Ready for our third fireside. I'm John Atkin with RBC and pleased to have on the stage Doug Chambers, who is the President and CEO of Array Digital Infrastructure, the U.S.'s fourth listed tower company. Welcome, Doug.
Glad to be here. It's great to have a conference in Chicago where we can walk to it. Very nice.
Maybe talk to us a little bit of corporate history in terms of how Array Digital Infrastructure came to be.
Sure. Happy to. Array is a legacy from US Cellular. US Cellular was a wireless business that was started in the early 1980s. As most of you know, US Cellular, a couple of years ago, signed an agreement with T-Mobile to sell our wireless operations to T-Mobile. That transaction closed on August 1. That deal was that US Cellular retained certain assets. The assets that we retained include our 4,400 owned towers. We retained some spectrum. Some spectrum we sold to T-Mobile. We also sold some spectrum to AT&T and Verizon. We retained about 30% of our spectrum. The other significant asset that we retained was our minority-owned partnership investments in wireless operating companies, primarily certain Verizon and AT&T markets. We own a minority stake. Those are significant.
They provide significant value to our business in the order of magnitude of $150 million, $160 million of income and distributions on an annual basis. Right now, we have those three pillars of value in our Array business.
Those are old assets dating back to the last century, as I recall, in Southern California.
They are. They were part of the inception of the wireless industry. We've had them for a long time.
Turning to towers, what is your strategy? What do you do differently now as a standalone tower company than what you did before?
Yeah, absolutely. Our strategy is very operationally focused from the outset. We have a lot on our plate operationally. First, looking at colocation growth, and nothing new there, we're trying to drive legacy colocation growth. We've been very successful. We grew revenues 12% in the second quarter, even without our application fees, which are new. We grew revenues 7% in the quarter. Our colo apps are up over 100%. One thing we're seeing is we brought our sales team in-house. We used to use an outsourced provider in the fourth quarter of 2024. We're seeing dividends from that, and that team has been very successful. The other element of colocation growth is, beginning in August, we are increasing our cash revenue by an order of magnitude of 50% by bringing on the T-Mobile committed sites.
They're committed to colocate on 2,015 sites and start paying for those sites on August 1. That operational effort for my team is significant. It's a tremendous tailwind that we have as part of the broader T-Mobile deal. Colocation revenue growth is a key strategic focus. The other area that we're highly focused on is ground lease expense. That has two dimensions. One is our normal process of extending the term of ground leases and proactively buying ground under our towers so that we control that ground. We continue that program. The other focus will be on naked towers because, when we were part of US Cellular, all 4,400 towers, of course, were used in our wireless business.
Now that we have evolved into a tower company, even after T-Mobile commits to the 2,015 sites, and they have a period of 30 months to change out those sites as they see fit, we'll have between 800 and 1,800 naked towers. We want to drive that number down by driving more colocations in the interim. With those naked towers, we're then going to have a process where we have to assess what to do with those towers. Our first step in that process is to engage in a rent abatement program and approach our ground lessors and look for win-win solutions where we can get rent abatement or reduction for a period of time, mitigate that expense until we find a colocator.
If we can't sufficiently mitigate that expense, we'll have to make an assessment as to what to do with the tower, hang on to it for future optionality, potentially sell it or decommission it. We'll make that assessment over time as we go through the process. That also is a major initiative. In summary, Jonathan, because of the volume that's coming into our organization with the T-Mobile deal, and it's great volume, it's growing our business again in order, by 50%, the team is focused 100% on operations right now for the first year or two.
I think you addressed a couple of company-specific factors that make you different from some of the other listed peers around, for instance, the T-Mobile colos. That aside, you are a bit smaller. In your opinion, does scale matter? How would you differentiate versus the other listed tower companies?
