Quarterly Report. 1 for the period ending March 31, MTS Reports Solid First Quarter Results - Second Quarter 2005 Cash Dividend Declared -

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1 Quarterly Report 1 for the period ending March 31, 2005 W MTS Reports Solid First Quarter Results - Second Quarter 2005 Cash Dividend Declared - Integration on track with $21 million in annualized operating expense synergies achieved at March 31 st National division delivers third consecutive quarter of stabilized revenues MTS TV customers increase 160.8% as footprint expands to 79% of Winnipeg Wireless operations post 11.7% customer growth innipeg, May 3, 2005 Manitoba Telecom Services Inc. ( MTS ) today released its first quarter results. The Board of Directors also declared the second quarter cash dividend at $0.65 per share. We had a solid first quarter, very much in line with our expectations for the year, said Bill Fraser, CEO. We have now had three consecutive quarters of consistent revenue performance from our National division, as business customers increasingly embrace the benefits our solutions can bring to their operations. In the Manitoba division, we had an excellent quarter with solid revenue growth through the continued execution of our strategies in support of our leadership position in the province. In the first quarter, revenues increased by 134.5% to $495.1 million, EBITDA 1 grew by 39.4% to $159.1 million. Net income for the quarter was $42.5 million compared with $218.5 million in In 2004, first quarter results reflected the gain that was realized on the disposition of MTS s investment in Bell West, as well as the equity losses from the investment in the quarter. Excluding the impact of Bell West, net income in the first quarter of 2005 increased by 34.1% from the prior year. These increases were mainly driven by the consolidation of Allstream results effective June 4, 2004, as well as year-over-year growth from the Manitoba division. 1 Earnings before interest, taxes, amortization and other (expense) income. Information concerning EBITDA is provided because management believes investors use it as a measure of MTS s financial performance. This measure does not have a standardized meaning as prescribed by Canadian generally accepted accounting principles ( GAAP ) and is not necessarily comparable to similarly titled measures used by other companies. EBITDA should not be construed as an alternative to operating income or to cash flows from operating activities (as determined in accordance with Canadian GAAP) as a measure of liquidity. 2 Growth in Manitoba division 2005 revenues based on first quarter 2004 pro forma revenues which assume the acquisition of Allstream by MTS had occurred on January 1, Excludes earnings per share at March31 st ; at December 31 st. 1 Revenues from the National division were $280.5 million in the quarter, which is comparable performance to the results achieved in the fourth and third quarters of We are looking to deliver overall growth in consolidated revenues in 2005, and one of our top priorities is executing on our National division business plan in support of first stabilizing revenues and then achieving growth from our National division, said Wayne Demkey, Executive Vice-President Finance & CFO. We are very encouraged by the results that have been achieved in the last three quarters. The Manitoba division posted strong first quarter results with revenues increasing by 5.3% 2 to $216.2 million, excluding a $1.6 million retroactive charge to revenues arising from a regulatory decision. Excellent growth in the division s wireless, Internet and MTS TV services, together with stable revenue performance from the traditional local, long distance and directory services combined to deliver the revenue improvement. Taken together, we re pleased with the first quarter results, and with the progress we are achieving in integrating our operations and moving forward as a unified, strong competitor in the telecommunications marketplace, added Bill Fraser. FINANCIAL HIGHLIGHTS Three months ended March 31 (in millions of dollars) Operating Revenues Operating Income EBITDA Net Income Basic EPS Total Capital Assets 4 1, ,448.1

2 MANAGEMENT S DISCUSSION AND ANALYSIS Unless otherwise indicated, this Management s Discussion and Analysis ( MD&A ) of our financial results for the period ended March 31, 2005 is as at May 3, In this MD&A, we, our, and us refer to Manitoba Telecom Services Inc. and its wholly owned subsidiaries. This interim MD&A should be read in conjunction with our interim consolidated financial statements and the discussion and analysis that accompanies our audited consolidated financial statements for the year ended December 31, This interim MD&A for the three months ended March 31, 2005 updates the information contained in our 2004 annual MD&A. This interim MD&A includes forward-looking statements about our corporate direction and financial objectives that are subject to risks, uncertainties and assumptions. As a consequence, actual results in the future may differ materially from those projected or suggested. Examples of statements that constitute forward-looking information may be identified by words such as believe, expect, project, anticipate, could, target, forecast, intend, plan, outlook, and other similar terms. Factors that could cause actual results to differ materially from those expected are identified in the Risks and Uncertainties section of this interim MD&A and our 2004 annual MD&A. Our Annual Information Form as well as other information about our company, is available on our Web site at as well as on SEDAR at NON-GAAP MEASURES OF PERFORMANCE In this MD&A, we provide information concerning continuing operations, EBITDA, free cash flow and pro forma results because we believe investors use them as measures of our financial performance. These measures do not have a standardized meaning as prescribed by Canadian generally accepted accounting principles ( GAAP ) and are not necessarily comparable to similarly titled measures used by other companies. Continuing Operations We provide information that refers to our performance from continuing operations. Continuing operations in the first quarter of 2005 exclude restructuring and integration costs, the estimated net positive retroactive portion of the impact from the Canadian Radio-television and Telecommunications Commission s ( CRTC ) Competitor Digital Network Service, Telecom Decision CRTC , (the CDNA Decision ), the gain arising from the sale of our investment in a wireless venture, and solvency funding to our pension plans. Continuing operations in the first quarter of 2004 exclude the onetime gain resulting from the sale of our investment in Bell West Inc. ( Bell West ), as well as equity losses from Bell West. EBITDA We define EBITDA as earnings before interest, taxes, amortization, and other (expense) income. EBITDA should not be construed as an alternative to operating income or to cash flows from operating activities (as determined in accordance with Canadian GAAP) as a measure of liquidity. Free Cash Flow We define free cash flow as cash flow from operating activities, less capital expenditures, and excluding changes in working capital. Free cash flow is the amount of discretionary cash flow that we have for purchasing additional assets beyond our annual capital expenditure program, paying dividends, buying back shares, or retiring debt. Pro Forma Information - To assist investors in understanding the performance of our expanded company, we have included pro forma financial information throughout this MD&A to provide an indication of the consolidated results from continuing operations as if the acquisition of Allstream Inc. ( Allstream ) by MTS had occurred on January 1, The pro forma financial results exclude any one-time costs associated with the acquisition of Allstream. The pro forma financial information contained in this MD&A is unaudited. OVERVIEW MTS is the third largest national telecommunications provider in Canada. As a recognized leader and innovator in our industry, we are a 6,600 employee company that earned $1.5 billion in revenue and net income of $305.1 million in Our extensive Internet Protocol ( IP ) national network infrastructure, including 24,300 route kilometres of fibre optic cable, together with our professional services capabilities, enables us to profitably deliver a full range of connectivity services, and to create value-added solutions for our customers. By responding to the current and emerging requirements of customers in major markets across the country, we leverage our competitive strengths within two main operating divisions: Allstream (National) division (the National division ): a customer-focused, agile innovator that offers a world-class portfolio of business solutions, including voice and data connectivity, infrastructure management and information technology ( IT ) services to business and wholesale customers. Allstream has built a strong market share position that spans the country, and includes many of Canada s largest companies as well as federal, provincial and municipal governments. 2

