ARRAY DIGITAL INFRASTRUCTURE, INC.
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
View on SEC.govAbout this filing
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.
Sep 30, 2026 · Filed Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0000821130-26-000046
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsExecutive OverviewTerms Used by ArrayArray OperationsFinancial OverviewLiquidity and Capital ResourcesConsolidated Cash Flow AnalysisConsolidated Balance Sheet AnalysisSupplemental Information Relating to Non-GAAP Financial MeasuresApplication of Critical Accounting Policies and EstimatesPrivate Securities Litigation Reform Act of 1995 Safe Harbor Cautionary StatementCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0000821130-26-000052
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsExecutive OverviewTerms Used by ArrayArray OperationsFinancial OverviewLiquidity and Capital ResourcesConsolidated Cash Flow AnalysisConsolidated Balance Sheet AnalysisSupplemental Information Relating to Non-GAAP Financial MeasuresApplication of Critical Accounting Policies and EstimatesPrivate Securities Litigation Reform Act of 1995 Safe Harbor Cautionary StatementThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 144 previous paragraphs and 147 current paragraphs.
98 unchanged; 42 reworded; 6 added; 3 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 4 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
Loss on impairment of licenses decreased for the three and nine months ended September 30, 2026, due to an impairment recorded in the third quarter of 2025 on high-band wireless spectrum licenses.
Current report
Interest and dividend income decreased for the three months ended September 30, 2026 due primarily to a decrease in interest income earned on the proceeds from the sale of the wireless operations to T-Mobile.
Current report
Income tax benefit on continuing operations decreased for the three months ended September 30, 2026, due primarily to favorable reductions to valuation allowances on deferred tax assets recorded in the third quarter of 2025 that did not recur in 2026, partially offset by favorable changes in estimated state taxes on the sale of wireless spectrum licenses and a benefit related to transferable federal tax credits purchased during the current period.
Removed paragraphs (3)
Previous report
1 This license transaction involves multiple closing dates. The first group of spectrum licenses received regulatory approval and closed on May 5, 2026. The additional spectrum licenses remain subject to regulatory approval and other customary closing conditions.
Previous report
Selling, general and administrative expenses increased for the three months ended June 30, 2026 due primarily to an increase in strategic alternatives review expenses, partially offset by a decrease in shared overhead costs and a change in the classification of property tax and property insurance following the sale of the wireless business.
Reworded paragraphs (42)
Previous wording
The following discussion and analysis compares Array Digital Infrastructure, Inc.'s (Array) financial results for the three and six months ended June 30, 2026, to the three and six months ended June 30, 2025. It should be read in conjunction with Array’s interim consolidated financial statements and notes included herein, and with the description of Array’s business, its audited consolidated financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) included in Array’s Annual Report on Form 10-K (Form 10-K) for the year ended December 31, 2025. Certain numbers included herein are rounded to thousands or millions for ease of presentation; however, certain calculated amounts and percentages are determined using the unrounded numbers.
Current wording
The following discussion and analysis compares Array Digital Infrastructure, Inc.'s (Array) financial results for the three and nine months ended September 30, 2026, to the three and nine months ended September 30, 2025. It should be read in conjunction with Array’s interim consolidated financial statements and notes included herein, and with the description of Array’s business, its audited consolidated financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) included in Array’s Annual Report on Form 10-K (Form 10-K) for the year ended December 31, 2025. Certain numbers included herein are rounded to thousands or millions for ease of presentation; however, certain calculated amounts and percentages are determined using the unrounded numbers.
Previous wording
Array seeks to grow tower revenue primarily through increasing colocations on existing towers and amendments to existing colocations. Array seeks to provide unique tower locations, attractive terms and streamlined implementation to wireless network operators, internet service providers, government and public safety agencies, broadcast and media companies, and other businesses. As of June 30, 2026, Array owns 4,456 towers in 19 states.
Current wording
Array seeks to grow tower revenue primarily through increasing colocations on existing towers and amendments to existing colocations. Array seeks to provide unique tower locations, attractive terms and streamlined implementation to wireless network operators, internet service providers, government and public safety agencies, broadcast and media companies, and other businesses. As of September 30, 2026, Array owns 4,455 towers in 19 states.
