Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
85K characters. Original on sec.gov · Markdown
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
General Overview
Overview
We own, operate, and lease shared wireless infrastructure. See "Item 1. Business" for a further discussion of our business, including our long-term strategy, our REIT status, certain key terms of our lease agreements, and growth trends in the wireless industry. Site rental revenues represented 82% of our 2016 consolidated net revenues. The vast majority of our site rental revenues is of a recurring nature and has been contracted for in a prior year.
Business Fundamentals and Results
The following are certain highlights of our business fundamentals and results as of and for the year ended December 31, 2016:
| • | We operate as a REIT for U.S. federal income tax purposes (see "Item 1. Business—2016 Industry Highlights and Company Developments—REIT Election" and note 11 to our consolidated financial statements). |
| • | Potential growth resulting from wireless network expansion and new entrants |
| ◦ | We expect wireless carriers will continue their focus on improving network quality and expanding capacity by adding additional antennas or other equipment on our wireless infrastructure. |
| ◦ | We expect existing and potential new customer demand for our wireless infrastructure will result from (1) new technologies, (2) increased usage of wireless applications (including mobile entertainment, mobile internet usage, and machine-to-machine applications), (3) adoption of other emerging and embedded wireless devices (including smartphones, laptops, tablets, and other devices), (4) increasing smartphone penetration, (5) wireless carrier focus on expanding both network quality and capacity, including the use of both towers and small cells, or (6) the availability of additional spectrum. |
| ◦ | New tenants additions are achieved at a low incremental operating cost, delivering high incremental returns. |
| • | Substantially all of our wireless infrastructure can accommodate additional tenancy, either as currently constructed or with appropriate modifications. |
| ◦ | U.S. wireless carriers continue to invest in their networks. |
| • | Site rental revenues under long-term tenant leases with contractual escalations |
| ◦ | Initial terms of five to 15 years with multiple renewal periods at the option of the tenant of five to ten years each. |
| ◦ | Weighted-average remaining term of approximately six years, exclusive of renewals at the tenant's option, currently representing approximately $19 billion of expected future cash inflows. |
| • | Revenues predominately from large wireless carriers |
| ◦ | Approximately 90% of our site rental revenues were derived from AT&T, T-Mobile, Verizon, and Sprint. See also "Item 1A. Risk Factors" and note 16 to our consolidated financial statements. |
| • | Majority of land interests under our towers under long-term control |
| ◦ | Nearly 90% of our towers site rental gross margin and more than 75% of our towers site rental gross margin is derived from towers that reside on land that we own or control for greater than ten and 20 years, respectively. The aforementioned amounts include towers that reside on land interests that are owned, including fee interests and perpetual easements, which represent in excess of one-third of our towers site rental gross margin. |
| • | Minimal sustaining capital expenditure requirements |
| ◦ | Sustaining capital expenditures represented approximately 2% of net revenues. |
| • | Debt portfolio with long-dated maturities extended over multiple years, with the majority of such debt having a fixed rate (see "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" for a further discussion of our debt) |
| ◦ | After giving effect to our 2017 Refinancings described below, 81% of our debt has fixed rate coupons. |
| ◦ | Our debt service coverage and leverage ratios were comfortably within their respective financial maintenance covenants. See "Item 7. MD&A—Liquidity and Capital Resources—Debt Covenants" for a further discussion of our debt covenants. |
| ◦ | We completed several transactions that resulted in lowering our average cost of borrowing, including, refinancing certain of our debt and extending certain of our debt maturities. See "Item 7. MD&A—Liquidity and Capital Resources—Financing Activities" for further discussion of our debt transactions. |
| • | In January 2016, we completed a new senior unsecured credit facility ("2016 Credit Facility") and utilized the proceeds to repay the previously outstanding 2012 Credit Facility. |
| • | In February 2016, we issued 3.400% senior unsecured notes due February 2021 and 4.450% senior unsecured notes due February 2026 (collectively, "February 2016 Senior Notes"), in aggregate principal amounts of $600 million and $900 million, respectively. |
| • | In May 2016, we issued additional 3.400% senior unsecured notes due February 2021 and 3.700% senior unsecured notes due June 2026 (collectively, "May 2016 Senior Notes"), in aggregate principal amounts of $250 million and $750 million, respectively. |
| • | In September 2016, we issued $700 million aggregate principal amount of 2.250% senior unsecured notes due September 2021 ("September 2016 Senior Notes"). |
| • | In February 2017, we (1) issued $500 million aggregate principal amount of 4.000% senior unsecured notes and utilized the net proceeds to repay a portion of the outstanding borrowings on the 2016 Credit Facility and (2) entered into an amendment to the Credit Facility to incur additional term loans in an aggregate principal amount of $500 million, and extend the maturity of both the 2016 Term Loan A and the 2016 Revolver to January 21, 2022 (collectively, "2017 Refinancings"). |
| • | Significant cash flows from operations |
| ◦ | Net cash provided by operating activities was $1.8 billion. |
| ◦ | We expect to grow our core business of providing access to our wireless infrastructure as a result of contractual escalators and future anticipated additional demand for our wireless infrastructure. |
| • | Returning cash flows provided by operations to stockholders in the form of dividends (see also "Item 1. Business") |
| ◦ | During 2016, we paid common stock dividends totaling approximately $1.2 billion. See "Item 7. MD&A—General Overview—Common Stock Dividend" for a discussion of the increase to our quarterly dividend in the fourth quarter of 2016. |
| • | During 2016, we issued shares of our common stock in connection with the following transactions: (see "Item 7. MD&A—Liquidity and Capital Resources—Financing Activities" for further discussion) |
| ◦ | In March 2016, we sold 3.8 million shares under the ATM Program, and we utilized the proceeds to partially fund the TDC Acquisition, |
| ◦ | In November 2016, our previously outstanding Convertible Preferred Stock converted to common stock, and |
| ◦ | In November 2016, we issued approximately 11.4 million shares, and we utilized proceeds from such offering to partially fund the FiberNet Acquisition in January 2017. |
| • | Investing capital efficiently to grow long-term dividends per share (see also "Item 1. Business") |
| ◦ | Discretionary capital expenditures of $784.1 million, including wireless infrastructure improvements in order to support additional site rentals, construction of wireless infrastructure, and land purchases. |
| ◦ | See a discussion of the FiberNet Acquisition below. |
Change in Operating Segments
During the first quarter of 2016, we changed our operating segments to consist of towers and small cells. This change was a result of growth in small cells from a combination of organic growth, capital expenditures, and acquisitions, as well as the continued progression of the integration of Sunesys, which led to changes in how our chief operating decision maker ("CODM") reviews financial information.
Our operating segment change aligns with how the CODM views and evaluates our operations, including how the CODM allocates capital and assesses segment performance. We have recast our prior period presentation to conform to our current reporting presentation.
Towers. Our towers segment, which represented 88% of our revenues during 2016, provides access, including space or capacity, to our approximately 40,000 towers geographically dispersed throughout the U.S. Our towers have a significant presence in the top 100 BTAs. The towers segment also reflects certain network services relating to our towers, consisting of site development services and installation services.
We acquired ownership interests or exclusive rights to the majority of our towers from the four largest wireless carriers (or their predecessors) through transactions consummated since 1999, including transactions with (1) AT&T in 2013, (2) T-Mobile in 2012, (3) Global Signal Inc. in 2007, which had originally acquired the majority of its towers from Sprint, (4) companies now part of Verizon Wireless during 1999 and 2000, and (5) companies now part of AT&T during 1999 and 2000.
Small cells. Our small cells segment, which represented 12% of our revenues during 2016, provides access, including space or capacity, to our approximately 26,500 route miles of fiber (after giving effect to the FiberNet Acquisition) primarily supporting small cell networks. To a lesser extent, the small cells segment also offers fiber based solutions. Our small cells assets include those acquired from NextG Networks, Inc. in 2012, Sunesys in 2015, and FiberNet in 2017. Our customers in small cells generally are large wireless carriers and businesses with high bandwidth demands, such as enterprise, government, education and wholesale customers. See also "Item 1. Business."