Yeah, I mean, we have sufficient scale to be very successful. That wasn't the case in wireless, and we were very transparent about that. That's the reason we divested of that business. Towers, obviously, are a totally different business. When you think about the cost structure of towers, over half of the cost base is local. It's ground leases, property taxes, maintenance, and things where scale doesn't impact those expenses. In addition, we built a very lean organization as we evolved into Array. We have a TDS parent company, and we operate a shared services structure, shared management structure. We rely on TDS for a lot of back-office IT, finance, HR, and so forth, and even executive management. I'm the CEO, and I don't have any VPs. I have directors that report to me. The executive management, the CFO, CIO, CPO, those are all part of TDS that serve me.
We're a very lean, efficient organization at Array. With respect to the second part of your question, how are we differentiated? A couple of things I'd point to. One is that this isn't differentiated. We brought the sales team in-house. That's really made us a better organization. We also have MLAs with all three major carriers. We have compelling pricing. It makes us very easy to do business with because the MLAs are very streamlined. We're a smaller organization. We have 55 employees, and we move very quickly. Carriers like using us. They're going to continue to like using us based on, again, our ease of doing business with the MLAs and our team. The other thing I'd point to is our relatively rural footprint. You think about the edgeouts going on as carriers expand their mid-band footprint. We're a big part of that.
When you hear carriers talk about rural edgeout, that's where we are. That's where our towers are, and that puts us in a great position. We've talked about it before. A third of our towers don't have competing towers within a two-mile radius. We think the location of our towers differentiates us from a lot of the other tower companies.
That's a great answer in terms of just the topological differences. Broadly speaking, we'll get a chance to hear about this on two additional tower panels with some of your unlisted peers. Broadly speaking, where are things headed for colocation demand, the T-Mobile wrinkle notwithstanding, or putting that aside, as well as where things might be headed for site mods and amendments?
Yeah, the colocation demand that we're seeing is very robust. I think I mentioned it, but the first half of 2025, our colocation applications increased over 100% from where they were in the first half of 2024. It's back to this rural edgeout that carriers are engaged in. We're a big part of that. We're seeing very robust colocation applications. Based on what we're projecting, carrier CapEx and investment and where they're going in the next three years, we expect that to continue. I feel really good about that. Likewise, with amendment activity, the mid-band rollouts, while carriers are significantly through that journey, there is still a lot to go. We're seeing a lot of mid-band amendments come through. Based on the location of our towers, we're sort of at the tail end of that mid-band build-out as opposed to the front end that is more urban and suburban.
We're still seeing a lot of amendment activity. Even things like spectrum changing hands with AT&T buying the 600 megahertz from EchoStar, that's going to yield amendment activity, the upcoming FCC auctions. There's a lot of robust activity that's driving amendment activity in addition to colocations.
The two prior panels, we asked about, you know, AT&T's purchase of DISH spectrum, and then more recently, SpaceX spectrum acquisition. On that latter, given your rural exposure, any kind of big-picture thoughts as to what impact that might have?
We still believe that the physics of, and I think this is consistent with what you heard from the other tower companies, the physics of terrestrial wireless communications is still superior to what satellite can offer. There's a niche for satellite, of course. We look at it as very much complementary as opposed to something that's going to supplant terrestrial wireless in rural America. We don't look at that as a threat. In fact, the AWS 4 going to SpaceX could be a positive. That's a spectrum that's not in the hands of carriers. Carriers are always looking for more mid-band depth. I should talk about our spectrum that we have remaining, because I mentioned it at the beginning, but just to elaborate on that, 80% of the spectrum that we have remaining that's not subject to pending deals is our C-band spectrum. That is, of course, beachfront mid-band spectrum.
It's immediately deployable. There's an established ecosystem for it. We believe it's very attractive for all the carriers to include in their portfolio. We're being very patient to make sure we get an appropriate price for that spectrum. The first build-out deadline is not until 2029. The second one is 2031. We believe our mid-band spectrum has really nice value. We're going to be patient to make sure that we realize that value.
On spectrum, there's two pending transactions, I think, with AT&T and Verizon. What's the timeline for those transactions to close? Are you still planning to pay out a special dividend following each close?
