UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q



x☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, ~~2017~~2020



o☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period to

Commission File Number 333-187970

CC HOLDINGS GS V LLC

(Exact name of registrant as specified in its charter)



Delaware		20-4300339
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~1220 Augusta Drive, Suite 600, Houston, Texas~~

1220 Augusta Drive, Suite 600, Houston, Texas77057-2261

(Address of principal executives office) (Zip Code)

(713)570-3000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None.


~~(713) 570-3000~~ ~~(Registrant's telephone number, including area code)~~
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesx ☒No o☐

Explanatory Note: The registrant is a voluntary filer and not subject to the filing requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934; however, the registrant has filed all reports that would have been required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months had the registrant been subject to such filing requirements.

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yesx☒ No o☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o☐ No x☒

As of September 30, ~~2017,~~2020, the only member of the registrant is a wholly-owned indirect subsidiary of Crown Castle International Corp.

The registrant is a wholly-owned indirect subsidiary of Crown Castle International Corp. and meets the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q, and is therefore filing this form with the reduced disclosure format.

CC HOLDINGS GS V LLC

INDEX



		Page
PART I—FINANCIAL INFORMATION		23
ITEM 1.	FINANCIAL STATEMENTS	2
	~~CONDENSED CONSOLIDATED BALANCE SHEET~~	2
	~~CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)~~	3
	CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)	3
	CONDENSED CONSOLIDATED STATEMENT OF ~~CASH FLOWS~~OPERATIONS (Unaudited)	4
	CONDENSED CONSOLIDATED STATEMENT OF ~~CHANGES IN MEMBER'S EQUITY~~CASH FLOWS (Unaudited)	5
	~~NOTES TO~~ CONDENSED CONSOLIDATED ~~FINANCIAL STATEMENTS—Unaudited~~STATEMENT OF CHANGES IN MEMBER'S EQUITY (Unaudited)	6
	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)	7
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	1013
ITEM 4.	CONTROLS AND PROCEDURES	1619
PART II—OTHER INFORMATION		1721
ITEM 1.	LEGAL PROCEEDINGS	1721
ITEM 1A.	RISK FACTORS	1721
ITEM 6.	EXHIBITS	1721
EXHIBIT INDEX		1721
SIGNATURES		1822

Cautionary Language Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q ("Form 10-Q") contains forward-looking statements that are based on our management's expectations as of the filing date of this report with the Securities and Exchange Commission ("SEC"). Statements that are not historical facts are hereby identified as forward-looking statements. In addition, words such as "estimate," "anticipate," "project," "plan," "intend," "believe," "expect," "likely," ~~"predict,~~"predicted," "positioned," "continue," "target," and any ~~variation~~variations of these words, and similar expressions are intended to identify forward-looking statements. Such statements include plans, projections and estimates contained in "Part I—Item 2. Management's Discussion and Analysis of Financial Condition and Results of ~~Operations"~~ ~~("MD&A")~~ Operations,""Part I—Item 4. Controls and Procedures" and "Part II—Item 1A. Risk Factors" herein. Such forward-looking statements include (1) ~~expectations regarding~~ anticipated growth in the wireless industry and demand for wireless data, (2) wireless carriers' ~~investments in their networks, tenant additions, customer consolidation or ownership changes, or~~focus on improving network quality and expanding capacity, (3) demand for our ~~sites, (2) expectations regarding non-renewals of tenant leases (including~~towers, including factors driving such demand, and the ~~impact of our customers' decommissioning of the former Leap Wireless, MetroPCS and Clearwire networks (collectively, the "Acquired Networks")), (3)~~potential benefits that may be derived therefrom, (4) availability and adequacy of cash flows and liquidity, ~~for, or plans regarding, future discretionary investments including: capital expenditure limitations created as a result~~(5) value which may be derived from our allocation of ~~being a wholly-owned indirect subsidiary~~cash generated from our business, (6) debt maturities, (7) income taxes, (8) the potential impact of ~~Crown Castle International Corp.~~novel coronavirus ("~~CCIC" or "Crown Castle"~~COVID-19") ~~and reliance on strategic decisions made by CCIC management that enable such discretionary investments, (4)~~pandemic, (9) the potential ~~benefits~~effects of the restatement of our ~~discretionary investments, (5) anticipated changes in our~~previously issued consolidated financial ~~results,~~statements, including ~~future revenues, margins,~~the Historical Adjustments related thereto, and ~~operating cash flows, (6)~~(10) expectations regarding our capital structure and the credit markets, our availability and cost of capital, or our ability to service our debt and comply with debt covenants, (7) expectations for sustaining capital expenditures, and (8) expectationsremediation efforts related to ~~CCIC's ability to remain qualified as~~ a ~~real estate investment trust ("REIT") and the advantages, benefits or impact of, or opportunities created by the inclusion of~~material weakness in our ~~assets and operations in CCIC's REIT.~~internal control over financial reporting.

Such forward-looking statements should, therefore, be considered in light of various risks, uncertainties and assumptions, including prevailing market conditions, risk factors described in "Part II—Item 1A. Risk Factors" herein and "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016~~2019 ("~~2016~~2019 Form 10-K") and other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected.

Our filings with the SEC are available through the SEC website at www.sec.gov or through CCIC's investor relations website at investor.crowncastle.com. CCIC uses its investor relations website to disclose information about CCIC and us that may be deemed to be material. We encourage investors, the media and others interested to visit CCIC's investor relations website from time to time to review up-to-date information or to sign up for e-mail alerts to be notified when new or updated information is posted on the site.

Interpretation

As used herein, the term "including," and any variation thereof, means "including without limitation." The use of the word "or" herein is not exclusive. Unless this Form 10-Q indicates otherwise or the context otherwise requires, the terms, "we," "our," or "us" as used in this Form 10-Q refer to CC Holdings GS V LLC ("CCL") and its consolidated wholly owned subsidiaries (collectively, "Company"). The Company is a wholly owned subsidiary of Global Signal Operating Partnership, L.P. ("GSOP"), which is an indirect subsidiary of CCIC. Capitalized terms used but not defined in this Form 10-Q have the same meaning given to them in the 2019 Form 10-K.