Common Stock Dividend
In aggregate, we paid approximately $1.2 billion in common stock dividends in 2016. During each of the first three quarters of 2016, we paid a quarterly common stock dividend of $0.885 per share, totaling approximately $896.6 million. In October 2016, we increased our quarterly dividend, beginning in the fourth quarter of 2016, from an annual amount of $3.54 per share to an annual amount of $3.80 per share. As such, we declared a quarterly dividend of $0.95 per share in October 2016, which represented an increase of 7% from the quarterly dividend declared during each of the first three quarters of 2016. We currently expect such dividends to result in aggregate annual cash payments of at least $1.3 billion during the next 12 months, or an annualized amount of $3.80 per share. Over time, we expect to increase our dividend per share generally commensurate with our realized growth in cash flows. Future dividends are subject to the approval of our board of directors. See notes 12 and 19 to our consolidated financial statements.
FiberNet Acquisition
On November 1, 2016, we announced a definitive agreement to acquire FiberNet for approximately $1.5 billion in cash, subject to certain limited adjustments. FiberNet is a fiber services provider in Florida and Texas that owns or has rights to approximately 11,500 route miles of fiber installed and under construction, inclusive of approximately 6,000 route miles in top metro markets. We believe that the FiberNet assets will further support demand for our wireless infrastructure. On January 17, 2017, we closed on the FiberNet Acquisition which was financed using proceeds from our November 2016 Equity Offering and borrowings under the 2016 Revolver.
Outlook Highlights
The following are certain highlights of our 2017 outlook that impact our business fundamentals described above.
| • | We expect that our full year 2017 site rental revenue growth will be impacted by (1) a healthy environment for tenant additions, as large wireless carriers continue to upgrade and enhance their networks to meet the increasing need for wireless connectivity, (2) the FiberNet Acquisition (see note 19 to our consolidated financial statements), and (3) anticipated non-renewals of tenant leases, primarily resulting from from our customers' decommissioning of the Acquired Networks. See "Item 1A. Risk Factors" for a further discussion of non-renewals. See note 15 to our consolidated financial statements. |
| • | We expect total capital expenditures for 2017 to equal or exceed 2016 levels with a continued increase in the construction of new small cells. We also expect sustaining capital expenditures of approximately 2% of net revenues for full year 2017. |
Results of Operations
The following discussion of our results of operations should be read in conjunction with "Item 1. Business," "Item 7. MD&A—Liquidity and Capital Resources" and our consolidated financial statements. The following discussion of our results of operations is based on our consolidated financial statements prepared in accordance with generally accepted accounting principles in the U.S. ("GAAP") which require us to make estimates and judgments that affect the reported amounts (see "Item 7. MD&A—Accounting and Reporting Matters—Critical Accounting Policies and Estimates" and note 2 to our consolidated financial statements).
Highlights of our results of operations for 2016, 2015 and 2014 are depicted below:
| Years Ended December 31, | Percent Change | ||||||||||||||||
| 2016 | 2015 | 2014 | 2016 vs. 2015 | 2015 vs. 2014 | |||||||||||||
| (In thousands of dollars) | |||||||||||||||||
| Site rental revenues: | |||||||||||||||||
| Towers site rental revenues | $ | 2,830,708 | $ | 2,734,045 | $ | 2,677,932 | 4 | % | 2 | % | |||||||
| Small cells site rental revenues | 402,599 | 284,368 | 188,681 | 42 | % | 51 | % | ||||||||||
| Total site rental revenues | 3,233,307 | 3,018,413 | 2,866,613 | 7 | % | 5 | % | ||||||||||
| Site rental gross margin: | |||||||||||||||||
| Towers site rental gross margin(b) | 1,990,499 | 1,906,870 | 1,863,600 | 4 | % | 2 | % | ||||||||||
| Small cells site rental gross margin(b) | 255,140 | 177,173 | 123,399 | 44 | % | 44 | % | ||||||||||
| Total site rental gross margin | 2,245,639 | 2,084,043 | 1,986,999 | 8 | % | 5 | % | ||||||||||
| Network services and other gross margin: | |||||||||||||||||
| Towers network services and other gross margin(b) | 259,094 | 282,630 | 271,886 | (8 | )% | 4 | % | ||||||||||
| Small cells network services and other gross margin(b) | 19,370 | 10,621 | 4,693 | 82 | % | 126 | % | ||||||||||
| Total network services and other gross margin | 278,464 | 293,251 | 276,579 | (5 | )% | 6 | % | ||||||||||
| Segment operating profit: | |||||||||||||||||
| Towers operating profit(b) | 2,156,690 | 2,097,601 | 2,056,963 | 3 | % | 2 | % | ||||||||||
| Small cells operating profit(b) | 213,834 | 149,415 | 102,223 | 43 | % | 46 | % | ||||||||||
| Adjusted EBITDA(a) | 2,227,523 | 2,119,183 | 2,051,257 | 5 | % | 3 | % | ||||||||||
| Net income attributable to CCIC common stockholders | 323,982 | 1,477,004 | 346,525 | (78 | )% | 326 | % |
| (a) | See reconciliation of Adjusted EBITDA in "Item 7. MD&A—Accounting and Reporting Matters—Non-GAAP and Segment Financial Measures." |
| (b) | See note 16 to our consolidated financial statements for further discussion of our definitions of segment site rental gross margin, segment network services and other gross margin and segment operating profit. |
Results of Operations
Our operating segments for 2016 consist of towers and small cells. See note 16 to our consolidated financial statements and "Item 7. MD&A—General Overview—Change in Operating Segments."
See "Item 7. MD&A—Accounting and Reporting Matters—Non-GAAP Financial Measures" for discussion of our use of (1) segment site rental gross margin, (2) segment network services and other gross margin, (3) segment operating profit, including their respective definitions, and (4) Adjusted EBITDA, including its definition, and reconciliation to net income (loss).
2016 and 2015.
Site rental revenues for 2016 grew approximately $214.9 million, or 7%, from 2015. This increase was predominately comprised of the factors depicted in the chart below:

| (a) | Includes (1) amortization of up front payments received from long-term tenant contracts and other deferred credits (commonly referred to as prepaid rent) and (2) the construction of small cells. |
| (b) | Represents initial contribution of acquisitions and tower builds until the one-year anniversary of the acquisition or build. |
Towers site rental revenues for 2016 were approximately $2.8 billion and increased by approximately $96.7 million, or 4%, from approximately $2.7 billion during 2015. The increase in towers site rental revenues was impacted by the following items, inclusive of straight-line accounting, in no particular order: tenant additions across our entire portfolio, renewals or extensions of tenant leases, escalations, acquisitions (including the TDC Acquisition in April 2016), and non-renewals of tenant leases predominately arising from our customers' decommissioning of the Acquired Networks. Tenant additions were influenced by our customers' ongoing efforts to improve network quality and capacity.
Small cells site rental revenues for 2016 were approximately $402.6 million and increased by approximately $118.2 million, or 42%, from approximately $284.4 million from 2015. The increase in small cells site rental revenues was predominately (1) impacted by the Sunesys Acquisition completed in August 2015 and (2) due to the leasing of newly constructed small cells. Increased demand for small cells was influenced by our customers' growing adoption of small cells as an important component of their network strategy to provide capacity and relieve network congestion.
The increase in towers site rental gross margins from 2015 to 2016 was related to the previously mentioned 4% increase in towers site rental revenues and relatively fixed costs to operate our towers. The increase in small cells site rental gross margins was predominately related to the previously mentioned 42% increase in small cells site rental revenues.
Towers network services and other gross margin was approximately $259.1 million for 2016 and decreased by approximately $23.5 million, or 8%, from approximately $282.6 million in 2015, which is a reflection of (1) the volume of activity from carrier network enhancements and (2) the volume and mix of network services and other work. Our network services and other offerings are of a variable nature as these revenues are not under long-term contracts.
General and administrative expenses for 2016 were approximately $371.0 million and increased by approximately $60.1 million, or approximately 19%, from approximately $310.9 million during 2015. General and administrative expenses are inclusive of stock-based compensation charges, which increased approximately $29.4 million from 2015 to 2016. The increase in general
and administrative expenses was primarily related to the growth in our small cell business as a result of activities such as (1) the Sunesys Acquisition and (2) the continued expansion in size of our small cell portfolio.
