Uniti Group Inc. Reports First Quarter 2023 Results

Uniti Group Inc.

Updates 2023 Outlook

• Net Loss of $19.2 Million or $0.08 Per Diluted Common Share for the First Quarter Due to One-Time Items

• Revenue and Adjusted EBITDA Grew 4.2% and 2.9% for the First Quarter, Respectively, from the Prior Year First Quarter

• AFFO Per Diluted Common Share of $0.39 for the First Quarter
  

LITTLE ROCK, Ark., May 04, 2023 (GLOBE NEWSWIRE) -- Uniti Group Inc. (“Uniti” or the “Company”) (Nasdaq: UNIT) today announced its results for the first quarter 2023.

“Despite ongoing macroeconomic challenges, including persistent inflationary and supply chain pressures, our business remains predominantly resilient and the demand for our product offerings and services has not waned. To ensure that we are fully taking advantage of the current opportunity set within our industry, we continue to densify our networks in order to maximize our lease-up potential in existing markets, as well as evaluate new markets for expansion within our Southeast footprint, ” commented President and Chief Executive Officer, Kenny Gunderman.

Mr. Gunderman continued, “These industry tailwinds, combined with the steps we have taken to strengthen our balance sheet and push out maturities, with over 97% of our outstanding debt maturing in 2027 or later, positions Uniti to be successful now and in the long term.”

QUARTERLY RESULTS

Consolidated revenues for the first quarter of 2023 were $289.8 million. Net loss and Adjusted EBITDA were $19.2 million and $231.2 million, respectively, for the same period. Net loss attributable to common shares was $19.5 million for the period, and included the write-off of $10.4 million of deferred financing costs and $52.0 million of costs related to the early repayment of the 7.875% Senior Secured Notes due 2025. Adjusted Funds From Operations (“AFFO”) attributable to common shareholders was $107.4 million, or $0.39 per diluted common share.

Uniti Fiber contributed $79.0 million of revenues and $33.7 million of Adjusted EBITDA for the first quarter of 2023, achieving Adjusted EBITDA margins of approximately 43%. Uniti Fiber’s net success-based capital expenditures during the quarter were $36.1 million.

Uniti Leasing contributed revenues of $210.8 million and Adjusted EBITDA of $205.0 million for the first quarter. During the quarter, Uniti Leasing deployed capital expenditures of $71.7 million primarily related to the construction of approximately 1,200 new route miles of valuable fiber infrastructure.

FINANCING TRANSACTIONS

On March 24, 2023, Uniti entered into an amendment to its credit agreement that, upon receipt of routine regulatory approval, extends the maturity date of each lender’s commitment under the Company’s senior secured revolving credit facility to September 24, 2027. The amendment also transitions the $500 million revolving credit facility from LIBOR to Term SOFR, and in connection with that change, sets the credit spread adjustment to ten basis points for all interest periods.

LIQUIDITY

At quarter-end, the Company had approximately $495.3 million of unrestricted cash and cash equivalents, and undrawn borrowing availability under its revolving credit agreement. The Company’s leverage ratio at quarter-end was 5.87x based on net debt to first quarter 2023 annualized Adjusted EBITDA.

On May 2, 2023, the Company’s Board of Directors declared a quarterly cash dividend of $0.15 per common share, payable on June 30, 2023, to stockholders of record on June 16, 2023.

UPDATED FULL YEAR 2023 OUTLOOK

The Company is updating its 2023 outlook primarily for business unit level revisions, and the impact from recent debt refinancings and transaction related and other costs incurred to date. Our 2023 outlook excludes future acquisitions, capital market transactions, and future transaction-related and other costs not mentioned herein.

The Company’s consolidated outlook for 2023 is as follows (in millions):

	Full Year 2023
Revenue	$		1,154	to	$	1,174
Net income attributable to common shareholders			60	to		80
Adjusted EBITDA (1)			915	to		935
Interest expense, net (2)			517	to		517
Attributable to common shareholders:
FFO (1)			280	to		300
AFFO (1)			365	to		385
Weighted-average common shares outstanding – diluted			290	to		290
________________________
(1)   See “Non-GAAP Financial Measures” below. (2)   See “Components of Interest Expense” below.

CONFERENCE CALL

Uniti will hold a conference call today to discuss this earnings release at 8:30 AM Eastern Time (7:30 AM Central Time). The conference call will be webcast live on Uniti’s Investor Relations website at investor.uniti.com. Those parties interested in participating via telephone may register on the Company’s Investor Relations website or by clicking here. A replay of the call will be available on the Investor Relations website beginning today at approximately 12:00 PM Eastern Time.

