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Crown Castle International Reports Fourth Quarter and Full Year 2012 Results; Raises 2013 Outlook



Crown Castle International Reports Fourth Quarter and Full Year 2012 Results;
Raises 2013 Outlook

                               2012 Highlights

  * Reinforced US leadership position in shared wireless infrastructure
    through key acquisitions
  * Grew AFFO per share by 18% to $3.04
  * $7 billion in financing activities significantly lowering average cost of
    debt
  * Inclusion in S&P 500 Index

HOUSTON, Jan. 23, 2013 (GLOBE NEWSWIRE) -- Crown Castle International Corp.
(NYSE:CCI) today reported results for the quarter and year ended December 31,
2012.   

"We delivered excellent financial results throughout 2012 and successfully
enhanced Crown Castle's position as the leading provider of shared wireless
infrastructure in the US by closing on approximately $4 billion in
acquisitions," stated Ben Moreland, Crown Castle's President and Chief
Executive Officer. "These strategic acquisitions include the acquisition of
exclusive rights to approximately 7,100 T-Mobile USA towers; the acquisition
of NextG Networks, the industry leader in distributed antenna systems; and the
acquisition of 2,300 ground lease related assets from Wireless Capital
Partners. We expect these acquisitions to further strengthen our premier
portfolio in the US, positioning us for long-term growth in the largest,
fastest growing and most profitable wireless market in the world. I believe
the growth we are currently experiencing is an early indicator of the
important and increasing role Crown Castle's assets and capabilities will play
in enabling wireless carriers to meet the mobile broadband demand of
consumers." 

CONSOLIDATED FINANCIAL RESULTS

Total revenue for the fourth quarter of 2012 increased 30% to $674 million
from $519 million for the same period in 2011. Site rental revenue for the
fourth quarter of 2012 increased $99 million, or 21%, to $570 million from
$471 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
$70 million, or 20%, to $421 million in the fourth quarter of 2012 from $351
million in the same period in 2011. Adjusted EBITDA for the fourth quarter of
2012 increased $79 million, or 23%, to $414 million from $335 million in the
same period in 2011. 

Adjusted Funds from Operations ("AFFO") increased 26% to $243 million in
fourth quarter 2012 compared to $193 million in the fourth quarter of
2011. AFFO per share increased 22% to $0.83 in the fourth quarter of 2012
compared to $0.68 in the fourth quarter of 2011. Funds from Operations ("FFO")
decreased 52% to $88 million, inclusive of a $117 million loss on retirement
of debt in the fourth quarter of 2012, compared to $182 million in the fourth
quarter of 2011. FFO per share decreased 53% to $0.30 in the fourth quarter of
2012 compared to $0.64 in the fourth quarter of 2011.

Net loss for the fourth quarter of 2012 was $10 million, inclusive of the
aforementioned loss on retirement of debt, compared to net income of $49
million for the same period in 2011. Net loss attributable to CCI stockholders
per common share was $0.07 for the fourth quarter of 2012 compared to income
of $0.16 in the fourth quarter of 2011.

Site rental revenues for full year 2012 increased 15% to $2.12 billion, up
$271 million from $1.85 billion for full year 2011. Site rental gross margin
for full year 2012 increased 16% to $1.58 billion, up $213 million from $1.37
billion for full year 2011. Adjusted EBITDA for full year 2012 increased $246
million, or 19%, to $1.55 billion, up from $1.31 billion for full year 2011. 

AFFO increased $149 million, or 20%, from $737 million for full year 2011 to
$886 million for full year 2012. AFFO per share increased 18% to $3.04 in full
year 2012 compared to $2.58 for full year 2011. FFO decreased $13 million,
inclusive of a $132 million loss on retirement of debt, from $708 million for
full year 2011 to $696 million for full year 2012. FFO per share decreased
$0.09 to $2.39 in full year 2012 compared to $2.48 for full year 2011. 

Net income for full year 2012 increased to $201 million, inclusive of the
aforementioned loss on retirement of debt, compared to $171 million for the
same period in 2011. Net income per common share was $0.64 for full year 2012
compared to $0.52 for full year 2011. 

