4          $6.4

           Cautionary Language Regarding Forward-Looking Statements

This press release contains forward-looking statements and information that
are based on our management's current expectations.Such statements include,
but are not limited to, plans, projections, Outlook and estimates regarding
(i) the contribution and impact of the T-Mobile tower transaction referenced
herein on our financial and operational results, (ii) our relative position in
our industry and the benefits such positioning may bring, (iii) the financing
of the T-Mobile tower transaction and the use of proceeds from the offering of
our 5.25% Senior Notes due 2023, (iv) currency exchange rates, (v) leasing
activity on and demand for our towers, (vi) the financial and operating
contributions of our small cell product offerings and our Australian business,
(vii) escalators on our contracts, (viii) tenant terminations, (ix) site
rental revenues, (x) site rental cost of operations, (xi) site rental gross
margin, (xii) Adjusted EBITDA, (xiii) interest expense and amortization of
deferred financing costs, (xiv) FFO, (xv) AFFO, including on a per share
basis, (xvi) net income (loss), including on a per share basis, and (xvii) the
utility of certain financial measures in analyzing our results. Such
forward-looking statements are subject to certain risks, uncertainties and
assumptions, including but not limited to prevailing market conditions and the
following:

  *Our business depends on the demand for wireless communications and
    wireless infrastructure, and we may be adversely affected by any slowdown
    in such demand. Additionally, a reduction in carrier network investment
    may materially and adversely affect our business (including reducing
    demand for new tenant additions and network services).
  *A substantial portion of our revenues is derived from a small number of
    customers, and the loss, consolidation or financial instability of any of
    our limited number of customers may materially decrease revenues and
    reduce demand for our wireless infrastructure and network services.
  *Our substantial level of indebtedness could adversely affect our ability
    to react to changes in our business, and the terms of our debt instruments
    limit our ability to take a number of actions that our management might
    otherwise believe to be in our best interests.In addition, if we fail to
    comply with our covenants, our debt could be accelerated.
  *We have a substantial amount of indebtedness.In the event we do not repay
    or refinance such indebtedness, we could face substantial liquidity issues
    and might be required to issue equity securities or securities convertible
    into equity securities, or sell some of our assets to meet our debt
    payment obligations.
  *Sales or issuances of a substantial number of shares of our common stock
    may adversely affect the market price of our common stock.
  *As a result of competition in our industry, including from some
    competitors with significantly more resources or less debt than we have,
    we may find it more difficult to achieve favorable rental rates on our new
    or renewing customer contracts.
  *The business model for our small cell operations contains differences from
    our traditional site rental business, resulting in different operational
    risks.If we do not successfully operate that business model or identify
    and manage those operational risks, such operations may produce results
    that are less than anticipated.
  *New technologies may significantly reduce demand for our wireless
    infrastructure and negatively impact our revenues.
  *New wireless technologies may not deploy or be adopted by customers as
    rapidly or in the manner projected.
  *If we fail to retain rights to the land under our wireless infrastructure,
    including the land interests under our towers, our business may be
    adversely affected.
  *Our network services business has historically experienced significant
    volatility in demand, which reduces the predictability of our results.
  *The expansion and development of our business, including through
    acquisitions, increased product offerings, and other strategic growth
    opportunities, may cause disruptions in our business, which may have an
    adverse effect on our business, operations and financial results.
  *If we fail to comply with laws and regulations which regulate our business
    and which may change at any time, we may be fined or even lose our right
    to conduct some of our business.
  *If radio frequency emissions from wireless handsets or equipment on our
    wireless infrastructure are demonstrated to cause negative health effects,
    potential future claims could adversely affect our operations, costs and
    revenues.
  *The proposed T-Mobile tower transaction may not be completed within the
    expected timeframe, if at all, and the pendency of the proposed T-Mobile
    tower transaction could adversely affect our business and operations.
  *Certain provisions of our certificate of incorporation, bylaws and
    operative agreements and domestic and international competition laws may
    make it more difficult for a third party to acquire control of us or for
    us to acquire control of a third party, even if such a change in control
    would be beneficial to our stockholders.
  *We may be adversely affected by our exposure to changes in foreign
    currency exchange rates relating to our operations in Australia.