Explanatory Note

As previously disclosed in the Explanatory Note of the 2019 Form 10-K, we restated our audited consolidated financial statements for the years ended December 31, 2018 and 2017, and quarterly unaudited financial information for the quarterly and year-to-date periods in the year ended December 31, 2018 and first three quarters for the year ended December 31, 2019. Accordingly, the condensed consolidated financial statements as of and for the three and nine months ended September 30, 2019 included in this Form 10-Q have been restated to reflect the Historical Adjustments described in the 2019 Form 10-K. See also note 2 to our condensed consolidated financial statements for further information on the impact of the Historical Adjustments on the condensed consolidated financial statements as of and for the three and nine months ended September 30, 2019.

PART I—FINANCIAL INFORMATION


ITEM 1.	FINANCIAL STATEMENTS

CC HOLDINGS GS V LLC

CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited)

(In thousands of dollars)


	September 30, 2017		December 31, 2016		September 30, 2020		December 31, 2019
ASSETS
Current assets:
Cash and cash equivalents	$	24,519	$	19,550	$	31,565	$	20,407
Receivables, net	2,379		3,527		4,061		3,620
Prepaid expenses	25,913		24,051		17,135		12,714		^(a)
Deferred site rental receivables and other current assets	29,174		20,313		36,659		30,207		^(a)
Total current assets	81,985		67,441		89,420		66,948
Deferred site rental receivables	330,631		346,507		349,932		354,075
Property and equipment, net of accumulated depreciation of $896,689 and $828,670, respectively	1,061,711		1,088,883
Property and equipment, net of accumulated depreciation of $1,174,449 and $1,095,355, respectively					972,323		1,010,367
Operating lease right-of-use assets					1,163,109		1,150,476
Goodwill	1,338,730		1,338,730		1,338,730		1,338,730
Other intangible assets, net	951,352		1,038,007		593,694		678,956
Long-term prepaid rent and other assets, net	37,906		35,490		1,749		1,905
Total assets	$	3,802,315	$	3,915,058	$	4,508,957	$	4,601,457

LIABILITIES AND EQUITY
Current liabilities:
Accrued expenses and payables	$	13,372	$	13,243
Accounts payable					$	1,696	$	2,652
Accrued interest	17,748		8,126		17,748		8,126
Deferred revenues	11,360		11,930
Deferred revenues^(b)					87,503		70,217
Other accrued liabilities					5,371		6,146
Current portion of operating lease liabilities—third parties					37,790		37,164
Current portion of operating lease liabilities—related parties					23,175		20,417
Total current liabilities	42,480		33,299		173,283		144,722
Debt	992,317		991,279		996,469		995,431
Deferred ground lease payable	106,677		102,519
Above-market leases and other liabilities	49,184		48,716
Operating lease liabilities—third parties					848,407		845,960
Operating lease liabilities—related parties					323,219		314,920
Other long-term liabilities^(b)					194,620		203,470
Total liabilities	1,190,658		1,175,813		2,535,998		2,504,503
Commitments and contingencies (note 7)
Commitments and contingencies (note 8)
Member's equity:
Member's equity	2,611,657		2,739,245		1,972,959		2,096,954
Accumulated earnings (deficit)	—		—		0		0
Total member's equity	2,611,657		2,739,245		1,972,959		2,096,954
Total liabilities and equity	$	3,802,315	$	3,915,058	$	4,508,957	$	4,601,457


(a)	Reflects the correction of certain immaterial prior period misclassifications of the reported balances in "Prepaid expenses" and "Deferred site rental receivables and other current assets" on the condensed consolidated balance sheet as of December 31, 2019.


(b)	Reflects the recording of deferred revenues in connection with the tower installation and modification transactions described in note 5 that result in permanent improvements to the Company's towers. The Company receives no cash from, and is not party to, such transactions.

See notes to condensed consolidated financial statements.

CC HOLDINGS GS V LLC

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)

(In thousands of dollars)


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended September 30,						Nine Months Ended September 30,
��	2017			2016			2017			2016
													2020			2019			2020			2019
Site rental revenues	$	153,732		$	152,523		$	460,028		$	458,781
																(As Restated)						(As Restated)
Site rental revenues:
Revenues from tenant contracts													$	173,348		$	171,745		$	517,041		$	507,256
Amortization of tower installations and modifications^(a)													14,818			13,436			43,639			38,371
Total site rental revenues													188,166			185,181			560,680			545,627

Operating expenses:
Site rental cost of operations—third parties^(a)	37,504			38,670			113,185			112,575
Site rental cost of operations—related parties^(a)	9,234			8,569			27,275			25,238
Site rental cost of operations—total^(a)	46,738			47,239			140,460			137,813
Site rental cost of operations—third parties^(b)													38,640			38,406			115,156			114,212
Ground rent expenses—related parties													11,446			10,880			34,235			32,210
Site rental cost of operations—total^(b)													50,086			49,286			149,391			146,422
Management fee—related party	11,779			11,425			35,069			33,936			13,084			12,611			38,596			37,238
Asset write-down charges	—			950			—			3,724			0			0			424			375
Depreciation, amortization and accretion	52,714			52,624			157,886			157,098			53,048			51,881			158,138			155,087
Total operating expenses	111,231			112,238			333,415			332,571			116,218			113,778			346,549			339,122
Operating income (loss)	42,501			40,285			126,613			126,210			71,948			71,403			214,131			206,505
Interest expense and amortization of deferred financing costs	(9,969		)	(12,934		)	(29,906		)	(39,546		)	(9,969		)	(9,969		)	(29,906		)	(29,906		)
Gains (losses) on retirement of long-term obligations	—			(10,273		)	—			(10,273		)
Other income (expense)	(720		)	(74		)	129			(85		)	(12		)	160			74			445
Income (loss) before income taxes	31,812			17,004			96,836			76,306			61,967			61,594			184,299			177,044
Benefit (provision) for income taxes	(88		)	(84		)	(264		)	(253		)	(80		)	(102		)	(292		)	(307		)
Net income (loss)	$	31,724		$	16,920		$	96,572		$	76,053		$	61,887		$	61,492		$	184,007		$	176,737


(a)	Represents the amortization of deferred revenues recorded in connection with the tower installation and modification transactions described in note 5 that result in permanent improvements to the Company's towers. The Company receives no cash from, and is not party to, such transactions.


(b)	Exclusive of depreciation, amortization and accretion shown separately and certain indirect costs included in the management fee.

