filings.toolsItem 1. FINANCIAL STATEMENTS
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Item 1. FINANCIAL STATEMENTS
CROWN CASTLE INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)
(Amounts in millions, except par values)
| September 30, 2025 | December 31, 2024 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 57 | $ | 100 | |||||||
| Restricted cash and cash equivalents | 176 | 170 | |||||||||
| Receivables, net | 125 | 129 | |||||||||
| Prepaid expenses | 89 | 74 | |||||||||
| Current portion of deferred site rental receivables | 226 | 164 | |||||||||
| Other current assets | 22 | 24 | |||||||||
| Current assets of discontinued operations (note 3) | 419 | 429 | |||||||||
| Total current assets | 1,114 | 1,090 | |||||||||
| Deferred site rental receivables | 2,244 | 2,279 | |||||||||
| Property and equipment, net of accumulated depreciation of $10,734 and $10,417, respectively | 6,330 | 6,577 | |||||||||
| Operating lease right-of-use assets | 5,513 | 5,600 | |||||||||
| Goodwill | 5,127 | 5,127 | |||||||||
| Other intangible assets, net | 905 | 1,037 | |||||||||
| Other assets, net | 63 | 58 | |||||||||
| Non-current assets of discontinued operations (note 3) | 10,205 | 10,968 | |||||||||
| Total assets | $ | 31,501 | $ | 32,736 | |||||||
| LIABILITIES AND EQUITY (DEFICIT) | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 65 | $ | 48 | |||||||
| Accrued interest | 160 | 244 | |||||||||
| Deferred revenues | 147 | 141 | |||||||||
| Other accrued liabilities | 156 | 167 | |||||||||
| Current maturities of debt and other obligations | 2,769 | 603 | |||||||||
| Current portion of operating lease liabilities | 268 | 264 | |||||||||
| Current liabilities of discontinued operations (note 3) | 732 | 710 | |||||||||
| Total current liabilities | 4,297 | 2,177 | |||||||||
| Debt and other long-term obligations | 21,550 | 23,451 | |||||||||
| Operating lease liabilities | 4,988 | 5,062 | |||||||||
| Other long-term liabilities | 623 | 645 | |||||||||
| Non-current liabilities of discontinued operations (note 3) | 1,536 | 1,534 | |||||||||
| Total liabilities | 32,994 | 32,869 | |||||||||
| Commitments and contingencies (note 9) | |||||||||||
| Stockholders' equity (deficit): | |||||||||||
| Common stock, $0.01 par value; 1,200 shares authorized; shares issued and outstanding: September 30, 2025—435 and December 31, 2024—435 | 4 | 4 | |||||||||
| Additional paid-in capital | 18,497 | 18,393 | |||||||||
| Accumulated other comprehensive income (loss) | (4) | (5) | |||||||||
| Dividends/distributions in excess of earnings | (19,990) | (18,525) | |||||||||
| Total equity (deficit) | (1,493) | (133) | |||||||||
| Total liabilities and equity (deficit) | $ | 31,501 | $ | 32,736 |
See notes to condensed consolidated financial statements.
CROWN CASTLE INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND
COMPREHENSIVE INCOME (LOSS) (Unaudited)
(Amounts in millions, except per share amounts)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net revenues: | |||||||||||||||||||||||
| Site rental | $ | 1,012 | $ | 1,066 | $ | 3,031 | $ | 3,198 | |||||||||||||||
| Services and other | 60 | 54 | 162 | 143 | |||||||||||||||||||
| Net revenues | 1,072 | 1,120 | 3,193 | 3,341 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Costs of operations:(a) | |||||||||||||||||||||||
| Site rental | 250 | 247 | 741 | 740 | |||||||||||||||||||
| Services and other | 30 | 27 | 84 | 81 | |||||||||||||||||||
| Selling, general and administrative | 97 | 93 | 289 | 343 | |||||||||||||||||||
| Asset write-down charges | 3 | 2 | 7 | 10 | |||||||||||||||||||
| Depreciation, amortization and accretion | 167 | 181 | 520 | 552 | |||||||||||||||||||
| Restructuring charges | — | 38 | — | 67 | |||||||||||||||||||
| Total operating expenses | 547 | 588 | 1,641 | 1,793 | |||||||||||||||||||
| Operating income (loss) | 525 | 532 | 1,552 | 1,548 | |||||||||||||||||||
| Interest expense and amortization of deferred financing costs, net | (247) | (236) | (726) | (692) | |||||||||||||||||||
| Interest income | 3 | 6 | 10 | 14 | |||||||||||||||||||
| Other income (expense) | — | (5) | 3 | (3) | |||||||||||||||||||
| Income (loss) from continuing operations before income taxes | 281 | 297 | 839 | 867 | |||||||||||||||||||
| Benefit (provision) for income taxes | (4) | (3) | (13) | (14) | |||||||||||||||||||
| Income (loss) from continuing operations | 277 | 294 | 826 | 853 | |||||||||||||||||||
| Discontinued operations (note 3): | |||||||||||||||||||||||
| Income (loss) from discontinued operations before gain (loss) from disposal, net of tax | 277 | 9 | 637 | 12 | |||||||||||||||||||
| Gain (loss) from disposal of discontinued operations | (231) | — | (1,313) | — | |||||||||||||||||||
| Income (loss) from discontinued operations, net of tax | 46 | 9 | (676) | 12 | |||||||||||||||||||
| Net income (loss) | 323 | 303 | 150 | 865 | |||||||||||||||||||
| Other comprehensive income (loss): | |||||||||||||||||||||||
| Foreign currency translation adjustments | 1 | — | 1 | (1) | |||||||||||||||||||
| Total other comprehensive income (loss) | 1 | — | 1 | (1) | |||||||||||||||||||
| Comprehensive income (loss) | $ | 324 | $ | 303 | $ | 151 | $ | 864 | |||||||||||||||
| Net income (loss), per common share: | |||||||||||||||||||||||
| Income (loss) from continuing operations, basic | $ | 0.64 | $ | 0.68 | $ | 1.89 | $ | 1.96 | |||||||||||||||
| Income (loss) from discontinued operations, basic | $ | 0.10 | $ | 0.02 | $ | (1.55) | $ | 0.03 | |||||||||||||||
| Net income (loss)—basic | $ | 0.74 | $ | 0.70 | $ | 0.34 | $ | 1.99 | |||||||||||||||
| Income (loss) from continuing operations, diluted | $ | 0.64 | $ | 0.68 | $ | 1.89 | $ | 1.96 | |||||||||||||||
| Income (loss) from discontinued operations, diluted | $ | 0.10 | $ | 0.02 | $ | (1.55) | $ | 0.03 | |||||||||||||||
| Net income (loss)—diluted | $ | 0.74 | $ | 0.70 | $ | 0.34 | $ | 1.99 | |||||||||||||||
| Weighted-average common shares outstanding: | |||||||||||||||||||||||
| Basic | 435 | 435 | 435 | 434 | |||||||||||||||||||
| Diluted | 437 | 436 | 436 | 435 |
(a)Exclusive of depreciation, amortization and accretion, shown separately.
See notes to condensed consolidated financial statements.