Should one or more of these or other risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from those expected.More information about potential risk factors
which could affect our results is included in our filings with the SEC.


CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
(in thousands)

                                                   September 30, December 31,
                                                   2012          2011
ASSETS                                                           
Current assets:                                                  
Cash and cash equivalents                           $118,903      $80,120
Restricted cash                                     273,305       252,368
Receivables, net                                    141,399       77,258
Deferred income tax assets                          78,937        85,385
Prepaid expenses, deferred site rental receivables  164,832       104,021
and other current assets, net
Total current assets                                777,376       599,152
Deferred site rental receivables, net               804,231       621,103
Property and equipment, net                         5,380,541     4,861,227
Goodwill                                            2,801,161     2,035,390
Other intangible assets, net                        2,368,650     2,178,182
Long-term prepaid rent, deferred financing costs    604,460       250,042
and other assets, net
                                                   $12,736,419   $10,545,096
                                                                
LIABILITIES AND EQUITY                                           
Current liabilities:                                             
Accounts payable and other accrued liabilities      $222,980      $202,351
Deferred revenues and below-market tenant leases    220,744       167,238
Current maturities of debt and other obligations    88,093        32,517
Total current liabilities                           531,817       402,106
Debt and other long-term obligations                8,295,071     6,853,182
Deferred income tax liabilities                     96,735        97,562
Below-market tenant leases, deferred ground lease   869,991       500,350
payable and other liabilities
Total liabilities                                   9,793,614     7,853,200
Redeemable convertible preferred stock              —             305,032
CCIC Stockholders' equity                           2,940,077     2,386,245
Noncontrolling interest                             2,728         619
Total equity                                        2,942,805     2,386,864
                                                   $12,736,419   $10,545,096



CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
(in thousands)

                                    Three Months Ended  Nine Months Ended
                                     September 30,       September 30,
                                    2012      2011      2012       2011
Net revenues:                                                    
Site rental                          $538,761  $468,920  $1,553,878 $1,382,219
Network services and other           82,576    44,963    204,715    131,039
Total net revenues                   621,337   513,883   1,758,593  1,513,258
Operating expenses:                                              
Costs of operations (exclusive of
depreciation, amortization and                                   
accretion):
Site rental                          135,314   121,759   389,756    361,317
Network services and other           50,029    25,083    121,812    78,213
General and administrative           55,862    42,922    153,941    128,925
Asset write-down charges             1,560     3,090     8,250      13,696
Acquisition and integration costs    2,937     617       12,112     1,661
Depreciation, amortization and       154,867   138,523   446,749    413,987
accretion
Total operating expenses             400,569   331,994   1,132,620  997,799
Operating income (loss)              220,768   181,889   625,973    515,459
Interest expense and amortization of (144,949) (127,119) (427,361)  (380,288)
deferred financing costs
Gains (losses) on retirement of      —         —         (14,586)   —
long-term obligations
Net gain (loss) on interest rate     —         —         —          —
swaps
Interest income                      291       175       1,027      554
Other income (expense)               (632)     (737)     (3,958)    (5,441)
Income (loss) before income taxes    75,478    54,208    181,095    130,284
Benefit (provision) for income taxes (32,300)  (2,825)   29,437     (7,763)
Net income (loss)                    43,178    51,383    210,532    122,521
Less:Net income (loss) attributable 1,133     105       2,443      355
to the noncontrolling interest
Net income (loss) attributable to    42,045    51,278    208,089    122,166
CCIC stockholders
Dividends on preferred stock         —         (7,541)   (2,629)    (17,944)
Net income (loss) attributable to
CCIC stockholders after deduction of $42,045   $43,737   $205,460   $104,222
dividends on preferred stock
                                                                
