SHENANDOAH TELECOMMUNICATIONS CO/VA/
For the period ended Jun 30, 2026. Filed Jul 29, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Jul 29, 2026
Contents
Item 1. Financial Statements
| Unaudited Condensed Consolidated Balance Sheets | 3 | |
| Unaudited Condensed Consolidated Statements of Operations | 4 | |
| Unaudited Condensed Consolidated Statements of Comprehensive Loss | 5 | |
| Unaudited Condensed Consolidated Statements of Temporary Equity and Shareholders’ Equity | 6 | |
| Unaudited Condensed Consolidated Statements of Cash Flows | 8 | |
| Notes to Unaudited Condensed Consolidated Financial Statements | 9 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 23 |
|---|---|---|
| Item 3. | Quantitative and Qualitative Disclosures about Market Risk | 34 |
| Item 4. | Controls and Procedures | 34 |
| PART II. | OTHER INFORMATION | |
| Item 1. | Legal Proceedings | 35 |
| Item 1A. | Risk Factors | 35 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 35 |
| Item 5. | Other Information | 35 |
| Item 6. | Exhibits | 36 |
| Signatures | 37 |
SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| ASSETS | ||
| Current assets: | ||
| Cash and cash equivalents | $23,895 | $27,259 |
| Restricted cash and cash equivalents | 30,899 | 20,945 |
| Accounts receivable, net of allowance for credit losses of $1,314 and $829, respectively | 20,526 | 31,497 |
| Income taxes receivable | 3,444 | 2,544 |
| Prepaid expenses and other | 14,662 | 15,198 |
| Total current assets | 93,426 | 97,443 |
| Investments | 16,312 | 16,510 |
| Property, plant and equipment, net | 1,671,466 | 1,601,609 |
| Goodwill | 67,538 | 67,538 |
| Intangible assets, net | 88,566 | 89,353 |
| Operating lease right-of-use assets | 19,092 | 19,657 |
| Deferred charges and other assets | 18,548 | 18,652 |
| Total assets | $1,974,948 | $1,910,762 |
| LIABILITIES, TEMPORARY EQUITY AND SHAREHOLDERS’ EQUITY | ||
| Current liabilities: | ||
| Accounts payable | $58,217 | $61,355 |
| Advanced billings and customer deposits | 18,046 | 16,909 |
| Accrued compensation | 12,750 | 13,334 |
| Current operating lease liabilities | 2,765 | 2,819 |
| Accrued liabilities and other | 17,890 | 14,079 |
| Total current liabilities | 109,668 | 108,496 |
| Long-term debt, net of unamortized loan fees | 715,027 | 628,237 |
| Other long-term liabilities: | ||
| Deferred income taxes | 150,969 | 157,618 |
| Benefit plan obligations | 4,428 | 4,150 |
| Non-current operating lease liabilities | 10,140 | 10,632 |
| Other liabilities | 33,090 | 32,340 |
| Total other long-term liabilities | 198,627 | 204,740 |
| Commitments and contingencies (Note 13) | ||
| Temporary equity: | ||
| Redeemable noncontrolling interest | 91,688 | 88,506 |
| Shareholders’ equity: | ||
| Common stock, no par value, authorized 96,000; 55,364 and 54,899 issued and outstanding at June 30, 2026 and December 31, 2025, respectively | — | — |
| Additional paid in capital | 163,003 | 157,216 |
| Retained earnings | 696,935 | 723,567 |
| Total shareholders’ equity | 859,938 | 880,783 |
| Total liabilities, temporary equity and shareholders’ equity | $1,974,948 | $1,910,762 |
| SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES | ||||
|---|---|---|---|---|
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
| (in thousands, except per share amounts) | Three Months EndedJune 30, | Six Months EndedJune 30, | ||
| 2026 | 2025 | 2026 | 2025 | |
| Service revenue and other | $93,462 | $88,568 | $185,615 | $176,466 |
| Operating expenses: | ||||
| Cost of services, exclusive of depreciation and amortization | 32,703 | 32,624 | 64,527 | 65,654 |
| Selling, general and administrative | 31,022 | 29,743 | 64,409 | 60,735 |
| Restructuring, integration and acquisition | 134 | 206 | 2,574 | 716 |
| Depreciation and amortization | 30,619 | 35,103 | 65,590 | 64,561 |
| Total operating expenses | 94,478 | 97,676 | 197,100 | 191,666 |
| Operating loss | (1,016) | (9,108) | (11,485) | (15,200) |
| Other (expense) income: | ||||
| Interest expense | (9,696) | (6,003) | (19,131) | (10,895) |
| Other income, net | 472 | 3,015 | 517 | 3,748 |
| Loss before income taxes | (10,240) | (12,096) | (30,099) | (22,347) |
| Income tax benefit | (2,541) | (3,048) | (6,649) | (4,167) |
| Net loss | (7,699) | (9,048) | (23,450) | (18,180) |
| Dividends on redeemable noncontrolling interest | 1,605 | 1,497 | 3,182 | 2,969 |
| Net loss attributable to common shareholders | $(9,304) | $(10,545) | $(26,632) | $(21,149) |
| Net loss per share attributable to common shareholders, basic and diluted: | ||||
| Net loss per share | $(0.17) | $(0.19) | $(0.48) | $(0.38) |
| Weighted average shares outstanding | 55,779 | 55,103 | 55,664 | 55,032 |
| SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES | ||||
|---|---|---|---|---|
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||||
| (in thousands) | Three Months EndedJune 30, | Six Months EndedJune 30, | ||
| 2026 | 2025 | 2026 | 2025 | |
| Net loss | $(7,699) | $(9,048) | $(23,450) | $(18,180) |
| Other comprehensive loss: | ||||
| Net change in unrealized gain (loss) | — | 182 | — | (40) |
| Amounts reclassified from accumulated other comprehensive loss | — | (405) | — | (813) |
| Comprehensive loss | (7,699) | (9,271) | (23,450) | (19,033) |
| Dividends on redeemable noncontrolling interest | 1,605 | 1,497 | 3,182 | 2,969 |
| Comprehensive loss attributable to common shareholders | $(9,304) | $(10,768) | $(26,632) | $(22,002) |
| SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES | |||||||
|---|---|---|---|---|---|---|---|
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF TEMPORARY EQUITY AND SHAREHOLDERS' EQUITY | |||||||
| (in thousands) | |||||||
| Redeemable Noncontrolling Interest · Common Stock | |||||||
| Shares | Amount | Shares (no par value) | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Total Shareholders’ Equity | |
| Balance, March 31, 2026 | 81 | $90,083 | 55,302 | $160,719 | $706,239 | $— | $866,958 |
| Net loss | — | — | — | — | (7,699) | — | (7,699) |
| Stock-based compensation | — | — | 82 | 2,595 | — | — | 2,595 |
| Common stock issued | — | — | 1 | 11 | — | — | 11 |
| Shares surrendered for settlement of employee taxes upon issuance of vested equity awards | — | — | (21) | (322) | — | — | (322) |
| Preferred stock dividends - paid in kind | — | 1,605 | — | — | (1,605) | — | (1,605) |
| Balance, June 30, 2026 | 81 | $91,688 | 55,364 | $163,003 | $696,935 | $— | $859,938 |
