Trilogy International Partners Inc. Reports Fourth Quarter and Full Year 2021 Results
Trilogy International Partners announced the sale of its New Zealand operations, Two Degrees Group Limited, on December 31, 2021, for an implied enterprise value of NZ$1.70 billion. Remaining approvals are expected in Q2 2022, while significant growth was observed in broadband (13%) and postpaid mobile subscribers (8%). Adjusted EBITDA exceeded guidance with a 12% year-over-year increase. Additionally, Trilogy plans to transfer its 71.5% interest in its Bolivian operations for nominal consideration, anticipated to close in Q2 2022. The company aims to distribute approximately $125 million to shareholders post-sale.
- Sale of New Zealand operations at NZ$1.315 billion is a significant liquidity event.
- Achieved subscriber growth in fixed broadband (13%) and postpaid mobile (8%) compared to Q4 2020.
- B2B postpaid subscribers increased by 24% year-over-year, highlighting successful customer acquisition strategies.
- New Zealand Segment Adjusted EBITDA surpassed guidance, increasing by 12% year-over-year.
- Net loss increased by 41%, totaling $28.5 million for Q4 2021.
- Service revenues declined by 1% year-over-year, indicating potential challenges in revenue stability.
- Consolidated net loss margin rose to 21.3%, up from 15.0% the previous year.
- Announced the sale of our New Zealand operations, Two Degrees Group Limited ("2degrees"), on December 31 st , 2021, with an implied enterprise value of 2degrees of NZ
$1.70 B n (including lease liabilities), or NZ$1.31 5 billion on a cash and debt free basis. - Remaining government approval anticipated in the second quarter. Approvals by New Zealand Commerce Commission, New Zealand Government Communications Security Bureau and Trilogy shareholders already obtained .
- Sustained fixed broadband and postpaid mobile subscriber growth in New Zealand, which increased by
13% and8% , respectively, compared to the fourth quarter of 2020. Continued business ("B2B") postpaid subscriber momentum with24% increase, compared to the fourth quarter of 2020 . - Solid New Zealand service revenues growth in the fourth quarter of 2021 and achieved the high end of our guidance range, driven by fixed broadband and postpaid revenues, increasing by
7% over the same period last year inclusive of a1% foreign currency benefit. - New Zealand Segment Adjusted EBITDA surpassed 2021 guidance. For the fourth quarter of 2021, an increase of
$3.3 million , or12% , versus last year on an organic basis, which excludes the impact of the new revenue standard, a year-over-year headwind of$0.9 million , or4% , and a foreign currency exchange benefit of$0.4 million , or1% . New Zealand Segment Adjusted EBITDA, as reported, increased by$2.7 million , or9% , over the fourth quarter of last year. - Announced the agreement to transfer our Bolivian operations to a third party for nominal consideration. The proposed transaction would transfer our
71.5% interest in Empresa de Telecomunicaciones NuevaTel (PCS de Bolivia), S.A. ("NuevaTel") to a third party.
BELLEVUE, WA / ACCESSWIRE / March 30, 2022 / Trilogy International Partners Inc. ("TIP Inc.", "Trilogy" or the "Company") (TSX:TRL), an international wireless and fixed broadband telecommunications operator, today announced its unaudited financial and operating results for the fourth quarter of 2021.
"Over the past several months Trilogy has been focused on strategic initiatives to appropriately manage risk and maximize value for our shareholders," said Brad Horwitz, President and CEO. "At the end of December, we announced that Trilogy, as well as the other 2degrees shareholders, have entered into a definitive agreement to sell
"The sale process continues to advance as expected and was recently approved by Trilogy shareholders as well as the New Zealand Commerce Commission and the New Zealand Government Communications Security Bureau. One additional government approval remains, the Overseas Investment Office, which is expected in the second quarter."
"From an operational standpoint, our local team in New Zealand continued to execute in the fourth quarter, achieving the top-end of our 2021 service revenue guidance and beating adjusted EBITDA guidance. Growth in our postpaid customer base was buoyed by continued momentum in B2B, which contributed more than half of our postpaid gross adds for both the quarter and the year. Our customer growth and retention, marked by postpaid churn under
"In Bolivia, earlier this week we announced our agreement to transfer our
Consolidated Financial Highlights
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||
(unaudited) | ||||||||||||||
(US dollars in millions unless otherwise noted) | 2021 | 2020 | %Chg | 2021 | 2020 | %Chg | ||||||||
Total revenues | 169.1 | 168.8 | 0 | % | 653.6 | 610.3 | 7 | % | ||||||
Service revenues | 133.8 | 134.6 | (1 | %) | 540.7 | 504.0 | 7 | % | ||||||
Net loss | 28.5 | 20.2 | 41 | % | 194.4 | 79.7 | 144 | % | ||||||
Net loss margin (1) | 21.3 | % | 15.0 | % | 6.3 pts | 36.0 | % | 15.8 | % | 20.1 pts | ||||
Adjusted EBITDA (2) | 28.3 | 28.6 | (1 | %) | 115.1 | 107.0 | 8 | % | ||||||
Adjusted EBITDA margin (2) (3) | 21.1 | % | 21.3 | % | (0.1) pts | 21.3 | % | 21.2 | % | 0.1 pts | ||||
pts - percentage points | ||||||||||||||
Notes: | ||||||||||||||
(1) Net loss margin is calculated as Net loss divided by Service revenues. | ||||||||||||||
(2) These are non-U.S. GAAP measures and do not have standardized meanings under generally accepted accounting principles in the United States ("U.S. GAAP"). Therefore, they are unlikely to be comparable to similar measures presented by other companies. For definitions and a reconciliation with the most directly comparable U.S. GAAP financial measures, see "Non-GAAP Measures and Other Financial Measures; Basis of Presentation" herein. | ||||||||||||||
(3) Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Service revenues. |
Conference Call Information
Call Date: Thursday, March 31, 2022
Call Time: 1:00 p.m. (PT)
North American Toll Free: 1-888-506-0062
International Toll: +1-973-528-0011
Entry Code: 245819
Online info (audio only):
https://www.webcaster4.com/Webcast/Page/2180/44171
Live simulcast (listen only) available during the call. Participants should register on the website approximately 10 minutes prior to the start of the webcast.
A replay of the conference call will be available at approximately 2 hours after the live call. Replay dial-in access is as follows:
North American Toll Free: 1-877-481-4010
International Toll: +1-919-882-2331
Replay Access Code: 44171
Pending sale of 2degrees
General description of the transaction
On December 31, 2021, the Company's subsidiary, Trilogy International New Zealand LLC ("TINZ"), entered into a share purchase agreement with Tesbrit B.V. ("Tesbrit", together with TINZ, the "Vendors"), Voyage Digital (NZ) Limited ("Voyage Digital"), and Voyage Australia Holdings Pty Limited, pursuant to which Voyage Digital agreed to acquire, subject to certain terms and conditions, all of the issued and outstanding shares in the capital of Two Degrees Group Limited ("2degrees") owned by the Vendors (the "2degrees Sale"). On the same date, Voyage Digital entered into a share purchase agreement with Pacific Custodians (New Zealand) Limited to acquire the issued and outstanding shares, and shares to be issued on conversion of options, in the capital of 2degrees beneficially owned by former and current employees of 2degrees. By virtue of executing these two share purchase agreements, Voyage Digital has committed to purchase all of the issued and outstanding shares in the capital of 2degrees. On March 15, 2022 the 2degrees Sale was approved by special resolution at a meeting of TIP Inc.'s shareholders. The 2degrees Sale is expected to close between mid-May and mid-June 2022 and the obligations of the parties to close the transaction are subject to the satisfaction or waiver of conditions to closing, including final regulatory approval. Upon consummation of the transaction the Company will cease to indirectly carry on business in New Zealand. The 2degrees Sale may result in the Toronto Stock Exchange (the "TSX") reviewing the Company's common shares, without par value (the "Common Shares") for compliance with the TSX's continued listing requirements.
The aggregate purchase price for the transaction is NZ
Use of 2degrees sale proceeds and return of capital
The Company estimates that TINZ will receive approximately NZ
The Company will apply the proceeds of the 2degrees Sale promptly to pay off indebtedness incurred by the Company's subsidiary, Trilogy International South Pacific LLC ("TISP") and the Bridge Loans (as defined below) incurred by the Company from certain principal shareholders of the Company, totaling in the aggregate approximately
Shareholders of record will be entitled to receive an amount per Common Share equal to the total amount to be distributed divided by the number of Common Shares outstanding on the relevant record date. Currently, the Company has approximately 86 million shares outstanding. Additionally, the Company's employees and consultants hold 3,364,753 Restricted Stock Units ("RSUs"), all of which are unvested, and its directors hold 724,410 Deferred Share Units ("DSUs"), all of which are vested. Consistent with past practice, approximately 40 thousand additional DSUs are expected to be granted to certain directors of the Company at the end of the first quarter of 2022 (at the current TIP Inc. share price and C$ to US$ exchange rate). Pursuant to the terms of the Company's Restricted Unit Plan and its Deferred Share Unit Plan , the Board has the discretion to accelerate the vesting of RSUs and to issue Common Shares in respect of vested RSUs and settle DSUs in advance of a ‘Change of Control' which, as defined in each plan, is deemed to occur upon the sale of all or substantially all of the assets of the Corporation. The Board expects that it will exercise its discretion to vest all of the RSUs that have been granted to employees and consultants and to issue Common Shares, subject to reductions made to account for the Company's tax withholding, in respect of all vested RSUs and DSUs immediately before the closing of the 2degrees Sale.