3 MTS (Manitoba) division (the Manitoba division ): the primary telecommunications provider throughout Manitoba, the clear leader in our market. We serve residential and business customers across the province offering a full suite of wireline voice, high-speed Internet and data, next generation wireless, directory, MTS TV, and security and alarm monitoring services Earnings Per S hare (Continuing Operations) RESULTS OF OPERATIONS Earnings Per Share ( EPS ) ($) Three months ended Mar 31 st EPS (Continuing Operations) Restructuring & Integration Costs (0.12) -- Retroactive portion of CDNA Decision Gain on Sale of Wireless Venture Net Impact from Bell West Basic EPS Note: Earnings per share for the three months ended March 31st is based on the weighted average shares outstanding of 67.6 million for 2005, and 62.9 million for EPS from continuing operations increased by 36.0% to $0.68 in the first quarter, primarily due to the consolidation of Allstream s results effective June 4, 2004 as well as growth in the Manitoba division. This improvement was partly offset by an increase in the weighted average number of shares outstanding and higher debt charges. Basic EPS was $0.63 in the first quarter compared to $3.47 in This result reflects a number of items that did not arise from continuing operations, including: restructuring and integration costs related to the integration of Allstream; a workforce reduction program undertaken in the first quarter of 2005; the estimated retroactive portion of the net positive impact from the CDNA decision; as well as the gain on the sale of our ownership interest in a wireless venture. In 2004, basic EPS included the gain from the sale of our 40% interest in Bell West, net of the equity losses from Bell West we realized prior to the sale. ($) Per Share Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 EBITDA (in millions $) Q1/05 Q1/04 % change EBITDA (Continuing Operations) Restructuring & Integration Costs (12.6) -- n/m Retroactive portion of CDNA Decision n/m EBITDA EBITDA climbed by 39.4% to $159.1 million in the first three months of This increase is mainly attributable to the consolidation of Allstream s results effective June 4, 2004, together with growth in EBITDA from our Manitoba division. EBITDA from continuing operations increased by 46.7% to $167.4 million. Compared to 2004 pro forma results, EBITDA from continuing operations increased by 1.8%. This increase reflects growth from the Manitoba division, and consistent year-over-year performance from the National division. In Millions ($) EBITDA (Continuing Operations) Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 3

4 REVENUES Operating Revenues (in millions $) Q1/05 Q1/04 % change Data Local Long Distance Wireless Other Total In Millions ($) Operating Revenues Our operating revenues include those earned from the provision of local voice, data, long distance voice, wireless and other services. Consolidated revenues increased by 134.5% to $495.1 million in the first quarter of 2005, reflecting the consolidation of Allstream s results beginning June 4, 2004, together with growth in revenues from the Manitoba division. The first quarter 2005 results also include a $1.6 million retroactive charge against revenues, arising from the application to our Manitoba division of rates established in the CDNA Decision. The National division performed well during the quarter contributing revenues of $280.5 million, which reflects the third consecutive quarter of stabilized revenues. These results are indicative of the progress that we are making in stopping the previous revenue declines the National division had been experiencing, and positioning the company for long-term growth. The Manitoba division posted solid performance in the first quarter, with revenues increasing by 5.3% over 2004 pro forma results, to $216.2 million excluding the retroactive charge from the CDNA decision. Contributing to this improvement was strong growth in revenues from wireless, MTS TV, Internet and stable year-over-year performance from local and data services, which was partly offset by a marginal decline in long distance revenues. Consolidated revenues from continuing operations are down marginally by 2.2% when compared to pro forma revenues in the first quarter of This decline reflects lower yearover-year revenues from long distance and legacy data services, which was partly offset by growth in revenues from wireless, IT, MTS TV and high-speed Internet services. Data Services Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 (in millions $) % change Q1/YTD Our data line of business includes revenues earned from providing data, Internet and IT services. Data services connect data, video, and voice networks to establish private connections across office locations and to integrate traffic over highly secure networks. We provide a wide range of Internet connectivity services to meet the needs of residential customers in Manitoba and business customers across the country. We also offer numerous hosting and security services across Canada. Our IT unit helps customers automate their business processes using Web-based technologies and applications. In addition, our National division offers fully integrated managed hosting and security services. Revenues from data services were $167.5 million in the first three months of 2005, compared to $37.0 million in the corresponding period in This increase is mainly attributable to the consolidation of Allstream s results beginning on June 4, Compared to the pro forma results from the first quarter of 2004, data revenues in the first quarter of 2005, excluding the retroactive portion of the CDNA Decision, have decreased by 4.0% as a result of lower data connectivity revenues associated with re-pricing of legacy services in the marketplace, as well as technology substitution. These decreases were partly offset by yearover-year improvements in IT services, together with continuing strong Internet revenue growth in our Manitoba division. As at March 31, 2005, our high-speed Internet customer base in our Manitoba division totaled 110,011 customers, which translates into strong year-over-year growth of 24.3%. 4