| Redeemable Noncontrolling Interest · Common Stock | |||||||
| Shares | Amount | Shares (no par value) | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Total Shareholders’ Equity | |
| Balance, December 31, 2025 | 81 | $88,506 | 54,899 | $157,216 | $723,567 | $— | $880,783 |
| Net loss | — | — | — | — | (23,450) | — | (23,450) |
| Stock-based compensation | — | — | 598 | 7,566 | — | — | 7,566 |
| Common stock issued | — | — | 2 | 25 | — | — | 25 |
| Shares surrendered for settlement of employee taxes upon issuance of vested equity awards | — | — | (135) | (1,804) | — | — | (1,804) |
| Preferred stock dividends - paid in kind | — | 3,182 | — | — | (3,182) | — | (3,182) |
| Balance, June 30, 2026 | 81 | $91,688 | 55,364 | $163,003 | $696,935 | $— | $859,938 |
| Redeemable Noncontrolling Interest · Common Stock | |||||||
|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares of Common Stock (no par value) | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Total Shareholders’ Equity | |
| Balance, March 31, 2025 | 81 | $83,936 | 54,857 | $150,857 | $758,393 | $1,223 | $910,473 |
| Net loss | — | — | — | — | (9,048) | — | (9,048) |
| Unrealized gain on interest rate hedge, net of tax | — | — | — | — | — | 182 | 182 |
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | — | (405) | (405) |
| Stock-based compensation | — | — | 57 | 2,493 | — | — | 2,493 |
| Common stock issued | — | — | 1 | 14 | — | — | 14 |
| Shares surrendered for settlement of employee taxes upon issuance of vested equity awards | — | — | (18) | (248) | — | — | (248) |
| Preferred stock dividends | — | 1,497 | — | — | (1,497) | — | (1,497) |
| Balance, June 30, 2025 | 81 | $85,433 | 54,897 | $153,116 | $747,848 | $1,000 | $901,964 |
| Redeemable Noncontrolling Interest · Common Stock | |||||||
| Shares | Amount | Shares of Common Stock (no par value) | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Total Shareholders’ Equity | |
| Balance, December 31, 2024 | 81 | $82,464 | 54,605 | $147,733 | $768,997 | $1,853 | $918,583 |
| Net loss | — | — | — | — | (18,180) | — | (18,180) |
| Unrealized loss on interest rate hedge, net of tax | — | — | — | — | — | (40) | (40) |
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | — | (813) | (813) |
| Stock-based compensation | — | — | 375 | 6,390 | — | — | 6,390 |
| Common stock issued | — | — | 2 | 28 | — | — | 28 |
| Shares surrendered for settlement of employee taxes upon issuance of vested equity awards | — | — | (85) | (1,035) | — | — | (1,035) |
| Preferred stock dividends - paid in kind | — | 2,969 | — | — | (2,969) | — | (2,969) |
| Balance, June 30, 2025 | 81 | $85,433 | 54,897 | $153,116 | $747,848 | $1,000 | $901,964 |
| SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES | ||
|---|---|---|
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
| (in thousands) | Six Months EndedJune 30, | |
| 2026 | 2025 | |
| Cash flows from operating activities: | ||
| Net loss | $(23,450) | $(18,180) |
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||
| Depreciation and amortization | 64,769 | 63,613 |
| Amortization of intangible assets | 821 | 948 |
| Stock-based compensation expense, net of amount capitalized | 7,101 | 5,904 |
| Deferred income taxes | (6,649) | (4,167) |
| Provision for credit losses | 886 | 804 |
| Other, net | 2,025 | 165 |
| Changes in assets and liabilities: | ||
| Accounts receivable | 224 | 1,155 |
| Current income taxes | (900) | 217 |
| Operating lease assets and liabilities, net | (79) | (437) |
| Other assets | 52 | (2,345) |
| Accounts payable | 236 | 975 |
| Other deferrals and accruals | 3,770 | (4,931) |
| Net cash provided by operating activities - continuing operations | 48,806 | 43,721 |
| Net cash used in operating activities - discontinued operations | — | (2,251) |
| Net cash provided by operating activities | 48,806 | 41,470 |
| Cash flows from investing activities: | ||
| Capital expenditures | (146,195) | (169,432) |
| Government grants received | 20,618 | 17,281 |
| Proceeds from sale of assets and other | 750 | 243 |
| Net cash used in investing activities | (124,827) | (151,908) |
| Cash flows from financing activities: | ||
| Proceeds from credit facility borrowings | 113,000 | 100,000 |
| Principal payments on long-term debt | (27,000) | (4,893) |
| Payments for debt issuance and amendment costs | (429) | (430) |
| Taxes paid for equity award issuances | (1,804) | (1,035) |
| Payments for financing arrangements and other | (1,156) | (399) |
| Net cash provided by financing activities | 82,611 | 93,243 |
| Net increase (decrease) in cash and cash equivalents | 6,590 | (17,195) |
| Cash, cash equivalents, and restricted cash, beginning of period | 48,204 | 46,272 |
| Cash, cash equivalents, and restricted cash, end of period | $54,794 | $29,077 |
| Supplemental Disclosures of Cash Flow Information | ||
| Interest paid, net of amounts capitalized | $(18,315) | $(9,891) |
| Income taxes paid | $(900) | $(2,034) |
The following table provides the composition of the company’s cash, cash equivalents, and restricted cash balances as of June 30, 2026 and December 31, 2025 as shown above:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Cash and cash equivalents | $23,895 | $27,259 |
| Restricted cash | 30,899 | 20,945 |
| Cash, cash equivalents, and restricted cash | $54,794 | $48,204 |
SHENANDOAH TELECOMMUNICATIONS COMPANY AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Basis of Presentation and Other Information
Shenandoah Telecommunications Company and its subsidiaries (collectively, “Shentel”, “we”, “our”, “us”, or the “Company”) provide broadband data, video and voice services to residential and commercial customers in portions of Virginia, West Virginia, Maryland, Pennsylvania, Kentucky, Delaware, Ohio and Indiana, via fiber optic and hybrid fiber coaxial (“HFC”) cable networks. We also lease dark fiber and provide Ethernet and Wavelength fiber optic services to enterprise and wholesale customers throughout the entirety of our service area. Shentel’s Broadband business also provides voice and digital subscriber line (“DSL”) services as a Rural Local Exchange Carrier (“RLEC”) to customers in Shenandoah County and portions of adjacent counties in Virginia, and in Ross County and portions of adjacent counties in Ohio. These integrated networks are connected by a fiber network.