T-MOBILE USA TOWER TRANSACTION

In November 2012, Crown Castle completed its transaction to acquire exclusive
rights to approximately 7,100 T-Mobile USA ("T-Mobile") towers for cash
consideration of approximately $2.5 billion. Crown Castle expects the
operating results of the T-Mobile towers to contribute approximately $125
million to $130 million to AFFO in 2013. Further, Crown Castle expects the
T-Mobile towers to produce between $260 million and $265 million in site
rental revenue and between $95 million and $100 million in Adjusted EBITDA in
2013. The contribution to 2013 Adjusted EBITDA from the T-Mobile towers is
expected to be net of approximately $25 million to $30 million in adjustments
related to straight-line lease accounting and certain adjustments related to
the fair market value of certain ground leases for the T-Mobile towers.

FINANCING AND INVESTING ACTIVITIES

During the fourth quarter of 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 were used to fund a portion of the aforementioned T-Mobile tower
transaction, with the balance of such transaction funded by cash-on-hand and
funds from the revolving credit facility. The $1.65 billion of notes mature in
2023. Crown Castle expects the total cash interest expense on the debt raised
to fund the T-Mobile transaction to be approximately $108 million in 2013. 

Also during the fourth quarter of 2012, Crown Castle closed on a $1.5 billion
senior secured notes offering (the "Notes"), comprised of $500 million of
senior secured notes due 2017 and $1.0 billion of senior secured notes due
2023. The Notes due 2017 have an interest rate of 2.38% per annum, and the
Notes due 2023 have an interest rate of 3.85%. The weighted average interest
rate on the Notes is approximately 3.36%. The proceeds from the Notes,
together with funds from the revolving credit facility, were used to repay in
full approximately $830 million of the 9% senior notes due 2015 and $965
million of the 7.75% senior secured notes due 2017. The refinancing will
reduce Crown Castle's annual consolidated cash interest expense by
approximately $85 million.  

Further, during the fourth quarter of 2012, Crown Castle increased the size of
its $1.0 billion revolving credit facility maturing January 31, 2017 to $1.5
billion. As of January 23, 2013, Crown Castle had approximately $1.3 billion
drawn under the revolving credit facility. 

During the fourth quarter of 2012, Crown Castle invested approximately $158
million in capital expenditures, comprised of $47 million of land purchases,
$18 million of sustaining capital expenditures and $93 million of revenue
generating capital expenditures, the latter consisting of $51 million on
existing sites and $41 million on the construction of new sites, primarily DAS
nodes.  

"We had a tremendous 2012 as we completed more than $7 billion of financing
activities to refinance existing debt and fund several acquisitions," stated
Jay Brown, Crown Castle's Chief Financial Officer. "These financings lowered
our total average cost of debt from 6.2% to 4.5% and extended the average
maturity of our debt to approximately seven years.  In addition, we were able
to grow 2012 AFFO per share to $3.04 per share, an increase of 18% from 2011. 
Based on the 2013 Outlook provided in this release, we expect to grow AFFO per
share by 21% and generate more than $1.0 billion of cash flow to invest in
activities we believe will maximize long-term AFFO per share.  We are excited
about the significant growth in our business during 2012 and the opportunities
we see for growth in 2013."

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 for first quarter 2013 and full year 2013 Outlook. As
reflected in the following table, Crown Castle has increased its full year
2013 Outlook previously issued on October 24, 2012. The changes to the 2013
Outlook are related to the aforementioned T-Mobile tower transaction and the
refinancing activities.