5 Data Revenues Local Voice Services Revenues In Millions ($) 37.0 In Millions ($) 85.4 Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 Local Services (in millions $) % change Q1/YTD Local services revenues from our Manitoba division include basic voice connections for residential and business customers, including enhanced calling features (such as Call Answer, Call Display, Call Waiting, and 3-Way Calling), payphone revenue, wholesale revenues from services provided to third parties, as well as contribution revenue. Through our National division, we provide a full range of local services to business customers on a national basis. These services allow customers to complete calls in their local calling areas and to access long distance, cellular networks, and the Internet. The local products provided by our National division offer a uniform service across all major markets in Canada. Local services revenues were $136.2 million, which is up 59.5% from $85.4 million in the same period of the previous year. This positive variance is primarily attributable to the consolidation of Allstream s financial results effective June 4, When compared to 2004 pro forma revenues from local services of $135.5 million, local revenues generated in the first three months of the year improved by 0.5%. This level of performance reflects increased revenues from our National division wholesale business, together with higher contribution revenues. This improvement was partly offset by lower revenues from re-sold lines, reflecting our ongoing strategy of focusing on higher margin revenues through the utilization of our own facilities. Long Distance Services (in millions $) % change Q1/YTD Long distance services enable residential customers in Manitoba and business customers across Canada to communicate with destinations outside the local exchange. Our long distance voice service portfolio includes basic, domestic, cross-border and international outbound long distance, basic and enhanced toll-free services, calling cards and audio conferencing, as well as a variety of enhanced long distance services and features. Long distance revenues increased to $121.3 million in the first quarter of 2005 as compared to $30.5 million in the previous year, reflecting the consolidation of Allstream s financial results effective June 4, Relative to the first quarter 2004 pro forma results, long distance revenues have declined by 10.7% due to competitive pressures that are primarily associated with pricing across all market segments. These negative impacts were partly offset by higher international and U.S. traffic volumes, as well as growth in our dial-around long distance service operating in Alberta and British Columbia. In Millions ($) 30.5 Long Distance Revenues Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 5

6 Wireless Services (in millions $) % change Q1/YTD Our wireless portfolio consists of cellular, wireless data, paging and group communications services that we offer in the Manitoba market. Other revenues climbed by 39.5% to $22.6 million in the first quarter of 2005, primarily due to growth in revenues from MTS TV and our subsidiary, AAA Alarm Systems Ltd., and the consolidation of Allstream s financial results beginning June 4, MTS TV continues to gain momentum in the market place with our total customer base increasing strongly by 160.8% to total 37,219 customers as at March 31, Revenues from wireless services were $47.5 million in the first three months of 2005, representing growth of 13.1% from the comparable period in Strong customer growth and increased average monthly revenue per user ( ARPU ) were the primary contributors to the solid level of revenue performance. Our cellular customer base has increased by 11.7% to total 290,161 as at March 31, In addition, the growing popularity of our wireless services (including related data and other enhanced features) continued to drive increased utilization rates, resulting in ARPU of $52.76 in the quarter a 2.2% improvement over the prior year. In Millions ($) Other Revenues Wireless Revenues Q1/04 Q2/04 Q3/04 Q4/04 Q1/ OPERATING EXPENSES In Millions ($) Q1/04 Q2/04 Q3/04 Q4/04 Q1/05 Other Revenues (in millions $) % change Q1/YTD Other revenues consist of revenues earned from our directory business, digital television services and miscellaneous items. Directory revenues mainly include our Yellow Pages TM and White Pages telephone directories. Our digital television service, known as MTS TV, is offered across our broadband network platform and is targeted at residential customers in Winnipeg. Miscellaneous revenues primarily consist of security services and the sale and maintenance of terminal equipment. Operations Expense (in millions $) % change Q1/YTD For the three months ended March 31, 2005, operations expense was $323.4 million, compared to $97.0 million in the same period of This year-over-year change reflects the consolidation of Allstream s financial results effective June 4, Also included in our first quarter 2005 results is a positive $5.9 million retroactive adjustment associated with the CDNA Decision. This adjustment reflects the net amount associated with the rates approved in the CDNA Decision for periods prior to This decision established final rates for the facilities our National division leases from incumbent local exchange carriers as well as the facilities our Manitoba division leases to competitors, and has a net positive impact on costs going forward. Operations expense, excluding the retroactive portion of the CDNA Decision, decreased by 4.1% or by $13.9 million compared with pro forma operations expense in the first quarter of This favourable variance is attributable to lower year-over-year salaries and benefits expenses and synergies of approximately $5 million arising from the integration of Allstream. These factors were partly offset by increased costs to fund growth in our businesses. 6

7 Restructuring and Integration Costs (in millions $) Q1/05 Q1/ 04 Workforce Reduction Program Integration with Allstream Total Restructuring and integration costs were $12.6 million in the first quarter of We recorded restructuring costs of $9.0 million related to workforce reduction programs we have undertaken in both our Manitoba division and National division during the first quarter of These costs represent severance costs and other employee-related costs associated with the elimination of approximately 185 positions. The net annualized savings associated with this initiative is estimated to be approximately $7 million. A proportionate amount of these estimated savings was included in our 2005 financial guidance. We estimated that the total costs associated with the acquisition of Allstream would be approximately $90 million. This amount includes (i) costs for MTS and Allstream professional fees ($24 million), which were included in the accounting for the acquisition of Allstream; (ii) costs related to restructuring and integration ($28 million), which were set up as a liability; as well as (iii) additional integration costs ($38 million), which were anticipated to be incurred in 2004 and 2005 and which will be expensed or capitalized, depending on the nature of the expenditure. A liability of $28.0 million was set up for costs related to severance and for consolidating facilities, systems and operations of the acquired company. As at March 31, 2005, total costs charged against this liability were $10.2 million, leaving an outstanding liability of $17.8 million. The additional integration costs ($38 million) are a mix of expenses and capital expenditures, and are expected to largely be incurred over the 2004/2005 time frame. Of these integration costs we expensed $5.5 million in 2004 and $3.6 million in the first quarter of 2005 and incurred capital expenditures of $1.3 million in the first quarter of Amortization Expense (in millions $) % change Q1/YTD Amortization expense was $79.0 million in the first quarter of 2005, as compared to $55.6 million in the same period of the previous year. This increase reflects the consolidation of Allstream s assets, which resulted from the completion of our acquisition on June 4, Other Income (in millions $) % change Q1/YTD Other income was $4.1 million in the first quarter of 2005, versus $1.0 million in the previous year. This increase is primarily attributable to a $2.7 million gain we realized on the disposition of our investment in a wireless venture. Our investment was acquired by the other two partners in the venture for a total purchase price of $8.1 million in cash, which represented the total investment we made in the venture. Debt Charges (in millions $) % change Q1/YTD Debt charges were $15.2 million in the first quarter, which is up by 83.1% compared to the same period in These increased interest charges reflect higher average levels of outstanding debt. As at March 31, 2005, we had $946.6 million of outstanding debt, as compared to $563.8 million a year earlier. Additional debt along with the $645 million in proceeds from the disposition of our investment in Bell West in 2004 were used to finance our acquisition of Allstream, as well as the $800 million share buyback that we completed pursuant to our substantial issuer bid. Our debt to total capitalization ratio as at March 31, 2005 was 40.6%, and continues to provide us with financial strength and flexibility going forward. Income Tax Expense (in millions $) % change Q1/YTD (57.8) Income tax expense was $26.5 million in the first quarter of 2005, as compared to $62.8 million in the first quarter of Income tax expense was considerably higher in 2004 primarily due to recognition of the Bell West gain. Our effective tax rate has increased from 22.3% in the first quarter of 2004 to 38.4% in the first quarter of The effective tax rate was lower in 2004 primarily due to the impact of the gain from the sale of our investment in Bell West, which was taxed at the lower capital gains rate. As a result of our Allstream acquisition on June 4, 2004, we have the benefit of tax loss carry forwards, which enables us to reduce taxes payable for a number of years going forward. The impact of the utilization of these tax losses has essentially eliminated cash taxes on earnings since June