Previous wording
Array holds wireless spectrum that is subject to sale agreements described below, and additional wireless spectrum not subject to pending sale agreements that Array seeks to opportunistically monetize. As of June 30, 2026, the book value of the remaining spectrum not subject to pending sale agreements was $1,584.7 million and includes primarily C-Band spectrum. Array incurred costs related to the management of the retained spectrum of $2.1 million and $4.0 million as a standalone tower company during the three and six months ended June 30, 2026.
Current wording
Array holds wireless spectrum that is subject to sale agreements described below, and additional wireless spectrum not subject to pending sale agreements that Array seeks to opportunistically monetize. As of September 30, 2026, the book value of the remaining spectrum not subject to pending sale agreements was $1,584.7 million and includes primarily C-Band spectrum. Array incurred costs related to the management of the retained spectrum as a standalone tower company of $3.1 million and $7.1 million during the three and nine months ended September 30, 2026, respectively and $2.4 million during the three months ended September 30, 2025.
Previous wording
On August 1, 2025, Array sold its wireless operations and select spectrum assets to T-Mobile US, Inc. (T-Mobile) under a Securities Purchase Agreement (Securities Purchase Agreement). Total consideration received was $4,293.8 million after adjustments which included a combination of $2,628.8 million in cash proceeds and $1,665.0 million in debt assumed by T-Mobile through an exchange offer made to Array's debtholders. The final cash proceeds are subject to adjustment according to the terms and conditions of the Securities Purchase Agreement. As of June 30, 2026, Array recorded an estimated purchase price true-up payable to T-Mobile of $24.9 million. The wireless operations and select spectrum assets sold to T-Mobile are presented as discontinued operations throughout this report. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
Current wording
On August 1, 2025, Array sold its wireless operations and select spectrum assets to T-Mobile US, Inc. (T-Mobile) under a Securities Purchase Agreement (Securities Purchase Agreement). Total consideration received was $4,293.8 million after adjustments which included a combination of $2,628.8 million in cash proceeds and $1,665.0 million in debt assumed by T-Mobile through an exchange offer made to Array's debtholders. The final cash proceeds are subject to adjustment according to the terms and conditions of the Securities Purchase Agreement. As of September 30, 2026, Array recorded an estimated purchase price true-up payable to T-Mobile of $24.3 million. The wireless operations and select spectrum assets sold to T-Mobile are presented as discontinued operations throughout this report. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
Previous wording
In addition to the sale of Array's wireless operations and select spectrum assets to T-Mobile pursuant to the Securities Purchase Agreement, Array also separately entered into the following material agreements to sell spectrum assets.
Current wording
In addition to the sale of Array's wireless operations and select spectrum assets to T-Mobile pursuant to the Securities Purchase Agreement, Array also separately entered into agreements to sell spectrum assets, including the following.
Previous wording
2 This license transaction remains subject to regulatory approval and other customary closing conditions.
Current wording
1 This license transaction received regulatory approval on October 7, 2026, yet remains subject to FCC finality and other customary closing conditions.
Previous wording
On May 7, 2026, TDS delivered to the Array Board of Directors a letter setting forth a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS (the “Array Proposal”). A special committee of independent and disinterested directors of the Array Board of Directors has been formed to evaluate this proposal. For additional information on the Array Proposal, see TDS’ Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission on May 8, 2026.
Current wording
On May 7, 2026, TDS delivered to the Array Board of Directors a letter setting forth a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS (the “Array Proposal”). On September 1, 2026, TDS announced that it is no longer pursuing the Array Proposal. For additional information, see TDS' Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission on September 2, 2026.
Previous wording
The spectrum transactions at Array and the Array Proposal are referred to as the strategic alternatives review throughout this report. Array incurred third-party expenses related to the strategic alternatives review of$7.4 million and$7.6 million for thethree and six months ended June 30, 2026, respectively, and$0.7 million and $1.9 millionfor thethree and six months ended June 30, 2025, respectively, which are included in Selling, general and administrative expenses for continuing operations and excluded from Adjusted OIBDA and Adjusted EBITDA non-GAAP financial measures.