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. All normal recurring adjustments considered necessary for a fair presentation have been included. Certain disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes contained in our Annual Report on Form 10-K for theyear ended December 31, 2025.
The preparation of the unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets, liabilities, revenues and expenses and related disclosures. On an on-going basis we evaluate estimates and assumptions, including, but not limited to, revenue recognition, stock-based compensation, estimated useful lives of assets, impairment of goodwill and indefinite-lived intangible assets, realizability of intangible assets subject to amortization and the computation of income taxes. Future events and their effects cannot be predicted with certainty; accordingly, the Company’s accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of the financial statements will change as new events occur, as additional information is obtained, and as the Company’s operating environment changes. Management evaluates and updates assumptions and estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions.
New Accounting Standards
In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements: Codification Amendments in Response to the Securities and Exchange Commission’s (“SEC”) Disclosure Update and Simplification Initiative,” (“ASU 2023-06”), which aligns the disclosure and presentation requirements of a variety of the FASB’s Accounting Standards Codification (“ASC”) Topics with the requirements described in the SEC’s Disclosure Update and Simplification Initiative. ASU 2023-06 will become effective for each amendment on the effective date of the SEC’s corresponding disclosure rule changes; however, if by June 30, 2027, the SEC has not removed the applicable requirement from Regulation S-X or Regulation S-K, the pending content of the related amendment will be removed from the Codification and will not become effective for any entity. ASU 2023-06 is not expected to have a material effect on the Company's current financial position, results of operations or financial statement disclosures.
In November 2024, FASB issued ASU 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)” (“ASU 2024-03”). This accounting update requires disclosure of disaggregated expense in prescribed categories underlying any relevant income statement expense caption. The updated disclosure requirements are to be adopted for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently assessing the impact of adopting ASU 2024-03 on the consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-10, “Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities” (“ASU 2025-10”). This accounting update establishes guidance for the recognition, measurement, presentation and disclosure of government grants. The updated requirements are effective for public business entities for annual reporting periods beginning after December 15, 2028, and interim periods therein, with early adoption permitted. The Company is currently assessing the impact of adopting ASU 2025-10 on its consolidated financial statements and related disclosures.
In April 2026, the FASB issued ASU 2026-01, “Equity (Topic 505): Initial Measurement of Paid-in-Kind Dividends on Equity-Classified Preferred Stock” (“ASU 2026-01”). This accounting update clarifies the initial measurement of paid‑in‑kind dividends on equity‑classified preferred stock. The updated requirements are effective for public business entities or annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance. The Company is currently assessing the impact of adopting ASU 2026-01 on its consolidated financial statements and related disclosures.
There have been no additional material developments related to recently issued accounting standards beyond those noted above, including the expected dates of adoption and estimated effects on the Company’s unaudited condensed consolidated financial statements and note disclosures from those disclosed in the Company’s Annual Report on Form 10-K for its fiscal year ended December 31, 2025, that would be expected to impact the Company.
Note 2. Revenue from Contracts with Customers
The Company’s revenues by activity type were as follows:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Residential & SMB - Incumbent Broadband Markets1 | $40,282 | $42,837 | $81,425 | $86,196 |
| Residential & SMB - Glo Fiber Expansion Markets2 | 26,289 | 19,796 | 51,117 | 38,240 |
| Commercial Fiber | 21,386 | 19,483 | 41,928 | 39,095 |
| RLEC & Other | 5,505 | 6,452 | 11,145 | 12,935 |
| Service revenue and other | $93,462 | $88,568 | $185,615 | $176,466 |
Revenue from residential and small and medium business (“SMB”) customers in Incumbent Broadband Markets is primarily earned through the Company’s provision of data, video and voice services over primarily HFC cable and to a lesser extent fiber to the home (“FTTH”) networks in incumbent markets.
Revenue from residential and SMB customers in Glo Fiber Expansion Markets is primarily earned through the Company’s provision of data, video and voice services over FTTH networks in new greenfield expansion markets.
Shentel had $20.7 million and $19.5 million of gross trade receivables from customers as of June 30, 2026 and December 31, 2025, respectively.
Contract Assets and Liabilities
The following table presents the Company’s contract asset and contract liability balances and their respective locations in the unaudited condensed consolidated balance sheets:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Contract assets | ||
| Prepaid expenses and other | $4,240 | $3,818 |
| Deferred charges and other | 10,682 | 9,288 |
| Total contract assets | $14,922 | $13,106 |
| Contract liabilities | ||
| Advanced billings and customer deposits | $14,474 | $13,436 |
| Other liabilities | 11,366 | 11,139 |
| Total contract liabilities | $25,840 | $24,575 |
The Company’s contract assets primarily include commissions incurred to acquire contracts with customers. The Company incurs commission expenses related to in-house and third-party vendors which are capitalized and amortized over the expected customer benefit period, which is approximatelysix years. The company incurred $1.1 million and $1.0 million in amortization of capitalized commission expenses during the three months ended June 30, 2026 and 2025, respectively. The company incurred $2.1 million and $1.9 million in amortization of capitalized commission expenses during the six months ended June 30, 2026 and 2025, respectively. This expense is recorded in selling, general and administrative expenses in the Company’s unaudited condensed consolidated statements of operations.