Net income (loss) attributable to
CCIC common stockholders, after                                  
deduction of dividends on preferred
stock, per common share:
Basic                                $0.14     $0.16     $0.71      $0.37
Diluted                              $0.14     $0.15     $0.71      $0.36
                                                                
Weighted average common shares                                   
outstanding (in thousands):
Basic                                290,762   282,031   288,775    284,770
Diluted                              292,098   283,899   290,527    286,868



CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in thousands)

                                              Nine Months Ended September 30,
                                              2012             2011
Cash flows from operating activities:                          
Net income (loss)                              $210,532         $122,521
Adjustments to reconcile net income (loss) to
net cash provided by (used for) operating                      
activities:
Depreciation, amortization and accretion       446,749          413,987
Gains (losses) on retirement of long-term      14,586           —
obligations
Amortization of deferred financing costs and   74,269           77,221
other non-cash interest
Stock-based compensation expense               33,573           24,937
Asset write-down charges                       8,250            13,696
Deferred income tax benefit (provision)        (35,140)         6,684
Other adjustments, net                         13               4,848
Changes in assets and liabilities, excluding                   
the effects of acquisitions:
Increase (decrease) in liabilities             19,211           (37,869)
Decrease (increase) in assets                  (247,585)        (170,751)
Net cash provided by (used for) operating      524,458          455,274
activities
                                                              
Cash flows from investing activities:                          
Payments for acquisition of businesses, net of (1,236,238)      (17,997)
cash acquired
Capital expenditures                           (283,386)        (265,115)
Other investing activities, net                1,244            (14,375)
Net cash provided by (used for) investing      (1,518,380)      (297,487)
activities
                                                              
Cash flows from financing activities:                          
Proceeds from issuance of long-term debt       2,100,000        —
Proceeds from issuance of capital stock        239              1,523
Principal payments on debt and other long-term (59,579)         (26,026)
obligations
Purchases and redemptions of long-term debt    (699,486)        —
Purchases of capital stock                     (35,984)         (301,369)
Purchases of preferred stock                   —                (15,002)
Borrowings under revolving credit facility     —                273,000
Payments under revolving credit facility       (251,000)        (125,000)
Payments for financing costs                   (40,255)         (82)
Net decrease (increase) in restricted cash     19,533           12,153
Dividends on preferred stock                   (2,481)          (14,713)
Net cash provided by (used for) financing      1,030,987        (195,516)
activities
                                                              
Effect of exchange rate changes on cash        1,718            722
Net increase (decrease) in cash and cash       38,783           (37,007)
equivalents
Cash and cash equivalents at beginning of      80,120           112,531
period
Cash and cash equivalents at end of period     $118,903         $75,524
Supplemental disclosure of cash flow                           
information:
Interest paid                                  363,210          312,992
Income taxes paid                              3,091            4,343



CROWN CASTLE INTERNATIONAL CORP.
Summary Fact Sheet
(dollars in millions)

                 Quarter Ended
                 12/31/2011          3/31/2012           6/30/2012           9/30/2012
                 CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC
Revenues                                                                        
Site Rental       $443.8 $27.6 $471.3 $468.1 $29.4 $497.5 $487.8 $29.8 $517.6 $507.2 $31.5 $538.8
Services          43.0   5.2   48.1   47.0   7.2   54.2   62.0   5.9   67.9   78.3   4.3   82.6
Total Revenues    486.7  32.7  519.5  515.1  36.7  551.7  549.8  35.7  585.5  585.5  35.8  621.3
                                                                               
Operating                                                                       
Expenses
Site Rental       111.4  8.6   120.1  113.9  8.9   122.9  123.1  8.5   131.6  126.1  9.3   135.3
Services          25.8   3.0   28.8   26.8   4.7   31.5   36.8   3.4   40.3   46.6   3.4   50.0
Total Operating   137.3  11.6  148.9  140.7  13.6  154.4  159.9  11.9  171.8  172.7  12.7  185.3
Expenses
                                                                               
General &         38.1   6.4   44.6   43.7   7.3   51.0   41.5   5.5   47.1   50.5   5.4   55.9
Administrative
                                                                               