Towers operating profit for 2016 increased by approximately $59.1 million, or 3%, from 2015. Towers operating profit was primarily impacted by the growth in our towers site rental revenues and relatively fixed costs to operate our towers.
Small cells operating profit for 2016 increased by approximately $64.4 million, or 43%, from 2015. Small cells operating profit was positively impacted by the previously mentioned Sunesys Acquisition and the leasing of newly constructed small cells.
Adjusted EBITDA increased approximately $108.3 million, or 5%, from 2015 to 2016. Adjusted EBITDA was (1) positively impacted by the growth in our site rental activities in both towers and small cells and (2) negatively impacted by a decrease in tower network services and other gross margin.
Depreciation, amortization and accretion was approximately $1.1 billion for the 2016 and increased by approximately $72.4 million, or 7%, from approximately $1.0 billion during 2015. This increase predominately resulted from a corresponding increase in our gross property and equipment due to capital expenditures and acquisitions, including the Sunesys Acquisition.
Interest expense and amortization of deferred financing costs were approximately $515.0 million for 2016 and decreased by approximately $12.1 million, or 2%, from approximately $527.1 million during 2015. This decrease is predominately the result of a $18.7 million decrease in the amortization of interest rate swaps.
As a result of repaying certain of our debt, in conjunction with our refinancing activities, we incurred losses of approximately $52.3 million and approximately $4.2 million during 2016 and 2015, respectively. For a further discussion of the debt refinancings, see note 8 to our consolidated financial statements, "Item 7. MD&A—Liquidity and Capital Resources" and "Item 7A. Quantitative and Qualitative Disclosures About Market Risk."
Other income (expense) for 2016 was expenses of approximately $8.8 million, compared to income of approximately $57.0 million for 2015. This change was predominately a result of gains recorded during 2015 on foreign currency swaps that we entered into to manage and reduce our foreign currency risk related to our May 2015 sale of CCAL. See note 9 to our consolidated financial statements.
The benefit (provision) for income taxes for 2016 was a provision of approximately $16.9 million compared to a benefit of approximately $51.5 million for 2015. For 2016, the effective tax rate differs from the federal statutory rate predominately due to our REIT status, including the dividends paid deduction. For 2015, the effective tax rate differed from the federal statutory rate predominately due to (1) our REIT status, including the dividends paid deduction and (2) the de-recognition of net deferred tax liabilities related to the inclusion of small cells in the REIT in January 2016, which resulted in a non-cash income tax benefit of approximately $33.8 million. See "Item 7. MD&A—Accounting and Reporting Matters—Critical Accounting Policies and Estimates" and note 11 to our consolidated financial statements.
Income from discontinued operations, net of tax, decreased from 2015 to 2016 due to the sale of CCAL occurring on May 28, 2015. In addition, during 2015, we recorded a gain on the sale of discontinued operations, net of tax, of approximately $1.0 billion.
Net income (loss) attributable to CCIC stockholders was income of approximately $357.0 million during 2016 compared to income of approximately $1.5 billion during 2015. The decrease in net income was predominately due to the gain recorded on the sale of CCAL in 2015 of approximately $1.0 billion.
2015 and 2014.
Site rental revenues for 2015 grew approximately $151.8 million, or 5%, from 2014. This increase was predominately comprised of the factors depicted in the chart below:

| (a) | Includes (1) amortization of up front payments received from long-term tenant contracts and other deferred credits (commonly referred to as prepaid rent) and (2) the construction of small cells. |
| (b) | Represents initial contribution of acquisitions and tower builds until the one-year anniversary of the acquisition or build. |
Towers site rental revenues for 2015 were approximately $2.7 billion and increased by approximately $56.1 million, or 2%, from 2014. The increase in towers site rental revenues was impacted by the following items, inclusive of straight-line accounting, in no particular order: tenant additions across our entire portfolio, renewals or extensions of tenant leases, escalations, and non-renewals of tenant leases, predominately Sprint's decommissioning of its legacy Nextel iDEN network. Tenant additions were influenced by our customers' ongoing efforts to improve network quality and capacity.
Small cells site rental revenues for 2015 were approximately $284.4 million and increased by approximately $95.7 million, or 51%, from approximately $188.7 million in 2014. The increase in small cells site rental revenues was predominately (1) due to the leasing of newly constructed small cells and (2) impacted by the Sunesys Acquisition. Demand for small cells was influenced by our customers' growing adoption of small cells as an important component of their network strategy to provide capacity and relieve network congestion.
The increase in towers site rental gross margins from 2014 to 2015 was related to the previously mentioned 2% increase in towers site rental revenues and relatively fixed costs to operate our towers. The increase in small cells site rental gross margins was predominately related to the previously mentioned 51% increase in small cells site rental revenues.
Towers network services and other gross margin was approximately $282.6 million for 2015 and increased by approximately $10.7 million, or 4%, from approximately $271.9 million in 2014, which is a reflection of (1) the volume of activity from carrier network enhancements and (2) the volume and mix of network services and other work. Our network services and other offerings are of a variable nature as these revenues are not under long-term contracts.
General and administrative expenses for 2015 increased by approximately $53.6 million, or approximately 21%, from 2014, and represented 8% of net revenues in 2015 and 7% of net revenues in 2014. General and administrative expenses are inclusive of stock-based compensation charges. The increase in general and administrative expenses was primarily related to the growth
in our business, including the expansion in size of our wireless infrastructure portfolio primarily due to acquisitions and growth in small cells.
Towers operating profit for 2015 increased by approximately $40.6 million, or 2%, from 2014. Towers operating profit was primarily impacted by the growth in our towers site rental revenues and relatively fixed costs to operate our towers.
Small cells operating profit for 2015 increased by approximately $47.2 million, or 46%, from 2014. Small cells operating profit was positively impacted by the previously mentioned Sunesys Acquisition and due to the leasing of newly constructed small cells.
Adjusted EBITDA increased by approximately $67.9 million, or 3%, from 2014 to 2015. Adjusted EBITDA was positively impacted by the growth in our site rental activities, partially offset by the aforementioned increase in general and administrative expenses.
Depreciation, amortization, and accretion for 2015 increased by approximately $50.4 million, or 5%, from 2014. This increase predominately resulted from capital expenditures and acquisitions, including the Sunesys Acquisition.
Interest expense and amortization of deferred financing costs decreased by approximately $46.2 million, or 8%, from 2014 to 2015, primarily as a result of a $44.4 million decrease in the amortization of previously settled interest rate swaps.
As a result of repaying and redeeming certain of our debt, we incurred net losses of approximately $4.2 million and approximately $44.6 million for 2015 and 2014, respectively. For a further discussion of the debt refinancings, see note 8 to our consolidated financial statements, "Item 7. MD&A—Liquidity and Capital Resources" and "Item 7A. Quantitative and Qualitative Disclosures About Market Risk."
Our acquisition and integration expenses for 2014 were approximately $34.1 million and were related to our 2012 and 2013 acquisitions. See note 4 to our consolidated financial statements.
Other income (expense) for 2015 was income of approximately $57.0 million, compared to income of approximately $12.0 million for 2014. This change was predominately a result of gains recorded during 2015 on foreign currency swaps that we entered into to manage and reduce our foreign currency risk related to our May 2015 sale of CCAL. See note 9 to our consolidated financial statements.
The benefit (provision) for income taxes for 2015 was a benefit of approximately $51.5 million compared to a benefit of approximately $11.2 million for 2014. For 2015, the effective tax rate differed from the federal statutory rate predominately due to (1) our REIT status, including the dividends paid deduction, and (2) the de-recognition of net deferred tax liabilities related to the inclusion of small cells in the REIT in January 2016, which resulted in a non-cash income tax benefit of approximately $33.8 million. For 2014, the effective tax rate differed from the federal statutory rate predominately due to our REIT status, including the dividends paid deduction. See "Item 7. MD&A—Accounting and Reporting Matters—Critical Accounting Policies and Estimates" and note 11 to our consolidated financial statements.