8 CONSOLIDATED QUARTERLY DATA Unaudited quarterly financial data for our eight most recently completed quarters is presented below: (in millions $, except earnings per share) Q Q Q Q Operating Revenues Operating Income Net Income (Loss) (6.7) Earnings (Loss) Per Share Diluted Earnings (Loss) Per Share (in millions $, except earnings per share) (0.10) (0.10) Q Q Q Q Operating Revenues Operating Income Net Income Earnings Per Share Diluted Earnings Per Share Our Manitoba division historically has delivered consistently steady growth in financial performance. In the second quarter of 2004, we began consolidating Allstream s results, which is the primary reason for the significant increases in revenues, operating income and net income in the last three quarters of 2004 and the first quarter of In addition to the steady performance of our Manitoba division, and the inclusion of our National division s results beginning on June 4, 2004, our consolidated financial results for the eight most recently completed quarters reflect: Workforce reduction initiatives that we undertook in the first quarter of 2005 and the fourth quarter of 2003, which resulted in restructuring charges of $9.0 million, and $5.1 million respectively. The recognition of integration costs in the first quarter of 2005 of $3.6 million and of $5.5 million in These costs are associated with the integration of Allstream s operations following the completion of our acquisition. The recording of a $4.3 million net positive retroactive impact in the first quarter of 2005 from the CDNA Decision, for periods prior to The recognition of a one-time gain in the amount of $2.7 million in the first quarter of 2005, resulting from the sale of our investment in a wireless venture. The recording of a provision against the carrying value of a long-term investment in the pre-tax amount of $7.0 million in the fourth quarter of The impact of our substantial issuer bid, which we completed on September 27, 2004, resulting in the purchase for cancellation of 1,966,775 Class B Preference Shares for cash consideration of $84.6 million and 16,637,870 Common Shares for cash consideration of $716.2 million in the third quarter of The recording of a one-time charge of $75.0 million ($47.8 million, net of taxes) in the second quarter of 2004, relating to our Settlement Agreement with Bell Canada. This one-time pre-tax cost is reflected in our income statement as other expense. This cost is the reason for the loss per share in the second quarter of The recognition of a one-time gain of $232.6 million ($188.8 million, net of taxes) associated with the exercise of our put option on February 2, 2004 to sell our investment in Bell West, which produced much higher earnings during the first quarter of Our 2003 results account for our 40% share of Bell West s net losses using the equity method of accounting for the entire year. Our 2004 results equity account for our 40% share of Bell West s net losses from January 1 st to February 2 nd. On February 2, 2004, we exercised our put option to sell our 40% ownership position in Bell West for $645.0 million. A change in our accounting policy for deferred alarm installation costs effective January 1, The quarterly information presented for 2003 has been restated for comparative purposes. A goodwill revaluation charge in the amount of $2.0 million related to our IT services (formerly referred to as e-business services), which we took in the fourth quarter of In addition, earnings per share in 2003 were impacted by our purchase of 881,336 Common Shares for cancellation pursuant to our normal course issuer bids. LIQUIDITY AND CAPITAL RESOURCES Cash Flows from Operating Activities (in millions $) $ change Q1/YTD Cash flows from operating activities refers to cash we generate from our normal business activities. 8

9 Cash flows from operating activities were $110.0 million in the first quarter, as compared to $46.7 million in the same period of This increase is mainly attributable to the addition of operating cash flow from the National division, lower cash taxes due to the utilization of loss carryforwards, and organic growth from the Manitoba division. These factors were partly offset by higher debt charges. Cash Flows used in Investing Activities (in millions $) $ change Q1/YTD Investing activities represent cash used for acquiring, and cash received from disposing of, long-term assets and other long-term investments. Cash flows used in investing activities were $63.3 million in the first quarter, as compared to $46.2 million a year ago. This increase is due to higher capital expenditures associated with the consolidation of Allstream, higher capital spending in the Manitoba division due to timing differences, as well as our acquisition of Reliable Alarms Limited for $4.2 million in the first quarter of Partially offsetting this increase were proceeds of $8.1 million from the sale of our investment in a wireless venture, and the discontinuance of funding to Bell West that was incurred in Free Cash Flow (in millions $) Free Cash Flow (Cont. Operations) Restructuring & Integration Expense (12.6) -- Restructuring & Integration CAPEX (1.3) -- Pension solvency funding (7.6) -- Retroactive portion of CDNA Decision Consolidated Free Cash Flow Free cash flow refers to cash flow from operating activities, less capital expenditures, and excluding changes in working capital. Free cash flow from continuing operations was $82.0 million in the first quarter, which is up from $38.7 million from the previous year. This increase is mainly attributable to the addition of operating cash flow from the National division, lower cash taxes due to the utilization of loss carryforwards, and organic growth from the Manitoba division. These factors were partly offset by increased capital expenditures flowing from the consolidation of Allstream, timing of increased capital expenditures in our Manitoba division in the first quarter, as well as higher debt charges. Consolidated free cash flow was $64.8 million in the first quarter of 2005, as compared to $38.7 million in the same period of the previous year. In addition to the items noted above, consolidated free cash flow also includes restructuring and integration costs, pension solvency funding, and a positive retroactive adjustment associated with the CDNA decision. Cash Flows (used in) from Financing Activities (in millions $) $ change Q1/YTD (49.0) 18.8 (67.8) Financing activities refer to actions we undertake to fund our operations through equity capital and borrowings. Cash flows used in financing activities were $49.0 million in the first quarter, as compared to cash flows from financing activities of $18.8 million in In the first three months of 2005, we paid cash dividends of $43.9 million, and $9.7 million for the repayment of maturing long-term debt. These cash outflows were partly offset by $3.6 million in proceeds from the issuance of Common Shares that were issued pursuant to the exercise of stock options. In the first quarter of 2004, cash flows from financing activities were $18.8 million, reflecting $34.5 million from the issuance of notes payable, which was partly offset by dividends paid of $15.7 million. Credit Facilities (in millions $) Capacity Utilized at Mar 31/05 Medium Term Note Program Commercial Paper Operating Line of Credit Total We have arrangements in place that allow us to access the debt and commercial paper markets for funding when required. Borrowings under these facilities are typically used to fund new initiatives, refinance maturing debt, and manage cash flow fluctuations. In addition to our medium term note program, we have additional credit facilities available in the amount of $200.0 million, which consist of a commercial paper program of $150 million, and a $50 million operating line of credit. As at March 31, 2005, our commercial paper program was not utilized, and we had $13.6 million in undrawn letters of credit outstanding against our operating line of credit. Capital Structure (in millions $) March 31/05 December 31/04 Long-term Debt Shareholders Equity 1, ,384.6 Total Capitalization 2, ,340.9 Debt to Capitalization 40.6% 40.9% 9

