CHICAGO, Nov. 8, 2017 /PRNewswire/ -- United States Cellular Corporation (NYSE:USM) reported total operating revenues of $963 million for the third quarter of 2017, versus $1,023 million for the same period one year ago. Net loss attributable to U.S. Cellular shareholders and related diluted loss per share were $299 million and $3.51, respectively, as a result of a $370 million ($309 million, net of tax) non-cash charge related to goodwill impairment recorded during the three months ended September 30, 2017. This compares to Net income attributable to U.S. Cellular shareholders and related diluted earnings per share of $17 million and $0.20, respectively, in the same period one year ago. Excluding this goodwill impairment charge, Net income attributable to U.S. Cellular shareholders and related diluted earnings per share were $10 million and $0.11, respectively, for the three months ended September 30, 2017.

"I am quite pleased with the operating results for the quarter as we continued to build on the momentum of the previous quarter, growing subscribers and increasing customer loyalty while tightly managing costs," said Kenneth R. Meyers, U.S. Cellular president and CEO. "We added postpaid handset subscribers and experienced another quarter of exceptionally low handset churn driven by greater adoption of our Total Plans and attractive promotions. Overall, we are competing effectively in the marketplace. Our subscriber results are strong evidence that customers value our Total Plans and love the quality of our award winning network. We believe we have found a good balance of promotional offers to get new customers into our stores, and we treat all of our customers exceptionally well with our customer-focused service orientation.

"Thanks to disciplined cost management, operating expenses were down across all major categories including cost of equipment sold and selling, general and administrative expenses, helping to offset lower average revenue per user (ARPU) caused by industry-wide price competition. Even as data traffic continues to grow, our engineers have worked hard to ensure our network efficiency is at the highest level and system operations expenses continue to decrease. These cost savings coupled with the growth in customers gave us reason to raise guidance on important metrics like Adjusted EBITDA. We increased guidance despite industry-wide pricing pressure which was a key driver to both the year-over-year decline in revenue and our decision to write off goodwill. In light of all the value the wireless industry is delivering to consumers and businesses every day, these pricing declines are unfathomable."

2017 Estimated Results
U.S. Cellular's current estimates of full-year 2017 results are shown below. Such estimates represent management's view as of November 8, 2017. Such forward?looking statements should not be assumed to be current as of any future date. U.S. Cellular undertakes no duty to update such information, whether as a result of new information, future events or otherwise. There can be no assurance that final results will not differ materially from such estimated results.



                         2017 Estimated Results

                        Current                       Previous

    (Dollars in
     millions)

    Total operating
     revenues (1)                  $3,850-$3,950      $3,800-$4,000

    Adjusted OIBDA
     (1)(2)(3)                         $600-$700          $550-$650

    Adjusted EBITDA (2)                $740-$840          $700-$800

    Capital
     expenditures                        Approx. $500               Unchanged

The following table provides a reconciliation of Net Income (loss) to Adjusted OIBDA and Adjusted EBITDA for 2017 estimated results, actual results for the nine months ended September 30, 2017, and actual results for the year ended December 31, 2016. In providing 2017 estimated results, U.S. Cellular has not completed the below reconciliation to net income because it does not provide guidance for income taxes. Although potentially significant, U.S. Cellular believes that the impact of income taxes cannot be reasonably predicted; therefore, U.S. Cellular is unable to provide such guidance.



                                                                                     Actual Results

                                                       2017 Estimated                 Nine Months              Year Ended
                                                                                    Ended September
                                                           Results                                  30, 2017  December 31,
                                                                                                                            2016

    (Dollars in millions)

    Net income (loss) (GAAP)                                                    N/A                    $(259)                 $49

    Add back:

                                    Income tax
                                    expense
                                    (benefit)                                  N/A                      (19)                  33


    Income (loss) before income
     taxes (GAAP)                                    $               (350)-(250)                    $(278)                 $82

    Add back:

                                    Interest
                                    expense                                    110                         85                  113

                                    Depreciation,
                                    amortization
                                    and accretion
                                    expense                                    610                        460                  618

    EBITDA (Non-GAAP)                                $                   370-470                      $267                 $813

    Add back (deduct):

                                    Loss on
                                    impairment of
                                    goodwill                                   370                        370                    -

                                   (Gain) loss on
                                    sale of
                                    business and
                                    other exit
                                    costs, net                                   -                       (1)                   -

                                    (Gain) loss on
                                    license sales
                                    and exchanges,
                                    net                                       (20)                      (19)                (19)

                                    (Gain) loss on
                                    assets
                                    disposals, net                              20                         14                   22

    Adjusted EBITDA (Non-GAAP) (2)                   $                   740-840                      $631                 $816

    Deduct:

                                    Equity in
                                    earnings of
                                    unconsolidated
                                    entities                                   130                        101                  140

                                    Interest and
                                    dividend
                                    income (1)                                  10                          6                    6

                                   Other, net                                    -                         1                    1

    Adjusted OIBDA (Non-GAAP)
     (1)(2)(3)                                       $                   600-700                      $523                 $669
                                                   ===                   =======                      ====                 ====


    Note: Totals may not foot due to rounding differences.