Current wording
These initiatives are referred to as the strategic alternatives review throughout this report. Array incurred third-party expenses related to the strategic alternatives review of$5.9 million and$13.5 million for thethree and nine months ended September 30, 2026, respectively, and$0.5 million and $2.3 millionfor thethree and nine months ended September 30, 2025, respectively, which are included in Selling, general and administrative expenses for continuing operations and excluded from Adjusted OIBDA and Adjusted EBITDA non-GAAP financial measures.
Previous wording
1 Includes T-Mobile MLA committed site minimum of 2,015. Excludes Interim Sites whereby T-Mobile is leasing up to 1,800 sites for a period of up to 30 months subject to the terms and conditions of the MLA. As of June 30, 2026, the Number of colocations and the Tower tenancy rate exclude DISH Wireless due to the low probability of fulfilling its lease commitments. See Financial Overview within this MD&A for additional information.
Current wording
1 Includes T-Mobile MLA committed site minimum of 2,015. Excludes Interim Sites whereby T-Mobile is leasing up to 1,800 sites for a period of up to 30 months subject to the terms and conditions of the MLA. As of March 31, 2026, the Number of colocations and the Tower tenancy rate exclude DISH Wireless. Normalized to exclude DISH Wireless, the prior period Tower tenancy rate would have been 0.94. See Financial Overview within this MD&A for additional information.
Previous wording
The following discussion and analysis compares financial results for the three and six months ended June 30, 2026, to the three and six months ended June 30, 2025.
Current wording
The following discussion and analysis compares financial results for the three and nine months ended September 30, 2026, to the three and nine months ended September 30, 2025.
Previous wording
Site rental revenues increased for the three and six months ended June 30, 2026, primarily as a result of the execution of the T-Mobile MLA, pursuant to which T-Mobile leases space on an additional minimum 2,015 Array-owned towers, which were not under existing leases for T-Mobile, for a minimum of 15 years and leases space on approximately 1,800 Array-owned towers on an interim basis. The duration of the interim lease is 30 months, and T-Mobile may cancel such interim leases at their option on a tower-by-tower basis at any time. Array expects interim lease revenue, which was $6.7 million and $14.9 million for the three and six months ended June 30, 2026, respectively, to continue to decline in future periods as T-Mobile terminates these interim leases over the course of the 30-month integration period, which ends January 2028. Further, the MLA extended the license term for approximately 600 existing T-Mobile colocations on Array towers for a new 15-year term that commenced on August 1, 2025.
Current wording
Site rental revenues increased for the three and nine months ended September 30, 2026, primarily as a result of the execution of the T-Mobile MLA, pursuant to which T-Mobile leases space on an additional minimum 2,015 Array-owned towers, which were not under existing leases for T-Mobile, for a minimum of 15 years and leases space on approximately 1,800 Array-owned towers on an interim basis. The duration of the interim lease is 30 months, and T-Mobile may cancel such interim leases at their option on a tower-by-tower basis at any time. Array expects interim lease revenue, which was $4.9 million and $19.8 million for the three and nine months ended September 30, 2026, respectively, to continue to decline in future periods as T-Mobile terminates these interim leases over the course of the 30-month integration period, which ends January 2028. Further, the MLA extended the license term for approximately 600 existing T-Mobile colocations on Array towers for a new 15-year term that commenced on August 1, 2025.
Previous wording
This was partially offset by a $1.7 million and $6.0 million decrease in site rental revenues from DISH Wireless for the three and six months ended June 30, 2026, including a $2.9 million write-off of contractual assets and liabilities that was recorded in the first quarter of 2026. In September 2025, Array received a letter from DISH Wireless claiming that its obligations under its Master Lease Agreement with Array were excused due to actions taken by the FCC and subsequent agreements to sell spectrum assets. DISH Wireless subsequently failed to make certain payments due to Array under its contractual commitment. Beginning in the first quarter of 2026, Array is no longer recognizing revenue in connection with DISH. Site rental revenues from DISH Wireless were $6.5 million in 2025. In June 2026, DISH Wireless and other DISH entities filed for bankruptcy and Array is monitoring those proceedings.