10 Our capital structure illustrates the amount of our assets that are financed by debt versus equity. During the first quarter, we repaid $9.7 million in long-term debt. This contributed to an improvement in the debt to total capitalization ratio of 40.6% as at March 31, 2005, which represents excellent financial strength and flexibility. We launched a normal course issuer bid on December 15, 2004, under which we may purchase up to 3,360,000 common shares, or approximately 5% of the public float, for cancellation. Purchases of Common Shares can be made over a 12-month period, ending no later than December 14, These purchases will be made where management is of the view that the acquisition of Common Shares is the most appropriate use of the company s funds. It also is expected that the purchase of Common Shares pursuant to the Issuer Bid will enhance the value of the remaining shares of our company. As at March 31, 2005, no shares had been purchased for cancellation pursuant to the issuer bid. Credit Ratings S&P Senior debentures Outlook: Stable BBB+ S&P Commercial paper Outlook: Stable A-1 (Low) DBRS Senior debentures Trend: Stable BBB (high) DBRS Commercial paper Trend: Stable R-1 (low) Two leading rating agencies Standard & Poor s ( S&P ) and Dominion Bond Rating Service ( DBRS ), analyze MTS and assign ratings based on their assessments. We have consistently been assigned solid investment grade credit ratings. DBRS s rating on our senior debentures is BBB (high) and R-1 (low) on our commercial paper. S&P s rating of MTS s long-term corporate credit and senior unsecured debt is BBB+, and our commercial paper is rated A-1 (Low). DBRS confirmed our credit ratings in conjunction with our most recent debt offering in September On December 24, 2004, S&P confirmed our credit ratings. Outstanding Share Data as at April 26, 2005 Authorized: Unlimited number of Preference Shares of two classes issuable in one or more series Unlimited number of Common Shares of a single class Issued: Shares Number Book Value (in millions $) Common 67,701,367 1,313.5 Stock options: Options Number Weighted Average Exercise Price Per Share Outstanding 1,955,950 $39.09 Exercisable 571,310 $31.08 Contractual Obligations, Financial Instruments, Off- Balance Sheet Arrangements, and Other Financial Arrangements Our contractual obligations, financial instruments, offbalance sheet arrangements, and other financial arrangements remain substantially unchanged from those that were disclosed in our 2004 annual MD&A, except as noted below. For additional details, please consult our 2004 annual MD&A, which is available on our Web site at Commitment On May 30, 2002, the CRTC issued Regulatory framework for second price cap period, Decision CRTC , ( Decision ) which governs local rates charged to residential and business customers and the rates that incumbent telephone companies may charge their competitors. In this decision, the CRTC established a regulatory deferral account mechanism, which is to be used to fund qualifying initiatives, such as rate reductions, rebates and service improvement plans. We estimate our deferral account commitment to be approximately $18 million as at March 31, CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS Our critical accounting estimates and assumptions remain substantially unchanged from those that were disclosed in our 2004 annual MD&A. For details, please consult our 2004 annual MD&A, which is available on our Web site at 10