                   (1)    Equipment installment plan interest
                           income is reflected as a component
                           of Service revenues consistent with
                           an accounting policy change
                           effective January 1, 2017.  All
                           prior period numbers have been
                           recast to conform to this
                           accounting change.


                   (2)    Adjusted EBITDA is defined as net
                           income adjusted for the items set
                           forth in the reconciliation above.
                           Adjusted OIBDA is defined as net
                           income adjusted for the items set
                           forth in the reconciliation above.
                           Adjusted EBITDA and Adjusted OIBDA
                           are not measures of financial
                           performance under Generally
                           Accepted Accounting Principles in
                           the United States (GAAP) and should
                           not be considered as alternatives
                           to Net income or Cash flows from
                           operating activities, as indicators
                           of cash flows or as measures of
                           liquidity.  U.S. Cellular does not
                           intend to imply that any such items
                           set forth in the reconciliation
                           above are non-recurring,
                           infrequent or unusual; such items
                           may occur in the future.
                           Management uses Adjusted EBITDA and
                           Adjusted OIBDA as measurements of
                           profitability, and therefore
                           reconciliations to Net income are
                           deemed appropriate.  Management
                           believes Adjusted EBITDA and
                           Adjusted OIBDA are useful measures
                           of U.S. Cellular's operating
                           results before significant
                           recurring non-cash charges, gains
                           and losses, and other items as
                           presented above as they provide
                           additional relevant and useful
                           information to investors and other
                           users of U.S. Cellular's financial
                           data in evaluating the
                           effectiveness of its operations and
                           underlying business trends in a
                           manner that is consistent with
                           management's evaluation of business
                           performance.  Adjusted EBITDA shows
                           adjusted earnings before interest,
                           taxes, depreciation, amortization
                           and accretion, and gains and
                           losses, while Adjusted OIBDA
                           reduces this measure further to
                           exclude Equity in earnings of
                           unconsolidated entities and
                           Interest and dividend income in
                           order to more effectively show the
                           performance of operating activities
                           excluding investment activities.
                           The table above reconciles Adjusted
                           EBITDA and Adjusted OIBDA to the
                           corresponding GAAP measure, Net
                           income (loss) or Income (loss)
                           before income taxes.


                   (3)    A reconciliation of Adjusted OIBDA
                           (Non-GAAP) to Operating income
                           (GAAP) for September 30, 2017,
                           actual results can be found on U.S.
                           Cellular's website at
                           investors.uscellular.com.

Conference Call Information
U.S. Cellular will hold a conference call on November 8, 2017 at 9:30 a.m. Central Time.


    --  Access the live call on the Events & Presentations page of
        investors.uscellular.com or at
        https://www.webcaster4.com/Webcast/Page/1145/23219.
    --  Access the call by phone at 877/407-8029 (US/Canada), no pass code
        required.

Before the call, certain financial and statistical information to be discussed during the call will be posted to investors.uscellular.com. The call will be archived on the Events & Presentations page of investors.uscellular.com.

About U.S. Cellular
United States Cellular Corporation provides a comprehensive range of wireless products and services, excellent customer support, and a high-quality network to customers with 5.1 million connections in 22 states. The Chicago-based company had 6,000 full- and part-time associates as of September 30, 2017. At the end of the third quarter of 2017, Telephone and Data Systems, Inc. owned 83 percent of U.S. Cellular. For more information about U.S. Cellular, visit uscellular.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company's plans, beliefs, estimates, and expectations. These statements are based on current estimates, projections, and assumptions, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: intense competition; the ability to execute U.S. Cellular's business strategy; uncertainties in U.S. Cellular's future cash flows and liquidity and access to the capital markets; the ability to make payments on U.S. Cellular indebtedness or comply with the terms of debt covenants; impacts of any pending acquisitions/divestitures/exchanges of properties and/or licenses, including, but not limited to, the ability to obtain regulatory approvals, successfully complete the transactions and the financial impacts of such transactions; the ability of the company to successfully manage and grow its markets; the access to and pricing of unbundled network elements; the ability to obtain or maintain roaming arrangements with other carriers on acceptable terms; the state and federal telecommunications regulatory environment; the value of assets and investments; adverse changes in the ratings of U.S. Cellular debt securities by accredited ratings organizations; industry consolidation; advances in telecommunications technology; pending and future litigation; changes in income tax rates, laws, regulations or rulings; changes in customer growth rates, average monthly revenue per user, churn rates, roaming revenue and terms, the availability of wireless devices, or the mix of services and products offered by U.S. Cellular. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K Current Report used by U.S. Cellular to furnish this press release to the Securities and Exchange Commission, which are incorporated by reference herein.