The Board intends to determine the aggregate amount of the initial cash distribution, and the record date and date on which such initial cash distribution will be made, as soon as practicable following the completion of the transaction, subject to applicable statutory and regulatory requirements and to the exercise by the Board of its fiduciary duties.
About Trilogy International Partners Inc.
TIP Inc. is the parent company of Trilogy International Partners LLC ("Trilogy LLC"), an international wireless and fixed broadband telecommunications operator formed by wireless industry veterans John Stanton, Theresa Gillespie and Brad Horwitz. Trilogy LLC's founders have successfully bought, built, launched and operated communications businesses in 15 international markets and the United States.
Trilogy LLC, together with its consolidated subsidiaries in New Zealand, 2degrees, and Bolivia, NuevaTel, is a provider of wireless voice and data communications services including local, international long distance and roaming services, for both subscribers and international visitors roaming on its networks. Trilogy LLC also provides fixed broadband communications services to residential and enterprise customers in New Zealand and Bolivia.
Unless otherwise stated, the financial information provided herein is for TIP Inc. as of December 31, 2021.
TIP Inc.'s head office is located at 155 108th Avenue NE, Suite 400, Bellevue, Washington, 98004 USA. TIP Inc.'s Common Shares trade on the TSX under the ticker TRL and its warrants trade on such exchange under the ticker TRL.WT.
For more information, visit www.trilogy-international.com .
Business segments
TIP Inc.'s reportable segments are New Zealand and Bolivia. Segment information is regularly reported to our Chief Executive Officer (the chief operating decision-maker, who assesses performance of the segments and allocates resources primarily based on the financial measures of revenues and Segment Adjusted EBITDA). The nature of the business of the Segments is as follows:
Segment | Principal activities |
Bolivia | Wireless telecommunications operations for Bolivian consumers and businesses. |
New Zealand | Wireless telecommunications operations for New Zealand consumers and businesses; fixed broadband network connectivity through fiber network assets to support a range of voice, data and networking for New Zealand consumers, businesses and governments. |
About this press release
This press release contains information about our business and performance for the three and twelve months ended December 31, 2021, as well as forward-looking information and assumptions. See "About Forward-Looking Information" for more information. This discussion should be read together with supplementary information filed on the date hereof under TIP Inc.'s profile on SEDAR ( www.sedar.com ) and EDGAR ( www.sec.gov ).
The financial information included in this press release was prepared in accordance with U.S. GAAP. In our discussion, we also use certain non-U.S. GAAP financial measures to evaluate our performance. See "Non-GAAP Measures and Other Financial Measures; Basis of Presentation" for more information.
In 2021, we replaced "Wireline" with "Fixed broadband" to describe the revenues and subscribers associated with the Company's fixed broadband products in New Zealand and Bolivia, which may be provided using fixed line or wireless technology. As a result, fixed LTE service revenues were reclassified from Wireless service revenues and are now included as a component of Fixed broadband service revenues in our Consolidated Statements of Operations and Comprehensive Loss. Fixed LTE subscribers were also reclassified from Other wireless subscribers to Fixed broadband subscribers. This reclassification has been applied to all periods presented in this press release. Fixed LTE service revenues reclassified to Fixed broadband service revenues were
In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenue from Contracts with Customers (Topic 606)," and has since modified the standard with several ASUs (collectively, the "new revenue standard"). We adopted the new revenue standard on January 1, 2019, using the modified retrospective method. This method requires the cumulative effect of initially applying the standard to be recognized at the date of adoption. Financial information prior to our adoption date has not been adjusted. For further information see "Note 13 - Revenue from Contracts with Customers" to the Consolidated Financial Statements for the period ended December 31, 2021 ("Consolidated Financial Statements") filed on the date hereof under TIP Inc.'s profile on SEDAR ( www.sedar.com ) and EDGAR ( www.sec.gov ).
In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)" and has since modified the standard with several updates (collectively, the "new lease standard"). We adopted the new lease standard on January 1, 2020, using the modified retrospective method. This method results in recognizing and measuring leases at the adoption date with a cumulative-effect adjustment to opening retained earnings/accumulated deficit. Financial information prior to our adoption date has not been adjusted. The adoption of the new lease standard resulted in the recognition of an operating lease right-of-use asset and an operating lease liability as of the adoption date. The adoption of the new lease standard did not have a material impact on the Consolidated Statements of Operations and Comprehensive Loss or the Consolidated Statement of Cash Flows. For further information, see "Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies" and "Note 15 - Leases" to the Consolidated Financial Statements.
All dollar amounts are in United States dollars ("USD") unless otherwise stated. In New Zealand, the Company generates revenues and incurs costs in New Zealand dollars ("NZD"). Fluctuations in the value of the NZD relative to the USD can increase or decrease the Company's overall revenue and profitability as stated in USD, which is the Company's reporting currency. The following table sets forth for each period indicated the exchange rates in effect at the end of the period and the average exchange rates for such periods, for the NZD, expressed in USD.
December 31, 2021 | December 31, 2020 | % Change | |||||||||||||||||||||||||||||||||||
End of period NZD to USD exchange rate | 0.68 | 0.72 | (5 | %) | |||||||||||||||||||||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||||||||||
2021 | 2020 | % Change | 2021 | 2020 | % Change | |||||||||||||||||
Average NZD to USD exchange rate | 0.69 | 0.69 | 1 | % | 0.71 | 0.65 | 9 | % |
NZD amounts reflect the USD amount as converted according to the average NZD/USD exchange rates as presented in the table above.
Amounts for subtotals, totals and percentage changes included in tables in this press release may not sum or calculate using the numbers as they appear in the tables due to rounding. Differences between amounts set forth in the following tables and corresponding amounts in the Consolidated Financial Statements and related notes for the period ended December 31, 2021 are a result of rounding. Information is current as of March 30, 2022 and was approved by the Board. This press release includes forward-looking statements and assumptions. See "About Forward-Looking Information" for more information.
Additional information relating to TIP Inc., including our financial statements and Management's Discussion and Analysis for the years December 31, 2021 and December 31, 2020, our Annual Report on Form 20-F for the year ended December 31, 2021, and other filings with Canadian securities commissions and the U.S. Securities and Exchange Commission, is available on TIP Inc.'s website (www.trilogy-international.com) in the investor relations section and under TIP Inc.'s profile on SEDAR ( www.sedar.com ) and EDGAR ( www.sec.gov ).
Impact of COVID-19 on our Business
In December 2019, a strain of coronavirus, now known as COVID-19, surfaced in China, spreading rapidly throughout the world in the following months. In March 2020, the World Health Organization declared the outbreak of COVID-19 to be a pandemic. Shortly following this declaration and after observing COVID-19 infections in their countries, the governments of New Zealand and Bolivia imposed quarantine policies with isolation requirements and movement restrictions.
During 2020 and 2021 and continuing through the date of this press release, the business and operations of both 2degrees and NuevaTel have been affected by the pandemic. The impact to date has varied with differing effects on financial and business results in New Zealand and Bolivia. Given the ongoing and changing developments related to the pandemic, the full extent of future effects on the Company's businesses and financial results cannot be reliably estimated.
In New Zealand, the government's swift and significant response at the outset of the pandemic had an immediate impact on customer acquisition and revenues, and 2degrees undertook actions throughout 2020 and 2021 to mitigate the impact. However, as movement restrictions within New Zealand were lifted, financial results, including revenues and Segment Adjusted EBITDA (see Note 18 - Segment Information to the Consolidated Financial Statements), began to improve sequentially in the latter part of 2020 and continued through 2021 as compared to the initial months of the pandemic. During the third quarter of 2021, a resurgence of COVID-19 cases resulted in a reinstatement of movement restrictions which adversely affected financial sequential results during the quarter. These movement restrictions remained in force at various levels throughout the country until December 2021 when a new "traffic light" framework was rolled out. The traffic light structure provides more certainty and stability with schools and businesses remaining open during all color stages. However, certain capacity and vaccination restrictions may be implemented depending on the color stage. Although this new framework provides a more predictable and open environment, there continues to be uncertainty for 2degrees regarding the future effect of COVID-19 on the New Zealand economy and related responses by the government, regulators and customers.
In Bolivia, the consequences of COVID-19 and related societal restrictions have been more pronounced, and the impact of the pandemic on the financial results of NuevaTel has been more significant, than in New Zealand. Over the course of 2020 and 2021, NuevaTel experienced a reduction in key financial metrics including revenues, Segment Adjusted EBITDA and subscribers as a result of societal and movement restrictions which significantly affected customer behavior.