The Company’s contract liabilities include services that are billed in advance and recorded as deferred revenue, as well as installation fees that are charged upfront without transfer of commensurate goods or services to the customer. Shentel expects its current contract liability balances to be recognized as revenues during the twelve-month period following the respective balance sheet date. The majority of Shentel’s non-current contract liability balance is expected to be recognized as revenues within approximately 5 years. Revenues recognized related to contract liabilities existing at January 1, 2026 and 2025 were $1.1 million and $0.8 million for the three months ended June 30, 2026 and 2025, respectively, and $11.8 million and $10.7 million during the six months ended June 30, 2026 and 2025, respectively.
Note 3. Investments
Investments consisted of the following:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| SERP investments at fair value | $3,306 | $3,056 |
| Cost method investments | 12,853 | 13,250 |
| Equity method investments | 153 | 204 |
| Total investments | $16,312 | $16,510 |
SERP investments at fair value: The fair value of the supplemental executive retirement plan (“SERP”) investments is based on unadjusted quoted prices in active markets and are classified as Level 1 of the fair value hierarchy.
Cost method investments: Shentel’s primary cost method investment in CoBank’s Class A common stock, derived from the CoBank patronage program, represented substantially all of the Company’s cost method investments with a balance of $12.2 million and $12.6 million as of June 30, 2026 and December 31, 2025, respectively. As further described in Note 8, Debt, on December 5, 2025, Shentel completed a refinancing of the Company’s debt arrangements which resulted in the repayment of the outstanding long-term debt obligations under the Previous Credit Agreement. CoBank patronage income will no longer be earned beginning in 2026.
Note 4. Property, Plant and Equipment
Property, plant and equipment consisted of the following:
| ($ in thousands) | Estimated Useful Lives | June 30,2026 | December 31,2025 |
|---|---|---|---|
| Land | $4,181 | $4,498 | |
| Land improvements | 10 years | 3,538 | 3,699 |
| Buildings and structures | 10 - 45 years | 54,209 | 54,562 |
| Cable and fiber | 12 - 30 years | 1,634,272 | 1,519,669 |
| Equipment and software | 4 - 12 years | 497,619 | 476,939 |
| Total plant in service | 2,193,819 | 2,059,367 | |
| Plant under construction | 176,383 | 181,060 | |
| Total property, plant and equipment | 2,370,202 | 2,240,427 | |
| Less: accumulated depreciation and amortization | (698,736) | (638,818) | |
| Property, plant and equipment, net | $1,671,466 | $1,601,609 |
Property, plant and equipment, net increased primarily due to capital expenditures to support the Company’s Glo Fiber market expansion. The Company’s accounts payable as of June 30, 2026 and December 31, 2025 included amounts associated with capital expenditures of approximately $51.9 million and $55.6 million, respectively. Depreciation and amortization expense was $30.0 million and $34.6 million during the three months ended June 30, 2026 and 2025, respectively, and $61.7 million and $63.6 million during the six months ended June 30, 2026 and 2025, respectively. The Company wrote off $0.2 million and $3.0 million plant under construction inventory assets during the three and six months ended June 30, 2026, respectively. The Company wrote-off $4.2 million plant under construction inventory assets during the three and six months ended June 30, 2025. The write-off primarily related to permitting and engineering costs for markets abandoned due to changing market returns. The amounts are presented in depreciation and amortization in the Company’s unaudited condensed consolidated statements of operations.
Note 5. Goodwill and Intangible Assets
Goodwill and intangible assets consisted of the following:
| June 30, 2026 | December 31, 2025 | |||||
|---|---|---|---|---|---|---|
| (in thousands) | GrossCarryingAmount | Accumulated Amortization and Other | Net | GrossCarryingAmount | Accumulated Amortization and Other | Net |
| Goodwill | $67,538 | $— | $67,538 | $67,538 | $— | $67,538 |
| Indefinite-lived intangibles: | ||||||
| Cable franchise rights | 64,334 | — | 64,334 | 64,334 | — | 64,334 |
| FCC Spectrum licenses | 12,122 | — | 12,122 | 12,122 | — | 12,122 |
| Railroad crossing rights and other | 591 | — | 591 | 557 | — | 557 |
| Total indefinite-lived intangibles | 77,047 | — | 77,047 | 77,013 | — | 77,013 |
| Finite-lived intangibles: | ||||||
| Subscriber relationships | 43,012 | (31,600) | 11,412 | 43,012 | (30,792) | 12,220 |
| Other intangibles | 537 | (430) | 107 | 537 | (417) | 120 |
| Total finite-lived intangibles | 43,549 | (32,030) | 11,519 | 43,549 | (31,209) | 12,340 |
| Total intangible assets | $120,596 | $(32,030) | $88,566 | $120,562 | $(31,209) | $89,353 |
Amortization expense was $0.4 million and $0.5 million during the three months ended June 30, 2026 and 2025, respectively, and $0.8 million and $0.9 million during the six months ended June 30, 2026 and 2025, respectively.
As of October 1, 2025, management concluded that the estimated fair value of the broadband reporting unit exceeded the carrying value by 8%. During the three and six months ended June 30, 2026, the Company performed goodwill impairment monitoring procedures and identified no indicators of impairment or triggering events. The Company will continue to monitor its reporting unit for any triggers that could impact recoverability of goodwill.