For more information about U.S. Cellular, visit:
U.S. Cellular: www.uscellular.com


                                           United States Cellular Corporation

                                           Summary Operating Data (Unaudited)


    As of or for the Quarter Ended                                                          9/30/2017              6/30/2017          3/31/2017                      12/31/2016              9/30/2016

    Retail Connections

                                                                              Postpaid

                                                                               Total at end of
                                                                               period                              4,513,000                      4,478,000                        4,455,000                        4,482,000                      4,484,000

                                                                              Gross additions                        191,000                        174,000                          146,000                          187,000                        174,000

                                                                                                       Feature
                                                                                                       phones                   7,000                          7,000                               7,000                          7,000                         10,000

                                                                                                      Smartphones             132,000                        116,000                              88,000                        109,000                        105,000

                                                                                                       Connected
                                                                                                       devices                 52,000                         51,000                              51,000                         71,000                         59,000

                                                                               Net additions
                                                                               (losses)                               35,000                         23,000                         (27,000)                         (2,000)                       (6,000)

                                                                                                       Feature
                                                                                                       phones                (15,000)                       (15,000)                            (19,000)                      (21,000)                       (20,000)

                                                                                                      Smartphones              44,000                         34,000                             (9,000)                       (4,000)                       (7,000)

                                                                                                       Connected
                                                                                                       devices                  6,000                          4,000                               1,000                         23,000                         21,000

                                                                              ARPU (1)                                $43.41                         $44.60                           $45.42                           $45.19                         $47.08

                                                                              ABPU (Non-GAAP)(2)                      $54.71                         $55.19                           $55.82                           $55.43                         $56.79

                                                                              ARPA (3)                               $116.36                        $119.73                          $121.88                          $120.67                        $125.31

                                                                              ABPA (Non-GAAP)(4)                     $146.65                        $148.15                          $149.78                          $148.02                        $151.16

                                                                              Churn rate (5)                           1.16%                         1.13%                           1.29%                           1.41%                         1.34%

                                                                                                      Handsets                  0.96%                         0.91%                              1.08%                         1.23%                         1.22%

                                                                                                       Connected
                                                                                                       devices                  2.33%                         2.35%                              2.55%                         2.49%                         2.04%

                                                                              Prepaid

                                                                               Total at end of
                                                                               period                                515,000                        484,000                          480,000                          484,000                        480,000

                                                                              Gross additions                        102,000                         73,000                           78,000                           83,000                        132,000

                                                                               Net additions
                                                                               (losses)                               31,000                          3,000                          (4,000)                           4,000                         67,000

                                                                              ARPU (1)                                $33.12                         $33.52                           $33.66                           $33.25                         $34.39

                                                                              Churn rate (5)                           4.75%                         4.93%                           5.69%                           5.44%                         4.84%

    Total connections at end of period (6)                                                              5,089,000                      5,023,000                        4,996,000                        5,031,000                      5,030,000

    Market penetration at end of period

                                                                               Consolidated operating
                                                                               population                         31,834,000                     32,089,000                       32,089,000                       31,994,000                     31,994,000

                                                                               Consolidated operating
                                                                               penetration (7)                           16%                           16%                             16%                             16%                           16%

    Capital expenditures (millions)                                                                          $112                            $84                              $61                             $171                           $103

    Total cell sites in service                                                                             6,436                          6,421                            6,417                            6,415                          6,374

    Owned towers                                                                                            4,051                          4,044                            4,041                            4,040                          4,015


                   (1)    Average Revenue Per
                           User (ARPU) -
                           metric is
                           calculated by
                           dividing a revenue
                           base by an average
                           number of
                           connections and by
                           the number of
                           months in the
                           period.  These
                           revenue bases and
                           connection
                           populations are
                           shown below:

                            Postpaid ARPU
                                                  consists of
                                                  total
                                                  postpaid
                                                  service
                                                  revenues and
                                                  postpaid
                                      ?           connections.