See notes to condensed consolidated financial statements.

CC HOLDINGS GS V LLC

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)

(In thousands of dollars)


	Nine Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2020			2019
Cash flows from operating activities:
										(As Restated)
Cash flows from operating activities:^(a)
Net income (loss)	$	96,572		$	76,053		$	184,007		$	176,737
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, amortization and accretion	157,886			157,098			158,138			155,087
Amortization of deferred financing costs	1,038			2,081			1,038			1,038
Asset write-down charges	—			3,724			424			375
Gains (losses) on retirement of long-term obligations	—			10,273
Changes in assets and liabilities:
Increase (decrease) in accrued interest	9,622			9,093			9,622			9,622
Increase (decrease) in accounts payable	(893		)	(399		)	1,802			(3,844		)
Increase (decrease) in deferred revenues, deferred ground lease payable and other liabilities	3,788			2,515
Increase (decrease) in other liabilities							6,800			15,477
Decrease (increase) in receivables	1,148			1,688			(441		)	1,978
Decrease (increase) in other current assets, deferred site rental receivable, long-term prepaid rent, and other assets	5,969			(8,951		)
Decrease (increase) in other assets							(5,051		)	(14,256		)
Net cash provided by (used for) operating activities	275,130			253,175			356,339			342,214
Cash flows from investing activities:
Capital expenditures	(46,001		)	(39,317		)
Capital expenditures^(b)							(37,179		)	(64,204		)
Net cash provided by (used for) investing activities	(46,001		)	(39,317		)	(37,179		)	(64,204		)
Cash flows from financing activities:
Purchases and redemptions of debt	—			(508,472		)
Equity contribution related to debt repayment	—			508,472
Distributions to member	(224,160		)	(194,678		)	(308,002		)	(278,231		)
Net cash provided by (used for) financing activities	(224,160		)	(194,678		)	(308,002		)	(278,231		)
Net increase (decrease) in cash and cash equivalents	4,969			19,180			11,158			(221		)
Cash and cash equivalents at beginning of period	19,550			20,401			20,407			18,707
Cash and cash equivalents at end of period	$	24,519		$	39,581		$	31,565		$	18,486


(a)	The Company receives no cash from, and is not party to, the tower installation and modification transactions described in note 5. Such transactions, however, are reflected on the cash flow statement for GAAP purposes as if an amount equal to the lease component for such transactions had been received by the Company, and, as such, the amounts have been recorded as deferred revenues.


(b)	Includes permanent improvements recorded in connection with the tower installation and modification transactions described in note 5. The Company receives no cash from, and is not party to, such transactions.

See notes to condensed consolidated financial statements.

CC HOLDINGS GS V LLC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN MEMBER'S EQUITY (Unaudited)

(In thousands of dollars)

Member's Equity
Accumulated
Earnings (Deficit)
Total
Balance, July 1, 2017 $ 2,660,691
$ —
$ 2,660,691
Distributions to member (note 4) (49,034 ) (31,724 ) (80,758 )
Net income (loss) —
31,724
31,724
Balance, September 30, 2017 $ 2,611,657
$ —
$ 2,611,657

Member's Equity
Accumulated
Earnings (Deficit)
Total
Balance, July 1, 2016 $ 2,327,938
$ 6,033
$ 2,333,971
Equity contribution related to debt repayment (note 4)

508,472
—
508,472
Distributions to member (note 4) (42,215 ) (22,953 ) (65,168 )
Net income (loss) —
16,920
16,920
Balance, September 30, 2016 $ 2,794,195
$ —
$ 2,794,195



	Member's Equity			Accumulated Earnings (Deficit)			Total
Balance, July 1, 2020	$	2,022,376		$	0		$	2,022,376
Distributions to member^(a)	(49,417		)	(61,887		)	(111,304		)
Net income (loss)	0			61,887			61,887
Balance, September 30, 2020	$	1,972,959		$	0		$	1,972,959

	Member's Equity			Accumulated Earnings (Deficit)			Total
Balance, July 1, 2019 (as restated)	$	2,156,857		$	0		$	2,156,857
Distributions to member (as restated)^(a)	(39,153		)	(61,492		)	(100,645		)
Net income (loss) (as restated)	0			61,492			61,492
Balance, September 30, 2019 (as restated)	$	2,117,704		$	0		$	2,117,704

	Member's Equity			Accumulated Earnings (Deficit)			Total
Balance, January 1, 2020	$	2,096,954		$	0		$	2,096,954
Distributions to member^(a)	(123,995		)	(184,007		)	(308,002		)
Net income (loss)				184,007			184,007
Balance, September 30, 2020	$	1,972,959		$	0		$	1,972,959

	Member's Equity			Accumulated Earnings (Deficit)			Total
Balance, January 1, 2019 (as restated)	$	2,219,198		$	0		$	2,219,198
Distributions to member (as restated)^(a)	(101,494		)	(176,737		)	(278,231		)
Net income (loss) (as restated)	0			176,737			176,737
Balance, September 30, 2019 (as restated)	$	2,117,704		$	0		$	2,117,704


(a)	See note 5. The Company receives no cash from, and is not party to, the tower installation and modification transactions described in note 5.

Member's Equity
Accumulated
Earnings (Deficit)
Total
Balance at January 1, 2017 $ 2,739,245
$ —
$ 2,739,245
Distributions to member (note 4) (127,588 ) (96,572 ) (224,160 )
Net income (loss) —
96,572
96,572
Balance at September 30, 2017 $ 2,611,657
$ —
$ 2,611,657

Member's Equity
Accumulated
Earnings (Deficit)
Total
Balance at January 1, 2016 $ 2,327,938
$ 76,410
$ 2,404,348
Equity contribution related to debt repayment (note 4)

508,472
—
508,472
Distributions to member (note 4) (42,215 ) (152,463 ) (194,678 )
Net income (loss) —
76,053
76,053
Balance at September 30, 2016 $ 2,794,195
$ —
$ 2,794,195

See notes to condensed consolidated financial statements.