Note 6. Other Assets and Accrued Liabilities
Prepaid expenses and other, classified as current assets, included the following:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Prepaid maintenance expenses | $6,777 | $7,055 |
| Broadband contract acquisition costs | 4,240 | 3,818 |
| Other | 3,645 | 4,325 |
| Prepaid expenses and other | $14,662 | $15,198 |
Deferred charges and other assets, classified as long-term assets, included the following:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Broadband contract acquisition costs | $10,682 | $9,288 |
| Other | 7,866 | 9,364 |
| Deferred charges and other assets | $18,548 | $18,652 |
Accrued liabilities and other, classified as current liabilities, included the following:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Accrued programming costs | $3,420 | $3,232 |
| Other | 14,470 | 10,847 |
| Accrued liabilities and other | $17,890 | $14,079 |
Other liabilities, classified as long-term liabilities, included the following:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Noncurrent portion of deferred revenue | $27,105 | $27,246 |
| Other | 5,985 | 5,094 |
| Other liabilities | $33,090 | $32,340 |
Reduction in Force
On February 23, 2026, the Company announced a reduction in force of approximately 10% of its employees to prepare and align the business with the wind-down of the Glo Fiber construction phase that is expected to be substantially complete by end of 2026. During the three and six months ended June 30, 2026, Shentel recorded $0.1 million and $2.2 million, respectively, in expense primarily related to severance costs and retention bonuses, included in restructuring, integration and acquisition expense in the condensed consolidated statements of operations. The Company didnot make any payments in Q1. For the six months ended June 30, 2026, the Company made severance payments of $0.4 million.
Note 7. Leases
The Company leases various broadband network sites, fiber optic cable routes, warehouses, retail stores and office facilities for use in our business.
The components of lease costs were as follows:
| Classification · Three Months EndedJune 30, · Six Months EndedJune 30, | |||||
|---|---|---|---|---|---|
| (in thousands) · 2026 · 2025 · 2026 · 2025 | |||||
| Finance lease cost | |||||
| Amortization of leased assets | Depreciation and amortization | $197 | $180 | $386 | $368 |
| Interest on lease liabilities | Interest expense | 58 | 22 | 95 | 46 |
| Operating lease cost | Operating expense1 | 1,017 | 1,241 | 2,032 | 2,405 |
| Lease cost | $1,271 | $1,443 | $2,512 | $2,819 | |
(1)Operating lease expense is presented in cost of services or selling, general and administrative expense based on the use of the relevant facility.
The following table summarizes the expected maturity of lease liabilities as of June 30, 2026:
| (in thousands) | Operating Leases | Finance Leases | Total |
|---|---|---|---|
| 2026 (remainder of the year) | $1,867 | $2,431 | $4,298 |
| 2027 | 2,985 | 409 | 3,394 |
| 2028 | 2,328 | 413 | 2,741 |
| 2029 | 1,803 | 417 | 2,219 |
| 2030 | 1,550 | 417 | 1,967 |
| 2031 and thereafter | 7,097 | 4,929 | 12,026 |
| Total lease payments | 17,630 | 9,016 | 26,646 |
| Less: Interest | (4,725) | (3,427) | (8,152) |
| Present value of lease liabilities | $12,905 | $5,589 | $18,494 |
Other information related to operating and finance leases was as follows:
| June 30,2026 | December 31,2025 | |
|---|---|---|
| Finance leases | ||
| Weighted average remaining lease term (years) | 16.9 | 17.3 |
| Weighted average discount rate | 6.9% | 6.5% |
| Operating leases | ||
| Weighted average remaining lease term (years) | 8.6 | 8.4 |
| Weighted average discount rate | 6.5% | 6.3% |
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Cash paid for operating lease liabilities | $1,109 | $1,140 | $2,221 | $2,404 |
| Operating lease right-of-use assets obtained in exchange for new lease liabilities (includes new leases or modification of existing leases) | 742 | 372 | 1,473 | 423 |
The Company also has other operating lease arrangements which generate revenue from leasing the excess fiber capacity of its fiber network assets. Contract terms for these arrangements can range from 1 to 40 years and are billed monthly. Lease revenue from these arrangements was $1.8 million and $3.5 million for the three and six months ended June 30, 2026, respectively, and $1.7 million and $3.4 million for the three and six months ended June 30, 2025, respectively. These amounts are presented in service revenue and other in the Company’s unaudited condensed consolidated statements of operations. Contractual minimum rental receipts expected under the lease agreements in place as of June 30, 2026 is as follows:
| (in thousands) | Operating Leases |
|---|---|
| 2026 (remainder of the year) | $2,115 |
| 2027 | 3,948 |
| 2028 | 3,738 |
| 2029 | 3,498 |
| 2030 | 3,240 |
| 2031 and thereafter | 15,738 |
| Total | $32,277 |
Note 8. Debt
Shentel’s outstanding long-term debt obligations as of June 30, 2026 and December 31, 2025 are as follows:
| (in thousands) | Interest Rates | June 30,2026 | December 31,2025 |
|---|---|---|---|
| Shentel Issuer Class A-2 Notes | 5.64% | $489,142 | $489,142 |
| Shentel Issuer Class B Notes | 6.03% | 78,263 | 78,263 |
| Shentel Issuer Variable Funding Note ("VFN") | Floating(1) | 68,000 | — |
| Shentel Broadband Revolving Credit Facility ("RCF") | Floating(2) | 93,000 | 75,000 |
| Total debt | 728,405 | 642,405 | |
| Less: unamortized loan fees | (13,378) | (14,168) | |
| Long-term debt, net of unamortized loan fees | $715,027 | $628,237 |
(1)The VFN bears interest at one-month term SOFR plus a fixed margin. This interest rate was 5.40% at June 30, 2026.
(2)The RCF bears interest at one-month term SOFR plus a margin. The margin is variable and determined by the Company’s net leverage ratio. This interest rate was 6.15% at June 30, 2026 and 6.19% at December 31, 2025.
Refinancing Activities
Shentel Broadband, an indirect wholly owned subsidiary of Shentel, previously had a credit agreement which contained (i) a $150 million revolving credit facility (the “Revolver”) and $525 million in delayed draw amortizing term loans (the “Term Loans” and collectively with Revolver, the “Previous Credit Agreement”). On December 5, 2025, Shentel, through formation of Shentel Guarantor LLC, Shentel Issuer LLC (“Shentel Issuer”), Shentel Asset Entity I LLC and Shentel Asset Entity II LLC (collectively, the “ABS Entities"”), completed a refinancing of the Previous Credit Agreement with an Asset Backed Securitization (“ABS”) financing, secured by most of our fiber businesses, which resulted in the issuance of the Class A-2 Notes, Class B notes, the VFN, and a Liquidity Funding Note (“LFN”) (collectively, the “ABS Notes”). Concurrently, Shentel Broadband entered into a new RCF and the Company used the proceeds from the issuance of the ABS Notes and RCF to repay the outstanding long-term debt obligation under the Previous Credit Agreement.
