Liberty Capital Corp/NV

Previous wording

For additional risk factors, please see Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2025. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

Current wording

For additional risk factors, see Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2025 and Part II, Item 1A. in this Quarterly Report on Form 10-Q. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

Previous wording

Liberty Capital Corporation (f/k/a GCI Liberty, Inc. prior to a name change on May 21, 2026) (“Liberty Capital”) consists of 100% of the outstanding equity interests in GCI, LLC, GCI Holdings, LLC (“GCI Holdings” or “GCI”) and their subsidiaries (collectively, the “GCI Business”), and was formerly owned by Liberty Broadband, prior to the Separation (defined below).

Current wording

Liberty Capital Corporation (f/k/a GCI Liberty, Inc. prior to a name change on May 21, 2026) (“Liberty Capital”) consists of 100% of the outstanding equity interests in GCI, LLC, GCI Holdings, LLC (“GCI Holdings” or “GCI”) and their subsidiaries (collectively, the “GCI Business”), and was formerly owned by Liberty Broadband Corporation (“Liberty Broadband”), prior to the Separation (defined below).

Previous wording

In connection with the Separation, the Company entered into certain agreements, including a separation and distribution agreement, a tax sharing agreement (the “Tax Sharing Agreement”) and a tax receivables agreement (the “Tax Receivables Agreement”), pursuant to which, among other things, Liberty Capital and Liberty Broadband will indemnify each other against certain losses that may arise. The Tax Sharing Agreement governs the allocation of taxes, tax benefits, tax items and tax-related losses between Liberty Broadband and Liberty Capital, and the Tax Receivables Agreement governs the respective rights and obligations of Liberty Broadband and Liberty Capital with respect to certain tax matters. In addition, the Company entered into certain agreements, including a services agreement (the “Services Agreement”), a facilities sharing agreement and an aircraft time sharing agreement, with Liberty Media and/or its subsidiaries. Pursuant to the Services Agreement, Liberty Media provides Liberty Capital with public company support services, including legal, tax, accounting, treasury, information technology, cybersecurity, internal audit and investor relations services. Liberty Capital reimburses Liberty Media for all out-of-pocket expenses incurred by Liberty Media in providing the services and pays a services fee that is subject to review and evaluation for reasonableness on a quarterly basis.

Current wording

In connection with the Separation, the Company entered into certain agreements, including a separation and distribution agreement, a tax sharing agreement (the “Tax Sharing Agreement”) and a tax receivables agreement (the “Tax Receivables Agreement”), pursuant to which, among other things, Liberty Capital and Liberty Broadband will indemnify each other against certain losses that may arise. The Tax Sharing Agreement governs the allocation of taxes, tax benefits, tax items and tax-related losses between Liberty Broadband and Liberty Capital, and the Tax Receivables Agreement governs the respective rights and obligations of Liberty Broadband and Liberty Capital with respect to certain tax matters. Concurrent with the completion of the acquisition of Liberty Broadband by Charter Communications, Inc. (“Charter”) on August 19, 2026, Charter executed joinder agreements with the Company to each of such separation and distribution agreement, the Tax Sharing Agreement and the Tax Receivables Agreement whereby it agreed to be jointly and severally liable with Liberty Broadband for Liberty Broadband’s obligations and liabilities thereunder. In addition, the Company entered into certain agreements, including a services agreement (the “Services Agreement”), a facilities sharing agreement and an aircraft time sharing agreement, with Liberty Media and/or its subsidiaries. Pursuant to the Services Agreement, Liberty Media provides Liberty Capital with public company support services, including legal, tax, accounting, treasury, information technology, cybersecurity, internal audit and investor relations services. Liberty Capital reimburses Liberty Media for all out-of-pocket expenses incurred by Liberty Media in providing the services and pays a services fee that is subject to review and evaluation for reasonableness on a quarterly basis.