                            Prepaid ARPU
                                                  consists of
                                                  total
                                                  prepaid
                                                  service
                                                  revenues and
                                                  prepaid
                                      ?           connections.

                   (2)    Average Billings Per
                           User (ABPU) - non-
                           GAAP metric is
                           calculated by
                           dividing total
                           postpaid service
                           revenues plus
                           equipment
                           installment plan
                           billings by the
                           average number of
                           postpaid
                           connections and by
                           the number of
                           months in the
                           period.  Refer to
                           the end of this
                           release for a
                           reconciliation of
                           this metric to its
                           most comparable
                           GAAP metric.

                   (3)    Average Revenue Per
                           Account (ARPA) -
                           metric is
                           calculated by
                           dividing total
                           postpaid service
                           revenues by the
                           average number of
                           postpaid accounts
                           and by the number
                           of months in the
                           period.

                   (4)    Average Billings Per
                           Account (ABPA) -
                           non-GAAP metric is
                           calculated by
                           dividing total
                           postpaid service
                           revenues plus
                           equipment
                           installment plan
                           billings by the
                           average number of
                           postpaid accounts
                           and by the number
                           of months in the
                           period.  Refer to
                           the end of this
                           release for a
                           reconciliation of
                           this metric to its
                           most comparable
                           GAAP metric.

                   (5)    Churn rate
                           represents the
                           percentage of the
                           connections that
                           disconnect service
                           each month.  These
                           rates represent the
                           average monthly
                           churn rate for each
                           respective period.

                   (6)    Includes reseller
                           and other
                           connections.

                   (7)    Market penetration
                           is calculated by
                           dividing the number
                           of wireless
                           connections at the
                           end of the period
                           by the total
                           population of
                           consolidated
                           operating markets
                           as estimated by
                           Nielsen.


                                                                                   United States Cellular Corporation

                                                                             Consolidated Statement of Operations Highlights

                                                                                               (Unaudited)


                                                                                                                              Three Months Ended September 30,

                                                                                                                       2017                       2016              2017 vs. 2016

                                                                                                                                         Increase (Decrease)

    (Dollars and shares in millions, except per share amounts)

    Operating revenues

                                                               Service(1)                                                $737                                  $784                          $(47)             (6)%

                                                               Equipment sales                                            226                                   239                           (13)             (5)%

                                                               Total operating revenues(1)                                963                                 1,023                           (60)             (6)%
                                                                                                                          ---                                 -----                            ---


    Operating expenses

                                                               System operations
                                                                (excluding
                                                                Depreciation,
                                                                amortization and
                                                                accretion reported
                                                                below)                                                    185                                   196                           (11)             (6)%

                                                               Cost of equipment sold                                     261                                   280                           (19)             (7)%

                                                                Selling, general and
                                                                administrative                                            350                                   370                           (20)             (5)%

                                                                Depreciation,
                                                                amortization and
                                                                accretion                                                 153                                   155                            (2)             (2)%

                                                                Loss on impairment of
                                                                goodwill                                                  370                                     -                           370               N/M

                                                                (Gain) loss on asset
                                                                disposals, net                                              5                                     7                            (2)            (26)%

                                                                (Gain) loss on sale of
                                                                business and other
                                                                exit costs, net                                           (1)                                    -                           (1)              N/M

                                                                (Gain) loss on license
                                                                sales and exchanges,
                                                                net                                                         -                                  (7)                             7              100%

                                                               Total operating expenses                                 1,323                                 1,001                            322               32%
                                                                                                                        -----                                 -----                            ---


    Operating income (loss)(1)                                                                (360)                                   22                            (382)                 >(100)%


    Investment and other income (expense)

                                                                Equity in earnings of
                                                                unconsolidated
                                                                entities                                                   35                                    38                            (3)             (7)%

                                                                Interest and dividend
                                                                income(1)                                                   2                                     1                              1               68%

                                                               Interest expense                                          (28)                                 (28)                             -             (2)%


                                                               Total investment and other income(1)                         9                                    11                            (2)            (21)%
                                                                                                                          ---                                   ---                            ---


    Income (loss) before income taxes                                                         (351)                                   33                            (384)                 >(100)%

                                                                Income tax expense
                                                                (benefit)                                                (53)                                   15                           (68)          >(100)%


    Net income (loss)                                                                         (298)                                   18                            (316)                 >(100)%

                                                                Less: Net income
                                                                (loss) attributable
                                                                to noncontrolling
                                                                interests, net of tax                                       1                                     1                              -             (9)%