Additionally, societal and movement restrictions in effect in Bolivia through the end of 2021 resulted in economic uncertainty and it is unclear when customer behavior in Bolivia will return to historic norms, creating a risk of a continuing adverse impact on the timing and amount of cash collections, bad debt expense and revenue trends. Periodically during 2021, certain regions in Bolivia experienced a resurgence of COVID-19 cases which resulted in additional measures that suppressed typical customer behavior. Due to the wide-ranging economic effect of COVID-19 in Bolivia, NuevaTel generated substantial net losses during the periods impacted by the pandemic and continuing through the year ended December 31, 2021. Similarly, the net losses incurred in 2020 impacted our near-term expectation regarding the ability to generate taxable income in Bolivia and thereby utilize NuevaTel's deferred tax assets, certain of which have a relatively short duration of use. Consequently, during the third quarter of 2020, management changed its assessment with respect to the ability to realize NuevaTel's net deferred tax assets, concluding that they are no longer more likely than not to be realized. On the basis of this evaluation, management recorded a full valuation allowance against NuevaTel's net deferred tax asset balance in 2020 and has continued to maintain a full reserve through December 31, 2021. Management will continue to assess the need for a valuation allowance in future periods.
As it relates to NuevaTel's long-lived assets, including property and equipment, license costs and other intangible assets, and operating lease right of-use-assets, the Company monitors and assesses for impairment when events or changes in circumstances indicate that the carrying amount of an affected asset group may not be recoverable. This evaluation of long-lived assets is performed at the NuevaTel entity level, which is the lowest level at which individual cash flows can be identified. As disclosed in prior filings by the Company, NuevaTel's financial performance during the second half of 2021 was expected to be pivotal to management's continuing evaluation of facts and circumstances in this regard. Amidst the ongoing impact of COVID-19 on the local economy, NuevaTel did not meet management's expectations regarding recovery of its business and financial performance during the third quarter of 2021, particularly considering the sequential quarters of negative Adjusted EBITDA during a period when management expected a return to a positive trajectory. As a result, expectations regarding NuevaTel's long-term financial performance were revised to reflect these changes in facts and circumstances. Due to these and other changes in events and circumstances for NuevaTel, the Company tested the long-lived assets of NuevaTel (the "asset group") in the third quarter of 2021 for recoverability and impairment.
In evaluating long-lived assets for recoverability, the undiscounted cash flows expected to result from the use of the asset group are compared to the carrying value of the asset group. If the undiscounted cash flows are less than the carrying value, an impairment loss is recognized to the extent that the carrying value of the asset group exceeds its fair value, considering external market participant assumptions. The Company performed a recoverability test during the third quarter of 2021 using management's best estimate of future undiscounted cash flows and determined that the carrying value of the asset group was not recoverable. Accordingly, the Company determined an estimated fair value of the asset group and related long-lived assets using a combination of valuation techniques, including: (i) a discounted cash flow method, which estimates the amount and timing of net future cash flows and discounts them using a risk-adjusted rate of interest, (ii) a guideline public company method using observable public company valuation information, and (iii) a transaction-based method using observable valuations of recent merged or acquired companies in the telecommunications industry. The fair values of the long-lived assets included within the asset group were further determined using various valuation techniques applied by asset type, including observed market sales of similar assets and consideration of liquidation values and economic obsolescence factors. As a result of estimating the fair value of the asset group and comparing amounts to their carrying value, the Company recorded an impairment charge in the amount of
NuevaTel has maintained adequate cash liquidity to date in part due to cash management efforts since the onset of the COVID-19 pandemic, resulting in
Notwithstanding the above and as further discussed in Note 20 - Subsequent Events to the Consolidated Financial Statements, on March 28, 2022, the Company entered into an agreement for the transfer of its equity interests in NuevaTel to a third party for a nominal purchase price. Closing is subject to Bolivian regulatory review and approval, unless such condition is waived by the purchaser. The Company will monitor the progress of the closing of the transaction and the related impact on the Company's exposure to NuevaTel's liquidity concerns over future periods. There is no certainty that the transaction will close or that NuevaTel's liquidity concerns will be resolved.
Consolidated Financial Results
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||||||
(unaudited) | ||||||||||||||||||
(US dollars in millions unless otherwise noted) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||||||||||||
Revenues | ||||||||||||||||||
New Zealand | 139.8 | 131.3 | 6 | % | 528.6 | 458.9 | 15 | % | ||||||||||
Bolivia | 29.2 | 37.4 | (22 | %) | 124.6 | 151.0 | (17 | %) | ||||||||||
Unallocated Corporate & Eliminations | 0.1 | 0.1 | 12 | % | 0.3 | 0.4 | (28 | %) | ||||||||||
Total revenues | 169.1 | 168.8 | 0 | % | 653.6 | 610.3 | 7 | % | ||||||||||
Total service revenues | 133.8 | 134.6 | (1 | %) | 540.7 | 504.0 | 7 | % | ||||||||||
Net loss | 28.5 | 20.2 | 41 | % | 194.4 | 79.7 | 144 | % | ||||||||||
Net loss margin (1) | 21.3 | % | 15.0 | % | 6.3 pts | 36.0 | % | 15.8 | % | 20.1 pts | ||||||||
Segment Adjusted EBITDA | ||||||||||||||||||
New Zealand | 32.4 | 29.6 | 9 | % | 127.6 | 111.4 | 15 | % | ||||||||||
Bolivia | (1.0 | ) | 1.5 | (166 | %) | (0.1 | ) | 6.6 | (101 | %) | ||||||||
Unallocated Corporate & Eliminations | (3.1 | ) | (2.5 | ) | (25 | %) | (12.4 | ) | (11.0 | ) | (13 | %) | ||||||
Adjusted EBITDA (2) | 28.3 | 28.6 | (1 | %) | 115.1 | 107.0 | 8 | % | ||||||||||
Adjusted EBITDA margin (2)(3) | 21.1 | % | 21.3 | % | (0.1) pts | 21.3 | % | 21.2 | % | 0.1 pts | ||||||||
Cash provided by (used in) operating activities | 7.3 | (0.1 | ) | n/m | 48.7 | 40.9 | 19 | % | ||||||||||
Capital expenditures (4) | 27.4 | 30.8 | (11 | %) | 92.8 | 77.3 | 20 | % | ||||||||||
Capital intensity | 20.5 | % | 22.9 | % | (2.4) pts | 17.2 | % | 15.3 | % | 1.8 pts | ||||||||
pts - percentage points; n/m - not material | ||||||||||||||||||
Notes: | ||||||||||||||||||
(1) Net loss margin is calculated as Net loss divided by Service revenues. | ||||||||||||||||||
(2) These are non-U.S. GAAP measures and do not have standardized meanings under U.S. GAAP. Therefore, they are unlikely to be comparable to similar measures presented by other companies. For definitions and a reconciliation with the most directly comparable U.S. GAAP financial measures, see "Non-GAAP Measures and Other Financial Measures; Basis of Presentation" herein. | ||||||||||||||||||
(3) Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Service revenues. |
Results of Our Business Segments
New Zealand
Financial Results
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||
(unaudited) | |||||||||||||
(US dollars in millions unless otherwise noted) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | |||||||
Revenues | |||||||||||||
Wireless service revenues | 76.2 | 71.9 | 6 | % | 302.7 | 266.6 | 14 | % | |||||
Fixed broadband service revenues (1) | 26.4 | 24.0 | 10 | % | 106.5 | 83.5 | 27 | % | |||||
Non-subscriber international long distance and other revenues | 1.9 | 2.2 | (14 | %) | 6.9 | 6.8 | 1 | % | |||||
Service revenues | 104.5 | 98.1 | 7 | % | 416.1 | 357.0 | 17 | % | |||||
Equipment sales | 35.3 | 33.2 | 6 | % | 112.6 | 101.9 | 10 | % | |||||
Total revenues | 139.8 | 131.3 | 6 | % | 528.6 | 458.9 | 15 | % | |||||
Segment Adjusted EBITDA | 32.4 | 29.6 | 9 | % | 127.6 | 111.4 | 15 | % | |||||
Segment Adjusted EBITDA margin (2) | 31.0 | % | 30.2 | % | 0.7 pts | 30.7 | % | 31.2 | % | (0.6) pts | |||
Capital expenditures (3) | 26.0 | 24.2 | 7 | % | 81.1 | 65.1 | 25 | % | |||||
Capital intensity | 24.8 | % | 24.7 | % | 0.1 pts | 19.5 | % | 18.2 | % | 1.3 pts | |||
Subscriber Results | |||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||