The following table sets forth Crown Castle's current Outlook for the first
quarter of 2013 and full year 2013:

(in millions, except per share       First Quarter 2013  Full Year 2013
amounts)
Site rental revenues                 $605 to $610        $2,444 to $2,459
Site rental cost of operations       $172 to $177        $701 to $716
Site rental gross margin             $430 to $435        $1,733 to $1,748
Adjusted EBITDA                      $423 to $428        $1,691 to $1,706
Interest expense and amortization of $161 to $166        $598 to $608
deferred financing costs^(a)
FFO                                  $195 to $200        $928 to $943
AFFO                                 $259 to $264        $1,067 to $1,082
AFFO per share^(b)                   $0.89 to $0.90      $3.65 to $3.70
Net income (loss)                    $(17) to $23        $58 to $159
Net income (loss) per share -        $(0.06) to $0.08    $0.20 to $0.54
diluted^(b)
(a) See the reconciliation of "Components of interest expense and
amortization of deferred financing costs" herein for a discussion of          
non-cash interest expense, including the impact of the retirement of the
9% senior notes and 7.75% secured notes.
(b) Based on 293 million diluted shares outstanding.                          

CONFERENCE CALL DETAILS

Crown Castle has scheduled a conference call for January 24, 2013, at 10:30
a.m. eastern time. The conference call may be accessed by dialing 480-629-9645
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. 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 January 24, 2013, through 11:59 p.m. eastern time on January
31, 2013, and may be accessed by dialing 303-590-3030 using access code
4589198. 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 98 of the top 100 US markets and to substantially
all of the Australian population. 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, 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 retirement 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 depreciation, 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, asset write-down
charges and 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 quarters and years ended December 31, 2012 and 2011 is
computed as follows:
                                                                  
                       For the Three Months Ended  For the Twelve Months Ended
                       December 31,  December 31,  December 31,  December 31,
                       2012          2011          2012          2011
(in millions)                                                     
Net income (loss)      (9.6)         48.9          200.9         171.5
Adjustments to
increase (decrease)                                               
net income (loss):
Asset write-down       7.3           8.6           15.5          22.3
charges
Acquisition and        6.2           1.6           18.3          3.3
integration costs
Depreciation,
amortization and       175.8         139.0         622.6         553.0
accretion
Amortization of
prepaid leases         3.9           —             14.2          —
purchase price
adjustments
Interest expense and
amortization of        173.7         127.3         601.0         507.6
deferred financing
costs
Gains (losses) on
retirement of          117.4         —             132.0         —
long-term obligations
Interest income        (3.5)         (0.1)         (4.6)         (0.7)
Other income (expense) 1.4           0.1           5.4           5.6
Benefit (provision)    (70.6)        0.6           (100.1)       8.3
for income taxes
Stock-based            12.0          9.2           47.4          36.0
compensation expense
Adjusted EBITDA        413.9         335.2         1,552.7       1,306.9
                                                                  

Adjusted EBITDA for the quarter ending March 31, 2013 and the year ending
December 31, 2013 is forecasted as follows:
                                                           
                                        Q1 2013           Full Year 2013
(in millions)                           Outlook           Outlook
Net income (loss)                       $(17) to $23      $58 to $159
Adjustments to increase (decrease) net                     
income (loss):
Asset write-down charges                $4 to $6          $15 to $25
Acquisition and integration costs       $0 to $4          $10 to $20
Depreciation, amortization and          $188 to $193      $750 to $770
accretion
Amortization of prepaid leases purchase $3 to $5          $15 to $17
price adjustments
Interest expense and amortization of    $161 to $166      $598 to $608
deferred financing costs^(a)
Gains (losses) on retirement of         $36 to $36        $36 to $36
long-term obligations
Interest income                         $(2) to $0        $(3) to $(1)
Other income (expense)                  $0 to $2          $5 to $7
Benefit (provision) for income taxes    $6 to $17         $80 to $105
Stock-based compensation expense        $9 to $11         $41 to $46
Adjusted EBITDA                         $423 to $428      $1,691 to $1,706
(a) See the reconciliation of "Components of interest expense and amortization
of deferred financing costs" herein for a discussion of non-cash interest
expense, including the impact of the retirement of the 9% senior notes and
7.75% secured notes.
 