    Net income (loss) attributable to U.S. Cellular
     shareholders                                                                                           $(299)                                  $17                           $(316)           >(100)%
                                                                                                             =====                                   ===                            =====


    Basic weighted average shares outstanding                                                    85                                    85                                -                       -

    Basic earnings (loss) per share attributable to
     U.S. Cellular shareholders                                                                            $(3.51)                                $0.20                          $(3.71)           >(100)%
                                                                                                            ======                                 =====                           ======


    Diluted weighted average shares outstanding                                                  85                                    85                                -                       -

    Diluted earnings (loss) per share attributable to
     U.S. Cellular shareholders                                                                            $(3.51)                                $0.20                          $(3.71)           >(100)%
                                                                                                            ======                                 =====                           ======


    N/M - Percentage change not meaningful


             (1)    Equipment installment plan interest income
                     is reflected as a component of Service
                     revenues consistent with an accounting
                     policy change effective January 1, 2017.
                     All prior period numbers have been recast
                     to conform to this accounting change.


                                                                                     United States Cellular Corporation

                                                                               Consolidated Statement of Operations Highlights

                                                                                                 (Unaudited)


                                                               Nine Months Ended September 30,

                                                          2017                               2016                       2017 vs. 2016

                                                                                       Increase (Decrease)

    (Dollars and shares in millions, except per
     share amounts)

    Operating revenues

                              Service(1)                                    $2,223                                                $2,330     $(107)        (5)%

                              Equipment sales                                  639                                                   655       (16)        (3)%

                              Total operating revenues(1)                    2,862                                                 2,985      (123)        (4)%
                                                                             -----                                                 -----       ----


    Operating expenses

                              System
                               operations
                               (excluding
                               Depreciation,
                               amortization
                               and accretion
                               reported below)                                 549                                                   572       (23)        (4)%

                               Cost of
                               equipment sold                                  749                                                   799       (50)        (6)%

                               Selling, general
                               and
                               administrative                                1,041                                                 1,089       (48)        (4)%

                               Depreciation,
                               amortization
                               and accretion                                   460                                                   462        (2)           -

                               Loss on
                               impairment of
                               goodwill                                        370                                                     -       370          N/M

                               (Gain) loss on
                               asset
                               disposals, net                                   14                                                    16        (2)       (17)%

                              (Gain) loss on
                               sale of
                               business and
                               other exit
                               costs, net                                      (1)                                                    -       (1)     >(100)%

                               (Gain) loss on
                               license sales
                               and exchanges,
                               net                                            (19)                                                 (16)       (3)       (16)%

                              Total operating expenses                       3,163                                                 2,922        241           8%
                                                                             -----                                                 -----        ---


    Operating income (loss)(1)                                            (301)                                                   63      (364)     >(100)%


    Investment and other income (expense)

                               Equity in
                               earnings of
                               unconsolidated
                               entities                                        101                                                   110        (9)        (8)%

                               Interest and
                               dividend
                               income(1)                                         6                                                     4          2          45%

                              Interest expense                                (85)                                                 (84)       (1)        (1)%

                              Other, net                                         1                                                     -         1         (9)%


                               Total investment and other
                               income(1)                                        23                                                    30        (7)       (25)%
                                                                               ---                                                   ---        ---


    Income (loss) before income taxes                                     (278)                                                   93      (371)     >(100)%

                               Income tax
                               expense
                               (benefit)                                      (19)                                                   39       (58)     >(100)%


    Net income (loss)                                                     (259)                                                   54      (313)     >(100)%

                              Less: Net income
                               (loss)
                               attributable to
                               noncontrolling
                               interests, net
                               of tax                                            2                                                     1          1        >100%

    Net income (loss) attributable to
     U.S. Cellular shareholders                                           $(261)                                                  $53     $(314)     >(100)%
                                                                           =====                                                   ===      =====


    Basic weighted average shares outstanding                                85                                                    85          -           -

    Basic earnings (loss) per share
     attributable to U.S. Cellular
     shareholders                                                        $(3.07)                                                $0.63    $(3.70)     >(100)%
                                                                          ======                                                 =====     ======


    Diluted weighted average shares outstanding                              85                                                    85          -           -

    Diluted earnings (loss) per share
     attributable to U.S. Cellular
     shareholders                                                        $(3.07)                                                $0.63    $(3.70)     >(100)%
                                                                          ======                                                 =====     ======


    N/M - Percentage change not meaningful


             (1)    Equipment installment plan interest income
                     is reflected as a component of Service
                     revenues consistent with an accounting
                     policy change effective January 1, 2017.
                     All prior period numbers have been recast
                     to conform to this accounting change.