Current wording
This was partially offset by a $1.8 million and $7.8 million decrease in site rental revenues from DISH Wireless for the three and nine months ended September 30, 2026, including a $2.9 million write-off of contractual assets and liabilities that was recorded in the first quarter of 2026. In September 2025, Array received a letter from DISH Wireless claiming that its obligations under its Master Lease Agreement with Array were excused due to actions taken by the FCC and subsequent agreements to sell spectrum assets. DISH Wireless subsequently failed to make certain payments due to Array under its contractual commitment. Beginning in the first quarter of 2026, Array is no longer recognizing revenue in connection with DISH. Site rental revenues from DISH Wireless were $6.5 million in 2025. In June 2026, DISH Wireless and other DISH entities filed for bankruptcy and Array is monitoring those proceedings.
Previous wording
Cost of operations increased in the three and six months ended June 30, 2026 due primarily to a change in the classification of property tax and property insurance following the sale of the wireless business, an increase in maintenance expenses and an increase in cell site ground rent due to incremental expense related to customer growth, new leases, lease amendments and escalations.
Current wording
Cost of operations increased for the three and nine months ended September 30, 2026 due primarily to a change in the classification of property tax and property insurance following the sale of the wireless business and an increase in cell site ground rent due to incremental expense related to customer growth, new leases, lease amendments and escalations.
Previous wording
Selling, general and administrative expenses decreased for the six months ended June 30, 2026 due primarily to decreases in shared overhead costs and employee expenses and a change in the classification of property tax and property insurance following the sale of the wireless business, partially offset by an increase in strategic alternatives review expenses.
Current wording
Selling, general and administrative expenses decreased for the three and nine months ended September 30, 2026 due primarily to decreases in shared overhead costs, employee expenses, bad debts expense and a change in the classification of property tax and property insurance following the sale of the wireless business, partially offset by an increase in strategic alternatives review expenses.
Previous wording
Selling, general and administrative expenses in 2026 include costs to support the winddown of the legacy wireless operations. These expenses are expected to persist at a declining rate into future periods.
Current wording
Selling, general and administrative expenses in the three months ended September 30, 2025, and the three and nine months ended September 30, 2026, include costs to support the winddown of the legacy wireless operations.
Previous wording
(Gain) loss on asset disposals, net increased for the three and six months ended June 30, 2026 due primarily to the disposal of assets no longer required to maintain certain spectrum licenses.
Current wording
(Gain) loss on asset disposals, net increased for the three and nine months ended September 30, 2026 due primarily to the disposal of assets no longer required to maintain certain spectrum licenses.
Previous wording
(Gain) loss on license sales and exchanges, net increased for the three and six months ended June 30, 2026 due primarily to the sale of certain AWS, Cellular and PCS wireless spectrum licenses to Verizon in the second quarter of 2026 and the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to AT&T in the first quarter of 2026. See Note 5 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Current wording
(Gain) loss on license sales and exchanges, net increased for the nine months ended September 30, 2026 due primarily to the sale of certain AWS, Cellular and PCS wireless spectrum licenses to Verizon in the second quarter of 2026 and the sale of certain 3.45 GHz and 700 MHz wireless spectrum licenses to AT&T in the first quarter of 2026. See Note 6 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Previous wording
Equity in earnings of unconsolidated entities represents Array’s share of net income from entities in which it has a noncontrolling interest and that are accounted for using the equity method or the net asset value practical expedient. See Note 6 — Investments in Unconsolidated Entities in the Notes to Consolidated Financial Statements for additional information.