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL ~~STATEMENTS-Unaudited~~STATEMENTS (Unaudited)

(Tabular dollars in thousands)


1.	General

The accompanying consolidated financial statements reflect the consolidated financial position, results of operations and cash flows of CC Holdings GS V LLC ("CCL") and its consolidated wholly-owned subsidiaries (collectively, "Company"). The Company is a wholly-owned subsidiary of Global Signal Operating Partnership, L.P. ("GSOP"), which is an indirect subsidiary of Crown Castle International Corp., a Delaware corporation ("CCIC" ~~or "Crown Castle"~~). CCL is a Delaware limited liability company that is a holding company and an issuer of the Company's debt. Intercompany accounts, transactions and profits have been eliminated. As used herein, the term "including," and any variation thereof means "including without limitation." The use of the word "or" herein is not exclusive.

The information contained in the following notes to the condensed consolidated financial statements is condensed from that which would appear in the annual consolidated financial statements; accordingly, the consolidated financial statements included herein should be reviewed in conjunction with the consolidated financial statements for the fiscal year ended December 31, ~~2016,~~2019, and related notes thereto, included in the ~~2016~~2019 Form 10-K filed by the Company with the SEC.

The Company is organized specifically to own, operate, and lease towers and ~~manage sites~~other structures (collectively, "towers"), and to a lesser extent, interests in land under third party and related party towers in various forms ("land interests") (collectively, "sites") that are geographically dispersed across the ~~United States ("~~U.S.~~").~~ The Company's core business is providing access, including space or capacity, to its sites via long-term contracts in various forms, including ~~licenses, subleases~~lease, license and ~~lease agreements.~~sublease agreements (collectively, "tenant contracts"). The Company's customers on its sites are referred to herein as "tenants." Management services related to the Company's sites are performed by Crown Castle USA Inc. ("CCUSA"), an affiliate of the Company, under the Management Agreement, as the Company has no employees.

Approximately 68% of the Company's sites are leased or subleased or operated and managed for an initial period of 32 years (through May 2037) under master ~~lease~~leases or other agreements assumed by T-Mobile following its merger with Sprint completed April 1, 2020 ("~~Sprint~~T-Mobile Sites"). CCIC, through its subsidiaries (including the Company), has the option to purchase in 2037 all (but not less than all) of the ~~Sprint~~T-Mobile Sites from ~~Sprint~~T-Mobile for approximately $2.3 billion. CCIC has no obligation to exercise the purchase option.

For U.S federal income tax purposes, CCIC operates as a real estate investment trust ("REIT") ~~for U.S. federal income tax purposes. For U.S. federal income tax purposes,~~, and as its indirect subsidiary, the Company's assets and operations are ~~part of~~included in the CCIC REIT. See note 5.6.

Basis of Presentation

The condensed consolidated financial statements included herein are unaudited; however, they include all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly ~~state~~ the consolidated financial position of the Company ~~as of~~ at September 30, ~~2017, and~~2020, the condensed consolidated results of operations for the three and nine months ended September 30, 2020 and 2019 and the condensed consolidated cash flows for the nine months ended September 30, ~~2017~~2020 and ~~2016.~~2019. The year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles in the U.S. ("GAAP"). The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the ~~entire~~full year.

The preparation of financial statements in conformity with GAAP requires management to make estimates and ~~use~~ assumptions that affect the reported amounts of assets and liabilities and the disclosure ~~for~~of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from ~~these~~those estimates.


2.	Restatement of Previously Issued Condensed Consolidated Financial Statements

The tables below summarize the impact of the Restatement Adjustments that were related to the timing of revenue recognition on CCIC's tower installation services. Specifically, CCIC determined that its historical practice of recognizing the full transaction price as services revenues upon completion of an installation was not acceptable under GAAP. Instead, a portion of the transaction price for CCIC's tower installation services, specifically the amounts associated with permanent improvements recorded as fixed assets, represent a lease component and should be recognized by CCIC as site rental revenues on a ratable basis over the associated estimated lease term.

CCIC, through its wholly owned subsidiary, offers certain installation and other construction-related services to tenants on the towers owned by CCIC's subsidiaries (including to tenants on the Company's towers). That business is separate from the

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Tabular dollars in thousands)

operations of the Company, and the Company (1) is not party to such transactions and (2) does not receive any cash from such transactions. However, when CCIC is engaged by, and performs an installation or other activity for, a tenant that is locating or located on the Company's towers, and such transaction results in (1) enhancing a tower in connection with a new tenant installing equipment on the tower for the first time or as part of subsequent equipment augmentations or (2) modifying the structure of a tower to accommodate the additional tenant, the Company records any permanent improvement that is made on its tower site as a fixed asset. Historically, in connection with recording such permanent improvements as fixed assets on its financial statements, the Company would also record a corresponding amount as a capital contribution from CCIC.

The Company determined that, despite the Company not receiving any cash, an amount equal to the lease component as a result of such installation and other construction-related services should be recorded on the consolidated financial statements as deferred revenue, and then amortized as revenues on a ratable basis over the length of the tenants’ associated estimated lease term.

In addition to the determination discussed above, the Company has also determined that errors existed related to its accounting for obligations to perform asset retirement activities pursuant to its ground lease and easement agreements. Specifically, the Company should not have recorded asset retirement obligations for its T-Mobile Sites, as the associated estimated retirement would occur beyond the period for which the Company has a contract term to these sites. The correction of the errors related to the Company's accounting for obligations to perform asset retirement activities resulted in (1) a decrease to both "Property and equipment, net" and "Member's equity" of $4.1 million on the Company's condensed consolidated balance sheet as of September 30, 2019, and (2) a decrease to "Depreciation, amortization, and accretion" on the Company's condensed consolidated statement of operations of $0.7 million and $2.2 million for the three and nine months ended September 30, 2019, respectively.

The Restatement Adjustments in the tables below reflect the impact of (1) allocating an amount equal to the lease component as a result of such installation and other construction-related services on the condensed consolidated financial statements as deferred revenue, and then amortizing those amounts as amortization of tower installations and modifications on a ratable basis over the length of the tenants’ associated estimated lease term and (2) correcting errors related to the Company's accounting for obligations to perform asset retirement activities.

In addition, the Company has also made other adjustments to the financial statements referenced above to correct errors that were not material to its condensed consolidated financial statements. Such immaterial adjustments are related to a revision in the presentation of certain tower installation activities from a gross basis to a net basis, including the associated removal of certain amounts historically categorized as capital expenditures.