FFO and AFFO for the quarter ending March 31, 2013 and the year ending
December 31, 2013 are forecasted as follows:
                                                             
                                          Q1 2013           Full Year 2013
(in millions)                             Outlook           Outlook
Net income                                $(17) to $23      $58 to $159
Adjusted tax provision^(a)                $6 to $10         $80 to $90
Real estate related depreciation,         $184 to $187      $731 to $746
amortization and accretion
FFO                                       $195 to $200      $928 to $943
                                                             
FFO (from above)                          $195 to $200      $928 to $943
Straight-line revenue                     $(47) to $(42)    $(162) to $(147)
Straight-line expense                     $19 to $24        $76 to $91
Stock-based compensation expense          $9 to $11         $41 to $46
Non-real estate related depreciation,     $4 to $6          $19 to $24
amortization and accretion
Amortization of deferred financing costs, $35 to $39        $95 to $106
debt discounts and interest rate swaps
Other (income) expense                    $0 to $2          $5 to $7
Gains (losses) on retirement of long-term $36 to $36        $36 to $36
obligations
Acquisition and integration costs         $0 to $4          $10 to $20
Asset write-down charges                  $4 to $6          $15 to $25
Capital improvement capital expenditures  $(6) to $(4)      $(19) to $(17)
Corporate capital expenditures            $(5) to $(3)      $(13) to $(11)
AFFO                                      $259 to $264      $1,067 to $1,082
Weighted-average common shares            293               293
outstanding — diluted
AFFO per share                            $0.89 to $0.90    $3.65 to $3.70
                                                             
(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 is lower by the amount of the adjustment.
 

FFO and AFFO for the quarters and years ended December 31, 2012 and 2011 are
computed as follows:
                                                                   
                          For the Three Months Ended For the Twelve Months
                                                     Ended
(in millions)             December 31,  December 31, December 31, December 31,
                          2012          2011         2012         2011
Net income                $(9.6)        $48.9        $200.9       $171.5
Adjusted tax              (72.6)        (0.3)        (106.7)      5.0
provision^(a)
Real estate related
depreciation,             170.5         133.7        601.4        531.9
amortization and
accretion
FFO                       $88.3         $182.4       $695.5       $708.3
Weighted-average common
shares outstanding —      292.5         282.9        291.3        285.9
diluted
FFO per share             $0.30         $0.64        $2.39        $2.48
                                                                   
FFO (from above)          88.3          182.4        695.5        708.3
Straight-line revenue     (28.6)        (40.0)       (175.5)      (178.5)
Straight-line expense     16.1          9.5          54.1         39.0
Stock-based compensation  12.0          9.2          47.4         36.0
expense
Non-real estate related
depreciation,             5.4           5.3          21.2         21.1
amortization and
accretion
Amortization of deferred
financing costs, debt     35.7          25.7         109.3        102.9
discounts and interest
rate swaps
Other (income) expense    1.4           0.1          5.4          5.6
Losses (gains) on
retirement of long-term   117.4         —            132.0        —
obligations
Acquisition and           6.2           1.6          18.3         3.3
integration costs
Asset write-down charges  7.3           8.6          15.5         22.3
Capital improvement       (10.9)        (5.3)        (21.6)       (14.0)
capital expenditures
Corporate capital         (7.2)         (4.0)        (15.5)       (9.4)
expenditures
AFFO                      $243.0        $193.1       $886.1       $736.7
Weighted-average common
shares outstanding —      292.5         282.9        291.3        285.9
diluted
AFFO per share            $0.83         $0.68        $3.04        $2.58
                                                                   
(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 is lower by the amount of the adjustment.
 

Other Calculations:                                          
                                                             
The components of interest expense and amortization of deferred financing
costs for three months ended December 31, 2012 and December 31, 2011 are as
follows:
                                                             
                                       For the Three Months Ended
(in millions)                          December 31,         December 31,
                                       2012                 2011
Interest expense on debt obligations   $138.0               $101.6
Amortization of deferred financing     7.9                  3.8
costs
Amortization of adjustments on         11.3                 4.2
long-term debt
Amortization of interest rate          16.3                 17.9
swaps^(a)
Other                                  0.1                  (0.2)
Interest expense and amortization of   $173.7               $127.3
deferred financing costs
                                                             
(a) Relates to the amortization of interest rate swaps, all of which has been
cash settled in prior periods.
 