Previous wording

Legal Challenges to the Constitutionality of the FCC Universal Service Support Programs. There have been a number of legal challenges to the constitutionality of the USF. The U.S. Courts of Appeals for the Sixth and Eleventh Circuits rejected such challenges in 2023, as did a panel of three judges in the Fifth Circuit. However, on July 24, 2024, the U.S. Court of Appeals for the Fifth Circuit sittingen banc ruled that the USF program was unconstitutional as currently administered, and remanded the case to the FCC. In its decision, theen bancFifth Circuit concluded that there was an impermissible public delegation of legislative authority to the FCC and an impermissible private delegation of authority from the FCC to the Universal Service Administrative Company (“USAC”), the private company responsible for USF administration. The Supreme Court issued a decision on June 27, 2025, reversing the Fifth Circuit and upholding the constitutionality of the USF contribution factor. There is continuing litigation, as petitioners have filed a new Petition for Review in the Fifth Circuit, on October 1, 2025, to challenge two statutory provisions that the Supreme Court did not have occasion to address, and pursuant to which GCI or its customers receive universal service support, as well as to challenge

Current wording

Legal Challenges to the Constitutionality of the FCC Universal Service Support Programs. There have been a number of legal challenges to the constitutionality of the USF. The U.S. Courts of Appeals for the Sixth and Eleventh Circuits rejected such challenges in 2023, as did a panel of three judges in the Fifth Circuit. However, on July 24, 2024, the U.S. Court of Appeals for the Fifth Circuit sittingen banc ruled that the USF program was unconstitutional as currently administered, and remanded the case to the FCC. In its decision, theen bancFifth Circuit concluded that there was an impermissible public delegation of legislative authority to the FCC and an impermissible private delegation of authority from the FCC to the Universal Service Administrative Company (“USAC”), the private company responsible for USF administration. The Supreme Court issued a decision on June 27, 2025, reversing the Fifth Circuit and upholding the constitutionality of the USF contribution factor. There is continuing litigation, as petitioners have filed a new Petition to challenge the legality of the USAC, which administers that program for the FCC, and to challenge the fourth quarter 2025 USF contribution factor. Oral argument in the case was held on August 5, 2026. On October 15, 2026, the Fifth Circuit

Previous wording

On April 21, 2026, GCI Holdings agreed pursuant to a securities purchase agreement (the “Purchase Agreement”), subject to receipt of regulatory approval and satisfaction of customary closing conditions, to acquire all of the issued and outstanding equity interests in Q Gateway Intermediate Holdings, LLC, a Delaware limited liability company (“Quintillion”), in exchange for consideration of $310 million in cash subject to certain adjustments (including working capital, cash, indebtedness and transaction expenses), reimbursement of up to $50 million for certain capital expenditures incurred by Quintillion, and potential earn-out payments in 2028, 2029 and 2031. The acquisition is currently expected to close during the fourth quarter of 2026.

Current wording

On April 21, 2026, GCI Holdings agreed pursuant to a securities purchase agreement (the “Purchase Agreement”), subject to certain closing conditions, to acquire all of the issued and outstanding equity interests in Q Gateway Intermediate Holdings, LLC, a Delaware limited liability company (“Quintillion”), in exchange for consideration of $310 million in cash subject to certain adjustments (including working capital, cash, indebtedness and transaction expenses), reimbursement of up to $50 million for certain capital expenditures incurred by Quintillion, and potential earn-out payments in 2028, 2029 and 2031.

Previous wording

Concurrent with the entry into the Purchase Agreement, GCI, LLC, as lender, entered into a Term Loan Credit Agreement with the seller in the acquisition, as borrower, providing for a term loan in an initial principal amount of $160 million. The term loan bears interest at the Secured Overnight Financing Rate (“SOFR”) plus a margin of 8.50% (with, subject to certain conditions, up to SOFR plus 2.00% payable in cash and the remainder paid-in-kind). Upon the closing of the acquisition, the outstanding amounts under the term loan will automatically be deemed paid in full and credited toward the purchase price; if the acquisition does not close, the term loan will mature on April 21, 2031.