CROWN CASTLE INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
(In millions of dollars)
| Nine Months Ended September 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net income (loss) | $ | 150 | $ | 865 | |||||||
| (Income) loss from discontinued operations before (gain) loss from disposal, net of tax | (637) | (12) | |||||||||
| (Gain) loss from disposal of discontinued operations | 1,313 | — | |||||||||
| Income (loss) from continuing operations | 826 | 853 | |||||||||
| Adjustments to reconcile income (loss) from continuing operations to net cash provided by (used for) operating activities: | |||||||||||
| Depreciation, amortization and accretion | 520 | 552 | |||||||||
| Amortization of deferred financing costs and other non-cash interest | 24 | 24 | |||||||||
| Stock-based compensation expense, net | 55 | 69 | |||||||||
| Asset write-down charges | 7 | 10 | |||||||||
| Deferred income tax (benefit) provision | 1 | 5 | |||||||||
| Other non-cash adjustments, net | (4) | 12 | |||||||||
| Net cash provided by (used for) operating activities from discontinued operations | 897 | 830 | |||||||||
| Changes in assets and liabilities, excluding the effects of acquisitions: | |||||||||||
| Increase (decrease) in accrued interest | (84) | (55) | |||||||||
| Increase (decrease) in accounts payable | 15 | (22) | |||||||||
| Increase (decrease) in other liabilities | (42) | (131) | |||||||||
| Decrease (increase) in receivables | 5 | 50 | |||||||||
| Decrease (increase) in other assets | (33) | (131) | |||||||||
| Net cash provided by (used for) operating activities | 2,187 | 2,066 | |||||||||
| Cash flows from investing activities: | |||||||||||
| Capital expenditures | (123) | (124) | |||||||||
| Payments for acquisitions, net of cash acquired | — | (8) | |||||||||
| Other investing activities, net | 5 | 5 | |||||||||
| Net cash provided by (used for) investing activities from discontinued operations | (687) | (820) | |||||||||
| Net cash provided by (used for) investing activities | (805) | (947) | |||||||||
| Cash flows from financing activities: | |||||||||||
| Proceeds from issuance of long-term debt | — | 1,244 | |||||||||
| Principal payments on debt and other long-term obligations | (89) | (71) | |||||||||
| Purchases and redemptions of long-term debt | (1,200) | (750) | |||||||||
| Borrowings under revolving credit facility | 900 | — | |||||||||
| Payments under revolving credit facility | — | (670) | |||||||||
| Net issuances (repayments) under commercial paper program | 605 | 1,312 | |||||||||
| Payments for financing costs | — | (12) | |||||||||
| Purchases of common stock | (23) | (32) | |||||||||
| Dividends/distributions paid on common stock | (1,615) | (2,049) | |||||||||
| Net cash provided by (used for) financing activities | (1,422) | (1,028) | |||||||||
| Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents | (40) | 91 | |||||||||
| Effect of exchange rate changes | — | (1) | |||||||||
| Cash and cash equivalents and restricted cash and cash equivalents at beginning of period**(a)** | 295 | 281 | |||||||||
| Cash and cash equivalents and restricted cash and cash equivalents at end of period**(a)** | $ | 255 | $ | 371 |
(a)Inclusive of cash and cash equivalents and restricted cash and cash equivalents included in discontinued operations. See note 12.
See notes to condensed consolidated financial statements.
CROWN CASTLE INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF EQUITY (DEFICIT)
(Amounts in millions) (Unaudited)
| Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Dividends/Distributions in Excess of Earnings | ||||||||||||||||||||||||||||||||
| Shares | ($0.01 Par) | Total | |||||||||||||||||||||||||||||||||
| Balance, June 30, 2025 | 435 | $ | 4 | $ | 18,463 | $ | (5) | $ | (19,844) | $ | (1,382) | ||||||||||||||||||||||||
| Stock-based compensation related activity, net of forfeitures | — | — | 34 | — | — | 34 | |||||||||||||||||||||||||||||
| Purchases and retirement of common stock | — | — | — | — | — | — | |||||||||||||||||||||||||||||
| Other comprehensive income (loss)(a) | — | — | — | 1 | — | 1 | |||||||||||||||||||||||||||||
| Common stock dividends/distributions | — | — | — | — | (469) | (469) | |||||||||||||||||||||||||||||
| Net income (loss) | — | — | — | — | 323 | 323 | |||||||||||||||||||||||||||||
| Balance, September 30, 2025 | 435 | $ | 4 | $ | 18,497 | $ | (4) | $ | (19,990) | $ | (1,493) | ||||||||||||||||||||||||
| Balance, June 30, 2024 | 435 | $ | 4 | $ | 18,347 | $ | (5) | $ | (12,694) | $ | 5,652 | ||||||||||||||||||||||||
| Stock-based compensation related activity, net of forfeitures | — | — | 26 | — | — | 26 | |||||||||||||||||||||||||||||
| Purchases and retirement of common stock | — | — | (2) | — | — | (2) | |||||||||||||||||||||||||||||
| Other comprehensive income (loss)(a) | — | — | — | — | — | — | |||||||||||||||||||||||||||||
| Common stock dividends/distributions | — | — | — | — | (683) | (683) | |||||||||||||||||||||||||||||
| Net income (loss) | — | — | — | — | 303 | 303 | |||||||||||||||||||||||||||||
| Balance, September 30, 2024 | 435 | $ | 4 | $ | 18,371 | $ | (5) | $ | (13,074) | $ | 5,296 | ||||||||||||||||||||||||
| Balance, December 31, 2024 | 435 | $ | 4 | $ | 18,393 | $ | (5) | $ | (18,525) | $ | (133) | ||||||||||||||||||||||||
| Stock-based compensation related activity, net of forfeitures | — | — | 127 | — | — | 127 | |||||||||||||||||||||||||||||
| Purchases and retirement of common stock | — | — | (23) | — | — | (23) | |||||||||||||||||||||||||||||
| Other comprehensive income (loss)(a) | — | — | — | 1 | — | 1 | |||||||||||||||||||||||||||||
| Common stock dividends/distributions | — | — | — | — | (1,615) | (1,615) | |||||||||||||||||||||||||||||
| Net income (loss) | — | — | — | — | 150 | 150 | |||||||||||||||||||||||||||||
| Balance, September 30, 2025 | 435 | $ | 4 | $ | 18,497 | $ | (4) | $ | (19,990) | $ | (1,493) | ||||||||||||||||||||||||
| Balance, December 31, 2023 | 434 | $ | 4 | $ | 18,270 | $ | (4) | $ | (11,889) | $ | 6,381 | ||||||||||||||||||||||||
| Stock-based compensation related activity, net of forfeitures | 1 | — | 133 | — | — | 133 | |||||||||||||||||||||||||||||
| Purchases and retirement of common stock | — | — | (32) | — | — | (32) | |||||||||||||||||||||||||||||
| Other comprehensive income (loss)(a) | — | — | — | (1) | — | (1) | |||||||||||||||||||||||||||||
| Common stock dividends/distributions | — | — | — | — | (2,050) | (2,050) | |||||||||||||||||||||||||||||
| Net income (loss) | — | — | — | — | 865 | 865 | |||||||||||||||||||||||||||||
| Balance, September 30, 2024 | 435 | $ | 4 | $ | 18,371 | $ | (5) | $ | (13,074) | $ | 5,296 |
(a)See the condensed consolidated statement of operations and other comprehensive income (loss) for the components of other comprehensive income (loss).