Current wording
Equity in earnings of unconsolidated entities represents Array’s share of net income from entities in which it has a noncontrolling interest and that are accounted for using the equity method or the net asset value practical expedient. Array holds noncontrolling interests in three entities in the state of Iowa that sold their wireless operations to T-Mobile in three separate transactions on August 1, 2025, the same date that Array sold its wireless operations to T-Mobile. As a result of the Iowa entities' sale of their wireless operations, these entities recognized a gain on sale, and Array's proportionate share of that gain was included in Equity in earnings of unconsolidated entities in the amount of $34.1 million, which is the primary driver of the year-over-year decrease in the three and nine months ended September 30, 2026. See Note 7 — Investments in Unconsolidated Entities in the Notes to Consolidated Financial Statements for additional information.
Previous wording
Interest expense from continuing operations excludes interest costs in all periods associated with term loans repaid, and debt exchanged, in conjunction with the sale of Array's wireless operations to T-Mobile. As a result, the increase in interest expense for the three and six months ended June 30, 2026 is primarily attributable to the new term loanthat Array entered into in August 2025 and a decrease in capitalized interest. See Market Risk for additional information regarding maturities of long-term debt and weighted average interest rates.
Current wording
Interest expense from continuing operations excludes interest costs in all periods associated with term loans repaid, and debt exchanged, in conjunction with the sale of Array's wireless operations to T-Mobile. As a result, the increase in interest expense for the three months ended September 30, 2026 is primarily attributable to the new term loanthat Array entered into in August 2025, and the increase in interest expense for the nine months ended September 30, 2026 is primarily attributable to the new term loanthat Array entered into in August 2025 and a decrease in capitalized interest. See Market Risk for additional information regarding maturities of long-term debt and weighted average interest rates.
Previous wording
Short-term imputed spectrum lease income increased for the three and six months ended June 30, 2026 due to the execution of the Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements, which provide T-Mobile with an exclusive license to use certain Array spectrum assets and leases at no cost for up to one year from closing. The portion of the purchase price allocated to the use of this spectrum will be amortized over one year following the close. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information related to the spectrum leases.
Current wording
Short-term imputed spectrum lease income decreased for the three months ended September 30, 2026 due to the expiration of the Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements on July 31, 2026. The agreements provided T-Mobile with an exclusive license to use certain Array spectrum assets and leases at no cost for up to one year from closing. The portion of the purchase price allocated to the use of this spectrum was amortized over one year following the close.
Previous wording
Income tax expense on continuing operations increased for the three and six months ended June 30, 2026, due primarily to the increase in Income before income taxes that resulted from the gains on license sales in the current period.
Current wording
Income tax expense on continuing operations increased for the nine months ended September 30, 2026, due primarily to the increase in Income before income taxes that resulted from the gains on license sales in the current period and favorable reductions to valuation allowances on deferred tax assets recorded in the third quarter of 2025 that did not recur in 2026, partially offset by a benefit related to transferable federal tax credits purchased during the current period.
Previous wording
Net income from discontinued operations attributable to Array shareholders
Current wording
Net income (loss) from discontinued operations attributable to Array shareholders
Previous wording
The majority of Array's Cash and cash equivalents are held in money market funds that purchase only debt issued by the U.S. Treasury or U.S. government agencies and bank deposit accounts. Array's Cash and cash equivalents were $416.4 million and $113.4 million at June 30, 2026 and December 31, 2025, respectively. Refer to the Consolidated Cash Flow Analysis for additional information related to changes in Cash and cash equivalents.
Current wording
The majority of Array's Cash and cash equivalents are held in money market funds that purchase only debt issued by the U.S. Treasury or U.S. government agencies and bank deposit accounts. Array's Cash and cash equivalents were $233.6 million and $113.4 million at September 30, 2026 and December 31, 2025, respectively. Refer to the Consolidated Cash Flow Analysis for additional information related to changes in Cash and cash equivalents.
Previous wording
In the second quarter of 2026, Array closed on various sales of certain wireless spectrum licenses to Verizon and T-Mobile for total proceeds of $1,167.6 million and expects a cash income tax liability on the transactions of approximately $250.0 million, most of which will be paid during the third quarter of 2026 pursuant to the Tax Allocation Agreement which provides that Array remits income tax payments to TDS consistent with when such payments would be paid if Array and its subsidiaries were a separate taxpayer.