In addition to the restatement of the condensed consolidated financial statements, certain historical information in the notes to the condensed consolidated financial statements have been restated to reflect the impact of the Historical Adjustments.

Condensed Consolidated Balance Sheet



	September 30, 2019
	As Reported		Restatement Adjustments			Other Adjustments			As Restated
ASSETS
Property and equipment, net	$	1,015,632	$	(4,140	)	$	(2,790	)	$	1,008,702
Total assets	4,615,994		(4,140		)	(2,790		)	4,609,064
LIABILITIES AND EQUITY
Current liabilities:
Deferred revenues^(a)	13,390		53,543			0			66,933
Total current liabilities	95,359		53,543			0			148,902
Other long-term liabilities^(a)	35,618		165,030			0			200,648
Total liabilities	2,272,787		218,573			0			2,491,360
Member's equity:
Member's equity	2,343,207		(222,713		)	(2,790		)	2,117,704
Total member's equity	2,343,207		(222,713		)	(2,790		)	2,117,704
Total liabilities and equity	$	4,615,994	$	(4,140	)	$	(2,790	)	$	4,609,064


(a)	Reflects the recording of deferred revenues in connection with the tower installation and modification transactions described in note 5 that result in permanent improvements to the Company's towers. The Company receives no cash from, and is not party to, such transactions.

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Tabular dollars in thousands)

Condensed Consolidated Statement of Operations



	Three Months Ended September 30, 2019
	As Reported		Restatement Adjustments			Other Adjustments			As Restated
Site rental revenues:
Revenues from tenant contracts	$	171,745	$	0		$	0		$	171,745
Amortization of tower installations and modifications^(a)	0		13,436			0			13,436
Total site rental revenues	171,745		13,436			0			185,181
Operating expenses:
Depreciation, amortization and accretion	52,665		(736		)	(48		)	51,881
Total operating expenses	114,562		(736		)	(48		)	113,778
Operating income (loss)	57,183		14,172			48			71,403
Income (loss) before income taxes	47,374		14,172			48			61,594
Net income (loss)	$	47,272	$	14,172		$	48		$	61,492



	Nine Months Ended September 30, 2019
	As Reported		Restatement Adjustments			Other Adjustments			As Restated
Site rental revenues:
Revenues from tenant contracts	$	507,256	$	0		$	0		$	507,256
Amortization of tower installations and modifications^(a)	0		38,371			0			38,371
Total site rental revenues	507,256		38,371			0			545,627
Operating expenses:
Depreciation, amortization and accretion	157,436		(2,208		)	(141		)	155,087
Total operating expenses	341,471		(2,208		)	(141		)	339,122
Operating income (loss)	165,785		40,579			141			206,505
Income (loss) before income taxes	136,324		40,579			141			177,044
Net income (loss)	$	136,017	$	40,579		$	141		$	176,737


(a)	Represents the amortization of deferred revenues recorded in connection with the tower installation and modification transactions described in note 5 that result in permanent improvements to the Company's towers. The Company receives no cash from, and is not party to, such transactions.

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Tabular dollars in thousands)

Condensed Consolidated Statement of Cash Flows



	Nine Months Ended September 30, 2019
	As Reported			Restatement Adjustments			Other Adjustments			As Restated
Cash flows from operating activities:^(a)
Net income (loss)	$	136,017		$	40,579		$	141		$	176,737
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, amortization and accretion	157,436			(2,208		)	(141		)	155,087
Changes in assets and liabilities:
Increase (decrease) in other liabilities	1,617			13,860			0			15,477
Net cash provided by (used for) operating activities	289,983			52,231			0			342,214
Cash flows from investing activities:
Capital expenditures^(b)	(64,403		)	0			199			(64,204		)
Net cash provided by (used for) investing activities	(64,403		)	0			199			(64,204		)
Cash flows from financing activities:
Distributions to member	(225,801		)	(52,231		)	(199		)	(278,231		)
Net cash provided by (used for) financing activities	(225,801		)	(52,231		)	(199		)	(278,231		)
Net increase (decrease) in cash and cash equivalents	(221		)	0			0			(221		)
Cash and cash equivalents at beginning of year	18,707			0			0			18,707
Cash and cash equivalents at end of year	$	18,486		$	0		$	0		$	18,486


(a)	The Company receives no cash from, and is not party to, the tower installation and modification transactions described in note 5. Such transactions, however, are reflected on the cash flow statement for GAAP purposes as if an amount equal to the lease component for such transactions had been received by the Company, and, as such, the amounts have been recorded as deferred revenues.


(b)	Includes permanent improvements recorded in connection with the tower installation and modification transactions described in note 5. The Company receives no cash from, and is not party to, such transactions.


3.	Summary of Significant Accounting Policies

~~The significant accounting policies used in the preparation of the Company's condensed consolidated financial statements are disclosed in the 2016 Form 10-K.~~

Recently Adopted Accounting Pronouncements

No ~~new~~ accounting pronouncements adopted during the nine months ended September 30, ~~2017~~2020 had a material impact on the Company's condensed consolidated financial statements.

~~CC HOLDINGS GS V LLC~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited~~

~~(Tabular dollars in thousands)~~

Recent Accounting Pronouncements Not Yet Adopted

~~In February 2016, the FASB~~No new accounting pronouncements issued new guidance on the recognition, measurement, presentation and disclosure of leases. The new guidance requires lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments for all leases with a term greater than 12 months. The accounting for lessors remains largely unchanged from existing guidance. This guidance is effective for the Company as of January 1, 2019 and is required to be applied using a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest comparative period presented. Early adoption is permitted, however, the Company doesbut not expect to early adopt the new guidance. CCIC (1) has established and is progressing through the various steps of a cross functional project plan to assess the impact of the standard; (2) expects this guidanceyet adopted are expected to have a material impact on ~~its condensed consolidated balance sheet due to~~ the ~~addition of right-of-use assets and lease liabilities for all lessee arrangements with a term greater than 12 months; and (3) continues to assess additional impacts to its~~Company's condensed consolidated financial ~~statements, including the condensed consolidated statement of operations and the condensed consolidated statement of cash flows.~~

statements.