See notes to condensed consolidated financial statements.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited
(Tabular dollars in millions, except per share amounts)
**1.**General
The information contained in the following notes to the condensed consolidated financial statements is condensed from that which would appear in the annual consolidated financial statements; accordingly, the condensed consolidated financial statements included herein should be reviewed in conjunction with the consolidated financial statements for the fiscal year ended December 31, 2024, and related notes thereto, included in the 2024 Form 10-K filed by Crown Castle Inc. ("CCI") with the SEC. Capitalized terms used but not defined in these notes to the condensed consolidated financial statements have the same meaning given to them in the 2024 Form 10-K. References to the "Company" refer to CCI and its predecessor, as applicable, and their subsidiaries, unless otherwise indicated or the context indicates otherwise. As used herein, the term "including," and any variation thereof means "including without limitation." The use of the word "or" herein is not exclusive. Unless the context suggests otherwise, references to "U.S." are to the United States of America and Puerto Rico, collectively.
The Company owns, operates and leases shared communications infrastructure that is geographically dispersed throughout the U.S., including (1) towers and other structures, such as rooftops (collectively, "towers"), and (2) fiber primarily supporting small cell networks ("small cells") and fiber solutions. The Company's towers, small cells and fiber assets are collectively referred to herein as "communications infrastructure," and the Company's customers on its communications infrastructure are referred to herein as "tenants." The Company provides access, including space or capacity, to its communications infrastructure via long-term contracts in various forms, including lease, license, sublease and service agreements (collectively, "tenant contracts").
On March 13, 2025, management signed a definitive agreement ("Strategic Fiber Agreement") to sell the small cells and fiber solutions businesses, together with certain supporting assets and personnel ("Fiber Business"), with Zayo Group Holdings Inc. ("Zayo") acquiring the fiber solutions business and EQT Active Core Infrastructure fund ("EQT") acquiring the small cells business ("Strategic Fiber Transaction"). Under the Strategic Fiber Agreement, the Company will receive $8.5 billion in aggregate cash proceeds, subject to certain closing adjustments.
As the aforementioned sale represents a material strategic shift for the Company, the Fiber Business' results and net assets are presented herein as discontinued operations and comparable prior periods have been recast to reflect this change. Related to the classification of the Fiber Business as "held for sale", the Company recognized a loss from disposal of discontinued operations of $231 million and $1.3 billion, inclusive of estimated transaction fees, for the three and nine months ended September 30, 2025, respectively. The Strategic Fiber Transaction is expected to close in the first half of 2026, subject to certain closing conditions and required government and regulatory approvals. Pending the closing of the Strategic Fiber Transaction, we will continue to operate the Fiber Business in accordance with the Strategic Fiber Agreement. See note 3 to our condensed consolidated financial statements for a further discussion of discontinued operations.
As part of the Company's effort to provide efficient and cost effective solutions, the Company also offers certain site development services relating to existing or new tenant equipment installations, including: site acquisition, architectural and engineering, or zoning and permitting (collectively, "site development services") as an ancillary offering relating to its towers.
The Company operates as a REIT for U.S. federal income tax purposes. In addition, the Company has certain taxable REIT subsidiaries ("TRSs"). See note 7.
Approximately 54% of the Company's towers are leased or subleased or operated and managed under master leases, subleases, and other agreements with AT&T and T-Mobile (including those which T-Mobile assumed in its merger with Sprint). The Company has the option to purchase these towers at the end of their respective lease terms. The Company has no obligation to exercise such purchase options.
Basis of Presentation
The condensed consolidated financial statements included herein are unaudited; however, they include all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the condensed consolidated financial position of the Company as of September 30, 2025, the condensed consolidated results of operations for the three and nine months ended September 30, 2025 and 2024, and the condensed consolidated cash flows for the nine months ended September 30, 2025 and 2024. The year-end condensed consolidated balance sheet data, that was derived from audited financial statements, was recast following the Fiber Business being classified as discontinued operations and does not include all disclosures required by GAAP. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited
(Tabular dollars in millions, except per share amounts)
Following the classification of the Fiber Business as discontinued operations, the Company has one reportable segment that constitutes consolidated results consisting of its towers operations. Unless otherwise noted, all activities and amounts reported in the following notes relate to the continuing operations of the Company and exclude activities and amounts related to discontinued operations. See notes 3 and 11 to our condensed consolidated financial statements for a discussion of discontinued operations and the Company's operating segment.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
**2.**Summary of Significant Accounting Policies
Recently Adopted Accounting Pronouncements
No accounting pronouncements adopted during the nine months ended September 30, 2025 had a material impact on the Company's condensed consolidated financial statements.
Recent Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued new guidance that enhances the transparency and decision usefulness of income tax disclosures, primarily through changes to the rate reconciliation and income taxes paid disclosures. The guidance will be effective for the Company's fiscal year ending December 31, 2025 and can be applied prospectively or retrospectively, with early adoption permitted. The Company is currently evaluating the effect of the guidance, including the impact on its financial statement disclosures.
In November 2024, the FASB issued new guidance that requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements for both annual and interim periods. The guidance will be effective for the Company's fiscal year ending December 31, 2027, and can be applied prospectively or retrospectively, with early adoption permitted. The Company is currently evaluating the effect of the guidance, including the potential impact on its financial statement disclosures.
In September 2025, the FASB issued new guidance to modernize the accounting for internal-use software to current development practices, clarify when to begin capitalizing costs and enhance disclosure requirements. The guidance will be effective for the Company's fiscal year ending December 31, 2028 and can be applied prospectively or retrospectively, with early adoption permitted. The Company is currently evaluating the effect of the guidance, including the potential impact on its financial statement disclosures.
**3.**Discontinued Operations
In January 2024, the Company's board of directors established a Fiber Review Committee to oversee and direct the review of strategic and operational alternatives that were available to the Company with respect to its Fiber Business. The operational review concluded in June 2024 and resulted in the restructuring plan that management initiated in June 2024 ("2024 Restructuring Plan"), while the strategic review concluded in March 2025 with the signing of the Strategic Fiber Agreement. See note 13 to the Company's condensed consolidated financial statements for a discussion of the 2024 Restructuring Plan.
On March 13, 2025, management signed the Strategic Fiber Agreement to sell the Fiber Business, with Zayo acquiring the fiber solutions business and EQT acquiring the small cells business. Under the Strategic Fiber Agreement, the Company will receive $8.5 billion in aggregate cash proceeds, subject to certain closing adjustments. As such, the Fiber Business' results and net assets are presented herein as discontinued operations and comparable prior periods have been recast to reflect this change. Related to the classification of the Fiber Business as "held for sale", the Company recorded a loss from disposal of discontinued operations of $231 million and $1.3 billion for the three and nine months ended September 30, 2025, respectively, which represents the excess of the carrying value of the Fiber Business over the purchase price, less estimated costs to sell. The additional loss recorded for the three months ended September 30, 2025 relates to ongoing investment in the Fiber Business during the period. The loss is included in "Gain (loss) from disposal of discontinued operations" in the condensed consolidated statement of operations and comprehensive income (loss). Due to the Company's REIT tax filing status, there is no tax benefit recognized related to the loss from disposal of the Fiber Business.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
The Strategic Fiber Transaction is expected to close in the first half of 2026, subject to certain closing conditions and required government and regulatory approvals. Pending the closing of the Strategic Fiber Transaction, management will continue to operate the Fiber Business in accordance with the Strategic Fiber Agreement.