The ABS Notes include $489.1 million and $78.3 million in borrowed Class A-2 Notes and Class B Notes, respectively. In connection with the same ABS Indenture, Shentel Issuer issued the VFN which has a borrowing capacity of $175.0 million, of which Shentel has borrowed $68.0 million for the six month period ended June 30, 2026. As of June 30, 2026, the available capacity of the VFN was $1.9 million. The available capacity of the VFN will increase based on the secured fiber network revenue growth from Shentel Asset Entity I LLC and Shentel Asset Entity II LLC (each a bankruptcy-remote subsidiary of the Company), multiplied by (i) a margin as defined in the agreements governing the VFN (the “ABS Indenture”) and (ii)6.25 x multiple.
Also, in connection with the same ABS Indenture, Shentel Issuer issued the LFN which has an undrawn borrowing commitment of $25.0 million. Shentel Issuer may draw on the LFN solely for the purpose of funding amounts due and payable for certain Priority of Payments as defined in the ABS Indenture and when restricted cash funds required by ABS Indenture are insufficient.
The RCF, as amended March 20, 2026, has a borrowing capacity of $175.0 million, of which Shentel has borrowed $93.0 million as of June 30, 2026.
Fair Values
The carrying amounts of the Company’s long-term debt under the Previous Credit Agreements, which had floating interest rates, approximated their fair values. Similarly, the carrying amount of the Company’s VFN and RCF, each of which has a floating interest rate, approximates its fair value. The estimated fair values of Shentel’s Class A-2 Notes and Class B Notes were based on Level 2 inputs that use interest rates available to us for debt with similar terms and remaining maturities. The fair values of Shentel’s the Class A-2 Notes and Class B Notes were as follows:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| Shentel Issuer Class A-2 Notes | $491,783 | $494,278 |
| Shentel Issuer Class B Notes | 78,654 | 77,676 |
Commitment Fees
Shentel is charged commitment fees on unutilized portions of its debt. The Company recorded $0.2 million and $0.5 million related to these fees for the three and six months ended June 30, 2026, respectively, and $0.2 million and $0.4 million related to these fees for the three and six months ended June 30, 2025, respectively, which are included in interest expense in the unaudited condensed consolidated statements of operations.
Interest Expense
Shentel pays interest on a monthly basis. Interest expense recorded in Shentel’s unaudited condensed consolidated statements of operations consisted of the following:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Interest expense | $11,245 | $8,733 | $22,371 | $15,995 |
| Less: capitalized interest | (1,549) | (2,730) | (3,240) | (5,100) |
| Interest expense, net of capitalized interest | $9,696 | $6,003 | $19,131 | $10,895 |
Maturity Dates and Other Information
Shentel Broadband’s debt includes various covenants, including total net leverage ratio and debt service coverage ratio financial covenants.
The ABS Notes have a contractually stated anticipated repayment date (“ARD”) of December 2030 with the exception of the VFN described below. The legal final maturity date of each class of the ABS Notes is in December 2055. If Shentel has not repaid or refinanced any of the ABS Notes prior to the relevant ARD, the ABS Indenture requires mandatory prepayment of Note principle on each payment date on a pro-rata basis based on the alphanumerical designation of each class of Notes and additional interest (2.0% per annum on Class A-2 Notes,2.4% per annum on Class B Notes, and 5.0% per annum on VFN) will be charged until the Notes are refinanced or fully redeemed. Amortization on Shentel Issuer’s ABS Notes could be required prior to the ARD if Shentel Issuer’s debt service coverage ratio is below certain thresholds in the ABS Indenture.
Shentel Issuer has not made any borrowings under its LFN as of June 30, 2026. Amounts borrowed under the LFN do not have an anticipated repayment date and have a final maturity date of December 2055.
Shentel Issuer’s VFN matures on December 5, 2029 which may be extended, at the option of Shentel, to December 5, 2030, subject to the satisfaction of certain conditions. No principal payments on Shentel’s VFN are required prior to the final maturity date.
Shentel Broadband’s RCF matures on December 5, 2030. No principal payments on Shentel Broadband’s RCF are required prior to the final maturity date.
Shentel has executed letter of credit arrangements totaling $7.2 million that reduce the available balance of the RCF. The letter of credit arrangements were executed primarily pursuant to the requirements of the National Telecommunications and Information government grant program, discussed further in Note 12, Government Grants. These amounts are not considered borrowed, as no cash has been disbursed to Shentel or other parties.
The ABS Notes and the VFN are guaranteed by Shentel Asset Entity I LLC, Shentel Asset Entity II LLC and the ABS Issuer’s parent, Shentel Guarantor LLC (each, a “Notes Guarantor” and together with Shentel Issuer LLC, the “ABS Entities”), and such guarantees and the ABS Notes are secured by security interests in the equity interests the ABS Issuer and substantially all of the assets of the ABS Issuer and the other ABS Entities. The ABS Entities are not in any way liable for the obligations of Shentel Broadband or its non-ABS Entities. Likewise, Shentel and its non-ABS Entities have no recourse to the loans of the ABS Entities.
The RCF is fully secured by a pledge and unconditional guarantee from substantially all of Shentel Broadband’s subsidiaries, excluding the ABS Entities. This provides the lenders a security interest in substantially all of the assets of the Company, excluding assets held by the ABS Entities.
Variable Interest Entities
Under the ASC 810, Consolidation (“ASC 810”), the ABS Entities are considered, as a whole, a variable interest entity (“VIE”) and are consolidated in Shentel’s consolidated financial statements because the Company is the primary beneficiary with both the power to direct the activities of the entity that most significantly impact the entity’s performance and the obligation to absorb losses or the right to receive benefits of the entity. Therefore, the assets and liabilities owned by the ABS Entities and related to Shentel’s VIE arrangements are used to service the obligations under Shentel's ABS Notes and may not be freely transferred to the Non-ABS Entities. Additionally, certain cash and cash equivalent amounts may be restricted from general use by Shentel based on covenants related to the ABS Notes.