(Thousands unless otherwise noted) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | |||||||
Postpaid | |||||||||||||
Gross additions | 26.0 | 23.3 | 11 | % | 90.0 | 83.3 | 8 | % | |||||
Net additions | 11.7 | 12.2 | (4 | %) | 40.7 | 33.2 | 22 | % | |||||
Total postpaid subscribers | 552.5 | 511.8 | 8 | % | 552.5 | 511.8 | 8 | % | |||||
Prepaid | |||||||||||||
Net (losses) additions | (24.6 | ) | 3.1 | (901 | %) | (80.6 | ) | (8.9 | ) | (803 | %) | ||
Total prepaid subscribers | 890.7 | 971.3 | (8 | %) | 890.7 | 971.3 | (8 | %) | |||||
Total wireless subscribers | 1,443.2 | 1,483.1 | (3 | %) | 1,443.2 | 1,483.1 | (3 | %) | |||||
Fixed broadband | |||||||||||||
Gross additions | 11.3 | 11.6 | (2 | %) | 47.8 | 50.1 | (5 | %) | |||||
Net additions | 3.3 | 3.3 | 0 | % | 17.3 | 23.9 | (28 | %) | |||||
Total fixed broadband subscribers | 149.0 | 131.8 | 13 | % | 149.0 | 131.8 | 13 | % | |||||
Total subscribers | 1,592.2 | 1,614.8 | (1 | %) | 1,592.2 | 1,614.8 | (1 | %) | |||||
Monthly blended wireless ARPU ($, not rounded) | 17.53 | 16.23 | 8 | % | 17.24 | 15.11 | 14 | % | |||||
Monthly postpaid wireless ARPU ($, not rounded) | 30.79 | 30.78 | 0 | % | 31.23 | 29.29 | 7 | % | |||||
Monthly prepaid wireless ARPU ($, not rounded) | 9.44 | 8.59 | 10 | % | 9.18 | 7.82 | 17 | % | |||||
Monthly residential fixed broadband ARPU ($, not rounded) | 49.81 | 50.11 | (1 | %) | 52.98 | 46.67 | 14 | % | |||||
Blended wireless churn | 2.5 | % | 1.8 | % | 0.7 pts | 2.2 | % | 2.0 | % | 0.2 pts | |||
Postpaid churn | 1.0 | % | 1.0 | % | (0.0) pts | 0.9 | % | 1.0 | % | (0.1) pts | |||
pts - percentage points | |||||||||||||
Notes: | |||||||||||||
(1) Beginning in 2021, we have discontinued the use of "Wireline" and have replaced with "Fixed broadband" to label the results and metrics associated with the Company's fixed broadband products in New Zealand. | |||||||||||||
(2) Segment Adjusted EBITDA margin is calculated as Segment Adjusted EBITDA divided by Service revenues. | |||||||||||||
(3) Represents purchases of property and equipment excluding purchases of property and equipment acquired through vendor-backed financing and finance lease arrangements. Expenditures related to the acquisition of spectrum licenses, if any, are not included in capital expenditures amounts. |
Revenues
New Zealand total revenues increased by
Service revenues increased by
- Postpaid service revenues increased by
$3.8 million , or8% , compared to the fourth quarter of 2020. Excluding the impact of foreign currency exchange, postpaid service revenues increased by$3.2 million , or7% , compared to the fourth quarter of 2020. The increase in revenues was primarily due to an8% year over year increase in our postpaid subscriber base, driven primarily by strong growth of our B2B subscribers; - Prepaid service revenues increased by
$0.6 million , or2% , compared to the fourth quarter of 2020. Excluding the impact of foreign currency exchange, prepaid service revenues increased by$0.3 million , or1% , compared to the fourth quarter of 2020. An8% decrease in prepaid subscribers was offset by a9% increase in prepaid ARPU, excluding the impact of foreign currency exchange, driven by an increase in the rate at which prepaid customers purchased prepaid plans as opposed to top-up or add-on offers; and - Fixed broadband service revenues increased by
$2.4 million , or10% , compared to the fourth quarter of 2020. Excluding the impact of foreign currency exchange, fixed broadband service revenues increased by$2.1 million , or9% , compared to the fourth quarter of 2020. This increase was driven primarily by a13% year-over-year growth in the fixed broadband subscriber base.
Segment Adjusted EBITDA
Segment Adjusted EBITDA increased by
- Cost of service increased by
$3.9 million , or11% . Excluding the impact of foreign currency exchange, cost of service increased$3.4 million , or10% , primarily due to an increase in transmission expense associated with the growth in fixed broadband subscribers and an increase in network-related maintenance costs; - Sales and marketing increased by
$1.7 million , or11% . Excluding the impact of foreign currency exchange, sales and marketing costs increased$1.5 million , or9% , primarily due to an increase in commissions expense as a result of higher amortization expense relating to incremental contract acquisition costs capitalized subsequent to December 31, 2020; - General and administrative increased by
$4.9 million , or29% . Excluding the impact of foreign currency exchange, the increase was$4.7 million , or27% , primarily due to higher legal and consulting costs related to 2degrees' preparation of a planned public listing and equity issuance which were deferred as of September 30, 2021, as well as transaction costs related to strategic activities. Upon the announcement of the 2degrees Sale, these costs were expensed in the fourth quarter of 2021. These costs of$6.0 million were removed from Segment Adjusted EBITDA due to the nonrecurring nature.
Capital Expenditures
Capital expenditures increased by
Bolivia
Financial Results
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||
(unaudited) | |||||||||||
(US dollars in millions unless otherwise noted) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | |||||
Revenues | |||||||||||
Wireless service revenues | 27.5 | 35.0 | (21 | %) | 117.6 | 141.7 | (17 | %) | |||
Fixed broadband service revenues (1) | 1.4 | 1.0 | 43 | % | 5.1 | 3.1 | 64 | % | |||
Non-subscriber international long distance and other revenues | 0.3 | 0.5 | (43 | %) | 1.7 | 1.8 | (6 | %) | |||
Service revenues | 29.2 | 36.5 | (20 | %) | 124.3 | 146.6 | (15 | %) | |||
Equipment sales | 0.0 | 0.9 | (98 | %) | 0.3 | 4.4 | (93 | %) | |||
Total revenues | 29.2 | 37.4 | (22 | %) | 124.6 | 151.0 | (17 | %) | |||
Segment Adjusted EBITDA | (1.0) | 1.5 | (166 | %) | (0.1 | ) | 6.6 | (101 | %) | ||
Segment Adjusted EBITDA margin (2) | (3.3) | 4.0 | % | (7.3) pts | (0.1 | %) | 4.5 | % | (4.6) pts | ||
Capital expenditures (3) | 1.4 | 6.5 | (78 | %) | 11.8 | 12.3 | (4 | %) | |||
Capital intensity | 4.9 | 17.9 | % | (13.0) pts | 9.5 | % | 8.4 | % | 1.1 pts | ||
Subscriber Results | |||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||
(unaudited) | |||||||||||
(Thousands unless otherwise noted) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | |||||
Postpaid | |||||||||||
Gross additions | 15.3 | 15.6 | (2 | %) | 60.7 | 50.1 | 21 | % | |||
Net (losses) additions | (9.0 | 3.3 | (372 | %) | (38.9 | ) | (60.6 | ) | 36 | % | |
Total postpaid subscribers | 220.1 | 259.0 | (15 | %) | 220.1 | 259.0 | (15 | %) | |||
Prepaid | |||||||||||
Net (losses) additions | (110.1 | 173.9 | (163 | %) | (183.3 | ) | (7.9 | ) | n/m | ||
Total prepaid subscribers | 1,276.0 | 1,459.3 | (13 | %) | 1,276.0 | 1,459.3 | (13 | %) | |||
Total wireless subscribers (4) | 1,530.2 | 1,759.6 | (13 | %) | 1,530.2 | 1,759.6 | (13 | %) | |||
Monthly blended wireless ARPU ($, not rounded) | 5.76 | 6.98 | (17 | %) | 5.96 | 6.56 | (9 | %) | |||
Monthly postpaid wireless ARPU ($, not rounded) | 18.58 | 21.19 | (12 | %) | 18.79 | 20.12 | (7 | %) | |||
Monthly prepaid wireless ARPU ($, not rounded) | 3.45 | 4.19 | (18 | %) | 3.59 | 3.80 | (6 | %) | |||
Blended wireless churn | 10.5 | 5.6 | % | 4.9 pts | 9.6 | % | 5.8 | % | 3.8 pts | ||
Postpaid churn | 4.0 | 1.6 | % | 2.4 pts | 3.6 | % | 3.2 | % | 0.4 pts | ||
pts - percentage points; n/m - not meaningful | |||||||||||
Notes: | |||||||||||
(1) Beginning in 2021, Fixed Long Term Evolution ("LTE") subscribers have been reclassified for all periods from Other wireless subscribers and are now included as component of Fixed broadband subscribers. | |||||||||||
(2) Segment Adjusted EBITDA margin is calculated as Segment Adjusted EBITDA divided by Service revenues. | |||||||||||
(3) Represents purchases of property and equipment excluding purchases of property and equipment acquired through vendor-backed financing and finance lease arrangements. Expenditures related to the acquisition of spectrum licenses, if any, are not included in capital expenditures amounts. | |||||||||||
(4) Includes public telephony and other wireless subscribers. |
Revenues
- Bolivia total revenues declined by
$8.2 million , or22% , for the three months ended December 31, 2021 compared to the same period in 2020, due to a decrease in service revenues of$7.3 million , or20% . This decline in service revenues was primarily due to the economic impact of COVID-19 as well as increased competition in the market, and included a$3.8 million , or23% , decline in postpaid revenues due to a15% decrease in our postpaid subscriber base combined with a12% decline in postpaid ARPU. Prepaid service revenues decreased by$3.5 million , or20% , primarily due to an18% decline in prepaid ARPU as a result of declining voice revenues as subscribers continued to shift from voice usage to data-based voice applications, coupled with a decline in the prepaid subscriber base.