Add: Stock-Based  7.7    1.5   9.2    9.0    2.1   11.2   8.1    —     8.0    16.3   (0.1) 16.2
Compensation
Add:Amortization
of prepaid lease  —      —     —      2.5    —     2.5    3.9    —     3.9    3.9    —     3.9
purchase price
adjustments
Adjusted EBITDA   $319.0 $16.2 $335.2 $342.3 $17.8 $360.1 $360.3 $18.2 $378.5 $382.6 $17.6 $400.2

                                      

              Quarter Ended
              12/31/2011      3/31/2012       6/30/2012       9/30/2012
              CCUSA CCAL CCIC CCUSA CCAL CCIC CCUSA CCAL CCIC CCUSA CCAL CCIC
Gross Margins:                                                 
Site Rental    75%   69%  75%  76%   70%  75%  75%   71%  75%  75%   71%  75%
Services       40%   42%  40%  43%   35%  42%  41%   42%  41%  40%   20%  39%
                                                              
Adjusted       66%   50%  65%  66%   49%  65%  66%   51%  65%  65%   49%  64%
EBITDA



Reconciliation of Non-GAAP Financial Measure (Adjusted EBITDA) to GAAP
Financial Measure:
(dollars in millions)

                                     Quarter Ended
                                     12/31/2011 3/31/2012 6/30/2012 9/30/2012
Net income (loss)                     $48.9      $50.3     $117.1    $43.2
Adjustments to increase (decrease)                                
net income (loss):
Asset write-down charges              8.6        3.0       3.6       1.6
Acquisition and integration costs     1.6        1.7       7.5       2.9
Depreciation, amortization and        139.0      139.4     152.5     154.9
accretion
Gains (losses) on retirement of       —          7.1       7.5       —
long-term obligations
Interest income                       (0.1)      (0.4)     (0.4)     (0.3)
Other income (expense)                0.1        1.1       2.2       0.6
Interest expense, amortization of     127.3      137.5     144.9     144.9
deferred financing costs
Benefit (provision) for income taxes  0.6        6.7       (68.4)    32.3
Amortization of prepaid lease         —          2.5       3.9       3.9
purchase price adjustment
Stock-based compensation              9.2        11.2      8.0       16.2
Adjusted EBITDA                       $335.2     $360.1    $378.5    $400.2
                                                                 
Note:Components may not sum to total                             
due to rounding.

                                                 
                                                 
CCI Fact Sheet                                    
(dollars in millions)                             
                                                 
                                                 Quarter Ended
                                                 9/30/2011 9/30/2012 % Change
CCUSA                                                               
Site Rental Revenues                              $441.1    $507.2    15%
Ending Towers ^(a) (c)                            22,211    22,700    2%
                                                                   
CCAL                                                                
Site Rental Revenues                              $27.8     $31.5     13%
Ending Towers ^(a)                                1,596     1,694     6%
                                                                   
Total CCIC                                                          
Site Rental Revenues                              $468.9    $538.8    15%
Ending Towers ^(a)                                23,807    24,394    2%
                                                                   
Ending Cash and Cash Equivalents                  $75.5*    $118.9*   
Total Face Value of Debt                          $7,013.5  $8,426.9  
Net Debt                                          $6,938.0  $8,308.0  
                                                                   
Net Leverage Ratios:^(b) (c)                                        
Net Debt / Adjusted EBITDA                        5.2X      5.2X      
Last Quarter Annualized Adjusted EBITDA           $1,329.6  $1,600.7  
                                                                   
*Excludes Restricted Cash                                           
(a) Exclusive of DAS                                                
(b) Based on Face Values                                            
(c) Exclusive of the impact of the proposed                         
T-Mobile transaction
                                                                   
Note:Components may not sum to total due to                        
rounding.

CONTACT:  Jay Brown, CFO
          Fiona McKone, VP - Corporate Finance
          Crown Castle International Corp.
          713-570-3050

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