3.4.	Debt

The outstanding balance of the ~~2012 Secured Notes as of both September 30, 2017 and December 31, 2016 was $992 million, comprised of 3.849% secured notes ("3.849% Secured Notes") due April 2023. The~~ ~~2012 Secured Notes originally consisted of (1) the previously outstanding $500 million~~ ~~aggregate principal amount of 2.381% secured notes ("2.381% Secured Notes") due December 2017 and (2) $1.0 billion aggregate principal amount of~~ 3.849% Secured Notes due April ~~2023. In September 2016, CCIC issued $700 million aggregate principal amount~~2023 as of 2.25% senior secured notes ("September 2016 Senior Notes"). CCIC used a portion of the net proceeds from the September 2016 Senior Notes offering to repay in full the previously outstanding 2.381% Secured Notes. The Company recorded an equity contribution related to the repayment of the 2.381% Secured Notes for the nine months ended September 30, ~~2016 (see note 4).~~2020 and December 31, 2019 was $996 million and $995 million, respectively.

Interest Expense and Amortization of Deferred Financing Costs

The components of interest expense and amortization of deferred financing costs are as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Interest expense on debt obligations	$	9,623	$	9,623	$	28,868	$	28,868
Amortization of deferred financing costs	346		346		1,038		1,038
Total	$	9,969	$	9,969	$	29,906	$	29,906

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Interest expense on debt obligations $ 9,623
$ 12,267
$ 28,868
$ 37,465
Amortization of deferred financing costs 346
667
1,038
2,081
Total $ 9,969
$ 12,934
$ 29,906
$ 39,546

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Tabular dollars in thousands)


4.5.	Related Party Transactions

Pursuant to the Management Agreement, CCUSA has agreed to employ, supervise and pay at all times a sufficient number of capable employees as may be necessary to perform services in accordance with the operation standards defined in the Management Agreement. CCUSA currently acts as the Manager of the sites held by subsidiaries of CCIC. The management fee is equal to 7.5% of the ~~Company’s Operating~~Company's "Operating Revenues," as defined in the Management Agreement, which is based on the ~~Company’s~~Company's reported revenues adjusted to exclude certain items including revenues related to the accounting for leases with fixed escalators. The fee is compensation for those functions reasonably necessary to maintain, market, operate, manage and administer the sites, other than the operating expenses (which includes real estate and personal property taxes, ground lease and easement payments, and insurance premiums).

Further, in connection with its role as Manager, CCUSA may ~~make~~offer certain ~~modifications~~installation and modification services to ~~the Company's sites.~~

~~In addition, CCUSA may perform installation services~~tenants on the Company's ~~towers, for which~~towers; however, the Company receives no cash from, and is not a party to, ~~any agreement~~such transactions. The Company includes the deferred revenue for a portion of the transaction price for the tower installation and ~~for~~modification services, which norepresents a lease component under GAAP, within "Deferred revenues," on the Company's condensed consolidated balance sheet and recognizes it as "Amortization of tower installations and modifications" on the Company's condensed consolidated statement of operations over the associated estimated lease term. The portions of the transaction price which do not represent a lease component are not reflected in the Company's operating ~~results are reflected herein.~~results.

As part of ~~the CCIC~~CCIC's strategy to obtain long-term control of the land interests under its towers, affiliates of the Company have acquired rights to land ~~interests~~ under the Company's towers. These affiliates then lease the land to the ~~Company.~~Company, and the Company pays ground rent expenses to the affiliates. Under such circumstances, the Company's obligation typically continues with the same or similar economic terms as the ~~lease agreement~~contract for the land that existed prior to ~~an affiliate acquiring rights to~~the purchase of such ~~land.~~land by the affiliate. As of September 30, ~~2017, there was approximately 28%~~2020, more than 30% of the Company's ~~sites where the~~towers were located on land ~~under the tower is~~which was controlled by an affiliate. Also, the Company receives ~~rent revenue~~site rental revenues from affiliates for land ~~controlled~~owned by the Company ~~that~~on which affiliates have ~~towers on.~~towers.

~~CC HOLDINGS GS V LLC~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited~~

~~(Tabular dollars in thousands)~~

For the nine months ended September 30, ~~2017,~~2020 and 2019, the Company recorded an equity ~~distribution~~distributions of ~~$224.2~~$308.0 million and $278.2 million, respectively, reflecting distributions to its member and ultimately other subsidiaries of CCIC. For the nine months ended September 30, 2016, the Company recorded a net equity contribution of $313.8 million, which was inclusive of (1) an equity contribution from CCIC of $508.5 million related to the repayment of the previously outstanding 2.381% Secured Notes (see note 3) and (2) an equity distribution of $194.7 million, reflecting distributions to its member and ultimately other subsidiaries of CCIC.member. Cash ~~on hand~~on-hand above the amount that is required by the Management Agreement has been, and is expected to continue to be, distributed to the Company's parent company. As of September 30, ~~2017~~2020 and ~~2016,~~2019, other than the amounts of its ROU assets and operating lease liabilities related to land leased from affiliates of the Company reflected in "Operating lease right-of-use assets," "Current portion of operating lease liabilities—related parties" and "Operating lease liabilities—related parties," the Company had no material related party assets or liabilities on its condensed consolidated balance sheet.


5.6.	Income Taxes

CCIC operates as a REIT for U.S. federal income tax purposes. As a REIT, CCIC is generally entitled to a deduction for dividends that it pays and therefore is not subject to U.S. federal corporate income tax on its net taxable income that is currently distributed to its stockholders. For U.S. federal income tax purposes, the Company's assets and operations are ~~part of~~included in the CCIC REIT.

For the nine months ended September 30, ~~2017~~2020 and ~~2016,~~2019, the Company's effective tax rate differed from the federal statutory rate predominately due to (1) CCIC's REIT status, including the dividends paid deduction, and (2) state taxes.