Segment Adjusted EBITDA
Segment Adjusted EBITDA declined by
- Cost of service declined by
$3.4 million , or17% , primarily due to a decrease in interconnection costs as a result of lower mobile traffic terminating outside of our network and lower transaction taxes primarily due to the decrease in revenues and subscribers; - Sales and marketing decreased by
$0.8 million , or12% , primarily due to workforce reductions in the fourth quarter of 2020 with related cost reductions continuing through 2021. This decrease was partially offset by an increase in commissions expense due to an impairment charge of$0.7 million recorded in the quarter related to customer acquisition costs associated with disconnections of prepaid subscribers; - General and administrative declined by
$0.8 million , or10% , primarily due to a decrease in administrative taxes related to certain government regulated promotional activity. Additionally, the workforce reductions in the fourth quarter of 2020 with related cost reductions continuing through 2021 also contributed to the decline; and - Cost of equipment sales declined by
$1.7 million , or75% , primarily due to a decrease in the volume of handsets sold during the fourth quarter of 2021 compared to the same period last year.
Capital Expenditures
Capital expenditures decreased by
Review of Consolidated Performance
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||
(unaudited) | ||||||||||||
(US dollars in millions) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||||||
Consolidated Adjusted EBITDA (1) | 28.3 | 28.6 | (1 | %) | 115.1 | 107.0 | 8 | % | ||||
Consolidated Adjusted EBITDA margin (1)(2) | 21.1 | % | 21.3 | % | (0.1) pts | 21.3 | % | 21.2 | % | 0.1 pts | ||
(Deduct) add: | ||||||||||||
Finance costs (3) | (13.8 | ) | (12.7 | ) | (8 | %) | (60.7 | ) | (46.5 | ) | (31 | %) |
Impairment of long-lived assets | - | - | 0 | % | (113.8 | ) | - | (100 | %) | |||
Change in fair value of warrant liability | (0.1 | ) | 0.1 | (200 | %) | 0.1 | (0.0 | ) | 212 | % | ||
Depreciation, amortization and accretion | (21.7 | ) | (27.3 | ) | 21 | % | (107.2 | ) | (107.0 | ) | (0 | %) |
Income tax expense | (5.3 | ) | (5.5 | ) | 3 | % | (10.5 | ) | (23.1 | ) | 54 | % |
Other (4) | (16.0 | ) | (3.4 | ) | (368 | %) | (17.2 | ) | (10.1 | ) | (70 | %) |
Net loss | (28.5 | ) | (20.2 | ) | (41 | %) | (194.4 | ) | (79.7 | ) | (144 | %) |
pts - percentage points | ||||||||||||
Notes: | ||||||||||||
(1) These are non-U.S. GAAP measures and do not have standardized meanings under U.S. GAAP. Therefore, they are unlikely to be comparable to similar measures presented by other companies. For definitions and a reconciliation with the most directly comparable U.S. GAAP financial measures, see "Non-GAAP Measures and Other Financial Measures; Basis of Presentation" herein. | ||||||||||||
(2) Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Service revenues. | ||||||||||||
(3) Finance costs includes Interest expense and Debt issuance and modification costs. For a description of these costs, see "Finance costs" below. | ||||||||||||
(4) Other includes the following: Equity-based compensation, Loss (gain) on disposal of assets and sale-leaseback transaction, transaction and other nonrecurring costs and Other, net. |
Earnings per share
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||
(unaudited) | ||||||||
(US dollars in millions except per share data) | 2021 | 2020 | 2021 | 2020 | ||||
Net loss attributable to Trilogy International Partners Inc. | (28.2 | ) | (12.4 | ) | (144.7 | ) | (47.8 | ) |
Weighted Average Common Shares Outstanding: | ||||||||
Basic and diluted | 85,391,699 | 57,929,607 | 67,412,546 | 57,671,818 | ||||
Net loss Per Share: | ||||||||
Basic and diluted | (0.33 | ) | (0.21 | ) | (2.15 | ) | (0.83 | ) |
Finance costs
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||
(unaudited) | |||||||||
(US dollars in millions) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | |||
Interest on borrowings, net of capitalized interest | |||||||||
New Zealand | 2.1 | 2.2 | (3 | %) | 8.7 | 9.5 | (9 | %) | |
Bolivia | 0.5 | 0.6 | (13 | %) | 1.9 | 2.0 | (5 | %) | |
Corporate | 11.2 | 10.0 | 12 | % | 43.1 | 35.0 | 23 | % | |
Total Interest on borrowings | 13.8 | 12.7 | 8 | % | 53.7 | 46.5 | 15 | % | |
Debt issuance and modification costs | - | - | 0 | % | 7.0 | - | 100 | % | |
Total finance costs | 13.8 | 12.7 | 8 | % | 60.7 | 46.5 | 31 | % |
Depreciation, amortization and accretion
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||
(unaudited) | ||||||||||
(US dollars in millions) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||||
New Zealand | 17.0 | 17.0 | (0 | %) | 73.9 | 64.6 | 14 | % | ||
Bolivia | 4.6 | 10.2 | (55 | %) | 33.3 | 41.9 | (21 | %) | ||
Corporate | 0.0 | 0.1 | (37 | %) | 0.0 | 0.4 | (96 | %) | ||
Total depreciation, amortization and accretion | 21.7 | 27.3 | (21 | %) | 107.2 | 107.0 | 0 | % |
Interest expense
Interest expense increased by
Change in fair value of warrant liability
The change in warrant liability of
Depreciation, amortization and accretion
Depreciation, amortization, and accretion declined
Income tax expense
Income tax expense declined by
Other
Other increased by
Managing our Liquidity and Financial Resources
As of December 31, 2021, the Company had approximately
The Company and its operating subsidiaries, 2degrees and NuevaTel, continue to actively monitor the impact of the COVID-19 pandemic on the economies of New Zealand and Bolivia. The self-isolation and movement restrictions implemented in these countries, especially in Bolivia, continue to affect customer behavior. NuevaTel has maintained adequate cash liquidity to date in part due to cash management efforts since the onset of the COVID-19 pandemic, resulting in
Notwithstanding the above and as further discussed in Note 20 - Subsequent Events to the Consolidated Financial Statements, on March 28, 2022, the Company entered into an agreement for the transfer of its equity interests in NuevaTel to a third party for a nominal purchase price. Closing is subject to Bolivian regulatory review and approval, unless such condition is waived by the purchaser. The Company will monitor the progress of the closing of the transaction and the related impact on the Company's exposure to NuevaTel's liquidity concerns over future periods. There is no certainty that the transaction will close or that NuevaTel's liquidity concerns will be resolved.
Due to liquidity issues, as discussed in "Impact of COVID-19 on our Business" above, NuevaTel has taken a number of actions to conserve cash. Several of these actions could increase NuevaTel's exposure to regulatory enforcement actions or claims by contractual counterparties should it be in default in meeting its obligations under relevant lease, service and supply agreements. Specifically, NuevaTel was obligated to prepay an annual spectrum usage fee of approximately
The NuevaTel bond debt with outstanding balance of
On May 6, 2021, TISP and TISP Finance initiated a private offer ("Exchange Offer") to the holders of the Trilogy LLC senior secured notes due 2022 (the "Trilogy LLC 2022 Notes") to exchange any and all of the then-outstanding
In accordance with the indenture governing the TISP
As of December 31, 2021, a total of
On March 15, 2022, the 2degrees Sale was approved by special resolution at a meeting of our shareholders. We anticipate that closing of the 2degrees Sale will take place in the second quarter of 2022. Under the terms of the Purchase Agreement, Voyage Digital will acquire all of the equity interests in 2degrees. On a cash free debt free basis, the Purchase Price for
In connection with the shareholder approval of the 2degrees Sale, the Company will complete an evaluation regarding classifying our 2degrees business as held for sale and will assess related discontinued operations topics pursuant to ASC 205-20 "Presentation of Financial Statements - Discontinued Operations", with our reporting for the first quarter of 2022. The Company will additionally assess any requirement to record severance or other compensation items related to the transaction, which if recorded, could be material.
The Company entered into a forward exchange contract in March 2022 to mitigate exposure to fluctuations in the NZD to USD exchange rate for a portion of the proceeds we expect to receive from the sale of 2degrees. The forward exchange contract has a notional amount equal to
In order to fund its operations, pending the closing of the 2degrees Sale, the Company entered into short-term loan agreements in January 2022 with three of its principal shareholders totaling up to
The 2degrees debt facilities agreement (the "New Zealand 2023 Senior Facilities Agreement") of
Accordingly, management believes that the anticipated cash proceeds from the 2degrees Sale together with the Company's working capital, will be adequate to meet the Company's requirements, including funding of capital expenditures and contractual obligations, for the next twelve months following the date of this press release.