Income from discontinued operations, net of tax, decreased from 2014 to 2015 due to the sale of CCAL occurring mid-period on May 28, 2015. In addition, during 2015, we recorded a gain on the sale of discontinued operations, net of tax, of approximately $1.0 billion.
Net income (loss) attributable to CCIC stockholders for 2015 was income of approximately $1.5 billion compared to income of approximately $390.5 million for 2014. The increase in net income was predominately due to the gain recorded on the sale of CCAL of approximately $1.0 billion.
Liquidity and Capital Resources
Overview
General. Our core business generates revenues under long-term leases (see "Item 7. MD&A—General Overview—Overview") predominately from the largest U.S. wireless carriers. Our strategy is to create long-term stockholder value via a combination of (1) growing cash flows generated from our portfolio of wireless infrastructure, (2) returning a meaningful portion of our cash provided by operating activities to our stockholders in the form of dividends and (3) investing capital efficiently to grow cash flows and long-term dividends per share. We measure our efforts to create "long-term stockholder value" by the combined payment of dividends to stockholders and growth in our per share results. See "Item 1. Business—Strategy" for a further discussion of our strategy.
We have and expect to continue to engage in discretionary investments that we believe will maximize long-term stockholder value. Our historical discretionary investments include (in no particular order): purchasing our common stock, acquiring or constructing wireless infrastructure, acquiring land interests under towers, improving and structurally enhancing our existing wireless infrastructure, and purchasing, repaying, or redeeming our debt. We have recently spent and expect to continue to spend a significant percentage of our discretionary investments on the construction of new small cell networks. We seek to fund our discretionary investments with both net cash provided by operating activities and cash available from financing capacity, such as the use of our undrawn availability from the 2016 Revolver, debt financings and issuances of equity or equity related securities, including under our ATM Program.
We seek to maintain a capital structure that we believe drives long-term stockholder value and optimizes our weighted-average cost of capital. We target a leverage ratio of approximately four to five times Adjusted EBITDA and interest coverage of approximately three times Adjusted EBITDA, subject to various factors such as the availability and cost of capital and the potential long-term return on our discretionary investments. We may choose to increase or decrease our leverage or coverage from these targets for various periods of time.
We operate as a REIT for U.S. federal income tax purposes. We expect to continue to pay minimal cash income taxes as a result of our REIT status and our NOLs. See "Item 1. Business—2016 Industry Highlights and Company Developments—REIT Status," "Item 7. MD&A—General Overview" and note 11 to our consolidated financial statements.
Liquidity Position. The following is a summary of our capitalization and liquidity position as of December 31, 2016, after giving effect to (1) the FiberNet Acquisition and (2) the 2017 Refinancings. See "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" and note 8 to our consolidated financial statements for additional information regarding our debt.
| As of December 31, 2016 | |||
| (In thousands of dollars) | |||
| Cash and cash equivalents(a) | $ | 112,592 | |
| Undrawn revolving credit facility availability(b) | 2,412,110 | ||
| Restricted cash | 129,547 | ||
| Debt and other long-term obligations | 13,241,142 | ||
| Total equity | 7,552,506 |
| (a) | Exclusive of restricted cash. |
| (b) | Availability at any point in time is subject to reaffirmation of the representations and warranties in, and there being no default under, our credit agreement. See "Item 7. MD&A—Liquidity and Capital Resources—Financing Activities" and "Item 7. MD&A—Liquidity and Capital Resources—Debt Covenants." |
Over the next 12 months:
| • | Our liquidity sources may include (1) cash on hand, (2) net cash provided by operating activities, (3) undrawn availability from our 2016 Revolver, and (4) issuances of equity pursuant to our ATM Program. Our liquidity uses over the next 12 months are expected to include (1) debt service obligations of approximately $101.7 million (principal payments), (2) common stock dividend payments expected to be $3.80 per share, or an aggregate of at least $1.3 billion, subject to future approval by our board of directors (see "Item 7. MD&A—General Overview—Common Stock Dividend"), and (3) sustaining and discretionary capital expenditures (expected to be equal to or greater than current levels). During the next 12 months, we expect that our liquidity sources should be sufficient to cover our expected uses. As CCIC is a holding company, this cash flow from operations is generated by our operating subsidiaries. |
| • | We have no scheduled contractual debt maturities other than principal payments on amortizing debt. See "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" for a tabular presentation of our debt maturities as of December 31, 2016 and a discussion of anticipated repayment dates. |
Summary Cash Flows Information
| Years Ended December 31, | |||||||||||
| 2016 | 2015 | 2014 | |||||||||
| (In thousands of dollars) | |||||||||||
| Net cash provided by (used for): | |||||||||||
| Operating activities | $ | 1,782,264 | $ | 1,794,025 | $ | 1,600,197 | |||||
| Investing activities | (1,410,232 | ) | (1,959,734 | ) | (1,216,709 | ) | |||||
| Financing activities | (96,292 | ) | (935,476 | ) | (462,987 | ) | |||||
| Net increase (decrease) in cash and cash equivalents - continuing operations | 275,740 | (1,101,185 | ) | (79,499 | ) | ||||||
| Discontinued operations (see note 3): | |||||||||||
| Net cash provided by (used for) operating activities | — | 2,700 | 65,933 | ||||||||
| Net cash provided by (used for) investing activities | 113,150 | 1,103,577 | (26,196 | ) | |||||||
| Net increase (decrease) in cash and cash equivalents - discontinued operations | 113,150 | 1,106,277 | 39,737 |
Operating Activities
The decrease in net cash provided by operating activities for 2016 from 2015 was due primarily to a net decrease in working capital, partially offset by growth in our core business. The increase in net cash provided by operating activities for 2015 from 2014 was due primarily to growth in our core business, including a net benefit from changes in working capital. Changes in working capital (including changes in accounts receivable, deferred site rental receivables, deferred rental revenues, prepaid ground leases, restricted cash, and accrued interest) can have a significant impact on net cash provided by operating activities, largely due to the timing of prepayments and receipts. We expect to grow our net cash provided by operating activities in the future (exclusive of movements in working capital) if we realize expected growth in our core business.
Investing Activities
Capital Expenditures
Our capital expenditures are categorized as discretionary or sustaining, as described below.
| • | Discretionary capital expenditures are those capital expenditures made with respect to activities which we believe exhibit sufficient potential to enhance long-term stockholder value. They consist of improvements to existing wireless infrastructure, construction of new wireless infrastructure, and, to a lesser extent, purchases of land assets under towers as we seek to manage our interests in the land beneath our towers. Improvements to existing wireless infrastructure to accommodate tenant additions typically vary based on, among other factors: (1) the type of wireless infrastructure, (2) the scope, volume, and mix of work performed on the wireless infrastructure, (3) existing capacity prior to installation, or (4) changes in structural engineering regulations and standards. Our decisions regarding capital expenditures are influenced by the availability and cost of capital and expected returns on alternative uses of cash, such as payments of dividends and investments. |
| • | Sustaining capital expenditures consist of (1) corporate-related capital improvements and (2) maintenance on our wireless infrastructure assets that enable our customers' ongoing quiet enjoyment of the wireless infrastructure. |
A summary of our capital expenditures for the last three years is as follows (in thousands of dollars):

Capital expenditures decreased from 2015 to 2016 and were impacted by (1) the construction of small cell networks to address our customers growing demand for small cell networks, (2) lower amounts of improvements to existing towers and (3) lower sustaining capital expenditures in 2016 due to expansion of office facilities in 2015. Our sustaining capital expenditures have historically been less than 2% of net revenues annually and were approximately 3% of net revenues in 2015 due to expansion of our office facilities. See "Item 7. MD&A—General Overview—Outlook Highlights" for a discussion of our expectations surrounding 2017 capital expenditures.
Sale of CCAL. See note 3 to our consolidated financial statements for a discussion of our May 2015 sale of CCAL, our previously 77.6% owned Australian subsidiary.
Foreign Currency Swaps. During May 2015, in conjunction with our sale of CCAL, we entered into foreign currency swaps to manage and reduce our foreign currency risk associated with the sale of CCAL. See note 9 to our consolidated financial statements.