The historic Fiber segment was previously a separate reportable segment of the Company. The Company's Fiber reportable segment is treated as discontinued operations for all periods presented because the anticipated disposal represents a strategic shift that will have a material impact on the Company's operating results. The tables below set forth the assets and liabilities related to discontinued operations as of September 30, 2025 and December 31, 2024 and results of operations related to discontinued operations for the three and nine months ended September 30, 2025 and 2024. See note 11 to our condensed consolidated financial statements for a discussion of our reportable segment.
| September 30, 2025 | December 31, 2024 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Receivables, net | $ | 328 | $ | 349 | |||||||
| Other current assets(a) | 91 | 80 | |||||||||
| Total current assets | 419 | 429 | |||||||||
| Property and equipment(b) | 9,460 | 8,918 | |||||||||
| Other intangible assets, net(b) | 1,706 | 1,744 | |||||||||
| Operating lease right-of-use assets and other assets, net(b) | 323 | 306 | |||||||||
| Valuation allowance for assets held for sale(c) | (1,284) | — | |||||||||
| Total assets | $ | 10,624 | $ | 11,397 | |||||||
| LIABILITIES | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 132 | $ | 144 | |||||||
| Deferred revenues | 350 | 336 | |||||||||
| Operating lease liabilities and other accrued liabilities | 241 | 223 | |||||||||
| Current maturities of debt and other obligations | 9 | 7 | |||||||||
| Total current liabilities | 732 | 710 | |||||||||
| Debt and other long-term obligations | 22 | 20 | |||||||||
| Operating lease liabilities | 173 | 173 | |||||||||
| Deferred revenue and other long-term liabilities | 1,341 | 1,341 | |||||||||
| Total liabilities | $ | 2,268 | $ | 2,244 |
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net revenues | $ | 552 | $ | 535 | $ | 1,620 | $ | 1,580 | |||||||||||||||
| Operating expenses(b) | 273 | 524 | 978 | 1,563 | |||||||||||||||||||
| Income (loss) from discontinued operations before income taxes | 279 | 11 | 642 | 17 | |||||||||||||||||||
| Benefit (provision) for income taxes | (2) | (2) | (5) | (5) | |||||||||||||||||||
| Income (loss) from discontinued operations before gain (loss) from disposal, net of tax | $ | 277 | $ | 9 | $ | 637 | $ | 12 |
(a)As of September 30, 2025 and December 31, 2024, inclusive of $17 million and $20 million, respectively, in cash and cash equivalents and restricted cash and cash equivalents.
(b)Following the classification of the Fiber Business as "held for sale", the Company ceased depreciation and amortization of long-lived assets included in discontinued operations.
(c)In addition to the loss recorded in conjunction with the valuation allowance for assets held for sale, there were $11 million and $29 million included in "Gain (loss) from disposal of discontinued operations" on the Company's condensed consolidated statement of operations and comprehensive income (loss) for the three and nine months ended September 30, 2025, respectively, related to selling costs that were incurred during the respective period ended September 30, 2025.
**4.**Revenues
Site Rental Revenues
The Company generates site rental revenues from its core business by providing tenants with access, including space or capacity, to its towers via long-term tenant contracts in various forms, including lease, license, sublease and service agreements. Typically, providing such access over the length of the tenant contract term represents the Company’s sole performance obligation under its tenant contracts.
Site rental revenues from the Company's tenant contracts are recognized on a straight-line, ratable basis over the fixed, non-cancelable term of the relevant tenant contract, which generally ranges between five to 15 years for wireless tenants, regardless of whether the payments from the tenant are received in equal monthly amounts during the life of the tenant contract. Certain of the Company's tenant contracts contain (1) fixed escalation clauses (such as fixed dollar or fixed percentage increases) or inflation-based escalation clauses (such as those tied to the CPI), (2) multiple renewal periods exercisable at the tenant's option and (3) only limited termination rights at the applicable tenant's option through the current term. If the payment terms call for fixed escalators, upfront payments, or rent-free periods, the revenue is recognized on a straight-line basis over the fixed, non-cancelable term of the tenant contract. When calculating straight-line rental revenues, the Company considers all fixed elements of tenant contractual escalation provisions, even if such escalation provisions contain a variable element in addition to a minimum. The Company's assets related to straight-line site rental revenues are recorded within "Current portion of deferred site rental receivables" and "Deferred site rental receivables" on the Company's condensed consolidated balance sheet. Amounts billed or received prior to being earned are deferred and reflected in "Deferred revenues" and "Other long-term liabilities" on the Company's condensed consolidated balance sheet. Amounts to which the Company has an unconditional right to payment, which are related to both satisfied or partially satisfied performance obligations, are recorded within "Receivables, net" on the Company's condensed consolidated balance sheet.
Services and Other Revenues
As part of the Company’s effort to provide efficient and cost effective solutions, as an ancillary business, the Company offers certain site development services.
The Company may have multiple performance obligations for site development services, which primarily include: structural analysis, zoning, permitting and construction drawings. For each of these performance obligations, services revenues are recognized at completion of the applicable performance obligation, which represents the point at which the Company believes it has transferred goods or services to the tenant. The services revenue recognized is based on an allocation of the transaction price among the performance obligations in a respective tenant contract based on estimated standalone selling price. The volume and mix of site development services may vary among tenant contracts and may include a combination of some or all of the above performance obligations. Amounts are billed per contractual milestones, with payments generally due within 45 to 90 days, and generally do not contain variable-consideration provisions. Since performance obligations are typically satisfied
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
prior to receiving payment from tenants, the unconditional right to payment is recorded within "Receivables, net" on the Company’s condensed consolidated balance sheet. Generally, the site development services the Company provides to its tenants have a duration of one year or less.
Additional Information on Revenues
As of January 1, 2025 and September 30, 2025, $430 million and $404 million of unrecognized revenues, respectively, were reported in "Deferred revenues" and "Other long-term liabilities" on the Company's condensed consolidated balance sheet. During the nine months ended September 30, 2025, approximately $96 million of the January 1, 2025 unrecognized revenues balance was recognized as revenues. As of January 1, 2024, $623 million of unrecognized revenues were reported in "Deferred revenues" and "Other long-term liabilities" on the Company's condensed consolidated balance sheet. During the nine months ended September 30, 2024, approximately $146 million of the January 1, 2024 unrecognized revenues balance was recognized as revenues.
The following table is a summary of the contracted amounts owed to the Company by tenants pursuant to tenant contracts in effect as of September 30, 2025.
| Three Months Ending December 31, | Years Ending December 31, | |||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | ||||||||||||||||||||||||||||||||||||||
| Contracted amounts(a) | $ | 996 | $ | 4,019 | $ | 4,092 | $ | 3,971 | $ | 3,272 | $ | 11,730 | $ | 28,080 |
(a)Excludes amounts related to services, as those contracts generally have a duration of one year or less.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
**5.**Debt and Other Obligations
The table below sets forth the Company's debt and other obligations as of September 30, 2025.