Current wording
In the first and second quarters of 2026, Array closed on various sales of certain wireless spectrum licenses to AT&T, Verizon and T-Mobile for total proceeds of $2,185.7 million and incurred tax liabilities on the transactions of approximately $370.0 million. As of September 30, 2026, Array has paid cash taxes related to these transactions of approximately $275.0 million, and expects to pay the remaining amounts during the fourth quarter of 2026. The tax payments are made pursuant to the Tax Allocation Agreement which provides that Array remits income tax payments to TDS consistent with when such payments would be paid if Array and its subsidiaries were a separate taxpayer.
Previous wording
As of June 30, 2026, Array has outstanding borrowings of $325.0 million under a term loan agreement with CoBank, ACB. The maturity date of the term loan is June 2030. Borrowings bear interest at a rate of Secured Overnight Financing Rate (SOFR) plus 2.50%.
Current wording
As of September 30, 2026, Array has outstanding borrowings of $323.0 million under a term loan agreement with CoBank, ACB. The maturity date of the term loan is June 2030. Borrowings bear interest at a rate of Secured Overnight Financing Rate (SOFR) plus 2.50%.
Previous wording
Capital expenditures for continuing operations (i.e., additions to property, plant and equipment), which include the effects of accruals and capitalized interest, for the six months ended June 30, 2026 and 2025, were $12.5 million and $9.1 million, respectively. Capital expenditures were used principally for tower maintenance, purchases of land interests, tower builds and one-time costs of migrating the tower light monitoring function to Array's long-term solution.
Current wording
Capital expenditures for continuing operations (i.e., additions to property, plant and equipment), which include the effects of accruals and capitalized interest, for the nine months ended September 30, 2026 and 2025, were $16.5 million and $17.0 million, respectively. Capital expenditures were used principally for tower maintenance, purchases of land interests, tower builds and one-time costs of migrating the tower light monitoring function to Array's long-term solution.
Previous wording
Array will require capital for future spending on existing contractual obligations, which primarily include long-term debt obligations and ground lease commitments; and tax payments related to announced wireless spectrum license transactions.
Current wording
Array will require capital for future spending on existing contractual obligations, which primarily include long-term debt obligations and ground lease commitments.
Previous wording
Array has not paid any regular cash dividends in past periods. In conjunction with the close of the transaction of the sale of spectrum licenses to AT&T on January 13, 2026, on this same date, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $10.25 for shareholders of record on January 23, 2026, which was paid on February 2, 2026 for a total amount of $885.5 million. In conjunction with the close of the transaction of the sale of spectrum licenses to Verizon on June 1, 2026, on this same date, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $11.00 for shareholders of record on June 11, 2026, which was paid on June 25, 2026 for a total amount of $951.3 million. The payment of the dividend exceeded Array's cumulative net earnings and therefore, Array transitioned from a retained earnings position into an accumulated deficit as of June 30, 2026.
Current wording
Array has not paid any regular cash dividends in past periods. In conjunction with the close of the transaction of the sale of spectrum licenses to AT&T on January 13, 2026, on this same date, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $10.25 for shareholders of record on January 23, 2026, which was paid on February 2, 2026 for a total amount of $885.5 million. In conjunction with the close of the transaction of the sale of spectrum licenses to Verizon on June 1, 2026, on this same date, the Array Board of Directors declared a special dividend per Common and Series A outstanding share of $11.00 for shareholders of record on June 11, 2026, which was paid on June 25, 2026 for a total amount of $951.3 million. The payment of the dividend exceeded Array's cumulative net earnings and therefore, Array transitioned from a retained earnings position into an accumulated deficit as of June 30, 2026. The accumulated deficit continued as of September 30, 2026, and is expected to continue in future periods.
Previous wording
The following discussion summarizes Array's cash flow activities for the six months ended June 30, 2026 and 2025. Cash flows may fluctuate from quarter to quarter and year to year due to timing and other factors. This discussion is intended to highlight the significant changes and is not intended to fully reconcile the changes.