Acquisitions. Acquisitions consist of the acquisition of businesses such as towers and small cells, including fiber portfolios. See notes 4 and 6 to our consolidated financial statements for a discussion of our acquisitions during the years ended December 31, 2016, 2015 and 2014. See also note 19 to our consolidated financial statements for a discussion of the FiberNet Acquisition.
Financing Activities
We seek to allocate cash generated by our operations in a manner that will enhance long-term stockholder value, which may include various financing activities, such as (in no particular order) paying dividends on our common stock (currently expected to total an aggregate of at least $1.3 billion during the next 12 months, subject to future approval by our board of directors), purchasing our common stock, or purchasing, repaying, or redeeming our debt. See notes 8 and 12 to our consolidated financial statements.
In 2015, our financing activities predominately related to the following:
| • | paying an aggregate of $1.1 billion in dividends on our common stock, |
| • | amending our previously outstanding 2012 Credit Facility, and |
| • | issuing $1.0 billion in May 2015 tower revenue notes which provided us with funding to repay $250.0 million aggregate principal amount of August 2010 tower revenue notes, redeem all of the previously outstanding WCP securitized notes, and repay portions of outstanding borrowings under our previously outstanding 2012 Credit Facility. |
See "Item 7. MD&A—Liquidity and Capital Resources—Overview" and note 8 to our consolidated financial statements.
In 2016, our financing activities predominately related to the following:
| • | paying an aggregate of $1.2 billion in dividends on our common stock, |
| • | completing a new senior unsecured credit facility and repaying all outstanding borrowings under the previously outstanding 2012 Credit Facility, |
| • | issuing $1.5 billion aggregate principal amount of senior unsecured notes in February 2016, which provided us the funding to (1) repay $500.0 million of outstanding borrowings under the 2016 Revolver and (2) repay in full all outstanding borrowings under the previously outstanding $1.0 billion 364-Day Facility (as defined below), |
| • | issuing $1.0 billion aggregate principal amount of senior unsecured notes in May 2016, which provided us the funding to (1) repay in full the Tower Revenue Notes, Series 2010-2 and Series 2010-5 issued by certain of our subsidiaries and (2) repay a portion of outstanding borrowings under the 2016 Revolver, |
| • | issuing $700.0 million aggregate principal amount of senior unsecured notes, which provided us funding to (1) repay in full the 2.381% Secured Notes issued by certain of our subsidiaries, and (2) repay a portion of outstanding borrowings under the 2016 Revolver, and |
| • | issuing 11.4 million shares of common stock, generating net proceeds of approximately $1.0 billion; we utilized proceeds from such offering to partially fund the FiberNet Acquisition. |
In February 2017, we (1) issued $500 million aggregate principal amount of 4.000% senior unsecured notes and utilized the net proceeds to repay a portion of the outstanding borrowings on the 2016 Credit Facility and (2) entered into an amendment to the 2016 Credit Facility to incur additional term loans in an aggregate principal amount of $500 million and extend the maturity of both the 2016 Term Loan A and the 2016 Revolver to January 21, 2022.
See "Item 7. MD&A—Liquidity and Capital Resources—Overview" and notes 8 and 19 to our consolidated financial statements for a discussion of our recent debt activities. See also "Item 7. MD&A—General Overview—Common Stock Dividend" for a discussion of the increase to our common stock dividend during the fourth quarter of 2016.
Incurrences, Purchases and Repayments of Debt. See notes 8 and 19 to our consolidated financial statements for a discussion of our recent issuances, purchases, and repayments of debt. Our debt issuances extended the maturities of our debt portfolio, provided funding for our acquisitions and our repayment of previously existing debt, and lowered our cost of debt. See "Item 7. MD&A—Liquidity and Capital Resources—Overview—Liquidity Position." Certain of our wireless infrastructure is held in subsidiaries whose equity interests have been pledged, directly or indirectly, along with other collateral to secure such indebtedness. See notes 8 and 19 to our consolidated financial statements.
Common Stock. As of December 31, 2016, 2015, and 2014, we had 360.5 million, 333.8 million, and 333.9 million common shares outstanding, respectively. In November 2016, we completed an equity offering of approximately 11.4 million shares of common stock, which generated net proceeds of approximately $1.0 billion. We utilized proceeds from such offering to partially fund the FiberNet Acquisition in January 2017. See also "Convertible Preferred Stock" below. During the year ended December 31, 2016, we paid an aggregate of $1.2 billion in dividends on our common stock. See "Item 1. Business—Strategy" and note 12 to our consolidated financial statements.
ATM Program. In August 2015, we established an ATM Program through which we may, from time to time, issue and sell shares of our common stock having an aggregate cumulative gross sales price of up to $500.0 million to or through sales agents. Sales, if any, under the ATM Program may be made by means of ordinary brokers' transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or, subject to our specific instructions, at negotiated prices. We intend to use the net proceeds from any sales under the ATM Program for general corporate purposes, which may include the funding of future acquisitions or investments and the repayment or repurchase of any outstanding
indebtedness. During the year ended December 31, 2016, 3.8 million shares of our common stock were sold under the ATM Program generating net proceeds of $323.8 million. The net proceeds from the sales under the ATM Program were used, in part, to fund the TDC Acquisition. See note 12 to our consolidated financial statements.
Convertible Preferred Stock. During October and November 2016, our approximately 9.8 million shares of Convertible Preferred Stock converted to approximately 11.6 million shares of our common stock at a conversion rate (based on the applicable market value of the common stock and subject to certain anti-dilutive adjustments) of 1.188 common shares for each share of previously outstanding Convertible Preferred Stock. See note 12 to our consolidated financial statements for further discussion of the Convertible Preferred Stock dividends declared and paid during 2016 and the October and November 2016 conversion of the Convertible Preferred Stock to common stock.
Credit Facility. In January 2016, we completed a new unsecured 2016 Credit Facility, consisting of (1) a $2.5 billion unsecured 2016 Revolver maturing on January 21, 2021, (2) a $1.0 billion Senior Unsecured 364-Day Revolving Credit Facility ("364-Day Facility") maturing on January 19, 2017, and (3) a $2.0 billion Senior Unsecured Term Loan A Facility ("2016 Term Loan A") maturing on January 21, 2021. In February 2016, the 364-Day Facility was terminated. See note 8 to our consolidated financial statements.
The 2016 Credit Facility bears interest at a per annum rate equal to LIBOR plus 1.125% to 2.000%, based on our senior unsecured debt rating.
The proceeds of the loans under the 2016 Credit Facility, together with cash on hand, were used to repay all outstanding borrowings under the previously outstanding 2012 Credit Facility.
The 2016 Revolver may be used for general corporate purposes, which may include the financing of capital expenditures, acquisitions, and purchases of our common stock. See notes 4, 8, and 19 to our consolidated financial statements.
As of February 15, 2017, there was approximately $2.4 billion in availability under the 2016 Revolver. See note 19 to our consolidated financial statements.
Restricted Cash. Pursuant to the indentures governing certain of our operating companies' debt securities, all rental cash receipts of the issuers of these debt instruments and their subsidiaries are restricted and held by an indenture trustee. The restricted cash in excess of required reserve balances is subsequently released to us in accordance with the terms of the indentures. See also note 2 to our consolidated financial statements.