| Original Issue Date | Final Maturity Date**(a)** | Balance as of September 30, 2025 | Balance as of December 31, 2024 | Stated Interest Rate as of September 30, 2025**(a)(b)** | ||||||||||||||||||||||||||||
| Secured Notes, Series 2009-1, Class A-2 | July 2009 | Aug. 2029 | $ | 27 | $ | 32 | 9.0 | % | ||||||||||||||||||||||||
| Tower Revenue Notes, Series 2015-2 | May 2015 | May 2045 | — | (c) | 700 | 3.7 | % | |||||||||||||||||||||||||
| Tower Revenue Notes, Series 2018-2 | July 2018 | July 2048 | (d) | 747 | 747 | 4.2 | % | |||||||||||||||||||||||||
| Installment purchase liabilities and finance leases | Various | (e) | Various | (e) | 260 | (f) | 272 | (f) | Various | (e) | ||||||||||||||||||||||
| Total secured debt | 1,034 | 1,751 | ||||||||||||||||||||||||||||||
| 2016 Revolver | Jan. 2016 | July 2027 | 900 | (g) | — | 5.5 | % | (h) | ||||||||||||||||||||||||
| 2016 Term Loan A | Jan. 2016 | July 2027 | 1,072 | 1,117 | 5.2 | % | (h) | |||||||||||||||||||||||||
| Commercial Paper Notes | Various | (i) | Various | (i) | 1,946 | (i) | 1,341 | 4.8 | % | |||||||||||||||||||||||
| 1.350% Senior Notes | June 2020 | July 2025 | — | (j) | 499 | 1.4 | % | |||||||||||||||||||||||||
| 4.450% Senior Notes | Feb. 2016 | Feb. 2026 | 900 | 899 | 4.5 | % | ||||||||||||||||||||||||||
| 3.700% Senior Notes | May 2016 | June 2026 | 749 | 749 | 3.7 | % | ||||||||||||||||||||||||||
| 1.050% Senior Notes | Feb. 2021 | July 2026 | 998 | 997 | 1.1 | % | ||||||||||||||||||||||||||
| 4.000% Senior Notes | Feb. 2017 | Mar. 2027 | 499 | 498 | 4.0 | % | ||||||||||||||||||||||||||
| 2.900% Senior Notes | Mar. 2022 | Mar. 2027 | 747 | 746 | 2.9 | % | ||||||||||||||||||||||||||
| 3.650% Senior Notes | Aug. 2017 | Sept. 2027 | 998 | 997 | 3.7 | % | ||||||||||||||||||||||||||
| 5.000% Senior Notes | Jan. 2023 | Jan. 2028 | 995 | 993 | 5.0 | % | ||||||||||||||||||||||||||
| 3.800% Senior Notes | Jan. 2018 | Feb. 2028 | 997 | 996 | 3.8 | % | ||||||||||||||||||||||||||
| 4.800% Senior Notes | Apr. 2023 | Sept. 2028 | 596 | 595 | 4.8 | % | ||||||||||||||||||||||||||
| 4.300% Senior Notes | Feb. 2019 | Feb. 2029 | 597 | 596 | 4.3 | % | ||||||||||||||||||||||||||
| 5.600% Senior Notes | Dec. 2023 | June 2029 | 744 | 742 | 5.6 | % | ||||||||||||||||||||||||||
| 4.900% Senior Notes | Aug. 2024 | Sept. 2029 | 545 | 544 | 4.9 | % | ||||||||||||||||||||||||||
| 3.100% Senior Notes | Aug. 2019 | Nov. 2029 | 547 | 547 | 3.1 | % | ||||||||||||||||||||||||||
| 3.300% Senior Notes | Apr. 2020 | July 2030 | 743 | 742 | 3.3 | % | ||||||||||||||||||||||||||
| 2.250% Senior Notes | June 2020 | Jan. 2031 | 1,094 | 1,093 | 2.3 | % | ||||||||||||||||||||||||||
| 2.100% Senior Notes | Feb. 2021 | Apr. 2031 | 992 | 991 | 2.1 | % | ||||||||||||||||||||||||||
| 2.500% Senior Notes | June 2021 | July 2031 | 744 | 744 | 2.5 | % | ||||||||||||||||||||||||||
| 5.100% Senior Notes | Apr. 2023 | May 2033 | 744 | 743 | 5.1 | % | ||||||||||||||||||||||||||
| 5.800% Senior Notes | Dec. 2023 | Mar. 2034 | 743 | 742 | 5.8 | % | ||||||||||||||||||||||||||
| 5.200% Senior Notes | Aug. 2024 | Sept. 2034 | 690 | 689 | 5.2 | % | ||||||||||||||||||||||||||
| 2.900% Senior Notes | Feb. 2021 | Apr. 2041 | 1,236 | 1,235 | 2.9 | % | ||||||||||||||||||||||||||
| 4.750% Senior Notes | May 2017 | May 2047 | 345 | 345 | 4.8 | % | ||||||||||||||||||||||||||
| 5.200% Senior Notes | Feb. 2019 | Feb. 2049 | 396 | 396 | 5.2 | % | ||||||||||||||||||||||||||
| 4.000% Senior Notes | Aug. 2019 | Nov. 2049 | 346 | 346 | 4.0 | % | ||||||||||||||||||||||||||
| 4.150% Senior Notes | Apr. 2020 | July 2050 | 491 | 490 | 4.2 | % | ||||||||||||||||||||||||||
| 3.250% Senior Notes | June 2020 | Jan. 2051 | 891 | 891 | 3.3 | % | ||||||||||||||||||||||||||
| Total unsecured debt | 23,285 | 22,303 | ||||||||||||||||||||||||||||||
| Total debt and other obligations | 24,319 | 24,054 | ||||||||||||||||||||||||||||||
| Less: current maturities of debt and other obligations | 2,769 | 603 | ||||||||||||||||||||||||||||||
| Non-current portion of debt and other long-term obligations | $ | 21,550 | $ | 23,451 |
(a)See the 2024 Form 10-K, including note 7 to the consolidated financial statements, for additional information regarding the maturity and principal amortization provisions and interest rates relating to the Company's indebtedness.
(b)Represents the weighted-average stated interest rate, as applicable.
(c)In May 2025, the Company paid in full the previously outstanding Tower Revenue Notes, Series 2015-2 on the anticipated repayment date.
(d)If the $750 million aggregate principal amount of 4.241% senior secured tower revenue notes ("Tower Revenue Notes, Series 2018-2") is not paid in full on or prior to July 2028, the anticipated repayment date, then Excess Cash Flow (as defined in the indenture) of the issuers of such notes will be used to repay the principal, and additional interest (of an approximately 5% per annum) will accrue on such notes. The Tower Revenue Notes, Series 2018-2 are prepayable at par if voluntarily repaid within eighteen months of the anticipated repayment date; earlier prepayment may require additional consideration.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
(e)The Company's installment purchases primarily relate to land and bear interest rates up to 8% and mature in periods ranging from less than one year to approximately 20 years.
(f)For the periods ended September 30, 2025 and December 31, 2024, reflects $6 million and $8 million, respectively, in finance lease obligations (primarily related to vehicles).
(g)As of September 30, 2025, the undrawn availability under the Company's senior unsecured revolving credit facility ("2016 Revolver") was $6.1 billion.
(h)Both the 2016 Revolver and the senior unsecured term loan A facility ("2016 Term Loan A" and, collectively, "2016 Credit Facility") bear interest, at the Company's option, at either (1) Term SOFR plus (i) a credit spread adjustment of 0.10% per annum and (ii) a credit spread ranging from 0.875% to 1.750% per annum or (2) an alternate base rate plus a credit spread ranging from 0.000% to 0.750% per annum, in each case, with the applicable credit spread based on the Company's senior unsecured debt rating. The Company pays a commitment fee ranging from 0.080% to 0.300%, based on the Company's senior unsecured debt rating, per annum on the undrawn available amount under the 2016 Revolver. See the 2024 Form 10-K, including note 7 to the consolidated financial statements, for information regarding potential adjustments to such percentages.