ABOUT UNITI

Uniti, an internally managed real estate investment trust, is engaged in the acquisition and construction of mission critical communications infrastructure, and is a leading provider of fiber and other wireless solutions for the communications industry. As of March 31, 2023, Uniti owns approximately 137,000 fiber route miles, 8.3 million fiber strand miles, and other communications real estate throughout the United States. Additional information about Uniti can be found on its website at www.uniti.com.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release and today’s conference call may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended from time to time. Those forward-looking statements include all statements that are not historical statements of fact, including, without limitation, our 2023 financial outlook, expectations regarding bookings, installs and strong demand trends, our business strategies, growth prospects, our ability to sustain difficult economic conditions, industry trends, sales opportunities, and operating and financial performance.

Words such as "anticipate(s)," "expect(s)," "intend(s)," “estimate(s),” “foresee(s),” "plan(s)," "believe(s)," "may," "will," "would," "could," "should," "seek(s)" and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. Although we believe that the assumptions underlying the forward-looking statements are reasonable, we can give no assurance that our expectations will be attained. Factors which could materially alter our expectations include, but are not limited to, the future prospects of Windstream, our largest customer; the ability and willingness of our customers to renew their leases with us upon their expiration, and the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event we replace an existing tenant; the availability of and our ability to identify suitable acquisition opportunities and our ability to acquire and lease the respective properties on favorable terms; the risk that we fail to fully realize the potential benefits of acquisitions or have difficulty integrating acquired companies; our ability to generate sufficient cash flows to service our outstanding indebtedness and fund our capital funding commitments; our ability to access debt and equity capital markets; the impact on our business or the business of our customers as a result of credit rating downgrades and fluctuating interest rates; our ability to retain our key management personnel; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to real estate investment trusts; covenants in our debt agreements that may limit our operational flexibility; other risks inherent in the communications industry and in the ownership of communications distribution systems, including potential liability relating to environmental matters and illiquidity of real estate investments; and additional factors described in our reports filed with the SEC.

Uniti expressly disclaims any obligation to release publicly any updates or revisions to any of the forward-looking statements set forth in this press release and today’s conference call to reflect any change in its expectations or any change in events, conditions or circumstances on which any statement is based.

NON-GAAP PRESENTATION

This release and today’s conference call contain certain supplemental measures of performance that are not required by, or presented in accordance with, accounting principles generally accepted in the United States (“GAAP”). Such measures should not be considered as alternatives to GAAP. Further information with respect to and reconciliations of such measures to the nearest GAAP measure can be found herein.

Uniti Group Inc. Consolidated Balance Sheets (In thousands, except per share data)
	March 31, 2023				December 31, 2022
Assets:
Property, plant and equipment, net	$	3,855,189			$	3,754,547
Cash and cash equivalents		70,346				43,803
Accounts receivable, net		53,594				42,631
Goodwill		361,378				361,378
Intangible assets, net		327,402				334,846
Straight-line revenue receivable		74,654				68,595
Operating lease right-of-use assets, net		85,551				88,545
Other assets		78,364				77,597
Investment in unconsolidated entities		38,337				38,656
Deferred income tax assets, net		43,384				40,631
Total Assets	$	4,988,199			$	4,851,229
Liabilities and Shareholders' Deficit:
Liabilities:
Accounts payable, accrued expenses and other liabilities	$	125,832			$	122,195
Settlement payable		229,610				251,098
Intangible liabilities, net		164,418				167,092
Accrued interest payable		72,726				121,316
Deferred revenue		1,226,389				1,190,041
Dividends payable		35,855				2
Operating lease liabilities		64,045				66,356
Finance lease obligations		16,186				15,520
Notes and other debt, net		5,377,313				5,188,815
Total liabilities		7,312,374				7,122,435
Commitments and contingencies
Shareholders' Deficit:
Preferred stock, $0.0001 par value, 50,000 shares authorized, no shares issued and outstanding		—				—
Common stock, $0.0001 par value, 500,000 shares authorized, issued and outstanding: 236,427 shares at March 31, 2023 and 235,829 at December 31, 2022		24				24
Additional paid-in capital		1,212,137				1,210,033
Distributions in excess of accumulated earnings		(3,538,683	)			(3,483,634	)
Total Uniti shareholders' deficit		(2,326,522	)			(2,273,577	)
Noncontrolling interests - operating partnership units and non-voting convertible preferred stock		2,347				2,371
Total shareholders' deficit		(2,324,175	)			(2,271,206	)
Total Liabilities and Shareholders' Deficit	$	4,988,199			$	4,851,229