11 CHANGES IN ACCOUNTING POLICIES, INCLUDING INITIAL ADOPTION Our changes in accounting policies, including initial adoption remain substantially unchanged from those that were disclosed in our 2004 annual MD&A. For additional details, please consult our 2004 annual MD&A, which is available on our Web site at RISKS AND UNCERTAINTIES Our risks and uncertainties remain substantially unchanged from those that were disclosed in our 2004 annual MD&A except as noted below. For additional details, please consult our 2004 annual MD&A, which is available on our Web site at Changes in CRTC Regulation The CRTC governs the telecommunications and broadcast industries in which we operate. In Manitoba, we operate as an incumbent local exchange carrier ( ILEC ). Our National division operates as a competitive local exchange carrier ( CLEC ). Our National division is the number two competitor for business telecommunications services in every region across Canada. Current regulatory proceedings and policy issues, which could, in the future, have a significant impact on our business, are described below. Competitive Digital Network Access In Decision , the CRTC determined that certain limited components of digital network access ( DNA ) services, in certain limited instances, should be available to competitors from the ILECs at cost-based rates, described as competitor digital network access ( CDNA ) service. On August 9, 2002, the CRTC initiated a proceeding to address certain aspects of Decision , and to consider an expansion in the scope of the CDNA tariff. On February 3, 2005, the CRTC issued the CDNA Decision, which is the CRTC s final decision in the proceeding commenced in August In the CDNA Decision, the CRTC decided to expand the scope of what it classifies as competitor digital network ( CDN ) services. The CRTC ordered that certain components of CDN services, known as Category I services, be made available to competitors at cost-based rates, and that certain additional components be made available to competitors at rates that vary between cost-based, and retail. As a result of the CDNA Decision, regulated costs for our National division will be reduced, while our Manitoba division will see a slight reduction in revenue. The net impact on our Company is positive. Deferral Account Proceeding Our ILEC operations in Manitoba currently are subject to price cap regulation as established by the CRTC in Decision This regulation is effective for a four-year period that began on June 1, It requires certain prices to be adjusted annually by an amount equal to inflation less a productivity factor of 3.5%. To the extent that these amounts and certain other rating elements relate to residential services, they are accumulated in a regulatory deferral account. As at March 31, 2005, we estimated our deferral account commitment to be approximately $18 million. On March 24, 2004, the CRTC invited proposals on the most appropriate way of disposing of the surpluses that have accumulated in the deferral accounts of the ILECs during the first two years of the second price cap period. We have proposed to dispose of the surplus in our deferral account by using the surplus to compensate for revenue loss associated with the deferral of business increases that arose as a result of our 2002 price cap filing, and to make up the additional subsidy required in relation to our Band F rate group for 2002 and We also have made a number of other suggestions regarding the use of the surplus in this account in order to facilitate our ability to continue to offer reliable and affordable high-quality services that are accessible to urban and rural area customers, while also ensuring that the competitive balance is not affected adversely. We also have sought approval to close our deferral account effective January 1, In contrast, some of the CLECs are seeking access to the monies in the deferral accounts of all ILECs to fund further reductions to competitors. If granted, such arrangements could provide our National division with improved access to competitive local services outside of Manitoba. A decision from the CRTC with respect to the use of deferral account balances is expected in Voice over Internet Protocol ( VoIP ) Proceeding On April 7, 2004, the CRTC initiated a proceeding to review the regulatory framework applicable to VoIP. The CRTC s preliminary view is that, to the extent VoIP services provide access to and/or from the public switched telephone network, these services should be subject to the existing regulatory framework, including the requirement that the ILECs offer such services in accordance with tariffs approved by the CRTC. In our initial submission in this proceeding, we generally agreed with the CRTC s preliminary views, and noted that the CRTC also must ensure that the interconnection of packet-switched, circuit-switched and combination networks is efficient, and that the underlying local access and transport facilities that are used to provision retail VoIP services are unbundled and priced at rates that are consistent with the CRTC s costing rules for competitor services. In September 2004, the CRTC conducted a public consultation regarding the regulation of VoIP services. We appeared at the consultation and made submissions in support of our position. A CRTC decision in this proceeding also could include a roadmap for additional pricing flexibility for the ILECs once the cable companies begin to make inroads in the voice market. 11

12 On April 4, 2005 the CRTC issued Emergency services obligations for local VoIP providers, Telecom Decision in which the CRTC generally required that VoIP providers ensure customer access to 911 services within a specified period of time. This decision is consistent with the CRTC s initial view in the larger proceeding that VoIP services are telecommunications services and should be regulated as such. A decision from the CRTC in the proceeding on the regulatory framework applicable to VoIP is expected in the second quarter of this year. High-Cost Serving Areas Proposed Band F In 2003, we filed an application with the CRTC which proposed that certain high-cost exchanges in Manitoba that are currently in Band D be reclassified into a new Band F. We also requested that a monthly subsidy in the amount of $10.14 per residential network access service in Band F be sourced from the CRTC s national contribution fund. In its decision, the CRTC approved, on an interim basis, a monthly subsidy of $4.05 per residential network access service in Band F. We filed an application to review and vary this decision on the basis that the costs associated with the provision of services in Band F justify a higher subsidy as the lower monthly subsidy amount was based on erroneous information. A decision on this application is expected in Price Floor Safeguards In late 2003, the CRTC initiated a proceeding to examine whether the pricing safeguards imposed on the ILECs with respect to services provided in their traditional operating territories should be strengthened. The CRTC s proposals include modifications to the rules that the ILECs must follow in bundling services, and changes to the imputation test that is used to establish price floors for certain services. The CRTC also has proposed the introduction of a new pricing safeguard for volume and term contracts for retail tariffed services. In submissions filed in conjunction with Call-Net Enterprises Inc. ( Call-Net ), Allstream called for the imputation of no less than what competitors actually pay for services when establishing the applicable price floor. These submissions also stated that in order to guarantee that competitors will have access to the services necessary to compete with the ILECs at tariffed rates, the CRTC must ensure that ILECs do not offer services on a retail basis unless they also are offered and tariffed on an unbundled basis to competitors. On June 25, 2004, we filed reply arguments in conjunction with Call-Net. On April 29, 2005, the CRTC issued Review of Price Floor Safeguards for Retail Tariffed Services and Related Issues, Telecom Decision CRTC ( Decision ). Decision grants, in part, our request that increased restrictions be placed on the pricing flexibility afforded the incumbents for regulated retail and bundled offers. Notably, incumbents will no longer be able to price regulated retail services at levels below the costs incurred by competitors for essential and near essential inputs acquired from the same incumbents. Decision should enhance the ability of our National division to compete effectively and grow market share, while the impact on our Manitoba division is not expected to be significant. Access to ILEC Operational Support Systems On March 16, 2005, the CRTC issued Competitive local exchange carrier access to incumbent local exchange carrier operational support systems, Telecom Decision CRTC In this decision, the CRTC ordered Bell Canada and TELUS Communications Inc. to provide our National division and other CLECs with access to their operational support systems within one year. Our Manitoba division will only be required to develop and implement CLEC access to our operational support systems if and when a CLEC signs a letter of intent for such access. In its decision, the CRTC determined that the most efficient manner for CLECs to process provisioning and repair orders involving ILEC facilities is through real time direct access to the ILECs operating support systems. Once implemented, the decision should enhance the ability of our National division to compete effectively and grow market share, while the impact on our Manitoba division is minimal Quality of Service In March 2005, the CRTC finalized the quality of service regime applicable to the provision of service by ILECs to retail customers and to competitors. On March 24, 2005, in Retail quality of service rate adjustment plan and related issues, Telecom Decision CRTC , the CRTC established a system of customer rebates to be paid by the ILECs should annual quality performance with respect to indicators within the control of the ILECs fall below a minimum standard. The intent of the regime is to ensure that service quality does not suffer at the expense of productivity improvements. On March 31, 2005 in Finalization of quality of service rate rebate plan for competitors, Telecom Decision , the CRTC adopted several of the arguments put forth by our National division and other CLECs regarding the need to significantly strengthen the system of measuring the quality of service provided to competitors and the penalties payable by way of competitor rebates in the event of substandard quality of service. The CRTC agreed that ILECs such as Bell Canada, by offering inferior service to competitors, were effectively granting themselves a preference in terms of ability to service end customers. This decision should enhance the ability of our National division to compete effectively and grow market share. Telecommunications Policy Review During the first quarter of 2005, the federal government announced its intention to appoint a panel to review telecommunications policy and regulation. This panel is to report back to the Minister of Industry prior to the end of 12