                                                     United States Cellular Corporation

                                                    Consolidated Statement of Cash Flows

                                                                 (Unaudited)


                                                                                                       Nine Months Ended

                                                                                                         September 30,

                                                                                                       2017               2016

    (Dollars in millions)

    Cash flows from operating activities

                                            Net income (loss)                                          $(259)                    $54

                                            Add (deduct)
                                             adjustments to
                                             reconcile net income
                                             (loss) to net cash
                                             flows from operating
                                             activities

                                                         Depreciation,
                                                         amortization
                                                         and accretion                                      460                     462

                                                         Bad debts
                                                         expense                                             64                      69

                                                         Stock-based
                                                         compensation
                                                         expense                                             21                      19

                                                         Deferred income
                                                         taxes, net                                        (73)                     11

                                                         Equity in
                                                         earnings of
                                                         unconsolidated
                                                         entities                                         (101)                  (110)

                                                         Distributions
                                                         from
                                                         unconsolidated
                                                         entities                                            85                      55

                                                         Loss on
                                                         impairment of
                                                         goodwill                                           370                       -

                                                         (Gain) loss on
                                                         asset
                                                         disposals, net                                      14                      16

                                             (Gain) loss on
                                                         sale of
                                                         business and
                                                         other exit
                                                         costs, net                                         (1)                      -

                                                         (Gain) loss on
                                                         license sales
                                                         and exchanges,
                                                         net                                               (19)                   (16)

                                                         Noncash
                                                         interest                                             1                       1

                                                         Other operating
                                                         activities                                                   -                    (2)

                                             Changes in assets and
                                             liabilities from
                                             operations

                                                         Accounts
                                                         receivable                                        (16)                      1

                                                         Equipment
                                                         installment
                                                         plans
                                                         receivable                                       (164)                  (160)

                                                        Inventory                                            36                       2

                                                         Accounts
                                                         payable                                           (58)                     45

                                                         Customer
                                                         deposits and
                                                         deferred
                                                         revenues                                          (13)                   (41)

                                                        Accrued taxes                                        31                      38

                                                         Accrued
                                                         interest                                             9                       7

                                                         Other assets
                                                         and
                                                         liabilities                                          7                    (36)

                                                                            Net cash provided by
                                                                            operating activities                      394                     415


    Cash flows from investing activities

                                             Cash paid for
                                             additions to
                                             property, plant and
                                             equipment                                                  (252)                  (280)

                                            Cash paid for licenses                                      (189)                   (46)

                                             Cash paid for
                                             investments                                                 (50)                      -

                                             Cash received from
                                             divestitures and
                                             exchanges                                                     19                      20

                                             Federal Communications
                                             Commission deposit                                                     -                  (143)

                                                                            Net cash used in investing
                                                                            activities                              (472)                  (449)


    Cash flows from financing activities

                                             Repayment of long-
                                             term debt                                                    (9)                    (8)

                                             Common shares reissued
                                             for benefit plans,
                                             net of tax payments                                            1                       4

                                             Common shares
                                             repurchased                                                            -                    (2)

                                             Payment of debt
                                             issuance costs                                                         -                    (2)

                                             Distributions to
                                             noncontrolling
                                             interests                                                    (2)                    (1)

                                             Other financing
                                             activities                                                             -                      2

                                                                            Net cash used in financing
                                                                            activities                               (10)                    (7)


    Net decrease in cash and cash equivalents                                                                   (88)                   (41)


    Cash and cash equivalents

                                            Beginning of period                                           586                     715

                                            End of period                                                $498                    $674


                                              United States Cellular Corporation

                                            Consolidated Balance Sheet Highlights

                                                         (Unaudited)


                                                            ASSETS


                                             September 30,                             December 31,

                                                      2017                                      2016

    (Dollars in millions)

    Current assets

                        Cash and cash
                        equivalents                                               $498                   $586

                        Short-term
                        investments                                                 50                      -

                       Accounts
                        receivable
                        from customers
                        and others,
                        net                                                        757                    727

                       Inventory, net                                              102                    138

                        Prepaid
                        expenses                                                    76                     84

                        Other current
                        assets                                                      21                     23


                       Total current assets                                      1,504                  1,558


    Assets held for sale                                                          5                      8


    Licenses                                                                  2,225                  1,886

    Goodwill                                                                      -                   370

    Investments in unconsolidated entities                                      429                    413


    Property, plant and equipment

                        In service and
                        under
                        construction                                             7,576                  7,712