Contractual Cash Obligations
The following table summarizes our contractual cash obligations as of December 31, 2016, after giving effect to (1) the FiberNet Acquisition and (2) the 2017 Refinancings. These contractual cash obligations relate primarily to our outstanding borrowings or lease obligations for land interests under our towers. The debt maturities reflect contractual maturity dates and do not consider the impact of the principal payments that will commence following the anticipated repayment dates on the tower revenue notes (see footnote (b)).
| Years Ending December 31, | |||||||||||||||||||||||||||
| Contractual Obligations(a) | 2017 | 2018 | 2019 | 2020 | 2021 | Thereafter | Totals | ||||||||||||||||||||
| (In thousands of dollars) | |||||||||||||||||||||||||||
| Debt and other long-term obligations(b) | $ | 101,749 | $ | 135,908 | $ | 139,444 | $ | 203,054 | $ | 1,775,189 | $ | 10,983,333 | $ | 13,338,677 | |||||||||||||
| Interest payments on debt and other long-term obligations(c)(d) | 527,919 | 548,409 | 553,888 | 626,075 | 647,292 | 6,823,163 | 9,726,746 | ||||||||||||||||||||
| Lease obligations(e) | 573,708 | 577,578 | 581,588 | 579,193 | 579,585 | 7,741,651 | 10,633,303 | ||||||||||||||||||||
| Total contractual obligations | $ | 1,203,376 | $ | 1,261,895 | $ | 1,274,920 | $ | 1,408,322 | $ | 3,002,066 | $ | 25,548,147 | $ | 33,698,726 |
| (a) | The following items are in addition to the obligations disclosed in the above table: |
| • | We have a legal obligation to perform certain asset retirement activities, including requirements upon lease and easement terminations to remove wireless infrastructure or remediate the land upon which our wireless infrastructure resides. The cash obligations disclosed in the above table, as of December 31, 2016, are exclusive of estimated undiscounted future cash outlays for asset retirement obligations of approximately $1.2 billion. As of December 31, 2016, the net present value of these asset retirement obligations was approximately $146.1 million. |
| • | We are contractually obligated to pay or reimburse others for property taxes related to our wireless infrastructure. |
| • | We have the option to purchase approximately 53% of our towers that are leased or subleased or operated and managed under master leases, subleases, and other agreements with AT&T, Sprint, and T-Mobile at the end of their respective lease terms. We have no obligation to exercise such purchase options. See note 1 to our consolidated financial statements. |
| • | We have legal obligations for open purchase order commitments obtained in the ordinary course of business that have not yet been fulfilled. |
| (b) | The impact of principal payments that will commence following the anticipated repayment dates of our tower revenue notes are not considered. The tower revenue notes have principal amounts of, $2.3 billion, $300.0 million and $700.0 million, with anticipated repayment dates in 2020, 2022 and 2025, respectively. See note 8 to our consolidated financial statements. |
| (c) | If the tower revenue notes are not repaid in full by the applicable anticipated repayment dates, the applicable interest rate increases by approximately 5% per annum and monthly principal payments commence using the Excess Cash Flow (as defined in the indenture governing the applicable tower revenue notes) of the issuers of the tower revenue notes. The tower revenue notes are presented based on their contractual maturity dates ranging from 2037 to 2045 and include the impact of an assumed 5% increase in interest rate that would occur following the anticipated repayment dates but exclude the impact of monthly principal payments that would commence using Excess Cash Flow (as defined in the indenture governing the applicable tower revenue notes) of the issuers of the tower revenue notes. The full year 2016 Excess Cash Flow (as defined in the indenture governing the applicable tower revenue notes) of the issuers of the tower revenue notes was approximately $563.8 million. We currently expect to refinance these notes on or prior to the respective anticipated repayment dates. |
| (d) | Interest payments on the floating rate debt are based on estimated rates currently in effect. |
| (e) | Amounts relate primarily to lease obligations for the land interests on which our wireless infrastructure resides and are based on the assumption that payments will be made through the end of the period for which we hold renewal rights. See table below summarizing remaining terms to expiration. |
The following chart summarizes our rights to the land interests under our towers, including renewal terms at our option, as of December 31, 2016. As of December 31, 2016, the leases for land interests under our towers had an average remaining life in excess of 30 years, weighted based on towers site rental gross margin. See "Item 1A. Risk Factors."

| (a) | For the year ended December 31, 2016, without consideration of the term of the tenant lease. |
| (b) | Inclusive of fee interests and perpetual easements. |
Debt Covenants
The credit agreement governing the 2016 Credit Facility contains financial maintenance covenants. We are currently in compliance with these financial maintenance covenants and, based upon our current expectations, we believe we will continue to comply with these financial maintenance covenants. In addition, certain of our debt agreements also contain restrictive covenants that place restrictions on us and may limit our ability to, among other things, incur additional debt and liens, purchase our securities, make capital expenditures, dispose of assets, undertake transactions with affiliates, make other investments, pay dividends or distribute excess cash flow. See note 8 to our consolidated financial statements for further discussion of our debt covenants. See "Item 1A. Risk Factors." The following are ratios applicable to the financial maintenance covenants under the credit agreement governing our 2016 Credit Facility as of December 31, 2016.
| Borrower / Issuer | Financial Maintenance Covenant(a)(b) | Covenant Level Requirement | As of December 31, 2016 |
| CCIC | Total Net Leverage Ratio | ≤ 6.50x | 5.2x |
| CCIC | Total Senior Secured Leverage Ratio | ≤ 3.50x | 2.0x |
| CCIC | Consolidated Interest Coverage Ratio(c) | N/A | N/A |
| (a) | Failure to comply with the financial maintenance covenants would, absent a waiver, result in an event of default under the credit agreement governing our 2016 Credit Facility. |
| (b) | As defined in the credit agreement governing our 2016 Credit Facility. |
| (c) | Applicable solely to the extent that the senior unsecured debt rating by any two of S&P, Moody's and Fitch is lower than BBB-, Baa3 or BBB-, respectively. If applicable, the consolidated interest coverage ratio must be greater than or equal to 2.50. |
Off-balance Sheet Arrangements
We have no off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K.
Accounting and Reporting Matters
Critical Accounting Policies and Estimates
The following is a discussion of the accounting policies and estimates that we believe (1) are most important to the portrayal of our financial condition and results of operations or (2) require our most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. The critical accounting policies and estimates for 2016 are not intended to be a comprehensive list of our accounting policies and estimates. See note 2 to our consolidated financial statements for a summary of our significant accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP. In other cases, management is required to exercise judgment in the application of accounting principles with respect to particular transactions.
Revenue Recognition. 82% of our total revenue for 2016 consists of site rental revenues, which are recognized on a monthly basis over the fixed, non-cancelable term of the relevant lease (generally ranging from five to 15 years), regardless of whether the payments from the tenant are received in equal monthly amounts. If the payment terms call for fixed escalations (as in fixed dollar or fixed percentage increases), upfront payments or rent free periods, the revenue is recognized on a straight-line basis over the fixed, non-cancelable term of the lease. When calculating our straight-line rental revenues, we consider all fixed elements of tenant contractual escalation provisions, even if such escalation provisions contain a variable element (such as an escalator tied to an inflation-based index) in addition to a minimum. To the extent we acquire below-market tenant leases for contractual interests with tenants on the acquired wireless infrastructure (for example with respect to small cells) we record deferred credits and amortize such deferred credits to site rental revenues over their estimated lease term. Since we recognize revenue on a straight-line basis, a portion of the site rental revenue in a given period represents cash collected or contractually collectible in other periods. Our assets related to straight-line site rental revenues are included in "other current assets" and "deferred site rental receivables, net." Amounts billed or received prior to being earned are deferred and reflected in "deferred revenues" and "other long-term liabilities." See notes 2 and 7 to our consolidated financial statements.
As part of our effort to provide comprehensive wireless infrastructure solutions, we also offer certain network services relating to our wireless infrastructure, which represent approximately 18% of our total revenues for 2016. Network services and other revenue consists of (1) site development services and (2) installation services. Network services revenues are recognized after completion of the applicable service. We account for network services separately from the customer's site rental. See "Item 1. Business—The Company" for a further discussion of our business.
Accounting for Acquisitions — General. As described in "Item 1. Business," much of our wireless infrastructure has been acquired in various transactions from the four largest wireless carriers (or their predecessors) through transactions consummated since 1999. We evaluate each of our acquisitions to determine if it should be accounted for as a business combination or as an acquisition of assets. For our business combinations, we allocate the purchase price to the assets acquired and liabilities assumed based on their estimated fair value at the date of acquisition. Any purchase price in excess of the net fair value of the assets acquired and liabilities assumed is allocated to goodwill. See "Item 7. MD&A—Accounting and Reporting Matters—Accounting for Acquisitions—Valuation" below.
The determination of the final purchase price allocation could extend over several quarters resulting in the use of preliminary estimates that are subject to adjustment until finalized. Such changes could have a significant impact on our financial statements.