13 2005. The scope of the review addresses three main themes, namely, regulation, access and information and communications technologies adoption. We intend to actively participate in this review. OUTLOOK In 2005, we expect to see top line growth, as well as growth in profitability. Our strong levels of free cash flow more than sustain our dividend requirements. Going forward, we expect free cash flow will continue to grow. Our 2005 capital program is budgeted at approximately $325 million, representing a capital intensity ratio of approximately 15% to 16%. Capital will primarily be used to fund growth in the business. Our 2005 guidance as announced on December 10, 2004, is as follows: 2005 Financial Outlook Revenues EBITDA $2.04 B to $2.08 B $705 M to $720 M EPS $2.95 to $3.05 Cash EPS $4.80 to $4.90 Free Cash Flow $280 M to $300 M 2005 financial outlook includes gross synergies of approximately $27 million, and excludes integration costs. Integration costs include estimated integration expenses and integration capital. NOTICE OF DIVIDEND RECORD DATE Notice is hereby given that the close of business on June 15, 2005 has been fixed as the record date for the purpose of determining those shareholders entitled to receive payment of MTS s second quarter dividend. The dividend, in the amount of $0.65 Canadian per Common Share, has been declared payable July 15, 2005 to shareholders of record at the close of business on June 15, This notice is provided in accordance with section 128(4) of The Corporations Act (Manitoba). This interim MD&A contains forward-looking statements and there are risks that actual results may differ materially from those contemplated by these forward-looking statements. Forward-looking statements reflect our expectations as at May 3, Additional information on these risks can be found in our filings with the Canadian securities regulatory authorities. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This report, MD&A, and the financial information contained herein have been reviewed by our Audit Committee and approved by our Board of Directors. MTS is Canada s third-largest national communications provider, with 6,600 dedicated employees focused on delivering outstanding value to its customers. Seamlessly blending innovative solutions and world-class technology, MTS connects its customers to the world. Through its Manitoba operations, MTS serves residential and business customers in the province, with a full suite of wireline voice, data services, next generation wireless, and MTS TV services. MTS s National division serves business customer with a world-class portfolio of connectivity, infrastructure management and information technology services. Spanning more than 24,300 kilometres, MTS has an extensive national broadband fibre optic network and provides international connections through strategic partnerships and interconnection agreements with other international service providers. MTS s Common shares are listed on The Toronto Stock Exchange (trading symbol: MBT). MTS s Web site is located at Notes: Supplementary financial information is available in the Investors section of the MTS Web site at MANITOBA TELECOM SERVICES INC. P.O. Box Main Street Winnipeg, Manitoba, Canada R3C 3V

14 MANITOBA TELECOM SERVICES INC. CONSOLIDATED STATEMENT OF INCOME (unaudited) For the three months ended March (in millions, except earnings per share) Operating revenues Data services $ $ 37.0 Local services Long distance services Wireless services Other Operating expenses Operations Restructuring and integration (Note 2) Amortization Operating income Other income Debt charges (15.2) (8.3) Gain on sale of investment in Bell West Equity losses - (2.5) Income before income taxes Income taxes Current (1.0) 55.8 Future Net income for the period $ 42.5 $ Basic earnings per share (Note 3) $ 0.63 $ 3.47 Diluted earnings per share (Note 3) $ 0.63 $

15 MANITOBA TELECOM SERVICES INC. CONSOLIDATED STATEMENT OF RETAINED EARNINGS (unaudited) For the three months ended March (in millions) Retained earnings, beginning of period $ 59.0 $ Net income for the period Dividends declared (44.0) (15.7) Retained earnings, end of period $ 57.5 $

16 MANITOBA TELECOM SERVICES INC. CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited) For the three months ended March (in millions) Cash flows from operating activities Net income $ 42.5 $ Add (deduct) items not affecting cash Amortization Future income taxes Gain on sale of investment in Bell West - (232.6) Gain on sale of investment (2.7) - Equity losses Deferred wireless costs (6.8) (5.2) Pension funding and net pension credit (7.1) (4.1) Other, net 1.2 (2.5) Increase in taxes payable on Bell West gain Changes in non-cash working capital (23.6) (30.5) Cash flows from operating activities Cash flows from investing activities Capital expenditures, net (68.8) (38.5) Acquisition (Note 4) (4.2) - Proceeds on sale of investment Increase in investment in Bell West - (8.0) Other, net Cash flows used in investing activities (63.3) (46.2) Cash flows from financing activities Dividends paid (43.9) (15.7) Repayment of long-term debt (9.7) - Issuance of notes payable, net Issuance of share capital (Note 5) Other, net Cash flows (used in) from financing activities (49.0) 18.8 (Decrease) increase in cash and cash equivalents (2.3) 19.3 Cash and cash equivalents (bank indebtedness), beginning of period 31.6 (4.4) Cash and cash equivalents, end of period $ 29.3 $

17 MANITOBA TELECOM SERVICES INC. CONSOLIDATED BALANCE SHEET (unaudited) (in millions) March 31, 2005 December 31, 2004 Assets Current assets Cash and cash equivalents $ 29.3 $ 31.6 Accounts receivable Prepaid expenses Future income taxes Property, plant and equipment 3, ,287.6 Accumulated amortization 1, , , ,448.1 Investments Other assets Future income taxes Goodwill and other intangible assets Liabilities and shareholders' equity $ 2,924.2 $ 2,964.1 Current liabilities Accounts payable and accrued liabilities $ $ Advance billings and payments Current portion of long-term debt Current portion of capital lease obligations Long-term debt Long-term portion of capital lease obligations Deferred employee benefits (Note 6) Other long-term liabilities Future income taxes , ,579.5 Shareholders' equity Share capital (Note 5) 67,701,367 Common Shares ( ,570,117) 1, ,309.5 Contributed surplus Retained earnings , ,384.6 $ 2,924.2 $ 2,