Current wording
The following discussion summarizes Array's cash flow activities for the nine months ended September 30, 2026 and 2025. Cash flows may fluctuate from quarter to quarter and year to year due to timing and other factors. This discussion is intended to highlight the significant changes and is not intended to fully reconcile the changes.
Previous wording
Array’s Cash and cash equivalents increased $303.0 million. Net cash used in operating activities related to continuing operations was $13.2 million due to net income of $517.5 million adjusted for non-cash items of $812.2 million, distributions received from unconsolidated entities of $66.6 million, including $26.1 millionin distributions from the LA Partnership, and changes in working capital items which increased net cash by $215.0 million. The working capital changes were primarily driven by the timing of tax payments on the sale of spectrum licenses, partially offset by deferred revenue related to spectrum leases. Cash flows used in operating activities related to discontinued operations were $5.8 million.
Current wording
Array’s Cash and cash equivalents increased $120.2 million. Net cash used in operating activities related to continuing operations was $188.2 million due to net income of $587.4 million adjusted for non-cash items of $834.7 million, distributions received from unconsolidated entities of $89.6 million, including $26.1 millionin distributions from the Los Angeles SMSA Limited Partnership (LA Partnership), and changes in working capital items which decreased net cash by $30.5 million. The working capital changes were primarily driven by deferred revenue related to spectrum leases and the timing of rent payments, partially offset by the timing of tax payments. Cash flows used in operating activities related to discontinued operations were $6.4 million.
Previous wording
Cash flows provided by investing activities related to continuing operations were $2,166.2 million, due primarily to cash received from the sale of wireless spectrum licenses of $2,185.8 million, partially offset by payments for property, plant and equipment of $19.6 million. There were no cash flows provided by investing activities related to discontinued operations.
Current wording
Cash flows provided by investing activities related to continuing operations were $2,164.8 million, due primarily to cash received from the sale of wireless spectrum licenses of $2,185.8 million, partially offset by payments for property, plant and equipment of $21.0 million. There were no cash flows provided by investing activities related to discontinued operations.
Previous wording
Cash flows used for financing activities related to continuing operations were $1,844.1 million, due primarily to dividends paid to Array shareholders of $1,836.7 million. There were no cash flows used for financing activities related to discontinued operations.
Current wording
Cash flows used for financing activities related to continuing operations were $1,850.1 million, due primarily to dividends paid to Array shareholders of $1,836.7 million. There were no cash flows used for financing activities related to discontinued operations.
Previous wording
Array’s Cash, cash equivalents and restricted cash increased $241.8 million. Net cash used in operating activities related to continuing operations was $0.1 million due to net income of $20.6 million adjusted for non-cash items of $57.4 million and distributions received from unconsolidated entities of $87.9 million, including $34.3 million in distributions from the LA Partnership. Distributions from certain equity method investments operated by Verizon included a special distribution of $25.3 million related to proceeds received by Verizon managed entities related to Verizon's tower transaction with Vertical Bridge that closed in December 2024. Thechanges in working capital items decreased net cash by $51.2 million. The working capital changes were primarily driven by the payment of associate bonuses, timing of tax payments and an increase in receivable balances. Cash flows provided by operating activities related to discontinued operations were $484.7 million.
Current wording
Array’s Cash, cash equivalents and restricted cash increased $166.5 million. Net cash provided by operating activities related to continuing operations was $22.5 million due to net income of $130.5 million adjusted for non-cash items of $147.0 million and distributions received from unconsolidated entities of $149.7 million. Distributions from noncontrolling wireless entities managed by Array included a special distribution of $42.5 million related to the proceeds received by three entities in the state of Iowa that sold their wireless operations to T-Mobile on August 1, 2025. In addition, distributions from certain equity method investments operated by Verizon included a special distribution of $25.3 million related to proceeds received by Verizon managed entities related to Verizon's tower transaction with Vertical Bridge that closed in December 2024. This was partially offset by lower current year distributions due to adjustments made by certain equity method investees for prior period activity. Thechanges in working capital items which decreased net cash by $110.8 million were primarily driven by payment of associate bonuses and deferred revenue related to spectrum leases, partially offset by the timing of vendor payments. Cash flows provided by operating activities related to discontinued operations were $380.4 million.