The components of interest expense and amortization of deferred financing
costs for the quarter ending March 31, 2013 and the year ending December 31,
2013 are forecasted as follows:
                                                            
                                         Q1 2013           Full Year 2013
(in millions)                            Outlook           Outlook
Interest expense on debt obligations     $126 to $128      $498 to $508
Amortization of deferred financing costs $9 to $10         $24 to $26
Amortization of adjustments on long-term $11 to $12        $8 to $10
debt
Amortization of interest rate swaps^(a)  $15 to $17        $62 to $67
Other                                    $0 to $0          $1 to $3
Interest expense and amortization of     $161 to $166      $598 to $608
deferred financing costs^(b)
                                                            
(a) Relates to the amortization of interest rate swaps, all of which has been
cash settled in prior periods. 
(b) First quarter and full year 2013 is inclusive of approximately $16 million
of non-cash expense related to the the 9% senior notes and the 7.75% secured
notes that were retired in January 2013.
                                                            
Debt balances and maturity dates as of December 31, 2012, pro forma for the
aforementioned debt retirements, are as follows:
                                                            
                                                            
(in millions)                            Face Value        Final Maturity
Revolver                                 $1,253.0          January 2017
Term Loan A                              481.3             January 2017
Term Loan B                              1,584.0           January 2019
7.125% Senior Notes                      500.0             November 2019
5.25% Senior Notes                       1,650.0           January 2023
3.36% Senior Notes                       1,500.0           2017/2023
Senior Secured Notes, Series 2009-1^(a)  198.5             Various
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      295.9             November 2040
Revenue Notes, Series 2010-1^(d)
Capital Leases and Other Obligations     92.6              Various
Total Debt                               $11,005.3          
Less: Cash and Cash Equivalents^(e)      $(109.5)           
Net Debt                                 $10,895.8          
 
(a) The 2009 Securitized Notes consist of $128.5 million of principal as of
December 31, 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 Notes are 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 and years ended December
31, 2012 and 2011 are computed as follows:
                                                                  
                       For the Three Months Ended  For the Twelve Months Ended
(in millions)          December 31,  December 31,  December 31,  December 31,
                       2012          2011          2012          2011
Capital Expenditures   $158.0        $82.8         $441.4        $347.9
Less: Land purchases   47.3          32.5          134.2         196.4
Less: Tower            51.4          27.7          145.0         82.8
improvements and other
Less: Construction of
wireless               41.2          13.3          125.1         45.4
infrastructure
Sustaining capital     $18.1         $9.3          $37.1         $23.4
expenditures^(a)
                                                                  
(a) Inclusive of corporate and capital improvement capital        
expenditures.

           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 our financing activities and acquisitions,
including the T-Mobile, NextG and Wireless Capital Partners transactions
referenced herein on our financial and operational results, (ii) qualitative
characteristics of the US wireless communications market, (iii) our role in
the telecommunications industry, (iv) the contribution to AFFO, site rental
revenue and Adjusted EBITDA of the T-Mobile transaction, (v) interest expense
related to debt used to fund the T-Mobile transaction, (vi) cash flow, (vii)
our investments and the potential benefits derived therefrom, (viii) our
growth, (ix) currency exchange rates, (x) site rental revenues, (xi) site
rental cost of operations, (xii) site rental gross margin, (xiii) Adjusted
EBITDA, (xiv) interest expense and amortization of deferred financing costs,
(xv) FFO, (xvi) AFFO, including on a per share basis, (xvii) net income
(loss), including on a per share basis, (xviii) our common shares outstanding,
and (xix) 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,
    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.
  * 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)
                                                                   