Current wording

Concurrent with the entry into the Purchase Agreement, GCI, LLC, as lender, entered into a Term Loan Credit Agreement with the seller in the acquisition, as borrower, providing for a term loan in an initial principal amount of $160 million. The term loan bears interest at the Secured Overnight Financing Rate (“SOFR”) plus a margin of 8.50% (with, subject to certain conditions, up to SOFR plus 2.00% payable in cash and the remainder paid-in-kind). Upon the closing of the acquisition, the outstanding amounts under the term loan will automatically be deemed paid in full and credited toward the purchase price; if the acquisition does not close, the term loan will mature on April 21, 2031. The approximately $164 million (consisting of the $160 million initial principal amount plus approximately $4 million of accrued paid-in-kind interest) is included in Other assets, net in the condensed consolidated balance sheet as of September 30, 2026.

Previous wording

On April 29, 2026, GCI Communication Corporation, a wholly-owned subsidiary of the Company, purchased SPITwSPOTS, Inc. (“SwS”), a local fixed wireless access provider of broadband services, for total cash consideration of approximately $11 million. The Company recorded $10 million of goodwill, $11 million of fixed assets, $8 million of other assets, offset by $18 million of other liabilities related to the acquisition. The acquisition price allocation is preliminary and subject to revision as of June 30, 2026.

Current wording

On April 29, 2026, GCI Communication Corporation, a wholly-owned subsidiary of the Company, purchased SPITwSPOTS, Inc. (“SwS”), a local fixed wireless access provider of broadband services, for total cash consideration of approximately $11 million. The Company recorded $11 million of goodwill, $11 million of fixed assets, $7 million of other assets, offset by $18 million of other liabilities related to the acquisition. During the quarter ended September 30, 2026, the Company recorded measurement-period adjustments primarily related to the valuation of deferred income taxes identified subsequent to the acquisition date. The acquisition price allocation is preliminary and subject to revision as of September 30, 2026.

Previous wording

On April 16, 2026, Liberty Capital completed the purchase of approximately 61 thousand Class A Common Shares (“LILA”) and approximately 12.3 million Class C Common Shares (“LILAK”), in each case, of Liberty Latin America Ltd. (“LLA”) for approximately $107 million in cash. On May 22, 2026, the Company’s Chairman purchased the LLA shares back from the Company at its cost of $8.63 per share for aggregate cash of $107 million.

Current wording

On April 16, 2026, Liberty Capital completed the purchase of approximately 61 thousand Class A Common Shares (“LILA”) and approximately 12.3 million Class C Common Shares (“LILAK”), in each case, of Liberty Latin America Ltd. (“LLA”) for approximately $107 million in cash. On May 22, 2026, the Company’s Chairman purchased the LLA shares from the Company at its cost of $8.63 per share for aggregate cash of $107 million.

Previous wording

Revenue. Consolidated revenue remained flat and decreased $10 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. The following table highlights selected key performance indicators used in evaluating the Company’s business.

Current wording

Revenue. Consolidated revenue increased $10 million and remained flat for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The following table highlights selected key performance indicators used in evaluating the Company’s business.

Previous wording

Consumer data revenue remained flat and decreased $2 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. The decrease for the six months ended June 30, 2026 was driven by a decrease in the number of subscribers, not including the subscribers acquired in the SwS acquisition. Without the SwS subscribers, consumer data subscribers were down 2.5% compared to the same period in the prior year.

Current wording

Consumer data revenue increased $1 million and decreased $1 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The increase for the three months ended September 30, 2026 was driven by data revenue from the SwS acquisition in April of 2026, partially offset by a 2.2% decrease in subscribers, excluding the subscribers acquired in the SwS acquisition. The decrease for the nine months ended September 30, 2026 was driven by a decrease in the number of subscribers (as noted above), excluding the subscribers acquired in the SwS acquisition, partially offset by an increase in data revenue from the SwS acquisition.

Previous wording

Consumer wireless revenue increased $1 million and $3 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, driven by an increase in the number of subscribers.