Uniti Group Inc. Consolidated Statements of Operations (In thousands, except per share data)
	Three Months Ended March 31,
		2023				2022
Revenues:
Leasing	$	210,808			$	204,641
Fiber Infrastructure		79,014				73,393
Total revenues		289,822				278,034
Costs and Expenses:
Interest expense, net		148,863				96,172
Depreciation and amortization		76,775				71,457
General and administrative expense		28,433				23,870
Operating expense (exclusive of depreciation and amortization)		35,068				34,976
Transaction related and other costs		2,788				1,714
Other expense (income), net		20,179				(398	)
Total costs and expenses		312,106				227,791
(Loss) income before income taxes and equity in earnings from unconsolidated entities		(22,284	)			50,243
Income tax benefit		(2,412	)			(2,071	)
Equity in earnings from unconsolidated entities		(661	)			(544	)
Net (loss) income		(19,211	)			52,858
Net (loss) income attributable to noncontrolling interests		(9	)			128
Net (loss) income attributable to shareholders		(19,202	)			52,730
Participating securities' share in earnings		(247	)			(331	)
Dividends declared on convertible preferred stock		(5	)			(5	)
Net (loss) income attributable to common shareholders	$	(19,454	)		$	52,394
Net (loss) income attributable to common shareholders - Basic		(19,454	)			52,394
Impact of if-converted dilutive securities		—				2,994
Net (loss) income attributable to common shareholders - Diluted	$	(19,454	)		$	55,388
Weighted-average number of common shares outstanding:
Basic		236,090				235,046
Diluted		236,090				267,304
Earnings (loss) per common share:
Basic		(0.08	)			0.22
Diluted		(0.08	)			0.21

Uniti Group Inc. Consolidated Statements of Cash Flows (In thousands)
	Three Months Ended March 31,
		2023			2022
Cash flow from operating activities
Net (loss) income	$	(19,211	)	$	52,858
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization		76,775			71,457
Amortization of deferred financing costs and debt discount		4,963			4,514
Loss on extinguishment of debt, net		31,187			—
Interest rate swap termination		—			2,830
Deferred income taxes		(2,754	)		(3,664	)
Equity in earnings of unconsolidated entities		(661	)		(544	)
Distributions of cumulative earnings from unconsolidated entities		980			980
Cash paid for interest rate swap settlement		—			(3,144	)
Straight-line revenues and amortization of below-market lease intangibles		(9,427	)		(11,022	)
Stock-based compensation		3,130			3,312
Loss (gain) on asset disposals		(422	)		663
Accretion of settlement obligation		3,017			2,876
Other		—			(318	)
Changes in assets and liabilities:
Accounts receivable		(10,963	)		(2,814	)
Other assets		6,553			157
Accounts payable, accrued expenses and other liabilities		(68,605	)		(54,920	)
Net cash provided by operating activities		14,562			63,221
Cash flow from investing activities
Capital expenditures		(114,981	)		(94,728	)
Proceeds from sale of other equipment		607			379
Net cash used in investing activities		(114,374	)		(94,349	)
Cash flow from financing activities
Repayment of debt		(2,263,662	)		—
Proceeds from issuance of notes		2,600,000			—
Dividends paid		(9	)		(105	)
Payments of settlement payable		(24,505	)		—
Borrowings under revolving credit facility		140,000			85,000
Payments under revolving credit facility		(253,000	)		(60,000	)
Finance lease payments		(452	)		(280	)
Payments for financing costs		(26,688	)		—
Payment for settlement of common stock warrant		(56	)		—
Termination of bond hedge option		59			—
Costs related to the early repayment of debt		(44,303	)		—
Employee stock purchase program		314			264
Payments related to tax withholding for stock-based compensation		(1,343	)		(1,525	)
Net cash provided by financing activities		126,355			23,354
Net increase (decrease) in cash and cash equivalents		26,543			(7,774	)
Cash and cash equivalents at beginning of period		43,803			58,903
Cash and cash equivalents at end of period	$	70,346		$	51,129
Non-cash investing and financing activities:
Property and equipment acquired but not yet paid	$	13,049		$	13,338
Tenant capital improvements		81,592			38,669