                                                                   
                                                     December 31, December 31,
                                                     2012         2011
ASSETS                                                             
Current assets:                                                    
Cash and cash equivalents                            $441,364     $80,120
Restricted cash                                      575,938      252,368
Receivables, net                                     192,833      77,258
Deferred income tax assets                           193,420      85,385
Prepaid expenses, deferred site rental receivables   177,769      104,021
and other current assets, net
Total current assets                                 1,581,324    599,152
Deferred site rental receivables, net                864,819      621,103
Property and equipment, net                          6,917,531    4,861,227
Goodwill                                             3,119,957    2,035,390
Other intangible assets, net                         2,941,696    2,178,182
Long-term prepaid rent, deferred financing costs and 629,468      250,042
other assets, net
                                                     $16,054,795  $10,545,096
                                                                   
LIABILITIES AND EQUITY                                             
Current liabilities:                                               
Accounts payable and other accrued liabilities       $308,675     $202,351
Deferred revenues                                    241,127      167,238
Current maturities of debt and other obligations     688,056      32,517
Total current liabilities                            1,237,858    402,106
Debt and other long-term obligations                 10,923,186   6,853,182
Deferred income tax liabilities                      31,916       97,562
Below market tenant leases, deferred ground lease    910,571      500,350
payable and other liabilities
Total liabilities                                    13,103,531   7,853,200
Commitments and contingencies                                      
Redeemable convertible preferred stock               —            305,032
CCIC stockholders' equity                            2,938,746    2,386,245
Noncontrolling interest                              12,518       619
Total equity                                         2,951,264    2,386,864
                                                     $16,054,795  $10,545,096
                                                                   

CROWN CASTLE INTERNATIONAL CORP.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED
(in thousands)
                                                                     
                                Three Months Ended      Twelve Months Ended
                                December 31,            December 31,
                                2012        2011        2012        2011
Net revenues:                                                        
Site rental                     $570,313    $471,331    $2,124,190  $1,853,550
Network services and other      103,774     48,140      308,490     179,179
Total net revenues              674,087     519,471     2,432,680   2,032,729
Operating expenses:                                                  
                                                                     
Costs of operations (exclusive
of depreciation, amortization                                        
and accretion):
Site rental                     149,483     120,081     539,239     481,398
Network services and other      67,938      28,774      189,750     106,987
General and administrative      58,631      44,568      212,572     173,493
Asset write-down charges        7,298       8,589       15,548      22,285
Acquisition and integration     6,186       1,649       18,298      3,310
costs
Depreciation, amortization and  175,843     138,964     622,592     552,951
accretion
Total operating expenses        465,379     342,625     1,597,999   1,340,424
Operating income (loss)         208,708     176,846     834,681     692,305
Interest expense and
amortization of deferred        (173,683)   (127,299)   (601,044)   (507,587)
financing costs
Gains (losses) on retirement of (117,388)   —           (131,974)   —
long-term obligations
Net gain (loss) on interest     —           —           —           —
rate swaps
Interest income                 3,529       123         4,556       666
Other income (expense)          (1,433)     (147)       (5,392)     (5,577)
Income (loss) before income     (80,267)    49,523      100,827     179,807
taxes
Benefit (provision) for income  70,623      (584)       100,061     (8,347)
taxes
Net income (loss)               (9,644)     48,939      200,888     171,460
Less: Net income (loss)
attributable to the             9,861       28          12,304      383
noncontrolling interest
Net income (loss) attributable  (19,505)    48,911      188,584     171,077
to CCIC stockholders
Dividends on preferred stock
and losses on purchases of      —           (4,996)     (2,629)     (22,940)
preferred stock
Net income (loss) attributable
to CCIC stockholders after
deduction of dividends on       $(19,505)   $43,915     $185,955    $148,137
preferred stock and losses on
purchases of preferred stock
                                                                     
Net income (loss) attributable to CCIC common stockholders, after
deduction of dividends on preferred stock and losses on purchases    
of preferred stock, per common share:
Basic                           $(0.07)     $0.16       $0.64       $0.52
Diluted                         $(0.07)     $0.16       $0.64       $0.52
                                                                     
Weighted average common shares                                       
outstanding (in thousands):
Basic                           290,816     280,975     289,285     283,821
Diluted                         290,816     282,894     291,270     285,947
                                                                     