Current wording

Consumer wireless revenue increased $2 million and $5 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, driven by an increase in the number of subscribers and an increase in handset sales.

Previous wording

Consumer other revenue decreased $3 million and $9 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. Consumer other revenue consists of consumer voice revenue, other revenue and up until the third quarter of 2025, video revenue. The decrease was primarily due to no video revenue being recorded during the three and six months ended June 30, 2026 as a result of the discontinuation of video services in the prior year.

Current wording

voice revenue, other revenue and up until the third quarter of 2025, video revenue. For the three months ended September 30, 2026 and 2025, there was no video revenue recorded in either period. The decrease for the nine months ended September 30, 2026 was primarily due to no video revenue being recorded during the nine months ended September 30, 2026 as a result of the discontinuation of video services in the prior year.

Previous wording

Business data revenue increased $2 million and decreased $2 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. The increase for the three months ended June 30, 2026 was primarily due to service upgrades with existing healthcare and education customers. The decrease for the six months ended June 30, 2026 was primarily due to one-time revenue that occurred during the six months ended June 30, 2025 of approximately $4 million related to the successful appeal of rates for services provided to certain healthcare customers in prior years. This decrease was offset by an increase due to service upgrades with existing healthcare and education customers.

Current wording

Business data revenue increased $8 million and $6 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The increases for the three and nine months ended September 30, 2026 were primarily due to service upgrades with existing healthcare and education customers. The increase for the nine months ended September 30, 2026, was partially offset by a decrease due to one-time revenue that occurred during the nine months ended September 30, 2025 of approximately $4 million related to the successful appeal of rates for services provided to certain healthcare customers in prior years.

Previous wording

Business wireless revenue remained flat for both the three and six months ended June 30, 2026, as compared to the same periods in 2025.

Current wording

Business wireless revenue remained relatively flat for both the three and nine months ended September 30, 2026, as compared to the same periods in 2025.

Previous wording

Business other revenue remained flat for both the three and six months ended June 30, 2026, as compared to the same periods in 2025.

Current wording

Business other revenue remained flat for both the three and nine months ended September 30, 2026, as compared to the same periods in 2025.

Previous wording

Consumer direct costs consists of wireless handset inventory costs, video programming, wireless distribution costs, marketing and advertising expenses, bad debt expense, credit card and other transactional fees, and personnel expense for managing relationships with consumer customers. Consumer direct costs decreased $2 million and $6 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, due to decreases in video programming costs as a result of the discontinuation of video services (as discussed above). The decreases in video programming costs were partially offset by increases in wireless distribution costs.

Current wording

Consumer direct costs consists of wireless handset inventory costs, video programming, wireless distribution costs, marketing and advertising expenses, bad debt expense, credit card and other transactional fees, and personnel expense for managing relationships with consumer customers. Consumer direct costs increased $1 million and decreased $5 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The increase for the three months ended September 30, 2026, was due to an increase in wireless handset inventory costs. The decrease for the nine months ended September 30, 2026 was due to decreases in video programming costs as a result of the discontinuation of video services (as discussed above). The decreases in video programming costs were partially offset by increases in wireless handset inventory costs.

Previous wording

Business direct costs consists of network distribution costs, largely to healthcare and education customers, as well as personnel expense for managing relationships with business customers. Business direct costs increased $9 million and $15 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, due to increases in distribution costs for healthcare and education customers. A portion of this increase in distribution costs related to temporary cost savings of approximately $3 million and $8 million during the three and six months ended June 30, 2025, respectively, from a fiber break on a third party network in which GCI Holdings uses capacity which was fully restored during the three months ended September 30, 2025. The remaining portion of the increase was due to higher distribution costs to provide upgraded services, primarily due to higher circuit costs for a specific circuit.