Accounting for Acquisitions — Leases. With respect to business combinations that include towers that we lease and operate, such as the AT&T, T-Mobile, and Sprint leased and subleased towers, we evaluate such agreements to determine treatment as capital or operating leases. The evaluation of such agreements for capital or operating lease treatment includes consideration of each of the lease classification criteria under ASC 840-10-25, namely (1) the transfer of ownership provisions, (2) the existence of bargain purchase options, (3) the length of the remaining lease term, and (4) the present value of the minimum lease payments. With respect to the AT&T Acquisition, T-Mobile Acquisition, and the Sprint towers acquired in the Global Signal Acquisition, we determined that the tower leases were capital leases and the underlying land leases were operating leases based upon the lease term criterion, after considering the fragmentation criteria applicable under ASC 840-10-25 to leases involving both land and buildings (i.e., towers). We determined that the fragmentation criteria was met, and the tower leases could be accounted for as capital leases apart from the land leases, which are accounted for as operating leases, since (1) the fair value of the land in the aforementioned business combinations was greater than 25% of the total fair value of the leased property at inception and (2) the tower lease expirations occur beyond 75% of the estimated economic life of the tower assets.
Accounting for Acquisitions — Valuation. As of December 31, 2016, our largest asset was property and equipment, which primarily consists of wireless infrastructure, followed by goodwill and intangible assets. Our identifiable intangible assets predominately relate to the site rental contracts and customer relationships intangible assets. See note 2 to our consolidated financial statements for further information regarding the nature and composition of the site rental contracts and customer relationships intangible assets.
The fair value of the vast majority of our assets and liabilities is determined by using either:
| (1) | estimates of replacement costs (for tangible fixed assets such as towers), or |
| (2) | discounted cash flow valuation methods (for estimating identifiable intangibles such as site rental contracts and customer relationships and above-market and below-market leases). |
The purchase price allocation requires subjective estimates that, if incorrectly estimated, could be material to our consolidated financial statements, including the amount of depreciation, amortization, and accretion expense. The most important estimates for measurement of tangible fixed assets are (1) the cost to replace the asset with a new asset and (2) the economic useful life after giving effect to age, quality, and condition. The most important estimates for measurement of intangible assets are (1) discount rates and (2) timing and amount of cash flows including estimates regarding customer renewals and cancellations. The most important estimates for measurement of above and below-market leases is the determination of (1) favorability or unfavorability to the current market terms and (2) applicable lease term, including whether renewals or extensions should be measured. With respect to business combinations that include towers that we lease and operate, such as the T-Mobile, Sprint, and AT&T leased and subleased towers, we evaluate such agreements to determine treatment as capital or operating leases and identification of any bargain purchase options.
We record the fair value of obligations to perform certain asset retirement activities, including requirements, pursuant to our ground leases or easements, to remove wireless infrastructure or remediate the land upon which our wireless infrastructure resides. In determining the fair value of these asset retirement obligations we must make several subjective and highly judgmental estimates such as those related to: (1) timing of cash flows, (2) future costs, (3) discount rates, and (4) the probability of enforcement to remove the towers or small cells or remediate the land. See note 2 to our consolidated financial statements.
Accounting for Long-Lived Assets — Useful Lives. We are required to make subjective assessments as to the useful lives of our tangible and intangible assets for purposes of determining depreciation, amortization, and accretion expense that, if incorrectly estimated, could be material to our consolidated financial statements. Depreciation expense for our property and equipment is computed using the straight-line method over the estimated useful lives of our various classes of tangible assets. The substantial portion of our property and equipment represents the cost of our wireless infrastructure which is depreciated with an estimated useful life equal to the shorter of (1) 20 years or (2) the term of the lease (including optional renewals) for the land interests under the wireless infrastructure.
The useful life of our intangible assets is estimated based on the period over which the intangible asset is expected to benefit us and gives consideration to the expected useful life of other assets to which the useful life may relate. We review the expected useful lives of our intangible assets on an ongoing basis and adjust if necessary. Amortization expense for intangible assets is computed using the straight-line method over the estimated useful life of each of the intangible assets. The useful life of the site rental contracts and customer relationships intangible assets is limited by the maximum depreciable life of the wireless infrastructure (20 years), as a result of the interdependency of the wireless infrastructure and site rental contracts and customer relationships. In contrast, the site rental contracts and customer relationships are estimated to provide economic benefits for several decades because of the low rate of tenant cancellations and high rate of renewals experienced to date. Thus, while site rental contracts and customer relationships are valued based upon the fair value of the site rental contracts and customer relationships which includes assumptions regarding both (1) tenants' exercise of optional renewals contained in the acquired leases and (2) renewals of the acquired leases past the contractual term including exercisable options, the site rental contracts are amortized over a period not to exceed 20 years as a result of the useful life being limited by the depreciable life of the wireless infrastructure.
Accounting for Long-Lived Assets — Impairment Evaluation — Intangibles. We review the carrying values of property and equipment, intangible assets, or other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. We utilize the following dual grouping policy for purposes of determining the unit of account for testing impairment of the site rental contracts and customer relationships:
| (1) | we pool site rental contracts and customer relationships intangible assets and property and equipment into portfolio groups, and |
| (2) | we separately pool site rental contracts and customer relationships by significant tenant or by tenant grouping for individually insignificant tenants, as appropriate. |
We first pool site rental contracts and customer relationships intangible assets and property and equipment into portfolio groups for purposes of determining the unit of account for impairment testing, because we view wireless infrastructure as portfolios and wireless infrastructure in a given portfolio and its related tenant leases are not largely independent of the other wireless infrastructure in the portfolio. We re-evaluate the appropriateness of the pooled groups at least annually. This use of grouping is based in part on (1) our limitations regarding disposal of wireless infrastructure, (2) the interdependencies of wireless infrastructure portfolios, and (3) the manner in which wireless infrastructure is traded in the marketplace. The vast majority of our site rental contracts and customer relationships intangible assets and property and equipment are pooled into the U.S. owned wireless infrastructure group. Secondly, and separately, we pool site rental contracts and customer relationships by significant tenant or by tenant grouping for individually insignificant tenants, as appropriate, for purposes of determining the unit of account for impairment testing because we associate the value ascribed to site rental contracts and customer relationships intangible assets to the underlying contracts and related customer relationships acquired.
Our determination that an adverse event or change in circumstance has occurred that indicates that the carrying amounts may not be recoverable will generally involve (1) a deterioration in an asset's financial performance compared to historical results, (2) a shortfall in an asset's financial performance compared to forecasted results, or (3) changes affecting the utility and estimated future demands for the asset. When considering the utility of our assets, we consider events that would meaningfully impact (1) our wireless infrastructure or (2) our customer relationships. For example, consideration would be given to events that impact (1) the structural integrity and longevity of our wireless infrastructure or (2) our ability to derive benefit from our existing customer relationships, including events such as bankruptcy or insolvency or loss of a significant customer. During 2016, there were no events or circumstances that caused us to review the carrying value of our intangible assets or property and equipment due in part to our assets performing consistently with or better than our expectations.
If the sum of the estimated future cash flows (undiscounted) from an asset, or portfolio group, significant tenant or tenant group (for individually insignificant tenants), as applicable, is less than its carrying amount, an impairment loss may be recognized. If the carrying value were to exceed the undiscounted cash flows, measurement of an impairment loss would be based on the fair value of the asset, which is based on an estimate of discounted future cash flows. The most important estimates for such calculations of undiscounted cash flows are (1) the expected additions of new tenants and equipment on our wireless infrastructure and (2) estimates regarding tenant cancellations and renewals of leases. We could record impairments in the future if changes in long-term market conditions, expected future operating results or the utility of the assets results in changes for our impairment test calculations which negatively impact the fair value of our property and equipment and intangible assets, or if we changed our unit of account in the future.
When grouping assets into pools for purposes of impairment evaluation, we also consider individual towers, nodes, and third party land interests within a grouping for which we currently have no tenants. Approximately 3% of our total towers currently have no tenants. We continue to pay operating expenses on these towers in anticipation of obtaining tenants on these towers in the future, primarily because of the individual tower site demographics. We estimate, based on current visibility, potential tenants on approximately half of these towers. To the extent we do not believe there are long-term prospects of obtaining tenants on an individual tower, node, or third party land interest and all other possible avenues for recovering the carrying value has been exhausted, including sale of the asset, we appropriately reduce the carrying value of such assets to fair value.