Previous wording
Cash flows used for investing activities related to continuing operations were $14.3 million, due primarily to payments for property, plant and equipment of $11.5 million. Cash flows used for investing activities related to discontinued operations were $135.6 million.
Current wording
Cash flows used for investing activities related to continuing operations were $16.0 million, due primarily to payments for property, plant and equipment of $18.6 million. Cash flows used for investing activities related to discontinued operations were $2,462.4 million.
Previous wording
Cash flows used for financing activities related to continuing operations were $73.3 million, due primarily to tax withholdings, net of cash receipts, for stock-based compensation awards of $35.3 million, the repurchase of Common Shares of $21.4 million and repayments on long-term debt agreements of $12.0 million. Cash flows used for financing activities related to discontinued operations were $19.7 million.
Current wording
Cash flows used for financing activities related to continuing operations were $2,662.2 million, due primarily to dividends paid to Array shareholders of $1,986.7 million, repayments on long-term debt agreements of $875.3 million, tax withholdings, net of cash receipts, for stock-based compensation awards of $63.5 million due to awards that accelerated upon change in control and associate terminations, distributions to noncontrolling interest of $26.8 million due to the sale of the wireless operations to T-Mobile and repurchases of $21.4 million in Common Shares. These were partially offset by $325.0 million borrowed under the CoBank term loan agreement. Cash flows used for financing activities related to discontinued operations were $20.5 million.
Previous wording
Non-current assets held for sale decreased $1,544.3 million due primarily to the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile in 2026. See Note 5 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Current wording
Non-current assets held for sale decreased $1,534.3 million due primarily to the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile in 2026. See Note 6 — Divestitures in the Notes to Consolidated Financial Statements for additional information.
Previous wording
Customer deposits and deferred revenues decreased $58.4 million due primarily to the recognition of the deferral of a portion of the T-Mobile purchase price related to T-Mobile's use of certain spectrum assets at no cost for up to one year from closing. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
Current wording
Customer deposits and deferred revenues decreased $65.9 million due primarily to the recognition of the deferral of a portion of the T-Mobile purchase price related to T-Mobile's use of certain spectrum assets at no cost for up to one year from closing. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information.
Previous wording
Accrued taxes increased $300.5 million due primarily to the taxable gain on the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile in 2026.
Current wording
Accrued taxes increased $76.3 million due primarily to the taxable gain on the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile in 2026.
Previous wording
Other current liabilities increased $10.0 million due primarily to a reclassification from Other deferred liabilities and credits regarding the deferral of the T-Mobile purchase price related to certain spectrum licenses as the corresponding assets were classified as held for sale as of June 30, 2026.
Current wording
Other current liabilities increased $11.2 million due primarily to a reclassification from Other deferred liabilities and credits regarding the deferral of the T-Mobile purchase price related to certain spectrum licenses as the corresponding assets were classified as held for sale as of September 30, 2026.
Previous wording
Deferred income tax liability, net decreased $217.5 million due primarily to reversals of temporary differences related to prior amortization of wireless spectrum licenses, triggered by the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile during 2026.
Current wording
Deferred income tax liability, net decreased $213.8 million due primarily to reversals of temporary differences related to prior amortization of wireless spectrum licenses, triggered by the sale of wireless spectrum licenses to AT&T, Verizon and T-Mobile during 2026.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Short-term imputed spectrum lease income increased for the nine months ended September 30, 2026 due to the execution of the Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements. See Note 2 — Discontinued Operations in the Notes to Consolidated Financial Statements for additional information related to the spectrum leases.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
▪On May 7, 2026, TDS delivered to the Array Board of Directors a non-binding proposal to acquire all of the outstanding Array Common Shares that are not owned by TDS. There can be no guarantee whether any transaction will be accepted, rejected, consummated or abandoned. Further, the proposal (whether accepted, rejected, consummated or abandoned) could result in adverse effects on Array’s business, financial condition or results of operations.