Current wording

Business direct costs consists of network distribution costs, largely to healthcare and education customers, as well as personnel expense for managing relationships with business customers. Business direct costs increased $1 million and $16 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, due to increases in distribution costs for healthcare and education customers. A portion of this increase in distribution costs related to temporary cost savings of approximately $2 million and $10 million during the three and nine months ended September 30, 2025, respectively, from a fiber break on a third party network in which GCI Holdings uses capacity which was fully restored during the three months ended September 30, 2025. For the nine months ended September 30, 2026, the remaining portion of the increase was due to higher distribution costs to provide upgraded services, primarily due to higher circuit costs for a specific circuit.

Previous wording

Technology expense consists of field and technology operations costs incurred to manage the Company's network, including personnel expenses, professional service fees, software related costs, lease expenses, maintenance costs, as well as utility costs. Technology expenses increased $2 million and $7 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, primarily due to increased professional service fees, and to a lesser extent, an increase in maintenance and software costs.

Current wording

Technology expense consists of field and technology operations costs incurred to manage the Company's network, including personnel expenses, professional service fees, software related costs, lease expenses, maintenance costs, as well as utility costs. Technology expenses increased $3 million and $10 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. For the three months ended September 30, 2026, the increase is primarily due to an increase in software related costs. For the nine months ended September 30, 2026, the increase is primarily due to increased professional service fees, and to a lesser extent an increase in maintenance and software related costs.

Previous wording

Selling, general and administrative expense consists of corporate overhead costs largely comprised of personnel expenses, software costs, insurance expense, property taxes and professional service fees. Selling, general and administrative expense increased $3 million and $6 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, primarily due to amounts allocated pursuant to the Services Agreement.

Current wording

Selling, general and administrative expense consists of corporate overhead costs largely comprised of personnel expenses, software costs, insurance expense, property taxes and professional service fees. Selling, general and administrative expense decreased $4 million and increased $2 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The decrease for the three months ended September 30, 2026, compared to the same period in the prior year, was due to lower personnel expenses, partially offset by higher healthcare costs at GCI. The increase for the nine months ended September 30, 2026, compared to the same period in the prior year, was primarily due to higher corporate expenses related to amounts allocated pursuant to the Services Agreement and legal expenses, partially offset by lower personnel expenses at GCI.

Previous wording

Stock-based compensation increased $2 million and $8 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, primarily due to a delay in grants to GCI employees until after the Separation was effective combined with a change in grant timing for GCI employees resulting in two years of value being granted in March 2026, a portion of which vested immediately.

Current wording

Stock-based compensation increased $4 million and $12 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, primarily due to a delay in grants to GCI employees until after the Separation was effective combined with a change in grant timing for GCI employees resulting in two years of value being granted in March 2026, a portion of which vested immediately.

Previous wording

Depreciation and amortization increased $4 million and $3 million for the three and six months ended June 30, 2026, respectively, as compared to the same period in 2025, primarily due to an increase in assets placed in service.

Current wording

Depreciation and amortization increased $5 million and $8 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, primarily due to an increase in assets placed in service.

Previous wording

Acquisition costs increased $4 million and $7 million, respectively, as compared to the same period in 2025, primarily due to expenses incurred related to the future acquisition of Quintillion, as described above.

Current wording

Acquisition costs increased $1 million and $8 million, respectively, as compared to the same periods in 2025, primarily due to expenses incurred related to the acquisition of Quintillion, as described above.

Previous wording

Operating Income (Loss). Consolidated operating income decreased $22 million and $50 million for the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. Operating income was impacted by the above explanations.

Current wording

Operating Income (Loss). Consolidated operating income increased $524 million and $474 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. Operating income was impacted by the above explanations.