CROWN CASTLE INTERNATIONAL CORP
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in thousands)
                                                                      
                                                      Twelve Months Ended 
                                                      December 31,
                                                      2012           2011
Cash flows from operating activities:                                 
Net income (loss)                                     $200,888       $171,460
Adjustments to reconcile net income (loss) to net cash provided by    
(used for) operating activities:
Depreciation, amortization and accretion              622,592        552,951
Gains (losses) on retirement of long-term obligations 131,974        —
Amortization of deferred financing costs and other    109,350        102,943
non-cash interest
Stock-based compensation expense                      41,944         32,610
Asset write-down charges                              15,548         22,285
Deferred income tax benefit (provision)               (110,374)      4,626
Income (expense) from forward-starting interest rate  —              —
swaps
Other adjustments, net                                612            4,122
Changes in assets and liabilities, excluding the effects of           
acquisitions:
Increase (decrease) in liabilities                    119,709        12,310
Decrease (increase) in assets                         (359,686)      (259,853)
Net cash provided by (used for) operating activities  772,557        643,454
                                                                      
Cash flows from investing activities:                                 
Payments for acquisition of businesses, net of cash   (3,759,475)    (37,551)
acquired
Capital expenditures                                  (441,383)      (347,942)
Other investing activities, net                       1,262          (14,372)
Net cash provided by (used for) investing activities  (4,199,596)    (399,865)
                                                                      
Cash flows from financing activities:                                 
Proceeds from issuance of long-term debt              5,250,000      —
Proceeds from issuance of capital stock               258            1,557
Principal payments on debt and other long-term        (80,818)       (35,345)
obligations
Purchases and redemptions of long-term debt           (1,978,709)    —
Purchases of capital stock                            (36,043)       (303,414)
Purchases of preferred stock                          —              (15,002)
Borrowings under revolving credit agreement           1,253,000      283,000
Payments under revolving credit agreement             (251,000)      (189,000)
Payments for financing costs                          (78,641)       —
Net decrease (increase) in restricted cash            (288,763)      1,979
Dividends on preferred stock                          (2,481)        (19,487)
Net cash provided by (used for) financing activities  3,786,803      (275,712)
                                                                      
Effect of exchange rate changes on cash               1,480          (288)
Net increase (decrease) in cash and cash equivalents  361,244        (32,411)
Cash and cash equivalents at beginning of period      80,120         112,531
Cash and cash equivalents at end of period            $441,364       $80,120
Supplemental disclosure of cash flow information:                     
Interest paid                                         $504,494       $404,443
Income taxes paid                                     3,375          4,340
                                                                      

CROWN CASTLE INTERNATIONAL CORP.
Summary Fact Sheet
dollars in                                                                                  
millions
                                                                                            
                  Quarter Ended
                  3/31/2012           6/30/2012           9/30/2012           12/31/2012
                  CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC
Revenues                                                                                    
Site Rental       $468.1 $29.4 $497.5 $487.8 $29.8 $517.6 $507.2 $31.5 $538.8 $537.9 $32.4 $570.3
Services          47.0   7.2   54.2   62.0   5.9   67.9   78.3   4.3   82.6   98.0   5.8   103.8
Total Revenues    515.1  36.7  551.7  549.8  35.7  585.5  585.5  35.8  621.3  635.9  38.2  674.1
                                                                                            
Operating                                                                                   
Expenses
Site Rental       113.9  8.9   122.9  123.1  8.5   131.6  126.1  9.3   135.3  140.6  8.9   149.5
Services          26.8   4.7   31.5   36.8   3.4   40.3   46.6   3.4   50.0   63.5   4.4   67.9
Total Operating   140.7  13.6  154.4  159.9  11.9  171.8  172.7  12.7  185.3  204.1  13.3  217.4
Expenses
                                                                                            
General &         43.7   7.3   51.0   41.5   5.5   47.1   50.5   5.4   55.9   49.3   9.4   58.6
Administrative
                                                                                            