Uniti Group Inc. Reconciliation of Net Income to FFO and AFFO (In thousands, except per share data)
	Three Months Ended March 31,
		2023				2022
Net (loss) income attributable to common shareholders	$	(19,454	)		$	52,394
Real estate depreciation and amortization		54,516				51,893
Participating securities share in earnings		247				331
Participating securities share in FFO		(247	)			(658	)
Real estate depreciation and amortization from unconsolidated entities		435				690
Adjustments for noncontrolling interests		(25	)			(129	)
FFO attributable to common shareholders		35,472				104,521
Transaction related and other costs		2,788				1,714
Amortization of deferred financing costs and debt discount		4,963				4,514
Write off of deferred financing costs and debt discount		10,412
Costs related to the early repayment of debt		51,997
Stock based compensation		3,130				3,312
Non-real estate depreciation and amortization		22,259				19,564
Straight-line revenues and amortization of below-market lease intangibles		(9,427	)			(11,022	)
Maintenance capital expenditures		(1,828	)			(2,366	)
Other, net		(12,661	)			(8,170	)
Adjustments for equity in earnings from unconsolidated entities		320				296
Adjustments for noncontrolling interests		(32	)			(21	)
AFFO attributable to common shareholders	$	107,393			$	112,342
Reconciliation of Diluted FFO and AFFO:
FFO Attributable to common shareholders - Basic	$	35,472			$	104,521
Impact of if-converted dilutive securities		—				2,994
FFO Attributable to common shareholders - Diluted	$	35,472			$	107,515
AFFO Attributable to common shareholders - Basic	$	107,393			$	112,342
Impact of if-converted dilutive securities		7,109				3,450
AFFO Attributable to common shareholders - Diluted	$	114,502			$	115,792
Weighted average common shares used to calculate basic earnings (loss) per common share (1)		236,090				235,046
Impact of dilutive non-participating securities		—				1,226
Impact of if-converted dilutive securities		54,748				31,032
Weighted average common shares used to calculate diluted FFO and AFFO per common share (1)		290,838				267,304
Per diluted common share:
EPS	$	(0.08)			$	0.21
FFO	$	0.15			$	0.40
AFFO	$	0.39			$	0.43

(1)   For periods in which FFO to common shareholders is a loss, the weighted average common shares used to calculate diluted FFO per common share is equal to the weighted average common shares used to calculate basic earnings (loss) per share.

Uniti Group Inc. Reconciliation of EBITDA and Adjusted EBITDA (In thousands)
	Three Months Ended March 31,
		2023				2022
Net (loss) income	$	(19,211	)		$	52,858
Depreciation and amortization		76,775				71,457
Interest expense, net		148,863				96,172
Income tax (benefit) expense		(2,412	)			(2,071	)
EBITDA		204,015				218,416
Stock based compensation		3,130				3,312
Transaction related and other costs		2,788				1,714
Other, net		20,513				361
Adjustments for equity in earnings from unconsolidated entities		755				986
Adjusted EBITDA	$	231,201			$	224,789
Adjusted EBITDA:
Leasing	$	204,966			$	198,973
Fiber Infrastructure		33,674				31,459
Corporate		(7,439	)			(5,643	)
	$	231,201			$	224,789
Annualized Adjusted EBITDA (1)	$	924,804
As of March 31, 2023:
Total Debt (2)	$	5,500,628
Cash and cash equivalents		70,346
Net Debt	$	5,430,282
Net Debt/Annualized Adjusted EBITDA	5.87x

________________________

(1)	Calculated as Adjusted EBITDA for the most recently reported three-month period, multiplied by four.  Annualized Adjusted EBITDA has not been prepared on a pro forma basis in accordance with Article 11 of Regulation S-X.
(2)	Includes $16.2 million of finance leases, but excludes $107.1 million of unamortized discounts and deferred financing costs.

Uniti Group Inc. Projected Future Results (1) (In millions)
	Year Ended December 31, 2023
Net income attributable to common shareholders – Basic	$ 60 to $ 80
Noncontrolling interest share in earnings	1
Participating securities’ share in earnings	1
Net income (2)	62 to 82
Interest expense, net (3)	517
Depreciation and amortization	308
Income tax benefit	(10)
EBITDA (2)	876 to 896
Stock-based compensation	13
Transaction related and other costs (4)	23
Adjustment for unconsolidated entities	3
Adjusted EBITDA (2)	$ 915 to $ 935

________________________

(1)	These ranges represent management’s best estimates based on the underlying assumptions as of the date of this press release.  Future acquisitions, capital market transactions, changes in market conditions, and other factors are excluded from our projections.  There can be no assurance that our actual results will not differ materially from the estimates set forth above.
(2)	The components of projected future results may not add due to rounding.
(3)	See “Components of Projected Interest Expense” below.
(4)	Includes $20 million of costs associated with the early repayment of our 7.875% Senior Secured Notes due 2025.  Future transaction related costs are not included in our current outlook.