Previous wording

Adjusted OIBDA. To provide investors with additional information regarding the Company’s financial results, the Company also discloses Adjusted OIBDA, which is a non-GAAP financial measure. The Company defines Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition costs and impairment charges. The Company’s chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate its business decisions and allocate resources. The Company believes this is an important indicator of the operational strength and performance of its business by identifying those items that are not directly a reflection of business performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results, perform analytical comparisons and identify strategies to improve performance. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net income, cash flow provided by operating

Current wording

Adjusted OIBDA. To provide investors with additional information regarding the Company’s financial results, the Company also discloses Adjusted OIBDA, which is a non-GAAP financial measure (as defined below). The Company defines Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition costs and impairment charges. The Company’s chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate its business decisions and allocate resources. The Company believes this is an important indicator of the operational strength and performance of its business by identifying those items that are not directly a reflection of business performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results, perform analytical comparisons and identify strategies to improve performance. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net income, cash flow provided by operating activities and other measures of financial performance prepared in accordance with U.S. generally accepted accounting principles (“GAAP”).

Previous wording

Consolidated Adjusted OIBDA decreased $12 million and $32 million during the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, due to the items discussed above.

Current wording

Consolidated Adjusted OIBDA increased $9 million and decreased $23 million during the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, due to the items discussed above.

Previous wording

Interest Expense. Interest expense remained flat and decreased $2 million during the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025. The decrease for the six months ended June 30, 2026 was primarily due to lower amounts outstanding during the majority of the six months ended June 30, 2026 and lower interest rates on the Company’s Senior Credit Facility (as defined in note 5 to the accompanying condensed consolidated financial statements) compared to the prior year.

Current wording

Interest Expense. Interest expense increased $2 million and remained flat during the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025. The increase for the three months ended September 30, 2026 was primarily related to increased amounts outstanding on the Senior Credit Facility (as defined in note 5 to the accompanying condensed consolidated financial statements) compared to the same period in the prior year, partially offset by lower interest rates on our variable rate debt.

Previous wording

Other, net. Other, net income increased $4 million and $7 million during the three and six months ended June 30, 2026, respectively, as compared to the same periods in 2025, primarily related to interest and dividend income related to the Company’s cash equivalents which were higher in the first half of 2026 compared to the prior year as a result of the rights offering (as defined and described in note 1 to the accompanying condensed consolidated financial statements).

Current wording

Interest and dividend income. Interest and dividend income increased $8 million and $15 million for the three and nine months ended September 30, 2026, respectively, as compared to the same periods in 2025, primarily due to higher interest earned on the Company’s cash equivalents which were higher in 2026 compared to the prior year as a result of the rights offering (as defined and described in note 1 to the accompanying condensed consolidated financial statements), as well as paid-in-kind interest earned on the $160 million loan to Quintillion in connection with the acquisition, as described above.

Previous wording

For both the three and six months ended June 30, 2026 and 2025, the income tax expense was in excess of the U.S. statutory tax rate of 21% primarily due to state income taxes and nondeductible executive compensation.

Current wording

For both the three and nine months ended September 30, 2026, the income tax expense was in excess of the U.S. statutory tax rate of 21% primarily due to state income taxes and nondeductible executive compensation, paritally offset by federal research tax credits. For the three months ended September 30, 2025, the income tax benefit differs from the U.S. statutory tax rate of 21% primarily due to state income taxes, mostly offset by an impairment of goodwill that is not deductible for tax purposes. For the nine months ended September 30, 2025, the income tax benefit differs from the U.S. statutory tax rate of 21% primarily due to state income taxes, offset by an impairment of goodwill that is not deductible for tax purposes.

Previous wording

Net earnings (loss).* *The Company had net earnings of $16 million and $27 million for the three months ended June 30, 2026 and 2025, respectively, and net earnings of $34 million and $62 million for the six months ended June 30, 2026 and 2025, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses, and other income and expenses.

Current wording

Net earnings (loss).* *The Company had net earnings of $27 million and net losses of $387 million for the three months ended September 30, 2026 and 2025, respectively, and net earnings of $61 million and net losses of $325 million for the nine months ended September 30, 2026 and 2025, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses, and other income and expenses.

Previous wording

As of June 30, 2026, Liberty Capital had a cash and cash equivalents balance of $497 million, which wassubstantially held in cash equivalents. When applicable, cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

Current wording

As of September 30, 2026, Liberty Capital had a cash and cash equivalents balance of $387 million. When applicable, cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

Previous wording

The decrease in cash provided by operating activities during the six months ended June 30, 2026, as compared to the same period in 2025, was primarily driven by decreased net earnings and timing differences in working capital accounts.