(i)The maturities of the short-term, unsecured commercial paper notes ("Commercial Paper Notes"), when outstanding, may vary but may not exceed 397 days from the date of issue; however, there were no Commercial Paper Notes issued or outstanding during the period that had original maturities greater than three months. The Commercial Paper Notes are issued under customary terms in the commercial paper market and are issued at a discount from par or, alternatively, can be issued at par and bear varying interest rates on a fixed or floating basis. At any point in time, the Company intends to maintain available commitments under its 2016 Revolver in an amount at least equal to the amount of Commercial Paper Notes outstanding. While any outstanding Commercial Paper Notes generally have short-term maturities, the Company classifies the outstanding issuances, when applicable, as long-term based on its ability and intent to refinance the outstanding issuances on a long-term basis.
(j)In July 2025, the Company repaid in full the 1.350% Senior Notes (as defined below) on the contractual maturity date.
Scheduled Principal Payments and Final Maturities
The following are the scheduled principal payments and final maturities of the total debt and other long-term obligations of the Company outstanding as of September 30, 2025, which do not consider the principal payments that will commence following the anticipated repayment date on the Tower Revenue Notes, Series 2018-2.
| Three Months Ending December 31, | Years Ending December 31, | Total Cash Obligations | Unamortized Adjustments, Net | Total Debt and Other Obligations Outstanding | |||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | ||||||||||||||||||||||||||||||||||||||||||||||||
| Scheduled principal payments and final maturities | $ | 1,972 | (a) | $ | 2,782 | $ | 4,153 | $ | 2,634 | $ | 2,479 | $ | 10,436 | $ | 24,456 | $ | (137) | $ | 24,319 |
(a)Predominately consists of outstanding indebtedness under the CP Program as discussed in footnote (i) of the preceding table.
Purchases and Redemptions of Long-Term Debt
The following is a summary of purchases and redemptions of long-term debt during the nine months ended September 30, 2025.
| Principal Amount | Cash Paid**(a)** | Gains (Losses) | |||||||||||||||
| Tower Revenue Notes, Series 2015-2 | $ | 700 | $ | 700 | $ | — | |||||||||||
| 1.350% Senior Notes | 500 | 500 | — | ||||||||||||||
| Total | $ | 1,200 | $ | 1,200 | $ | — |
(a)Exclusive of accrued interest.
Interest Expense and Amortization of Deferred Financing Costs, Net
The components of interest expense and amortization of deferred financing costs, net are as follows:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Interest expense on debt obligations | $ | 244 | $ | 234 | $ | 715 | $ | 684 | |||||||||||||||
| Amortization of deferred financing costs and adjustments on long-term debt | 8 | 8 | 24 | 24 | |||||||||||||||||||
| Capitalized interest | (5) | (6) | (13) | (16) | |||||||||||||||||||
| Total | $ | 247 | $ | 236 | $ | 726 | $ | 692 |
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
**6.**Fair Value Disclosures
| Level in Fair Value Hierarchy | September 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||||
| Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||||||||||||||||||
| Assets: | |||||||||||||||||||||||||||||
| Cash and cash equivalents | 1 | $ | 57 | $ | 57 | $ | 100 | $ | 100 | ||||||||||||||||||||
| Restricted cash and cash equivalents, current and non-current | 1 | 181 | 181 | 175 | 175 | ||||||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||||||||||
| Total debt and other obligations | 2 | 24,319 | 23,193 | 24,054 | 22,371 |
The fair values of cash and cash equivalents and restricted cash and cash equivalents approximate the carrying values. The Company determines the fair value of its debt securities based on indicative, non-binding quotes from brokers. Quotes from brokers require judgment and are based on the brokers' interpretation of market information, including implied credit spreads for similar borrowings on recent trades or bid/ask prices or quotes from active markets if available. Since December 31, 2024, there have been no changes in the Company's valuation techniques used to measure fair values.
**7.**Income Taxes
The Company operates as a REIT for U.S. federal income tax purposes. As a REIT, the Company is generally entitled to a deduction for dividends that it pays and, therefore, is not subject to U.S. federal corporate income tax on its net taxable income that is currently distributed to its stockholders. The Company may be subject to certain federal, state, local and foreign taxes on its income, including (1) taxes on any undistributed income and (2) taxes related to the TRSs. In addition, the Company could, under certain circumstances, be required to pay an excise or penalty tax, which could be significant in amount, in order to utilize one or more relief provisions under the Internal Revenue Code of 1986 ("Code"), as amended, to maintain qualification for taxation as a REIT.
The Company's TRS assets and operations will continue to be subject, as applicable, to federal and state corporate income taxes or to foreign taxes in the jurisdictions in which such assets and operations are located. The Company's foreign assets and operations (including its tower operations in Puerto Rico) are subject to foreign income taxes in the jurisdictions in which such assets and operations are located, regardless of whether they are included in a TRS or not.
For the nine months ended September 30, 2025 and 2024, the Company's effective tax rate differed from the federal statutory rate predominately due to the Company's REIT status, including the dividends paid deduction.
On July 4, 2025, Public Law 119-21, commonly known as the "One Big Beautiful Bill Act", was signed into law in the U.S. The Company has evaluated the provisions of the legislation and has concluded it will not have a material impact to the Company's tax position.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
**8.**Per Share Information
Basic net income (loss), per common share, excludes dilution and is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. For the three and nine months ended September 30, 2025 and 2024, diluted net income (loss), per common share, is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period, plus any potential dilutive common share equivalents, including shares issuable upon the vesting of restricted stock units ("RSUs") as determined under the treasury stock method.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Income (loss) from continuing operations | $ | 277 | $ | 294 | $ | 826 | $ | 853 | |||||||||||||||
| Income (loss) from discontinued operations, net of tax | 46 | 9 | (676) | 12 | |||||||||||||||||||
| Weighted-average number of common shares outstanding (in millions): | |||||||||||||||||||||||
| Basic weighted-average number of common stock outstanding | 435 | 435 | 435 | 434 | |||||||||||||||||||
| Effect of assumed dilution from potential issuance of common shares relating to restricted stock units | 2 | 1 | 1 | 1 | |||||||||||||||||||
| Diluted weighted-average number of common shares outstanding | 437 | 436 | 436 | 435 | |||||||||||||||||||
| Net income (loss), per common share: | |||||||||||||||||||||||
| Income (loss) from continuing operations, basic | $ | 0.64 | $ | 0.68 | $ | 1.89 | $ | 1.96 | |||||||||||||||
| Income (loss) from discontinued operations, basic | $ | 0.10 | $ | 0.02 | $ | (1.55) | $ | 0.03 | |||||||||||||||
| Net income (loss)—basic | $ | 0.74 | $ | 0.70 | $ | 0.34 | $ | 1.99 | |||||||||||||||
| Income (loss) from continuing operations, diluted | $ | 0.64 | $ | 0.68 | $ | 1.89 | $ | 1.96 | |||||||||||||||
| Income (loss) from discontinued operations, diluted | $ | 0.10 | $ | 0.02 | $ | (1.55) | $ | 0.03 | |||||||||||||||
| Net income (loss)—diluted | $ | 0.74 | $ | 0.70 | $ | 0.34 | $ | 1.99 | |||||||||||||||
| Dividends/distributions declared per share of common stock | $ | 1.0625 | $ | 1.565 | $ | 3.690 | $ | 4.695 |
During the nine months ended September 30, 2025, the Company granted 1.5 million RSUs to the Company's executives and certain other employees.