Operating, investing and financing activities
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||
(unaudited) | ||||||||||||
(US dollars in millions) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||||||
Net cash provided by (used in): | ||||||||||||
Operating activities | 7.3 | (0.1 | ) | n/m | 48.7 | 40.9 | 19 | % | ||||
Investing activities | (27.9 | ) | (41.7 | ) | 33 | % | (93.8 | ) | (86.4 | ) | (9 | %) |
Financing activities | (1.4 | ) | 35.7 | (104 | %) | (0.5 | ) | 67.8 | (101 | %) | ||
Net (decrease) increase in cash, cash equivalents and restricted cash | (22.1 | ) | (6.1 | ) | (260 | %) | (45.6 | ) | 22.3 | (304 | %) | |
n/m - not meaningful |
Operating activities
Cash flow provided by operating activities increased by
Investing activities
Cash flow used in investing activities increased by
Financing activities
Cash flow used in financing activities increased by
Guidance
Performance Against Full Year Guidance
The following table presents the Company's full-year 2021 guidance and actual results.
Missed x | Achieved ✓ | ||||
(in millions) | 2021 Guidance(1) | 2021 Actual(2) | Achievement | ||
New Zealand | |||||
Service Revenues | Increase of | Increase of | ✓ | ||
Segment Adjusted EBITDA | Increase of | Increase of | ✓ | ||
(1)Based on guidance included in our Management's Discussion and Analysis for the second quarter of 2021 filed on August 10, 2021. Guidance excludes the impact of foreign currency and the impact of the implementation of the new revenue standard. | |||||
(2)Excludes the impact of foreign currency and the effect of the new revenue standard. During the years ended December 31, 2021 and 2020, the effect of the implementation of the new revenue standard resulted in a reduction in service revenues of ( |
Our New Zealand business met our 2021 guidance for service revenues and exceeded our 2021 guidance for Adjusted EBITDA. The service revenues growth was primarily driven by subscriber growth including postpaid and fixed broadband. Adjusted EBITDA growth was driven by the higher service revenues along with higher margins as the Company continued to benefit from increased scale and operating efficiencies.
Guidance for capital intensity, core capital expenditures as a percentage of service revenues, for New Zealand in 2021 was expected to be in the low 20s. Actual capital intensity for New Zealand in 2021 was
In Bolivia, as the operating environment was uncertain due to the COVID-19 pandemic, guidance for 2021 was not provided; however, an improvement that was expected in operating and financial metrics over the course of the fiscal year did not occur. Due to these and other changes in events and circumstances for NuevaTel, the Company tested the long-lived assets of NuevaTel in the third quarter of 2021 for recoverability and impairment, resulting in an impairment charge in the amount of
Full Year 2022 Guidance
Based on the 2degrees Sale, which is expected to close in the second quarter of 2022, we will not be issuing 2022 guidance for either of our operating segments.
Non-GAAP Measures and Other Financial Measures; Basis of Presentation
In managing our business and assessing our financial performance, we supplement the information provided by the financial statements presented in accordance with U.S. GAAP with several customer-focused performance metrics and non-U.S. GAAP financial measures which are utilized by our management to evaluate our performance. Although we believe these measures are widely used in the wireless industry, some may not be defined by us in precisely the same way as by other companies in the wireless industry, so there may not be reliable ways to compare us to other companies. Adjusted EBITDA represents Net loss (the most directly comparable U.S. GAAP measure) excluding amounts for: income tax expense (benefit); interest expense; depreciation, amortization and accretion; equity-based compensation (recorded as a component of General and administrative expense); loss on disposal of assets and sale-leaseback transaction; and all other non-operating income and expenses. Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by Service revenues. Adjusted EBITDA and Adjusted EBITDA Margin are common measures of operating performance in the telecommunications industry. We believe Adjusted EBITDA and Adjusted EBITDA Margin are helpful measures because they allow us to evaluate our performance by removing from our operating results items that do not relate to our core operating performance. Adjusted EBITDA and Adjusted EBITDA Margin are not measures of financial performance under U.S. GAAP and should not be considered in isolation or as a substitute for Net loss, the most directly comparable U.S. GAAP financial measure. Adjusted EBITDA and Adjusted EBITDA Margin are not defined in the same manner by all companies and may not be comparable to other similarly titled measures of other companies unless the definition is the same.
Reconciliation of Consolidated Adjusted EBITDA and Adjusted EBITDA Margin
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||
(unaudited) | ||||||||||||
(US dollars in millions) | 2021 | 2020 | % Chg | 2021 | 2020 | % Chg | ||||||
Net loss | (28.5 | ) | (20.2 | ) | (41 | %) | (194.4 | ) | (79.7 | ) | (144 | %) |
Add: | ||||||||||||
Interest expense | 13.8 | 12.7 | 8 | % | 53.7 | 46.5 | 15 | % | ||||
Depreciation, amortization and accretion | 21.7 | 27.3 | (21 | %) | 107.2 | 107.0 | 0 | % | ||||
Debt issuance and modification costs | - | - | 0 | % | 7.0 | - | 100 | % | ||||
Income tax expense | 5.3 | 5.5 | (3 | %) | 10.5 | 23.1 | (54 | %) | ||||
Change in fair value of warrant liability | 0.1 | (0.1 | ) | 200 | % | (0.1 | ) | 0.0 | (212 | %) | ||
Other, net | 7.7 | 1.5 | 427 | % | 3.3 | 4.6 | (28 | %) | ||||
Equity-based compensation | 0.7 | 0.9 | (15 | %) | 3.4 | 5.6 | (40 | %) | ||||
Impairment of long-lived assets | - | - | 0 | % | 113.8 | - | 100 | % | ||||
Loss (gain) on disposal of assets and sale-leaseback transaction | 0.2 | (0.0 | ) | n/m | 1.1 | (2.5 | ) | 143 | % | |||
Transaction and other nonrecurring costs (1) | 7.3 | 1.1 | 577 | % | 9.4 | 2.4 | 298 | % | ||||
Consolidated Adjusted EBITDA (2) | 28.3 | 28.6 | (1 | %) | 115.1 | 107.0 | 8 | % | ||||
Net loss margin (3) | (21.3 | %) | (15.0 | %) | (6.3) pts | (36.0 | %) | (15.8 | %) | (20.1) pts | ||
Consolidated Adjusted EBITDA Margin (2) (4) | 21.1 | % | 21.3 | % | (0.1) pts | 21.3 | % | 21.2 | % | 0.1 pts | ||
pts - percentage points n/m - not meaningful | ||||||||||||
Notes: | ||||||||||||
(1) 2021 includes | ||||||||||||
(2) These are non-U.S. GAAP measures and do not have standardized meanings under U.S. GAAP. Therefore, they are unlikely to be comparable to similar measures presented by other companies. For definitions and a reconciliation with the most directly comparable U.S. GAAP financial measures, see "Non-GAAP Measures and Other Financial Measures; Basis of Presentation" herein. | ||||||||||||
(3) Net loss margin is calculated as Net loss divided by Service revenues. | ||||||||||||
(4) Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Service revenues. |
Other Information
Consolidated financial results - quarterly summary
TIP Inc.'s operating results may vary from quarter to quarter because of changes in general economic conditions, seasonal fluctuations and foreign currency movements, among other things, in each of TIP Inc.'s operations and business segments. Different products and subscribers have unique seasonal and behavioral features. Accordingly, one quarter's results are not predictive of future performance.
Fluctuations in net (loss) income from quarter to quarter can result from events that are unique or that occur irregularly, such as losses on the refinance of debt, foreign exchange gains or losses, changes in the fair value of warrant liability and derivative instruments, impairment or sale of assets and changes in income taxes.