                                   

Uniti Group Inc. Projected Future Results (1) (Per Diluted Share)
	Year Ended December 31, 2023
Net income attributable to common shareholders – Basic	$ 0.26 to $ 0.34
Real estate depreciation and amortization	0.92
Adjustments for unconsolidated entities	0.01
FFO attributable to common shareholders – Basic (2)	$ 1.19 to $ 1.27
Impact of if-converted securities	(0.15)
FFO attributable to common shareholders – Diluted (2)	$ 1.05 to $ 1.12
FFO attributable to common shareholders – Basic (2)	$ 1.19 to $ 1.27
Transaction related and other costs (3)	0.01
Amortization of deferred financing costs and debt discount (4)	0.12
Costs related to the early retirement of debt (5)	0.22
Accretion of settlement payable (6)	0.04
Stock-based compensation	0.05
Non-real estate depreciation and amortization	0.37
Straight-line revenues	(0.15)
Maintenance capital expenditures	(0.04)
Other, net	(0.24)
AFFO attributable to common shareholders – Basic (2)	$ 1.58 to $ 1.66
Impact of if-converted securities	(0.20)
AFFO attributable to common shareholders – Diluted (2)	$ 1.38 to $ 1.45

________________________

(1)	These ranges represent management’s best estimates based on the underlying assumptions as of the date of this press release.  Future acquisitions, capital market transactions, changes in market conditions, and other factors are excluded from our projections.  There can be no assurance that our actual results will not differ materially from the estimates set forth above.
(2)	The components of projected future results may not add to FFO and AFFO attributable to common shareholders due to rounding.
(3)	Future transaction related and other costs are not included in our current outlook.
(4)	Includes the write-off of approximately $10 million of deferred financing costs related to the early repayment of our 7.875% Senior Secured Notes due 2025.
(5)	Represents the premium paid on and related costs associated with the early repayment of our 7.875% Senior Secured Notes due 2025.
(6)	Represents the accretion of the Windstream settlement payable to its stated value.  At the effective date of the settlement, we recorded the payable on the balance sheet at its initial fair value, which will be accreted based on an effective interest rate of 4.2% and reduced by the scheduled quarterly payments.

 

Uniti Group Inc. Components of Projected Interest Expense (1) (In millions)
	Year Ended December 31, 2023
Interest expense on debt obligations	$ 446
Accretion of Windstream settlement payable	10
Amortization of deferred financing cost and debt discounts (2)	29
Premium on early repayment of debt (3)	32
Interest expense, net (4)	$ 517

________________________

(1)	These ranges represent management’s best estimates based on the underlying assumptions as of the date of this press release.  Future acquisitions, capital market transactions, changes in market conditions, and other factors are excluded from our projections.  There can be no assurance that our actual results will not differ materially from the estimates set forth above.
(2)	Includes the write-off of approximately $10 million of deferred financing costs related to the early repayment of our 7.875% Senior Secured Notes due 2025.
(3)	Represents the premium paid on and related costs associated with the early repayment of our 7.875% Senior Secured Notes due 2025.
(4)	The components of interest expense may not add to the total due to rounding.

NON-GAAP FINANCIAL MEASURES

We refer to EBITDA, Adjusted EBITDA, Funds From Operations (“FFO”) (as defined by the National Association of Real Estate Investment Trusts (“NAREIT”)) and Adjusted Funds From Operations (“AFFO”) in our analysis of our results of operations, which are not required by, or presented in accordance with, accounting principles generally accepted in the United States (“GAAP”). While we believe that net income, as defined by GAAP, is the most appropriate earnings measure, we also believe that EBITDA, Adjusted EBITDA, FFO and AFFO are important non-GAAP supplemental measures of operating performance for a REIT.