18 MANITOBA TELECOM SERVICES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004 (unaudited) (All financial amounts are in millions, except where noted) 1. Significant accounting policies The interim consolidated financial statements of Manitoba Telecom Services Inc. (the Company ) have been prepared in accordance with Canadian generally accepted accounting principles. These interim consolidated financial statements have been prepared using the same accounting policies and methods of their application as the Company s audited consolidated financial statements for the year ended December 31, These interim consolidated financial statements should be read in conjunction with the Company s audited consolidated financial statements for the year ended December 31, Effective June 4, 2004, the Company acquired 100% of the issued and outstanding shares of Allstream Inc. ( Allstream ). The Company s consolidated financial statements include the assets, liabilities and results of operations of Allstream from the date of acquisition. Accordingly, the comparative figures in these interim consolidated financial statements do not include the results of operations of Allstream for the three months ended March 31, Restructuring and integration The Company recorded restructuring and integration expenses during the three months ended March 31 as follows: Integration with Allstream Workforce reduction Integration with Allstream With the acquisition of Allstream on June 4, 2004, the Company formulated plans to restructure and integrate certain network, information technology, finance and administrative functions of Allstream. It is expected that these key restructuring and integration activities, which commenced in 2004, will be substantially completed in As a result of this restructuring and integration, the Company expects to incur severance and other employee-related costs, as well as costs to consolidate facilities, systems and operations. The Company estimates that total costs related to the restructuring and integration in 2004 and 2005, as well as costs incurred in 2004 to complete the acquisition of Allstream, will total $90.0 million. This amount includes costs already incurred by each of the Company and Allstream to complete the acquisition in the amount of $24.0 million, restructuring and integration costs that will be expensed or capitalized as incurred in the amount of $38.0 million, and restructuring and integration costs related to the acquired company that were recorded as a liability as part of the purchase consideration allocation in the amount of $28.0 million. In association with the overall integration plan, the Company initiated activities to restructure certain network, information technology and administrative functions of the acquiring Company. Total restructuring and integration costs associated with these activities, which will either be expensed or capitalized when these activities occur, are estimated to be $38.0 million. Approximately $2.0 million of these costs are for severance and employee-related costs, while the remainder is for other operational restructuring and integration associated costs. On a segmented basis, approximately $23.0 million to $28.0 million relates to the MTS (Manitoba) division, $9.0 million to $14.0 million relates to the Allstream (National) division, and $1.0 million relates to the Company s other segment. Since commencing its restructuring and integration initiative, the Company has recognized cumulative restructuring and integration expenses in the amount of $9.1 million, of which $5.5 million was recognized in 2004, and $3.6 million has been recognized in Of the cumulative amount incurred to date, $7.0 million relates to the MTS (Manitoba) division, $1.1 million relates to the Allstream (National) division, and $1.0 million relates to the Company s other segment. 18

19 MANITOBA TELECOM SERVICES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004 (unaudited) (All financial amounts are in millions, except where noted) 2. Restructuring and integration (continued) In conjunction with the acquisition of Allstream in 2004, the Company recorded a liability in the amount of $28.0 million as part of the purchase consideration allocation for restructuring and integration costs related to the acquired company. As at March 31, 2005, total costs charged against this liability were $10.2 million, leaving an outstanding liability of $17.8 million. Workforce reduction During the first quarter of 2005, the Company initiated a workforce reduction program in order to improve efficiencies and reduce costs. This restructuring charge represents severance costs and other employee-related costs. Total restructuring costs paid to March 31, 2005 were $0.4 million, leaving an outstanding restructuring liability balance as at March 31, 2005 of $8.6 million. 3. Earnings per share The following table provides a reconciliation of the information used to calculate basic and diluted earnings per share: Net income Net income - basic and diluted Weighted average shares outstanding (in millions) Weighted average number of shares outstanding - basic Dilutive effect of outstanding stock options Weighted average number of shares outstanding - diluted Earnings per share ($) Basic earnings per share Diluted earnings per share Acquisition Effective February 25, 2005, the Company acquired all of the operating assets of Reliable Alarms Limited, a provider of alarm monitoring services, for cash consideration of $4.2 million. This acquisition was accounted for using the purchase method, and the purchase price has been allocated on a preliminary basis to accounts receivable of $0.1 million, intangible assets of $4.6 million, and current liabilities of $0.5 million. The allocation of the purchase price may be adjusted upon finalization of the purchase accounting process. Intangible assets represent customer contracts and relationships and are being amortized over the estimated period of benefit of ten years. The operating results of this business are included in the Company s consolidated operating results from the effective date of acquisition. 5. Share capital During the three months ended March 31, 2005, the Company issued 131,250 shares for cash consideration of $3.6 million pursuant to the exercise of stock options. 19

20 MANITOBA TELECOM SERVICES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004 (unaudited) (All financial amounts are in millions, except where noted) 6. Employee future benefits The Company s total benefit cost for all of its defined benefit and defined contribution pension plans, supplemental pension arrangements and other non-pension employee future benefits for the three months ended March 31, 2005 is $3.0 million. 7. Segmented information As at March 31, 2005, the Company has two reportable operating segments: MTS (Manitoba) division and Allstream (National) division. The MTS (Manitoba) division provides a full range of local, data, long distance, wireless, directory publishing and media, digital television, security system and telecommunications equipment sales to residential and business customers in Manitoba. The Allstream (National) division provides local, data, long distance, information technology services and telecommunications equipment sales to business customers in Canada. The Company evaluates performance based on EBITDA (earnings before interest, taxes, amortization, and other income). EBITDA, as reported below, includes intersegment revenues and expenses. The Company accounts for intersegment revenues and expenses as if they were to third parties, that is, at prices that approximate current market prices. The following tables provide further segmented information: Operating revenue External Internal Three months ended March 31 MTS (Manitoba) Division Allstream (National) Division Other Total EBITDA (0.4) Reconciliation of consolidated net income is as follows: Three months ended March Consolidated net income Total EBITDA Amortization (79.0) (55.6) Other income Debt charges (15.2) (8.3) Gain on sale of investment in Bell West Equity losses - (2.5) Income tax expense (26.5) (62.8) Comparative figures The prior period figures for revenues and segmented information have been reclassified to conform to 2005 presentation. 20

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