The following table shows selected quarterly financial information prepared in accordance with U.S. GAAP:
2021 | 2020 | |||||||||||||||
(US dollars in millions except per share data, unaudited) | Q4 | Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | ||||||||
Service revenues | 133.8 | 134.4 | 134.2 | 138.2 | 134.6 | 126.3 | 115.3 | 127.8 | ||||||||
Equipment sales | 35.3 | 23.1 | 23.4 | 31.1 | 34.2 | 27.5 | 19.7 | 25.0 | ||||||||
Total revenues | 169.1 | 157.5 | 157.6 | 169.3 | 168.8 | 153.7 | 135.0 | 152.8 | ||||||||
Operating expenses | (170.7 | ) | (275.0 | ) | (161.6 | ) | (166.1 | ) | (169.4 | ) | (149.5 | ) | (143.3 | ) | (153.6 | ) |
Operating (loss) income | (1.6 | ) | (117.5 | ) | (4.1 | ) | 3.3 | (0.6 | ) | 4.3 | (8.3 | ) | (0.8 | ) | ||
Interest expense | (13.8 | ) | (13.4 | ) | (13.2 | ) | (13.3 | ) | (12.7 | ) | (11.3 | ) | (11.1 | ) | (11.4 | ) |
Change in fair value of warrant liability | (0.1 | ) | - | 0.1 | 0.1 | 0.1 | (0.1 | ) | (0.0 | ) | (0.1 | ) | ||||
Debt issuance and modification costs | - | - | (7.0 | ) | - | - | - | - | - | |||||||
Other, net | (7.7 | ) | 2.2 | 0.4 | 1.8 | (1.5 | ) | (0.2 | ) | (1.0 | ) | (2.0 | ) | |||
Loss before income taxes | (23.2 | ) | (128.7 | ) | (23.8 | ) | (8.2 | ) | (14.7 | ) | (7.3 | ) | (20.4 | ) | (14.2 | ) |
Income tax (expense) benefit | (5.3 | ) | 1.0 | (2.7 | ) | (3.6 | ) | (5.5 | ) | (15.7 | ) | 1.2 | (3.1 | ) | ||
Net loss | (28.5 | ) | (127.7 | ) | (26.5 | ) | (11.7 | ) | (20.2 | ) | (23.0 | ) | (19.2 | ) | (17.3 | ) |
Net loss attributable to noncontrolling interests | 0.3 | 37.1 | 9.3 | 3.0 | 7.8 | 9.8 | 8.2 | 6.1 | ||||||||
Net loss attributable to TIP Inc. | (28.2 | ) | (90.6 | ) | (17.2 | ) | (8.7 | ) | (12.4 | ) | (13.2 | ) | (11.0 | ) | (11.1 | ) |
Net loss attributable to TIP Inc. per share: | ||||||||||||||||
Basic and diluted | (0.33 | ) | (1.37 | ) | (0.29 | ) | (0.15 | ) | (0.21 | ) | (0.23 | ) | (0.19 | ) | (0.19 | ) |
Supplementary Information
Consolidated Statements of Operations and Comprehensive Loss
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||
(unaudited) | ||||||||
(US dollars in millions) | 2021 | 2020 | 2021 | 2020 | ||||
Revenues | ||||||||
Wireless service revenues | 103.7 | 106.8 | 420.3 | 408.4 | ||||
Fixed broadband service revenues | 27.8 | 25.0 | 111.5 | 86.6 | ||||
Equipment sales | 35.3 | 34.2 | 112.9 | 106.3 | ||||
Non-subscriber international long distance and other revenues | 2.3 | 2.8 | 8.9 | 9.0 | ||||
Total revenues | 169.1 | 168.8 | 653.6 | 610.3 | ||||
Operating expenses | ||||||||
Cost of service, exclusive of depreciation, amortization and accretion shown separately | 54.3 | 53.8 | 217.6 | 202.9 | ||||
Cost of equipment sales | 36.6 | 37.8 | 120.9 | 115.8 | ||||
Sales and marketing | 23.1 | 22.3 | 88.8 | 80.3 | ||||
General and administrative | 34.8 | 28.2 | 123.9 | 112.3 | ||||
Depreciation, amortization and accretion | 21.7 | 27.3 | 107.2 | 107.0 | ||||
Impairment of long-lived assets | - | - | 113.8 | - | ||||
Loss (gain) on disposal of assets and sale-leaseback transaction | 0.2 | (0.0 | ) | 1.1 | (2.5 | ) | ||
Total operating expenses | 170.7 | 169.4 | 773.4 | 615.7 | ||||
Operating loss | (1.6 | ) | (0.6 | ) | (119.9 | ) | (5.4 | ) |
Other (expenses) income | ||||||||
Interest expense | (13.8 | ) | (12.7 | ) | (53.7 | ) | (46.5 | ) |
Change in fair value of warrant liability | (0.1 | ) | 0.1 | 0.1 | - | |||
Debt issuance and modification costs | - | - | (7.0 | ) | - | |||
Other, net | (7.7 | ) | (1.5 | ) | (3.3 | ) | (4.6 | ) |
Total other expenses, net | (21.6 | ) | (14.1 | ) | (64.0 | ) | (51.2 | ) |
Loss before income taxes | (23.2 | ) | (14.7 | ) | (183.8 | ) | (56.6 | ) |
Income tax expense | (5.3 | ) | (5.5 | ) | (10.5 | ) | (23.1 | ) |
Net loss | (28.5 | ) | (20.2 | ) | (194.4 | ) | (79.7 | ) |
Less: Net loss attributable to noncontrolling interests | 0.3 | 7.8 | 49.7 | 31.9 | ||||
Net loss attributable to Trilogy International Partners Inc. | (28.2 | ) | (12.4 | ) | (144.7 | ) | (47.8 | ) |
Comprehensive (loss) income | ||||||||
Net loss | (28.5 | ) | (20.2 | ) | (194.4 | ) | (79.7 | ) |
Other comprehensive (loss) income: | ||||||||
Foreign currency translation adjustments | (1.6 | ) | 16.3 | (10.2 | ) | 10.8 | ||
Other comprehensive (loss) income | (1.6 | ) | 16.3 | (10.2 | ) | 10.8 | ||
Comprehensive loss | (30.1 | ) | (3.9 | ) | (204.6 | ) | (68.9 | ) |
Comprehensive loss (income) attributable to noncontrolling interests | 0.7 | (0.3 | ) | 53.5 | 26.6 | |||
Comprehensive loss attributable to Trilogy International Partners Inc. | (29.4 | ) | (4.2 | ) | (151.1 | ) | (42.3 | ) |
Consolidated Balance Sheets
(US dollars in millions) | December 31, 2021 | December 31, 2020 | ||
ASSETS | ||||
Current assets: | ||||
Cash and cash equivalents | 53.5 | 71.2 | ||
Restricted cash | 1.5 | 31.3 | ||
Short-term investments | - | 10.0 | ||
Accounts receivable, net | 61.1 | 55.4 | ||
Equipment Installment Plan ("EIP") receivables, net | 41.7 | 43.5 | ||
Inventory | 10.9 | 14.6 | ||
Prepaid expenses and other current assets | 32.2 | 28.8 | ||
Total current assets | 200.8 | 254.9 | ||
Property and equipment, net | 307.1 | 362.9 | ||
Operating lease right-of-use assets, net | 120.4 | 156.0 | ||
License costs and other intangible assets, net | 61.4 | 85.5 | ||
Goodwill | 9.7 | 10.2 | ||
Long-term EIP receivables | 34.5 | 37.3 | ||
Deferred income taxes | 23.9 | 37.6 | ||
Other assets | 46.0 | 44.6 | ||
Total assets | 803.9 | 989.0 | ||
LIABILITIES AND SHAREHOLDERS' DEFICIT | ||||
Current liabilities: | ||||
Accounts payable | 27.2 | 19.9 | ||
Construction accounts payable | 22.5 | 16.5 | ||
Current portion of debt and financing lease liabilities | 31.6 | 21.0 | ||
Customer deposits and unearned revenue | 25.9 | 27.4 | ||
Short-term operating lease liabilities | 19.3 | 17.9 | ||
Other current liabilities and accrued expenses | 99.2 | 116.4 | ||
Total current liabilities | 225.6 | 219.1 | ||
Long-term debt and financing lease liabilities | 631.7 | 630.8 | ||
Deferred income taxes | 0.3 | 8.0 | ||
Non-current operating lease liabilities | 168.4 | 138.5 | ||
Other non-current liabilities | 23.9 | 31.6 | ||
Total liabilities | 1,049.9 | 1,027.9 | ||
Commitments and contingencies | ||||
Total shareholders' deficit | (246.0 | ) | (38.9 | ) |
Total liabilities and shareholders' deficit | 803.9 | 989.0 |
Consolidated Statements of Cash Flows
Twelve Months Ended December 31, | ||||
(US dollars in millions) | 2021 | 2020 | ||
Operating activities: | ||||
Net loss | (194.4 | ) | (79.7 | ) |
Adjustments to reconcile net loss to net cash provided by | ||||
operating activities: | ||||
Provision for doubtful accounts | 8.7 | 13.9 | ||
Depreciation, amortization and accretion | 107.2 | 107.0 | ||
Equity-based compensation | 3.4 | 5.6 | ||
Impairment of long-lived assets | 113.8 | - | ||
Loss (gain) on disposal of assets and sale-leaseback transaction | 1.1 | (2.5 | ) | |
Non-cash right-of-use asset lease expense | 19.2 | 18.7 | ||
Non-cash interest expense and debt derivative instrument charge | 18.3 | 4.2 | ||
Settlement of cash flow hedges | (1.7 | ) | (1.6 | ) |
Change in fair value of warrant liability | (0.1 | ) | 0.0 | |
Non-cash (gain) loss from change in fair value on cash flow hedges | (4.8 | ) | 2.5 | |
Unrealized (gain) loss on foreign exchange transactions | (0.6 | ) | 0.4 | |
Deferred income taxes | 4.3 | 15.3 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (15.6 | ) | (4.7 | ) |
EIP receivables | 0.2 | (10.5 | ) | |
Inventory | 3.2 | 5.5 | ||
Prepaid expenses and other current assets | (4.0 | ) | (4.8 | ) |
Other assets | (5.8 | ) | (2.0 | ) |
Accounts payable | 7.6 | (8.9 | ) | |
Operating lease liabilities | (1.6 | ) | (16.8 | ) |
Other current liabilities and accrued expenses | (9.7 | ) | (5.8 | ) |
Customer deposits and unearned revenue | (0.3 | ) | 5.1 | |
Net cash provided by operating activities | 48.7 | 40.9 | ||
Investing activities: | ||||
Purchase of property and equipment | (92.8 | ) | (77.3 | ) |
Maturities and sales of short-term investments | 10.0 | - | ||
Purchase of spectrum licenses and other additions to license costs | (6.7 | ) | - | |
Purchase of short-term investments | - | (10.0 | ) | |
Proceeds from sale-leaseback transaction | - | 5.8 | ||
Other, net | (4.2 | ) | (4.9 | ) |
Net cash used in investing activities | (93.8 | ) | (86.4 | ) |
Financing activities: | ||||
Payments of debt, including sale-leaseback and EIP receivables financing obligations | (382.5 | ) | (275.1 | ) |
Proceeds from debt | 350.0 | 346.7 | ||
Proceeds from EIP receivables financing obligation | 39.9 | 12.6 | ||
Dividends to noncontrolling interests | (5.7 | ) | (11.7 | ) |
Debt issuance and modification costs | (1.9 | ) | (4.4 | ) |
Other, net | (0.3 | ) | (0.2 | ) |
Net cash (used in) provided by financing activities | (0.5 | ) | 67.8 | |
Net (decrease) increase in cash, cash equivalents and restricted cash | (45.6 | ) | 22.3 | |
Cash, cash equivalents and restricted cash, beginning of period | 102.5 | 78.5 | ||
Effect of exchange rate changes | (1.9 | ) | 1.8 | |
Cash, cash equivalents and restricted cash, end of period | 55.0 | 102.5 |
About Forward-Looking Information
Forward-looking information and statements
This press release contains "forward-looking information" within the meaning of applicable securities laws in Canada and "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 of the United States of America. Forward-looking information and forward-looking statements may relate to the future outlook and anticipated events or results and may include information regarding our financial position, business strategy, growth strategies, budgets, operations, financial results, taxes, dividend policy, new credit facilities, other plans and objectives such as the consummation of the pending 2degrees Sale and the pending transfer of NuevaTel, the proceeds from the 2degrees Sale and the Company's use of such proceeds; the Company's ability to continue as a going concern and meet its obligations; the Company's working capital following the 2degrees Sale; the likelihood of completion of the sale of 2degrees, the timing, nature and amount of any cash distribution to shareholders and the potential for a wind-up of the Company, the potential grant of additional RSUs/DSUs and the subsequent vesting/settlement of such RSUs/DSUs. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as "preliminary", "estimates", "plans", "targets", "expects" or "does not expect", "an opportunity exists", "outlook", "prospects", "strategy", "intends", "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will", "will be taken", "occur" or "be achieved". In addition, any statements that refer to expectations, intentions, estimates, projections or other characterizations of future events or circumstances contain forward-looking information and statements.