                       Less:
                        Accumulated
                        depreciation
                        and
                        amortization                                             5,313                  5,242

                        Property, plant and
                        equipment, net                                           2,263                  2,470


    Other assets and deferred charges                                           354                    405
                                                                                ---                    ---


    Total assets                                                              $6,780                 $7,110
                                                                              ======                 ======


                                                            United States Cellular Corporation

                                                           Consolidated Balance Sheet Highlights

                                                                        (Unaudited)


                                                                  LIABILITIES AND EQUITY


                                                               September 30,                            December 31,

                                                                        2017                                     2016

    (Dollars and shares in millions, except per share
     amounts)

    Current liabilities

                           Current portion
                           of long-term
                           debt                                                                     $18                    $11

                          Accounts payable

                          Affiliated                                                                 11                     12

                          Trade                                                                     259                    309

                           Customer deposits
                           and deferred
                           revenues                                                                 176                    190

                          Accrued taxes                                                              65                     39

                           Accrued
                           compensation                                                              68                     73

                           Other current
                           liabilities                                                               76                     84

                          Total current liabilities                                                 673                    718


    Deferred liabilities and credits

                           Deferred income
                           tax liability,
                           net                                                                      753                    826

                           Other deferred
                           liabilities and
                           credits                                                                  321                    302


    Long-term debt, net                                                                        1,626                  1,618


    Noncontrolling interests with redemption features                                              1                      1


    Equity

    U.S. Cellular shareholders' equity

                          Series A Common
                           and Common
                           Shares, par
                           value $1 per
                           share                                                                     88                     88

                           Additional paid-
                           in capital                                                             1,543                  1,522

                          Treasury shares                                                         (120)                 (136)

                          Retained earnings                                                       1,884                  2,160

                           Total U.S. Cellular shareholders'
                           equity                                                                 3,395                  3,634


    Noncontrolling interests                                                                      11                     11
                                                                                                 ---                    ---


                          Total equity                                                            3,406                  3,645



    Total liabilities and equity                                                               $6,780                 $7,110
                                                                                               ======                 ======



                                                                  United States Cellular Corporation

                                                                Financial Measures and Reconciliations

                                                                              (Unaudited)


    Free Cash Flow

                                             Three Months Ended                   Nine Months Ended

                                                September 30,                     September 30,

                                                                      2017                             2016    2017    2016

    (Dollars in millions)

    Cash flows from operating
     activities (GAAP)                                                $174                             $155    $394    $415

    Less: Cash paid for additions
     to property, plant and
     equipment                                                          96                              102     252     280
                                                                       ---                              ---     ---     ---

                        Free cash flow (Non-
                        GAAP) (1)                                         $78                              $53    $142    $135
                                                                          ===                              ===    ====    ====


             (1)    Management
                     uses Free
                     cash flow as
                     a liquidity
                     measure and
                     it is
                     defined as
                     Cash flows
                     from
                     operating
                     activities
                     less Cash
                     paid for
                     additions to
                     property,
                     plant and
                     equipment.
                     Free cash
                     flow is a
                     non-GAAP
                     financial
                     measure
                     which U.S.
                     Cellular
                     believes may
                     be useful to
                     investors
                     and other
                     users of its
                     financial
                     information
                     in
                     evaluating
                     liquidity,
                     specifically,
                     the amount
                     of net cash
                     generated by
                     business
                     operations
                     after
                     deducting
                     Cash paid
                     for
                     additions to
                     property,
                     plant and
                     equipment.

Net income (loss) excluding goodwill impairment charge

The following non-GAAP financial measures present certain information in the table below excluding the effect of the goodwill impairment charge and related tax effects. The goodwill impairment charge, which occurred in the third quarter of 2017, is being excluded in this presentation, as it is not related to the current operations of U.S. Cellular. U.S. Cellular believes these measures may be useful to investors and other users of its financial information when comparing the current period financial results with periods that were not impacted by such a charge.