The assets and liabilities related to Shentel’s VIE arrangements included in the Company’s unaudited condensed consolidated balance sheets were as follows:
| (in thousands) | June 30,2026 | December 31,2025 |
|---|---|---|
| ASSETS | ||
| Restricted cash and cash equivalents | $30,899 | $20,945 |
| Accounts receivable | 9,732 | 12,580 |
| Prepaid expenses and other | 5,947 | 5,344 |
| Property, plant and equipment, net | 819,656 | 793,874 |
| Intangible assets, net | 7,765 | 8,234 |
| Operating lease right-of-use assets | 10,269 | 10,199 |
| Deferred charges and other assets | 128,183 | 129,635 |
| Total assets | $1,012,451 | $980,811 |
| LIABILITIES | ||
| Accounts payable | $8,697 | $7,561 |
| Advanced billings and customer deposits | 10,072 | 8,953 |
| Current operating lease liabilities | 1,256 | 1,236 |
| Accrued liabilities and other | 3,979 | 2,658 |
| Long-term debt, less current maturities, net of unamortized loan fees | 622,426 | 554,288 |
| Non-current operating lease liabilities | 5,031 | 4,925 |
| Other liabilities | 29,815 | 28,703 |
| Total liabilities | $681,276 | $608,324 |
Note 9. Income Taxes
The Company files U.S. federal income tax returns and various state income tax returns. The Company is currently involved in one state and no federal income tax audits as of June 30, 2026. The Company’s income tax returns are generally open to examination from 2022 forward. The net operating losses acquired from Horizon are open to examination from 2013 forward.
The effective tax rates for the three and six months ended June 30, 2026 and 2025, differ from the statutory U.S. federal income tax rate of 21% primarily due to the state income taxes, excess tax benefits and other discrete items.
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Expected tax benefit at federal statutory rate | $(2,151) | $(2,540) | $(6,321) | $(4,693) |
| State income tax benefit, net of federal tax effect | (546) | (653) | (1,605) | (1,206) |
| Excess tax deficiency from share-based compensation and other expense, net | 156 | 145 | 1,277 | 1,732 |
| Income tax benefit | $(2,541) | $(3,048) | $(6,649) | $(4,167) |
The Company made $0.9 million in payments and receivedno refunds for income taxes during the six months ended June 30, 2026. The Company made $2.3 million in payments and received $0.2 million in refunds for income taxes for the six months ended June 30, 2025.
Note 10. Redeemable Noncontrolling Interest
On October 24, 2023, Shentel Broadband Holding Inc. (“Shentel Broadband”), a wholly-owned subsidiary of Shentel, entered into an investment agreement (the “Investment Agreement”) with ECP Fiber Holdings, LP, a Delaware limited partnership (“ECP Investor”), and, solely for the limited purposes set forth therein, Hill City Holdings, LP, a Delaware limited partnership affiliated with ECP Investor. Subject to the terms and conditions set forth in the Investment Agreement, on April 1, 2024, Shentel Broadband issued to ECP Investor 81,000 shares of Shentel Broadband’s 7% Series A Participating Exchangeable Perpetual Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”), at a purchase price of $1,000 per share in exchange for $81 million in cash. As of June 30, 2026,100,000 shares of the Series A Preferred Stock were authorized for issuance and 81,000 shares of the Series A Preferred Stock were outstanding.
The Series A Preferred Stock is exchangeable at the option of the Investor in certain circumstances for shares of Common Stock at an exchange price of $24.50 per share, which may be adjusted pursuant to the terms of the Investment Agreement. As of June 30, 2026, the Series A Preferred Stock was exchangeable for 3,808,506 shares of Common Stock.
Dividends on the Series A Preferred Stock accrue at 7% per annum compounded and payable quarterly in arrears, and, at Shentel’s option, may be paid in cash or in kind (such dividends paid in kind, “PIK Dividends”). The Company has historically elected to issue PIK Dividends which increase the liquidation preference of the Series A Preferred Stock. As of June 30, 2026, the Series A Preferred Stock had a liquidation preference of $93.3 million.
Note 11. Stock Compensation and Earnings (Loss) per Share
Activity related to the Company’s equity compensation, which includes the Company’s restricted stock units (“RSUs”) and performance stock units (“PSUs”), was as follows:
| (in thousands, except weighted average grant price) | Number of Shares | Weighted Average Grant Price |
|---|---|---|
| Outstanding awards, December 31, 2025 | 1,187 | $15.39 |
| Granted | 732 | 13.44 |
| Vested | (503) | 15.82 |
| Forfeited | (22) | 14.61 |
| Outstanding awards, June 30, 2026 | 1,394 | $14.22 |
The total fair value of RSUs vested was $6.8 million during the six months ended June 30, 2026.
Activity related to the Company’s Relative Total Shareholder Return RSUs (“RTSRs”) was as follows:
| (in thousands, except weighted average grant price) | Number of Shares | Weighted Average Grant Price |
|---|---|---|
| Outstanding awards, December 31, 2025 | 360 | $15.77 |
| Granted | 118 | 13.42 |
| Vested | — | — |
| Forfeited | — | — |
| Outstanding awards, June 30, 2026 | 478 | $15.19 |
Stock-based compensation expense was as follows:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Stock compensation expense | $2,595 | $2,493 | $7,566 | $6,390 |
| Capitalized stock compensation | (292) | (306) | (465) | (486) |
| Stock compensation expense, net | $2,303 | $2,187 | $7,101 | $5,904 |
As of June 30, 2026, there was $10.3 million of total unrecognized compensation cost related to non-vested RSUs and RTSRs which is expected to be recognized over weighted average period of 2.5 years.
The following table indicates the computation of basic and diluted earnings (loss) per share:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands, except per share amounts) | 2026 | 2025 | 2026 | 2025 |
| Calculation of net loss income per share: | ||||
| Net loss | $(7,699) | $(9,048) | $(23,450) | $(18,180) |
| Amounts attributable to common shareholders | ||||
| Net loss attributable to common shareholders | $(9,304) | $(10,545) | $(26,632) | $(21,149) |
| Basic and diluted weighted average shares outstanding | 55,779 | 55,103 | 55,664 | 55,032 |
| Per share amounts attributable to common shareholders | ||||
| Net loss per share | $(0.17) | $(0.19) | $(0.48) | $(0.38) |
The Company applies the two-class method when computing net loss per share attributable to common shareholders as the Company has issued preferred stock that meets the definition of a participating security. The Company considers Series A Preferred Stock to be a participating security as the holders are entitled to receive cumulative dividends.