**9.**Commitments and Contingencies
The Company is involved in various claims, assessments, lawsuits or proceedings arising in the ordinary course of business. While there are uncertainties inherent in the ultimate outcome of such matters and it is impossible to presently determine the ultimate costs or losses that may be incurred, if any, management believes the adverse resolution of such uncertainties and the incurrence of such costs should not have a material adverse effect on the Company's condensed consolidated financial position or results of operations. The Company and certain of its subsidiaries are also contingently liable for commitments or performance guarantees arising in the ordinary course of business, including certain letters of credit or surety bonds. In addition, the Company has the option to purchase approximately 54% of its towers at the end of their respective lease terms. The Company has no obligation to exercise such purchase options.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
**10.**Equity
Declaration and Payment of Dividends
During the nine months ended September 30, 2025, the following dividends/distributions were declared or paid:
| Equity Type | Declaration Date | Record Date | Payment Date | Dividends Per Share | Aggregate Payment Amount**(a)** | |||||||||||||||||||||||||||
| Common Stock | February 26, 2025 | March 14, 2025 | March 31, 2025 | $ | 1.5650 | $ | 686 | |||||||||||||||||||||||||
| Common Stock | May 21, 2025 | June 13, 2025 | June 30, 2025 | $ | 1.0625 | $ | 460 | |||||||||||||||||||||||||
| Common Stock | August 6, 2025 | September 15, 2025 | September 30, 2025 | $ | 1.0625 | $ | 469 |
(a)Inclusive of dividends accrued for holders of unvested RSUs, which will be paid when and if the RSUs vest.
See also note 14 for a discussion of the Company's common stock dividend declared in November 2025.
Purchases of the Company's Common Stock
For the nine months ended September 30, 2025, the Company purchased 0.3 million shares of its common stock utilizing $23 million in cash. The shares of common stock purchased relate to shares withheld in connection with the payment of withholding taxes upon vesting of RSUs.
2024 "At-the-Market" Stock Offering Program
In March 2024, the Company established a new "at-the-market" stock offering program through which it may issue and sell shares of its common stock having an aggregate gross sales price of up to $750 million ("2024 ATM Program"). Sales under the 2024 ATM Program may be made by means of ordinary brokers' transactions on the New York Stock Exchange ("NYSE") or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or, subject to the Company's specific instructions, at negotiated prices. The Company intends to use the net proceeds from any sales under the 2024 ATM Program for general corporate purposes, which may include (1) the funding of future acquisitions or investments or (2) the repayment or repurchase of any outstanding indebtedness. The Company has not sold any shares of common stock under the 2024 ATM Program.
**11.**Operating Segment
Reportable Segment
The Fiber Business is predominately comprised of the assets that the Company previously reported under the historic Fiber segment. Following the classification of the Fiber Business as discontinued operations, the Company has one reportable segment that constitutes consolidated results consisting of its towers operations. Following the execution of the Strategic Fiber Agreement, the Fiber Business is treated as discontinued operations for all periods presented because the anticipated disposal represents a strategic shift that will have a material impact on the Company's operating results. As such, the Company recast results for all periods presented under the discontinued operations basis of presentation. The determination that the Company operates as a single segment is consistent with the nature of its operations and the financial information regularly reviewed by the Company's President and Chief Executive Officer in such person's capacity as the chief operating decision maker ("CODM").
The Company provides access, including space or capacity, to the Company's approximately 40,000 towers geographically dispersed throughout the U.S. The Company also offers site development services as an ancillary offering relating to its towers.
The measurement of profit or loss primarily used by the CODM in making operating decisions, assessing financial performance, and allocating resources is net income (loss).
The following table sets forth the Company's results, including significant expenses not presented in the condensed consolidated statement of operations comprehensive income (loss), for the three and nine months ended September 30, 2025 and 2024. Since the Company operates as one reportable segment that constitutes consolidated continuing results of operations, there are no reconciling items between segment and consolidated assets or capital expenditures from continuing operations.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Net revenues | $ | 1,072 | $ | 1,120 | $ | 3,193 | $ | 3,341 | ||||||||||||||||||
| Less: | ||||||||||||||||||||||||||
| Lease expense | 186 | 188 | 557 | 560 | ||||||||||||||||||||||
| Employee compensation expense | 89 | (a) | 81 | (a) | 269 | (b) | 275 | (b) | ||||||||||||||||||
| Other costs of operations expense(c)(d) | 67 | 62 | 189 | 186 | ||||||||||||||||||||||
| Other selling, general and administrative expenses(e) | 35 | 36 | 99 | 143 | ||||||||||||||||||||||
| Asset write-down charges | 3 | 2 | 7 | 10 | ||||||||||||||||||||||
| Depreciation, amortization and accretion | 167 | 181 | 520 | 552 | ||||||||||||||||||||||
| Restructuring charges | — | 38 | — | 67 | ||||||||||||||||||||||
| Total operating expenses | 547 | 588 | 1,641 | 1,793 | ||||||||||||||||||||||
| Operating income | 525 | 532 | 1,552 | 1,548 | ||||||||||||||||||||||
| Interest expense and amortization of deferred financing costs, net | (247) | (236) | (726) | (692) | ||||||||||||||||||||||
| Interest income | 3 | 6 | 10 | 14 | ||||||||||||||||||||||
| Other income (expense) | — | (5) | 3 | (3) | ||||||||||||||||||||||
| Income (loss) from continuing operations before income taxes | 281 | 297 | 839 | 867 | ||||||||||||||||||||||
| Benefit (provision) for income taxes | (4) | (3) | (13) | (14) | ||||||||||||||||||||||
| Income (loss) from continuing operations | 277 | 294 | 826 | 853 | ||||||||||||||||||||||
| Discontinued operations (note 3): | ||||||||||||||||||||||||||
| Income (loss) from discontinued operations before gain (loss) from disposal, net of tax | 277 | 9 | 637 | 12 | ||||||||||||||||||||||
| Gain (loss) from disposal of discontinued operations | (231) | — | (1,313) | — | ||||||||||||||||||||||
| Income (loss) from discontinued operations, net of tax | 46 | 9 | (676) | 12 | ||||||||||||||||||||||
| Net income (loss) | $ | 323 | $ | 303 | $ | 150 | $ | 865 |
(a)$27 million and $24 million are included in "Costs of operations" for the three months ended September 30, 2025 and 2024, respectively, and $62 million and $57 million are included in "Selling, general and administrative" for the three months ended September 30, 2025 and 2024, respectively, on the Company's condensed consolidated statement of operations and comprehensive income (loss).
(b)$79 million and $76 million are included in "Costs of operations" for each of the nine months ended September 30, 2025 and 2024, respectively, and $190 million and $200 million are included in "Selling, general and administrative" for the nine months ended September 30, 2025 and 2024, respectively, on the Company's condensed consolidated statement of operations and comprehensive income (loss).
(c)Exclusive of depreciation, amortization and accretion, shown separately.
(d)Other costs of operations primarily consists of (1) property taxes, (2) repair and maintenance expense, (3) third-party costs related to ancillary services performed and (4) various other insignificant expenses.
(e)Other selling, general and administrative expenses primarily include (1) corporate facilities expense, (2) legal expenses and consulting fees, (3) subscriptions and software costs and (4) other general corporate costs.