Accounting for Long-Lived Assets — Impairment Evaluation — Goodwill. We test goodwill for impairment on an annual basis, regardless of whether adverse events or changes in circumstances have occurred. The annual test begins with goodwill and all intangible assets being allocated to applicable reporting units. We then perform a qualitative assessment to determine whether it is "more likely than not" that the fair value of the reporting unit is less than its carrying amount. If it is concluded that it is "more likely than not" that the fair value of a reporting unit is less than its carrying amount, it is necessary to perform the two-step goodwill impairment test. Otherwise the two-step goodwill impairment test is not required. Our reporting units are the same as our operating segments (towers and small cells). See note 16. We performed our most recent annual goodwill impairment test as of October 1, 2016, which resulted in no impairments. This assessment included consideration of our market capitalization which was approximately four times the aggregate carrying amount of the reporting units as of December 31, 2016.
Deferred Income Taxes. We operate as a REIT for U.S. federal income tax purposes. Our REIT taxable income is generally not subject to federal and state income taxes as a result of the deduction for dividends paid and any usage of our remaining NOLs. Accordingly, the only provision or benefit for federal income taxes for the year ended December 31, 2016 relates to TRSs. Furthermore, as a result of the deduction for dividends paid, some or all of our NOLs related to our REIT may expire without utilization. See "Item 1. Business—2016 Industry Highlights and Company Developments—REIT Status" for a discussion of the impact of our REIT status.
Our TRSs will continue to be subject, as applicable, to federal and state income taxes and foreign taxes in the jurisdictions in which such assets and operations are located. See "Item 1. Business—2016 Industry Highlights and Company Developments—REIT Status" for a discussion of our inclusion of small cells in the REIT effective January 4, 2016. Our ability to utilize our NOLs is dependent, in part, upon our having sufficient future earnings to utilize our NOLs before they expire. If market conditions change materially and we determine that we will be unable to generate sufficient taxable income in the future to utilize our NOLs, we would be required to record an additional valuation allowance, which would reduce our earnings. Such adjustments could cause a material effect on our results of operations for the period of the adjustment. The change in our valuation allowance has no effect on our cash flows. For a further discussion of our benefit (provision) for income taxes and our REIT conversion, see "Item 7. MD&A—Results of Operations" and note 11 to our consolidated financial statements.
Accounting Pronouncements
Recently Adopted Accounting Pronouncements. See note 2 to our consolidated financial statements.
Recent Accounting Pronouncements Not Yet Adopted. See note 2 to our consolidated financial statements.
Non-GAAP and Segment Financial Measures
In addition to the non-GAAP measures used herein and as discussed in note 16 to our consolidated financial statements, we also provide (1) segment site rental gross margin, (2) segment network services and other gross margin, and (3) segment operating profit, which are key measures used by management to evaluate our operating segments for purposes of making decisions about allocating capital and assessing performance. These segment measures are provided pursuant to GAAP requirements related to segment reporting.
We define segment site rental gross margin as segment site rental revenues less segment site rental cost of operations, which excludes stock-based compensation expense and prepaid lease purchase price adjustments recorded in consolidated cost of operations. We define segment network services and other gross margin as segment network services and other revenues less segment network services and other cost of operations, which excludes stock-based compensation expense recorded in consolidated cost of operations. We define segment operating profit as segment site rental gross margin plus segment network services and other gross margin, less general and administrative expenses attributable to the respective segment.
We use earnings before interest, taxes, depreciation, amortization, and accretion, as adjusted ("Adjusted EBITDA"), which is a non-GAAP measure, as an indicator of consolidated financial performance. Our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies, including companies in the wireless infrastructure sector or other REITs, and is not a measure of performance calculated in accordance with GAAP. Adjusted EBITDA should not be considered in isolation or as a substitute for operating income or loss, net income or loss, net cash provided by (used for) operating, investing
and financing activities or other income statement or cash flow statement data prepared in accordance with GAAP and should be considered only as a supplement to net income or loss computed in accordance with GAAP as a measure of our performance. There are material limitations to using a measure such as Adjusted EBITDA, including the difficulty associated with comparing results among more than one company, including our competitors, and the inability to analyze certain significant items, including depreciation and interest expense, that directly affect our net income or loss. Management compensates for these limitations by considering the economic effect of the excluded expense items independently as well as in connection with their analysis of net income (loss).
We define 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, gains (losses) on foreign currency swaps, impairment of available-for-sale securities, interest income, other income (expense), benefit (provision) for income taxes, cumulative effect of a change in accounting principle, income (loss) from discontinued operations and stock-based compensation expense. The reconciliation of Adjusted EBITDA to our net income (loss) is set forth below and excludes items in the Company's Adjusted EBITDA definition which are not applicable to the periods shown.
| Year Ended December 31, | |||||||||||
| 2016 | 2015 | 2014 | |||||||||
| Net income (loss) | $ | 356,973 | $ | 1,524,335 | $ | 398,774 | |||||
| Adjustments to increase (decrease) net income (loss): | |||||||||||
| Income (loss) from discontinued operations | — | (999,049 | ) | (52,460 | ) | ||||||
| Asset write-down charges | 34,453 | 33,468 | 14,246 | ||||||||
| Acquisition and integration costs | 17,453 | 15,678 | 34,145 | ||||||||
| Depreciation, amortization and accretion | 1,108,551 | 1,036,178 | 985,781 | ||||||||
| Amortization of prepaid lease purchase price adjustments | 21,312 | 20,531 | 19,972 | ||||||||
| Interest expense and amortization of deferred financing costs | 515,032 | 527,128 | 573,291 | ||||||||
| Gains (losses) on retirement of long-term obligations | 52,291 | 4,157 | 44,629 | ||||||||
| Interest income | (796 | ) | (1,906 | ) | (315 | ) | |||||
| Other income (expense) | 8,835 | (57,028 | ) | (11,993 | ) | ||||||
| Benefit (provision) for income taxes | 16,881 | (51,457 | ) | (11,244 | ) | ||||||
| Stock-based compensation expense | 96,538 | 67,148 | 56,431 | ||||||||
| Adjusted EBITDA(a) | $ | 2,227,523 | $ | 2,119,183 | $ | 2,051,257 |
| (a) | The above reconciliation excludes the items included in the Company's Adjusted EBITDA definition which are not applicable to the periods shown. |
We believe Adjusted EBITDA is useful to investors or other interested parties in evaluating our financial performance because:
| • | it is the primary measure used by our management to evaluate (1) the economic productivity of our operations and (2) for purposes of making decisions about allocating resources to, and assessing the performance of, our operations; |
| • | although specific definitions may vary, it is widely used by investors or other interested parties in evaluation of the wireless infrastructure sector and other REITs to measure financial performance without regard to items such as depreciation, amortization and accretion which can vary depending upon accounting methods and the book value of assets; |
| • | we believe it helps investors and other interested parties meaningfully evaluate and compare the results of our operations (1) from period to period and (2) to our competitors by removing the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results; and |
| • | it is similar to the measure of current financial performance generally used in our debt covenant calculations. |
Our management uses Adjusted EBITDA:
| • | as a performance goal in employee annual incentive compensation; |
| • | as a measurement of financial performance because it assists us in comparing our financial performance on a consistent basis as it removes the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization, and accretion) from our operating results; |
| • | in presentations to our board of directors to enable it to have the same measurement of financial performance used by management; |
| • | for planning purposes, including preparation of our annual operating budget; |
| • | as a valuation measure in strategic analyses in connection with the purchase and sale of assets; |
| • | in determining self-imposed limits on our debt levels, including the evaluation of our leverage ratio and interest coverage ratio; and |
| • | with respect to compliance with our debt covenants, which require us to maintain certain financial ratios including, or similar to, Adjusted EBITDA. |
Previous: Item 6. Selected Financial Data · Next: Item 7A. Quantitative and Qualitative Disclosures About Market Risk