Current wording

The decrease in cash provided by operating activities during the nine months ended September 30, 2026, as compared to the same period in 2025, was primarily driven by timing differences in working capital accounts.

Previous wording

During the six months ended June 30, 2026, net cash flows used in investing activities were primarily related to a loan to Quintillion of $160 million and capital expenditures, net of grant proceeds of$125 million. During the six months ended June 30, 2025, net cash flows used in investing activities were primarily relate tocapital expenditures, net of grant proceeds of$100 million.

Current wording

During the nine months ended September 30, 2026, net cash flows used in investing activities were primarily related to a loan to Quintillion of $160 million and capital expenditures, net of grant proceeds of$202 million. During the nine months ended September 30, 2025, net cash flows used in investing activities were primarily related tocapital expenditures, net of grant proceeds of$152 million.

Previous wording

During the six months ended June 30, 2026, net cash provided by financing activities were primarily related to net debt borrowings of $220 million. During the six months ended June 30, 2025, net cash used by financing activities were primarily related to net debt repayments of $84 million.

Current wording

During the nine months ended September 30, 2026, net cash provided by financing activities were primarily related to net debt borrowings of $123 million. During the nine months ended September 30, 2025, net cash used by financing activities were primarily related to net debt repayments of $87 million.

Previous wording

The projected uses of our cash and restricted cash are debt repayments, net capital expenditures of approximately $165 million, approximately $30 million for interest payments on outstanding debt, reimbursements to Liberty Media for amounts due under various agreements and to fund investment opportunities at Liberty Capital, funding of possible future dividends, and acquisitions (including the Quintillion acquisition discussed above). We expect cash and other available sources of liquidity as discussed above to cover expenses for the foreseeable future.

Current wording

The projected uses of our cash and restricted cash are debt repayments, net capital expenditures of approximately $90 million, approximately $20 million for interest payments on outstanding debt, reimbursements to Liberty Media for amounts due under various agreements and to fund investment opportunities at Liberty Capital, funding of future dividends, share repurchases and acquisitions (including the Quintillion acquisition discussed above). We expect cash and other available sources of liquidity as discussed above to cover expenses for the foreseeable future.

Previous wording

In July 2026, the Executive Committee of our Board of Directors adopted a dividend policy providing for regular quarterly cash dividends on our GCI Group common stock beginning in the fourth quarter of 2026 with an initial aggregate amount of approximately $60 million annually at inception, or approximately $15 million per quarter. Under the policy, the Board (or an authorized committee) currently intends to declare quarterly cash dividends to the GCI Group common stockholders, subject to the Company's financial condition, results of operations, capital requirements, applicable law and other factors the Board (or an authorized committee) deems relevant. All future dividends remain within the discretion of the Board of Directors (or an authorized committee thereof), and the dividend policy may be modified, suspended or terminated at any time.

Current wording

In July 2026, the Executive Committee of our Board of Directors adopted a dividend policy providing for regular quarterly cash dividends on our GCI Group common stock beginning in the fourth quarter of 2026 with an initial aggregate amount of approximately $60 million annually at inception, or approximately $15 million per quarter. On November 5, 2026, the Company announced that our Board of Directors declared an initial quarterly cash dividend of $0.375 per share of GCI Group common stock, payable on December 15, 2026 to stockholders of record as of November 30, 2026. The dividend has been declared pursuant to the Company’s dividend policy, whereby the Board (or an authorized committee) continues to intend to declare quarterly cash dividends to the GCI Group common stockholders, subject to the Company's financial condition, results of operations, capital requirements, applicable law and other factors the Board (or an authorized committee) deems relevant. All future dividends remain within the discretion of the Board of Directors (or an authorized committee thereof), and the dividend policy may be modified, suspended or terminated at any time.