**12.**Supplemental Cash Flow Information
The following table is a summary of the Company's supplemental cash flow information for continuing operations for the nine months ended September 30, 2025 and 2024:
| Nine Months Ended September 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Supplemental disclosure of cash flow information: | |||||||||||
| Cash payments related to operating lease liabilities(a) | $ | 391 | $ | 394 | |||||||
| Interest paid | 799 | 739 | |||||||||
| Income taxes paid | 12 | 8 | |||||||||
| Supplemental disclosure of non-cash operating, investing and financing activities: | |||||||||||
| Right-of-use assets recorded in exchange for operating lease liabilities | 118 | (39) | |||||||||
| Increase (decrease) in accounts payable for purchases of property and equipment | 2 | (6) | |||||||||
| Purchase of property and equipment under finance leases and installment land purchases | 18 | 43 |
(a)Excludes the Company's contingent payments pursuant to operating leases, which are recorded as expense in the period such contingencies are resolved.
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
The reconciliation of cash and cash equivalents and restricted cash and cash equivalents reported within various lines on the condensed consolidated balance sheet to amounts reported in the condensed consolidated statement of cash flows is shown below.
| September 30, 2025 | December 31, 2024 | ||||||||||||||||||||||||||||||||||
| Continuing Operations | Discontinued Operations | Total | Continuing Operations | Discontinued Operations | Total | ||||||||||||||||||||||||||||||
| Cash and cash equivalents | $ | 57 | $ | 16 | $ | 73 | $ | 100 | $ | 19 | $ | 119 | |||||||||||||||||||||||
| Restricted cash and cash equivalents, current | 176 | 1 | 177 | 170 | 1 | 171 | |||||||||||||||||||||||||||||
| Restricted cash and cash equivalents reported within other assets, net | 5 | — | 5 | 5 | — | 5 | |||||||||||||||||||||||||||||
| Cash and cash equivalents and restricted cash and cash equivalents | $ | 238 | $ | 17 | $ | 255 | $ | 275 | $ | 20 | $ | 295 |
**13.**Restructuring
2023 Restructuring Plan
In July 2023, the Company initiated the restructuring plan ("2023 Restructuring Plan," and together with the 2024 Restructuring Plan, "Restructuring Plans") as part of its efforts to reduce costs to better align the Company's operational needs with lower tower activity. The 2023 Restructuring Plan included reducing the Company's total employee headcount by approximately 15%, discontinuing installation services as a product offering while continuing to offer site development services on Company towers, and consolidating office space.
The 2023 Restructuring Plan included charges related to the (1) employee headcount reduction, including severance, stock-based compensation and other one-time termination benefits and (2) office space consolidation, which included remaining obligations under facility leases and non-cash charges for accelerated depreciation.
The actions associated with the 2023 Restructuring Plan were substantially completed and related charges were recorded by June 30, 2024. The payments for the employee headcount reduction were completed in 2024, while the payments for the office space consolidation are expected to be completed in 2032. The following tables summarize the activities related to the 2023 Restructuring Plan for the three and nine months ended September 30, 2025 and 2024:
| Three Months Ended September 30, 2025 | Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||
| Employee Headcount Reduction | Office Space Consolidation | Total | Employee Headcount Reduction | Office Space Consolidation | Total | ||||||||||||||||||||||||||||||
| Liability as of the beginning of the respective period | $ | 1 | $ | 3 | $ | 4 | $ | 2 | $ | 5 | $ | 7 | |||||||||||||||||||||||
| Charges (credits) | — | — | — | — | — | — | |||||||||||||||||||||||||||||
| Payments | — | — | — | (1) | (2) | (3) | |||||||||||||||||||||||||||||
| Non-cash items | — | — | — | — | — | — | |||||||||||||||||||||||||||||
| Liability as of September 30, 2025 | $ | 1 | $ | 3 | $ | 4 | $ | 1 | $ | 3 | $ | 4 |
| Three Months Ended September 30, 2024 | Nine Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||
| Employee Headcount Reduction | Office Space Consolidation | Total | Employee Headcount Reduction | Office Space Consolidation | Total | ||||||||||||||||||||||||||||||
| Liability as of the beginning of the respective period | $ | 4 | $ | 11 | $ | 15 | $ | 12 | $ | 11 | $ | 23 | |||||||||||||||||||||||
| Charges (credits) | (2) | — | (2) | — | 11 | 11 | |||||||||||||||||||||||||||||
| Payments | — | (3) | (3) | (10) | (10) | (20) | |||||||||||||||||||||||||||||
| Non-cash items | — | — | — | — | (4) | (4) | |||||||||||||||||||||||||||||
| Liability as of September 30, 2024 | $ | 2 | $ | 8 | $ | 10 | $ | 2 | $ | 8 | $ | 10 |
CROWN CASTLE INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited (Continued)
(Tabular dollars in millions, except per share amounts)
2024 Restructuring Plan
In June 2024, the Company initiated the 2024 Restructuring Plan as part of its efforts to drive operational efficiencies and reduce operating costs and capital expenditures, with a primary focus on the Company's small cells and fiber solutions businesses. As a result, the Company announced a reduction of the Company's total employee headcount by more than 10% and the closing of certain offices.
The 2024 Restructuring Plan included charges related to the (1) employee headcount reduction, including severance, stock-based compensation and other one-time termination benefits and (2) office closures, which included remaining obligations under facility leases and non-cash charges for accelerated depreciation. The actions associated with the 2024 Restructuring Plan were substantially completed and the related charges were recorded by December 31, 2024, while the payments are expected to be completed for the employee headcount reduction in 2025 and office closures in 2033.
The following table summarizes the activities related to the 2024 Restructuring Plan for the three and nine months ended September 30, 2025 and 2024:
| Three Months Ended September 30, 2025 | Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Employee Headcount Reduction | Office Space Consolidation | Total | Employee Headcount Reduction | Office Space Consolidation | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Liability as of the beginning of the respective period | $ | — | $ | 26 | $ | 26 | $ | 2 | $ | 34 | $ | 36 | |||||||||||||||||||||||||||||||||||||||||
| Charges (credits) | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||
| Payments | — | (3) | (3) | (2) | (11) | (13) | |||||||||||||||||||||||||||||||||||||||||||||||
| Non-cash items | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||
| Liability as of September 30, 2025 | $ | — | $ | 23 | $ | 23 | $ | — | $ | 23 | $ | 23 |
| Three Months Ended September 30, 2024 | Nine Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||
| Employee Headcount Reduction | Office Space Consolidation | Total | Employee Headcount Reduction | Office Space Consolidation | Total | ||||||||||||||||||||||||||||||
| Liability as of the beginning of the respective period | $ | 7 | $ | — | $ | 7 | $ | — | $ | — | — | ||||||||||||||||||||||||
| Charges (credits) | (3) | 43 | 40 | 6 | 50 | 56 | |||||||||||||||||||||||||||||
| Payments | (6) | (2) | (8) | (9) | (2) | (11) | |||||||||||||||||||||||||||||
| Non-cash items | 3 | (4) | (1) | 4 | (11) | (7) | |||||||||||||||||||||||||||||
| Liability as of September 30, 2024 | $ | 1 | $ | 37 | $ | 38 | $ | 1 | $ | 37 | $ | 38 |
The liability for restructuring charges is included in "Other accrued liabilities" and "Other long-term liabilities" on the condensed consolidated balance sheet, and the corresponding expense is included in "Restructuring charges" on the condensed consolidated statement of operations and comprehensive income (loss).
**14.**Subsequent Events
Common Stock Dividend
On November 5, 2025, the Company's board of directors declared a quarterly cash dividend of $1.0625 per common share. The quarterly dividend will be payable on December 31, 2025 to common stockholders of record as of December 15, 2025.
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