6.7.	Fair Values

The fair value of cash and cash equivalents approximates the carrying value. The Company determines the fair value of its debt securities based on indicative, non-binding quotes ~~(that are non-binding quotes)~~from brokers. Quotes from brokers ~~that~~ require judgment ~~to interpret~~and are based on the brokers' interpretation of market information, including implied credit spreads for similar borrowings on recent trades or bid/ask prices or quotes from active markets if ~~applicable.~~available. There were no changes since December 31, ~~2016~~2019, in the Company's valuation techniques used to measure fair values. The estimated fair values of the Company's financial instruments, along with the carrying amounts of the related assets and liabilities, are as follows:

CC HOLDINGS GS V LLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Tabular dollars in thousands)

Level in Fair Value Hierarchy September 30, 2017 December 31, 2016

Carrying
Amount

Fair
Value

Carrying
Amount

Fair
Value
Assets:
Cash and cash equivalents 1 $ 24,519
$ 24,519
$ 19,550
$ 19,550
Liabilities:
Debt 2 992,317
1,050,230
991,279
1,013,300



	Level in Fair Value Hierarchy	September 30, 2020				December 31, 2019
	Level in Fair Value Hierarchy	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Assets:
Cash and cash equivalents	1	$	31,565	$	31,565	$	20,407	$	20,407
Liabilities:
Debt	2	996,469		1,075,500		995,431		1,046,200


7.8.	Commitments and Contingencies

The Company is involved in various claims, assessments, lawsuits or proceedings arising in the ordinary course of business. While there are uncertainties inherent in the ultimate outcome of such matters, and it is impossible to presently determine the ultimate costs or losses that may be incurred, if any, management believes the adverse resolution of such uncertainties and the incurrence of such costs should not have a material adverse effect on the Company's condensed consolidated financial position or results of operations. In addition, ~~CCIC, through its subsidiaries (including the Company) has the~~see note 1 for a discussion of CCIC's option to purchase ~~in 2037 all (but not less than all) of the Sprint Sites, which represent~~ approximately 68% of the Company's ~~sites.~~towers at the end of their respective lease terms. CCIC has no obligation to exercise the purchase option.


8.9.	Supplemental Cash Flow Information


	Nine Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2020			2019
Supplemental disclosure of cash flow information:
Cash payments related to operating lease liabilities^(a)(b)					$	80,853		$	79,643
Interest paid	$	19,246	$	28,372	19,246			19,246
Supplemental disclosure of non-cash operating, investing and financing activities:
New ROU assets obtained in exchange for operating lease liabilities^(b)					46,234			71,578
Increase (decrease) in accounts payable for purchases of property and equipment					(2,758		)	4,075

~~CC HOLDINGS GS V LLC~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-Unaudited~~

~~(Tabular dollars in thousands)~~


9.(a)	~~Guarantor Subsidiaries~~Excludes the Company's contingent payments pursuant to operating leases, which are recorded as expense in the period such contingencies are resolved.


(b)	Inclusive of leases with related parties. See note 5.

CCL has no independent assets or operations. The 2012 Secured Notes are guaranteed by all subsidiaries of CCL, each of which is a wholly-owned subsidiary of CCL, other than Crown Castle GS III Corp., which is a co-issuer of the 2012 Secured Notes and a wholly-owned finance subsidiary. Such guarantees are full and unconditional and joint and several. Subject to the provisions of the Indenture, a guarantor may be released and relieved of its obligations under its guarantee under certain circumstances including: (1) in the event of any sale or other disposition of all or substantially all of the assets of any guarantor, by way of merger, consolidation or otherwise to a person that is not (either before or after giving effect to such transaction) CCL or a subsidiary of CCL, (2) in the event of any sale or other disposition of all of the capital stock of any guarantor, to a person that is not (either before or after giving effect to such transaction) CCL or a subsidiary of CCL, (3) upon CCL's exercise of legal defeasance in accordance with the relevant provisions of the Indenture, or (4) upon the discharge of the Indenture in accordance with its terms.


	Nine Months Ended September 30,							Nine Months Ended September 30,
(In thousands of dollars)								2020		2019		Change
	2017		2016		Change					(As Restated)
	(In thousands of dollars)
Site improvements	$	40,338	$	32,980	$	7,358
Discretionary								$	34,733	$	58,851	$	(24,118	)
Sustaining	5,663		6,337		(674		)	2,446		5,353		(2,907		)
Total	$	46,001	$	39,317	$	6,684		$	37,179	$	64,204	$	(27,025	)



Exhibit No.		Description

(a)	3.1	Certificate of Formation, as amended, of CC Holdings GS V LLC

(a)	3.2	Second Amended and Restated Limited Liability Company Agreement of CC Holdings GS V LLC

(b)	22	List of Subsidiaries

*	31.1	Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002

*	31.2	Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002

†	32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002

*	~~101.INS~~101	~~XBRL Instance Document~~The following financial statements from CC Holdings GS V LLC's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheet, (ii) Condensed Consolidated Statement of Operations, (iii) Condensed Consolidated Statement of Cash Flows, (iv) Condensed Consolidated Statement of Changes of Member's Equity, and (v) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags

*	~~101.SCH~~104	The cover page from CC Holdings GS V LLC's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, formatted in Inline XBRL ~~Taxonomy Extension Schema Document~~

*	~~101.DEF~~	~~XBRL Taxonomy Extension Definition Linkbase Document~~

*	~~101.CAL~~	~~XBRL Taxonomy Extension Calculation Linkbase Document~~

*	~~101.LAB~~	~~XBRL Taxonomy Extension Label Linkbase Document~~

*	~~101.PRE~~	~~XBRL Taxonomy Extension Presentation Linkbase Document~~



		CC HOLDINGS GS V LLC

Date:	November ~~6, 2017~~4, 2020	By:	/s/ Daniel K. Schlanger
			Daniel K. Schlanger
			~~Senior~~Executive Vice President
			and Chief Financial Officer
			(Principal Financial Officer)

Date:	November ~~6, 2017~~4, 2020	By:	/s/ Robert S. Collins
			Robert S. Collins
			Vice President and Controller
			(Principal Accounting Officer)


◦	We expect U.S. wireless carriers will continue their focus on improving network quality and expanding capacity (including through 5G initiatives) by adding additional antennas or other equipment on our ~~wireless infrastructure.~~sites.


◦	Tenant additions on our existing sites are achieved at a low incremental operating cost, delivering high incremental returns.


◦	Substantially all of our ~~towers~~sites can accommodate additional tenancy, either as currently constructed or with appropriate modifications to the structure (which may include extensions or structural reinforcement).


◦	~~U.S. wireless carriers continue to invest in their networks.~~


◦	~~CCIC operates as a REIT for U.S. federal income tax purposes.~~ For U.S. federal income tax purposes, CCIC operates as a REIT and, as its indirect subsidiary, our assets and operations are ~~part of~~included in the CCIC REIT.