                                                             Three Months Ended September 30, Nine Months Ended September 30,

                                                                                  2017                             2016          2017  2016

    (Dollars in millions,
     except per share
     amounts)

    Net income (loss)
     attributable to U.S.
     Cellular shareholders
     (GAAP)                                                                     $(299)                                          $17          $(261)     $53
                                                                                 -----                                           ---           -----      ---

    Adjustments:

                             Loss on impairment of goodwill                          370                                             -            370        -

                              Tax benefit on impairment of
                              goodwill(1)                                           (61)                                            -           (61)       -


                             Total adjustments (Non-GAAP)                            309                                             -            309        -


    Net income attributable
     to U.S. Cellular
     shareholders excluding
     goodwill impairment
     charge (Non-GAAP)                                                             $10                                           $17             $48      $53
                                                                                   ===                                           ===             ===      ===


    Diluted earnings (loss)
     per share attributable
     to U.S. Cellular
     shareholders (GAAP)                                                       $(3.51)                                        $0.20         $(3.07)   $0.63

    Adjustments:

                              Adjustment to weighted average
                              diluted shares(2)                                     0.03                                             -           0.03        -

                             Loss on impairment of goodwill                         4.30                                             -           4.31        -

                              Tax benefit on impairment of
                              goodwill(1)                                         (0.71)                                            -         (0.71)       -


    Diluted earnings per
     share attributable to
     U.S. Cellular
     shareholders excluding
     goodwill impairment
     charge (Non-GAAP)                                                           $0.11                                         $0.20           $0.56    $0.63
                                                                                 =====                                         =====           =====    =====


    Diluted weighted average
     shares outstanding
     (GAAP)                                                                         85                                            85              85       85

                              Adjustment to weighted average
                              diluted shares(2)                                        1                                             -              1        -


    Adjusted diluted weighted
     average shares (Non-
     GAAP)                                                                          86                                            85              86       85
                                                                                   ===                                           ===             ===      ===


             (1)    Tax benefit represents the amount associated
                          with the tax-deductible portion of the
                                    loss on goodwill impairment.


             (2)    Adjustment to reflect the incremental shares
                     deemed anti-dilutive for GAAP diluted
                     earnings per share.

Postpaid ABPU and Postpaid ABPA

U.S. Cellular presents Postpaid ABPU and Postpaid ABPA to reflect the revenue shift from Service revenues to Equipment sales resulting from the increased adoption of equipment installment plans. Postpaid ABPU and Postpaid ABPA, as previously defined herein, are non-GAAP financial measures which U.S. Cellular believes are useful to investors and other users of its financial information in showing trends in both service and equipment sales revenues received from customers.




    For the
     Quarter
     Ended                    9/30/2017 6/30/2017 3/31/2017  12/31/2016   9/30/2016

    (Dollars
     and
     connection
     counts
     in
     millions)

     Calculation
     of
     Postpaid
     ARPU
     -----------

    Postpaid
     service
     revenues                   $586       $597       $608         $607         $635

    Average
     number
     of
     postpaid
     connections                4.50       4.47       4.46         4.48         4.49

    Number
     of
     months
     in
     period                        3          3          3            3            3

                  Postpaid
                  ARPU (GAAP
                  metric)       $43.41     $44.60     $45.42       $45.19       $47.08
                 =========


     Calculation
     of
     Postpaid
     ABPU
     -----------

    Postpaid
     service
     revenues                   $586       $597       $608         $607         $635

     Equipment
     installment
     plan
     billings                    152        142        139          138          131
                                 ---        ---        ---          ---          ---

                  Total
                  billings to
                  postpaid
                  connections     $738       $739       $747         $745         $766

    Average
     number
     of
     postpaid
     connections                4.50       4.47       4.46         4.48         4.49

    Number
     of
     months
     in
     period                        3          3          3            3            3

                  Postpaid
                  ABPU (Non-
                  GAAP
                  metric)       $54.71     $55.19     $55.82       $55.43       $56.79
                 =========


     Calculation
     of
     Postpaid
     ARPA
     -----------

    Postpaid
     service
     revenues                   $586       $597       $608         $607         $635

    Average
     number
     of
     postpaid
     accounts                   1.68       1.66       1.66         1.68         1.69

    Number
     of
     months
     in
     period                        3          3          3            3            3

                  Postpaid
                  ARPA (GAAP
                  metric)      $116.36    $119.73    $121.88      $120.67      $125.31
                 =========


     Calculation
     of
     Postpaid
     ABPA
     -----------

    Postpaid
     service
     revenues                   $586       $597       $608         $607         $635

     Equipment
     installment
     plan
     billings                    152        142        139          138          131
                                 ---        ---        ---          ---          ---

                  Total
                  billings to
                  postpaid
                  accounts        $738       $739       $747         $745         $766

    Average
     number
     of
     postpaid
     accounts                   1.68       1.66       1.66         1.68         1.69

    Number
     of
     months
     in
     period                        3          3          3            3            3

                  Postpaid
                  ABPA (Non-
                  GAAP
                  metric)      $146.65    $148.15    $149.78      $148.02      $151.16
                 =========

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SOURCE United States Cellular Corporation