Add: Stock-Based  9.0    2.1   11.2   8.1    —     8.0    16.3   (0.1) 16.2   8.4    3.6   12.0
Compensation
Add: Amortization
of prepaid lease  2.5    —     2.5    3.9    —     3.9    3.9    —     3.9    3.9    —     3.9
purchase price
adjustments
Adjusted EBITDA   $342.3 $17.8 $360.1 $360.3 $18.2 $378.5 $382.6 $17.6 $400.2 $394.8 $19.1 $413.9
                                                                                            
                                                                                            
                  Quarter Ended
                  3/31/2012           6/30/2012           9/30/2012           12/31/2012
                  CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC   CCUSA  CCAL  CCIC
Gross Margins:                                                                              
Site Rental       76%    70%   75%    75%    71%   75%    75%    71%   75%    74%    73%   74%
Services          43%    35%   42%    41%    42%   41%    40%    20%   39%    35%    24%   35%
                                                                                            
Adjusted EBITDA   66%    49%   65%    66%    51%   65%    65%    49%   64%    62%    50%   61%

 
Reconciliation of Non-GAAP Financial Measure (Adjusted EBITDA) to GAAP
Financial Measure:
dollars in millions                                                  
                                                                     
                                      Quarter Ended
                                      3/31/2012 6/30/2012 9/30/2012 12/31/2012
Net income (loss)                     $50.3     $117.1    $43.2     $(9.6)
Adjustments to increase (decrease) net income                        
(loss):
Asset write-down charges              3.0       3.6       1.6       7.3
Acquisition and integration costs     1.7       7.5       2.9       6.2
Depreciation, amortization and        139.4     152.5     154.9     175.8
accretion
Amortization of prepaid leases        2.5       3.9       3.9       3.9
purchase price adjustment
Interest expense, amortization of     137.5     144.9     144.9     173.7
deferred financing costs
Gains (losses) on retirement of       7.1       7.5       —         117.4
long-term obligations
Interest income                       (0.4)     (0.4)     (0.3)     (3.5)
Other income (expense)                1.1       2.2       0.6       1.4
Benefit (provision) for income taxes  6.7       (68.4)    32.3      (70.6)
Stock-based compensation              11.2      8.0       16.2      12.0
Adjusted EBITDA                       $360.1    $378.5    $400.2    $413.9
                                                                     
Note: Components may not sum to total due to rounding.

                                                                     
CROWN CASTLE INTERNATIONAL CORP.                                     
Fact Sheet Q4 2011 to Q4 2012                                        
dollars in millions                                                  
                                                                     
                             Quarter Ended
                             12/31/2011         12/31/2012          % Change
CCUSA                                                                
Site Rental Revenues         $443.8             $537.9              21%
Ending Towers^(b)(d)         22,185             29,833              34%
                                                                     
CCAL                                                                 
Site Rental Revenues         $27.6              $32.4               17%
Ending Towers^(b)            1,598              1,712               7%
                                                                     
Total CCIC                                                           
Site Rental Revenues         $471.3             $570.3              21%
Ending Towers^(b)(d)         23,783             31,545              33%
                                                                     
Ending Cash and Cash         $80.1         *    $109.5       *       
Equivalents^(c)
Total Face Value of Debt^(c) $6,958.3           $11,005.3            
Net Debt^(c)                 $6,878.2           $10,895.8            
                                                                     
Net Leverage Ratios:                                                 
Net Debt / Adjusted          5.1X               6.3X         ^(e)    
EBITDA^(a)
                                                                     
Last Quarter Annualized      $1,340.9           $1,717.8     ^(e)    
Adjusted EBITDA
                                                                     
*Excludes Restricted Cash
(a) Based on Face Values.
(b) Exclusive of DAS.
(c) Amounts are after giving effect to the retirement of the 9% senior notes
and the 7.75% secured notes in January 2013.
(d) Impacted by the November 30, 2012 acquisition of the T-Mobile towers.
(e) Pro forma for the T-Mobile towers acquired November 30, 2012.
Note: Components may not sum to total due to rounding.

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

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