We define “EBITDA” as net income, as defined by GAAP, before interest expense, provision for income taxes and depreciation and amortization. We define “Adjusted EBITDA” as EBITDA before stock-based compensation expense and the impact, which may be recurring in nature, of transaction and integration related costs, costs associated with Windstream’s bankruptcy, costs associated with litigation claims made against us, and costs associated with the implementation of our enterprise resource planning system, (collectively, “Transaction Related and Other Costs”), costs related to the settlement with Windstream, goodwill impairment charges, executive severance costs, amortization of non-cash rights-of-use assets, the write off of unamortized deferred financing costs, costs incurred as a result of the early repayment of debt, including early tender and redemption premiums and costs associated with the termination of related hedging activities, gains or losses on dispositions, changes in the fair value of contingent consideration and financial instruments, and other similar or infrequent items (although we may not have had such charges in the periods presented). Adjusted EBITDA includes adjustments to reflect the Company’s share of Adjusted EBITDA from unconsolidated entities. We believe EBITDA and Adjusted EBITDA are important supplemental measures to net income because they provide additional information to evaluate our operating performance on an unleveraged basis. In addition, Adjusted EBITDA is calculated similar to defined terms in our material debt agreements used to determine compliance with specific financial covenants. Since EBITDA and Adjusted EBITDA are not measures calculated in accordance with GAAP, they should not be considered as alternatives to net income determined in accordance with GAAP.

Because the historical cost accounting convention used for real estate assets requires the recognition of depreciation expense except on land, such accounting presentation implies that the value of real estate assets diminishes predictably over time. However, since real estate values have historically risen or fallen with market and other conditions, presentations of operating results for a REIT that uses historical cost accounting for depreciation could be less informative. Thus, NAREIT created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation and amortization, among other items, from net income, as defined by GAAP. FFO is defined by NAREIT as net income attributable to common shareholders computed in accordance with GAAP, excluding gains or losses from real estate dispositions, plus real estate depreciation and amortization and impairment charges, and includes adjustments to reflect the Company’s share of FFO from unconsolidated entities. We compute FFO in accordance with NAREIT’s definition.

The Company defines AFFO, as FFO excluding (i) Transaction Related and Other Costs; (ii) costs related to the litigation settlement with Windstream, accretion on our settlement obligation, and gains on the prepayment of our settlement obligation as these items are not reflective of ongoing operating performance; (iii) goodwill impairment charges; (iv) certain non-cash revenues and expenses such as stock-based compensation expense, amortization of debt and equity discounts, amortization of deferred financing costs, depreciation and amortization of non-real estate assets, amortization of non-cash rights-of-use assets, straight line revenues, non-cash income taxes, and the amortization of other non-cash revenues to the extent that cash has not been received, such as revenue associated with the amortization of tenant capital improvements; and (v) the impact, which may be recurring in nature, of the write-off of unamortized deferred financing fees, additional costs incurred as a result of the early repayment of debt, including early tender and redemption premiums and costs associated with the termination of related hedging activities, executive severance costs, taxes associated with tax basis cancellation of debt, gains or losses on dispositions, changes in the fair value of contingent consideration and financial instruments and similar or infrequent items less maintenance capital expenditures. AFFO includes adjustments to reflect the Company’s share of AFFO from unconsolidated entities. We believe that the use of FFO and AFFO, and their respective per share amounts, combined with the required GAAP presentations, improves the understanding of operating results of REITs among investors and analysts, and makes comparisons of operating results among such companies more meaningful. We consider FFO and AFFO to be useful measures for reviewing comparative operating performance. In particular, we believe AFFO, by excluding certain revenue and expense items, can help investors compare our operating performance between periods and to other REITs on a consistent basis without having to account for differences caused by unanticipated items and events, such as transaction and integration related costs. The Company uses FFO and AFFO, and their respective per share amounts, only as performance measures, and FFO and AFFO do not purport to be indicative of cash available to fund our future cash requirements. While FFO and AFFO are relevant and widely used measures of operating performance of REITs, they do not represent cash flows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating our liquidity or operating performance.

Further, our computations of EBITDA, Adjusted EBITDA, FFO and AFFO may not be comparable to that reported by other REITs or companies that do not define FFO in accordance with the current NAREIT definition or that interpret the current NAREIT definition or define EBITDA, Adjusted EBITDA and AFFO differently than we do.

INVESTOR AND MEDIA CONTACTS:

Paul Bullington, 251-662-1512
Senior Vice President, Chief Financial Officer & Treasurer
paul.bullington@uniti.com

Bill DiTullio, 501-850-0872
Vice President, Investor Relations & Treasury
bill.ditullio@uniti.com