Forward-looking information and statements are provided for the purpose of assisting readers in understanding management's current expectations and plans relating to the future. Readers are cautioned that such information and statements may not be appropriate for other purposes. Forward-looking information and statements contained in this press release are based on our opinions, estimates and assumptions in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we currently believe are appropriate and reasonable in the circumstances. These opinions, estimates and assumptions include but are not limited to: that regulatory and third party approvals and other conditions to closing the 2degrees Sale and the transfer of NuevaTel will be satisfied or obtained, as applicable; general economic and industry growth rates; currency exchange rates and interest rates; product pricing levels and competitive intensity; income tax; subscriber growth; pricing, usage, and churn rates; changes in government regulation; technology deployment; availability of devices; timing of new product launches; content and equipment costs; vendor and supplier performance; the integration of acquisitions; industry structure and stability; and data based on good faith estimates that are derived from management's knowledge of the industry and other independent sources. Despite a careful process to prepare and review the forward-looking information and statements, there can be no assurance that the underlying opinions, estimates and assumptions will prove to be correct.
Numerous risks and uncertainties, some of which may be unknown, relating to TIP Inc.'s business could cause actual events and results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking information and statements. Among such risks and uncertainties are those associated with the 2degrees Sale and the transfer of NuevaTel, including that the conditions to completion of the 2degrees Sale or the transfer of NuevaTel will not be satisfied, an event, change or other circumstance that could give rise to the termination of the 2degrees Sale or the transfer of NuevaTel will occur and that receipt of required regulatory or third party approvals to the consummation of the 2degrees Sale or the transfer of NuevaTel will not be obtained; covenants contained in the 2degrees Sale agreement limit the ability of 2degrees to undertake certain actions, including, without limitation, the incurrence of indebtedness, investments in third parties or acquisition of assets, or the payment of any dividends or distributions by 2degrees to TIP Inc.; TIP Inc.'s history of losses; TIP Inc.'s status as a holding company; TIP Inc. subsidiaries significant level of indebtedness and the refinancing, default and other risks, resulting therefrom, as well as limits, restrictive covenants and restrictions set forth in TIP Inc.'s subsidiaries' credit agreements, including certain limitations on TIP Inc.'s and its subsidiaries' ability to buy and sell assets resulting therefrom; TIP Inc.'s or its subsidiaries' ability to incur additional debt despite their indebtedness levels; TIP Inc.'s or its subsidiaries' ability to pay interest and to refinance their indebtedness; the risk that TIP Inc.'s or its subsidiaries' credit ratings could be downgraded; TIP Inc.'s and its subsidiaries' having insufficient financial resources to achieve their objectives; risks associated with any potential acquisition, investment or merger; the significant political, social, economic and legal risks of operating in Bolivia; NuevaTel's ability to meet its financial obligations as they become due; certain of TIP Inc.'s operations being in a market with substantial tax risks and inadequate protection of shareholder rights; the need for spectrum access; the regulated nature of the industry in which TIP Inc. participates; the use of "conflict minerals" in handsets and the effect thereof on availability of certain products, including handsets; anti-corruption compliance; intense competition; lack of control over network termination, roaming and international long distance revenues; rapid technological change and associated costs; reliance on equipment suppliers including Huawei Technologies Company Limited and its subsidiaries and affiliates; subscriber "churn" risks, including those associated with prepaid accounts; the need to maintain distributor relationships; TIP Inc.'s future growth being dependent on innovation and development of new products; security threats and other material disruptions to TIP Inc.'s wireless networks; the ability of TIP Inc. and its subsidiaries to protect subscriber information and cybersecurity risks generally; health risks associated with handsets; litigation, including class actions and regulatory matters; fraud, including device financing, customer credit card, subscription and dealer fraud; reliance on limited management resources; risks associated with the minority shareholders of TIP Inc.'s subsidiaries; general economic risks; natural disasters including earthquakes and public health crises such as the COVID-19 pandemic; risks surrounding climate change and other environmental factors; foreign exchange and interest rate changes; currency controls and withholding taxes; interest rate risk; TIP Inc.'s ability to utilize carried forward tax losses; changes to TIP Inc.'s dividend policy; tax related risks; TIP Inc.'s dependence on Trilogy LLC to pay taxes and other expenses; Trilogy LLC being required to make distributions to TIP Inc. and the other owners of Trilogy LLC; differing interests among TIP Inc's. and Trilogy LLC's other equity owners in certain circumstances; an increase in costs and demands on management resources when TIP Inc. ceases to qualify as an "emerging growth company" under the U.S. Jumpstart Our Business Startups Act of 2012; additional expenses if TIP Inc. loses its foreign private issuer status under U.S. federal securities laws; volatility of the Common Shares price; dilution of the Common Shares; market coverage; TIP Inc.'s or its subsidiaries' failure to pay dividends, TIP Inc.'s internal controls over financial reporting; new laws and regulations; and risks as a publicly traded company, including, but not limited to, compliance and costs associated with the U.S. Sarbanes-Oxley Act of 2002 (to the extent applicable).
Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information and statements in this press release, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information in this press release. Please see our continuous disclosure filings available under TIP Inc.'s profile at www.sedar.com and at www.sec.gov for information on the risks and uncertainties associated with our business.
Readers should not place undue reliance on forward-looking information and statements, which speak only as of the date made. The forward-looking information and statements contained in this press release represent our expectations as of the date of this press release or the date indicated. We disclaim any intention or obligation or undertaking to update or revise any forward-looking information or statements whether as a result of new information, future events or otherwise, except as required under applicable securities laws.
Investor Relations Contacts
Ann Saxton
425-458-5900
Ann.Saxton@trilogy-international.com
Vice President, Investor Relations & Corporate Development
Erik Mickels
425-458-5900
Erik.Mickels@trilogy-international.com
Senior Vice President, Chief Financial Officer
Trilogy Media Contact
Ann Saxton
425-458-5900
Ann.Saxton@trilogy-international.com
Vice President, Investor Relations & Corporate Development
SOURCE: Trilogy International Partners Inc.
View source version on accesswire.com:
https://www.accesswire.com/695160/Trilogy-International-Partners-Inc-Reports-Fourth-Quarter-and-Full-Year-2021-Results
FAQ
What was the enterprise value of the Two Degrees Group sale for TLLYF?
When is the expected closing date for the Two Degrees Group sale?
What were Trilogy's adjusted EBITDA results for Q4 2021?
How much will Trilogy distribute to shareholders after the sale of 2degrees?