Right. They're both subject to regulatory approval. The AT&T spectrum deal, we expect it to close before the end of this year. For the Verizon spectrum transaction, we expect it to close in the third quarter of 2026. The Verizon one needs to wait for the T-Mobile spectrum lease to be completed. We anticipate that will wind up in the third quarter of 2026. We expect to have FCC approval by then and close that transaction. We do expect our board to declare special dividends upon the close of those transactions, similar to what they did when the T-Mobile transaction closed related to the sale of our wireless operations.
Apologize if this came up earlier, but you talked about, again, the rural focus. Build the suits. Where does that kind of fit into the equation?
Yeah, from our perspective, it's something, you know, in the short to medium term, it's not a place that we are planning on investing capital. As I mentioned, our focus is solely on operations as we go through the next year or two. On a long-term basis, it's something we'll look at. I mean, you know, we're well established in certain clusters of rural America. If it's something that in the longer term makes sense, I mean, we'll certainly look at it. Again, in the short term, no imminent plans.
Your listed peers are all REITs, at least the ones in the U.S. You are not a REIT. Will you become a REIT? What are the impediments? Is there anything to factor in around the equity interest that we talked about, which is such a large amount of your income?
Yeah, we are not a REIT. We have impediments, current impediments. Specifically, REITs, there's an asset test where I think it's 75% of your assets need to be real estate-related assets. We failed that because of both our spectrum and the partnership investments that I mentioned. There's also an income test where I'm going to get the percentages wrong, but it's, you know, 75% or 90% of your income needs to be real estate-related. We failed that once again because of our partnership investments that we have. It's something that we have actively looked at as far as structurally, what types of changes would we need to make to become a REIT. I can tell you it's complicated. There are trade-offs. There's no easy glide path to becoming a REIT. We are going to keep looking at it. It's something that is obviously desirable for our shareholders.
We are going to look at structuring options over time to see if there is a path that makes sense for our shareholders to get to that structure.
If there's any audience questions, we do have time for a couple if you want to make yourself visible. Maybe talk about the balance sheet. Every company kind of has their own guidelines around what the board's preferences are around leverage ratio. Talk to us about how that relates to Array Digital Infrastructure. Are you comfortable with three times? What are the pros and cons of potentially going higher?
We are comfortable with three times as we go through this phase of operationally ramping up. One thing, we're a little bit below where other tower companies are with respect to leverage. That was very deliberate, of course. We wanted to give ourselves future flexibility as we think about what we may do in the future in the way of investments. At three times, in the long term, if we want to lever up, we still have room. At the same time, we wanted to make sure as we evolved into this new company that we had a credit rating that was solid. We got upgraded by S&P to investment grade and by Moody’s, so some positive news on the credit ratings front that's occurred in the last couple of months as a result of that.
The pros and cons of levering up versus not, I think it's sort of the age-old things that we can find in an investment that has great returns. Levering up would be great for shareholders, and we can return that to equity holders. That's something that we'll assess over time. Right now, we're very comfortable at three times. We have a very solid balance sheet, and it gives us flexibility and room to maneuver. We're very happy with that.
That is it for me. If there is an audience, OK, Raj.
You mentioned 7% growth. If you include the change in applications, obviously, a higher growth rate and larger market share. What's behind that? How sustainable is it? Obviously, again, a mid-startup or a rounded route.
Yeah, I think it's, you know, what's behind it is the question. The question was, I cited our Q2 2025 year-over-year revenue growth of 12% on an absolute basis. If you take out the application fees and sort of apples to apples, 7%, what's driving that? It is, you know, slightly ahead of where our peers are. It's back to the rural edgeouts and where carriers are going, you know, with their build and our positioning. Most of that's driven by, you know, or most of the differential between the tower companies is our, you know, increase in new colocations. I'm going to go back to what I said before. We see that continuing over the next several years. That's partially evidenced by the colocation applications that we received in the first half of 2025, which, you know, are very robust.
We're very bullish about, you know, the trends with respect to that. We also may have a little bit less Sprint exposure than the other tower companies. While we experience and have experienced some of that churn as well, I think it's less than some of the other companies.
Excellent. We covered a lot of ground. I want to appreciate your taking the time.
OK, thank you, Jonathan.