The Company determines the dilutive impact of the Series A Preferred Stock (on an as-converted basis) and the equity awards by applying the if-converted method and the treasury stock method, respectively. The following table presents potentially dilutive instruments:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Potentially dilutive shares related to the Series A Preferred Stock | 3,809 | 3,553 | 3,808 | 3,553 |
| Potentially dilutive equity awards | 727 | 436 | 617 | 431 |
| Total potentially dilutive instruments | 4,536 | 3,989 | 4,425 | 3,984 |
Potentially dilutive instruments were excluded from the calculation of diluted weighted average shares outstanding due to the fact that they were anti-dilutive as a result of the Company’s income loss for the periods.
Note 12. Government Grants
The Company was awarded $151.2 million in grants to build broadband services to unserved residencies in Virginia, Maryland, West Virginia and Ohio and upgrade the middle mile network in Ohio. The Company has substantially completed its grant obligations in Virginia as of June 2026 and expects to substantially complete the remaining obligations by year-end 2026.
The purpose of the grant programs described above was to subsidize the expansion of the Company’s broadband network; therefore, most amounts recognized under these programs have been recorded as a reduction to the related property, plant and equipment, and cash receipts are presented as cash flows from investing activities in the Company’s unaudited condensed consolidated statements of cash flows. One government grant allows reimbursements for direct capital expenditures and indirect operating expenses. The portion of government grant reimbursements related to indirect expenses are recorded as reductions of the related cost of service expense or selling, general and administrative expense in the Company’s unaudited condensed consolidated statements of operations and are presented as cash flows from operating activities in the Company’s unaudited condensed consolidated statements of cash flows.
The Company recognizes grant receivables at the time it becomes probable that the Company will be eligible to receive the grant, which is estimated to correspond with the date when specified build-out milestones are achieved. As a result of these programs, the Company received $22.3 million and $17.3 million in cash receipts during the six months ended June 30, 2026 and 2025, respectively, and had approximately $0.7 million and $10.5 million in accounts receivable as of June 30, 2026 and December 31, 2025, respectively.
Note 13. Commitments and Contingencies
We are committed to make payments to satisfy our lease liabilities. The scheduled payments under those obligations are summarized in Note 7, Leases. We also have outstanding unconditional purchase commitments to procure marketing services and IT software licenses through 2031.
From time to time the Company is involved in various litigation matters arising out of the normal course of business. The Company consults with legal counsel on those issues related to litigation and seeks input from other experts and advisors with respect to such matters. Estimating the probable losses or a range of probable losses resulting from litigation, government actions and other legal proceedings is inherently difficult and requires an extensive degree of judgment, particularly where the matters involve indeterminate claims for monetary damages, may involve discretionary amounts, present novel legal theories, are in the early stages of the proceedings, or are subject to appeal. Whether any losses, damages or remedies ultimately resulting from such matters could reasonably have a material effect on the Company’s business, financial condition, results of operations, or cash flows will depend on a number of variables, including, for example, the timing and amount of such losses or damages (if any) and the structure and type of any such remedies. The Company’s management does not believe that the final outcome of any matters that we are currently involved in are reasonably likely to have a material adverse effect on our business, financial condition, results of operations or cash flows.
Note 14. Segment Information
The Company operates asone segment. The accounting policies of the Company’s segment are the same as those described in the summary of significant accounting policies as described inour Annual Report on Form 10-K for theyear ended December 31, 2025.
The Company’s Chief Operating Decision Maker (“CODM”) assesses company performance at a consolidated level and decides how to allocate resources based on Earnings before Interest, Taxes, Depreciation and Amortization, as adjusted for certain non-recurring items, (“Adjusted EBITDA”) from operations of the Broadband business.
The measure of segment assets is reported on the balance sheet as total consolidated assets.
The CODM uses (loss) income from operations and Adjusted EBITDA to evaluate income generated from segment assets (return on assets) in deciding whether to reinvest profits into the operations of the Company or for other purposes, such as for acquisitions or to pay dividends.
Adjusted EBITDA is used to monitor budget versus actual results. The CODM also uses Adjusted EBITDA to analyze the Company’s growth by monitoring current results versus prior year results. The analyses are used in assessing performance of the Company and in establishing management’s compensation.
Adjusted EBITDA is a non-GAAP financial measure. The Company defines Adjusted EBITDA as income or loss from operations calculated in accordance with GAAP, adjusted for the impact of depreciation and amortization, impairment expense, other income (expense) net, interest income, interest expense, income tax expense (benefit), stock compensation expense, transaction costs related to acquisition and disposition events (including professional advisory fees, integration costs, and related compensatory matters), restructuring expense, tax on equity award vesting and exercise events, and other non-comparable items. The Company believes that the exclusion of the expense and income items eliminated in calculating Adjusted EBITDA provides management and investors a useful measure for period-to-period comparisons of the Company’s core operating results by excluding items that are not comparable across reporting periods or that do not otherwise relate to the Company’s ongoing operations. Accordingly, the Company believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating the Company’s operating results.
The following table summarizes the Company’s revenue, loss from operations, Adjusted EBITDA and significant expenses:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| (in thousands) | 2026 | 2025 | 2026 | 2025 |
| Service revenue and other | $93,462 | $88,568 | $185,615 | $176,466 |
| Significant expenses and other items: | ||||
| Cost of services exclusive of depreciation and amortization | 32,703 | 32,624 | 64,527 | 65,654 |
| Selling, general and administrative exclusive of stock-based compensation | 28,719 | 27,556 | 57,308 | 54,831 |
| Adjusted EBITDA | 32,040 | 28,388 | 63,780 | 55,981 |
| Stock-based compensation expense, net of amount capitalized | 2,303 | 2,187 | 7,101 | 5,904 |
| Restructuring, integration and acquisition | 134 | 206 | 2,574 | 716 |
| Depreciation and amortization | 30,619 | 35,103 | 65,590 | 64,561 |
| Interest expense | 9,696 | 6,003 | 19,131 | 10,895 |
| Other (income) expense, net1 | (472) | (3,015) | (517) | (3,748) |
| Income tax benefit | (2,541) | (3,048) | (6,649) | (4,167) |
| Net (loss) income | $(7,699) | $(9,048) | $(23,450) | $(18,180) |
1 Other primarily includes patronage income, interest income, and benefit plan gains.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.