◦	Our subsidiaries (other than Crown Castle GS III Corp.) were organized specifically to own, lease and manage certain ~~shared wireless infrastructure,~~sites, such as towers or other structures, and have no employees.


◦	Management services, including those functions reasonably necessary to maintain, market, operate, manage or administer our sites, are performed by CCUSA. The management fee is equal to 7.5% of our Operating Revenues as defined in the Management Agreement.


◦	Initial terms of five to 15 years for site rental revenues derived from tenant contracts, with contractual escalations and multiple renewal periods of five to 10 years each, exercisable at the option of the ~~tenant of five to ten years each.~~tenant.


◦	~~The weighted-average~~Weighted-average remaining term ~~(calculated by weighting the remaining term for each lease by the related site rental revenue)~~ of approximately five years, exclusive of renewals exercisable at the tenants' option, currently representing approximately ~~$3.6~~$4.2 billion of expected future cash inflows.


◦	Approximately ~~88%~~89% of our site rental revenues were derived from ~~Sprint,~~T-Mobile (including revenues previously derived from Sprint), AT&T ~~T-Mobile~~ and Verizon Wireless.


▪	On April 1, 2020, T-Mobile and Sprint announced the completion of their previously disclosed merger. For additional information, see "Item 1A. Risk Factors" in our 2019 Form 10-K.


◦	More than 80% and more than 50% of our sites are under our control for greater than 10 and 20 years, respectively. The aforementioned ~~amounts~~percentages include ~~sites~~towers that reside on land interests that are owned, including through fee interests and perpetual easements.


◦	Approximately ~~19%~~one-fourth of our site rental ~~cost~~costs of operations ~~represents~~represent ground lease payments to our affiliates. Such affiliates acquired the rights to such land interests as a result of negotiated transactions with third parties in connection with a program established by CCIC to extend the rights to the land under its portfolio of towers.


◦	Our operating costs tend to escalate at approximately the rate of inflation and are not typically influenced by tenant additions or non-renewals.


◦	Sustaining capital expenditures represented ~~approximately~~less than 1% of site rental revenues.


◦	Our debt consists of $1.0 billion aggregate principal amount of 3.849% Secured Notes. See note 34 to our condensed consolidated financial statements.


◦	Net cash provided by operating activities was ~~$275.1~~$356.3 million. See "Item 2. MD&A—Liquidity and Capital Resources."


	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Percent Change		Three Months Ended September 30,
(In thousands of dollars)									2020			2019			Percent Change
	(Dollars in thousands)											(As Restated)
Site rental revenues	$	153,732		$	152,523		1	%
Site rental revenues:
Revenues from tenant contracts									$	173,348		$	171,745		1	%
Amortization of tower installations and modifications^(a)									14,818			13,436			10	%
Total site rental revenues									188,166			185,181			2	%

Operating expenses:
Costs of operations^(a)(b)	46,738			47,239			(1	)%
Management fee^(b)	11,779			11,425			3	%
Site rental cost of operations—third parties^(b)									38,640			38,406			1	%
Ground rent expenses—related parties									11,446			10,880			5	%
Site rental cost of operations—total^(b)									50,086			49,286			2	%
Management fee—related party									13,084			12,611			4	%
Asset write-down charges	—			950			*		—			—			*
Depreciation, amortization and accretion	52,714			52,624			—	%	53,048			51,881			2	%
Total operating expenses	111,231			112,238			(1	)%	116,218			113,778			2	%
Operating income (loss)	42,501			40,285			6	%	71,948			71,403			1	%
Interest expense and amortization of deferred financing costs	(9,969		)	(12,934		)	(23	)%	(9,969		)	(9,969		)	*
Gains (losses) on retirement of long-term obligations	—			(10,273		)
Other income (expense)	(720		)	(74		)			(12		)	160
Income (loss) before income taxes	31,812			17,004					61,967			61,594
Benefit (provision) for income taxes	(88		)	(84		)			(80		)	(102		)
Net income (loss)	$	31,724		$	16,920				$	61,887		$	61,492

									Nine Months Ended September 30,
(In thousands of dollars)									2020			2019			Percent Change
												(As Restated)
Site rental revenues:
Revenues from tenant contracts									$	517,041		$	507,256		2	%
Amortization of tower installations and modifications^(a)									43,639			38,371			14	%
Total site rental revenues									560,680			545,627			3	%

Operating expenses:
Site rental cost of operations—third parties^(b)									115,156			114,212			1	%
Ground rent expenses—related parties									34,235			32,210			6	%
Site rental cost of operations—total^(b)									149,391			146,422			2	%
Management fee—related party									38,596			37,238			4	%
Asset write-down charges									424			375			*
Depreciation, amortization and accretion									158,138			155,087			2	%
Total operating expenses									346,549			339,122			2	%
Operating income (loss)									214,131			206,505			4	%
Interest expense and amortization of deferred financing costs									(29,906		)	(29,906		)	*
Other income (expense)									74			445
Income (loss) before income taxes									184,299			177,044
Benefit (provision) for income taxes									(292		)	(307		)
Net income (loss)									$	184,007		$	176,737



	Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016			Percent Change
	(Dollars in thousands)
Site rental revenues	$	460,028		$	458,781		—	%

Operating expenses:
Costs of operations^(a)(b)	140,460			137,813			2	%
Management fee^(b)	35,069			33,936			3	%
Asset write-down charges	—			3,724			*
Depreciation, amortization and accretion	157,886			157,098			1	%
Total operating expenses	333,415			332,571			—	%
Operating income (loss)	126,613			126,210			—	%
Interest expense and amortization of deferred financing costs	(29,906		)	(39,546		)	(24	)%
Gains (losses) on retirement of long-term obligations	—			(10,273		)
Other income (expense)	129			(85		)
Income (loss) before income taxes	96,836			76,306
Benefit (provision) for income taxes	(264		)	(253		)
Net income (loss)	$	96,572		$	76,053


~~(a)~~	~~Exclusive of depreciation, amortization and accretion shown separately and certain indirect costs included in the management fee.~~


(a)	Incorporated by reference to the exhibit previously filed by the Registrant on Form S-4 (Registration No. 333-187970) on April 17, 2013.

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Smaller reporting company

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o☐