Good morning, everyone. Welcome to day two of the 47th Annual Raymond James Institutional Investor Conference. I'm Ric Prentiss, head of TMT Research, or as I call it, Towers, Media, and Telecom and Satellite Services. This is my 30th of these, so seen a few of these. We're glad we got the clock in here to give us the countdown, and glad we have Vicki Villacrez from TDS and Kris Bothfeld. Is it TDS Telecom, or is it-
It's now TDS.
I've seen a new title, right?
Yeah.
Yeah, yeah.
Still very focused on the telecom fiber side.
Yeah. Yeah, yeah. We're going to chat a little bit. I think for those in the room, TDS has had quite a couple of years, right? Vicki, you guys have been busy.
Yeah.
Why don't we set the stage and explain for people what have you done? UScellular no more, but it's Array Digital. It's just the name change. Why don't you walk people through what's happened in the last two years? What's going on between TDS Telecom, and now Array Digital?
Yeah. Thank you, thank you, Ric, and thank you for inviting us this morning. It has been a tremendously transformational period of time in our history, certainly over the last two years and 796 days of my life and as well as many others, focusing on really what I would describe as unlocking significant value for our shareholders and positioning us for long-term value creation going forward with our forward businesses. Really excited about where we're at at this point in time in the journey.
Why don't you walk people through, because we get a lot of journalists at this conference, we get a lot of portfolio managers at this conference, we get a lot of Europeans at this conference. What happened at UScellular?
Yes. You know, UScellular was a wireless carrier, and they were the fourth largest in the U.S. We were predominantly focused in suburban and rural areas. You know, the competition space was pretty aggressive, and we saw cable entry into the wireless industry with the MVNO deals that were struck, and that was really a significant game changer. Both our company's boards were aligned, very much aligned on launching a strategic alternatives review across UScellular, and we focused on that. I think that was in August of 2023. Since that point in time, we reviewed a number of strategic options and came to the decision to sell UScellular to T-Mobile.
It's been a great, what we think is a great, merger of the two companies. A good, really good, result for our customers and, we think our customers will be better served, going forward.
Okay. The T-Mobile deal is done.
Yep.
Special dividend paid.
August 1st. We closed, on August 1st of 2025, and we paid a special dividend of $23 per share, to our Array shareholders.
There was some spectrum that was not sold along with the UScellular wireless operations.
Yes. T-Mobile took about 30% of our total spectrum holdings, then we also sold another third of our spectrum holdings to AT&T and Verizon. We closed on the AT&T spectrum deal in January and paid a dividend of $10.25 per share on Early February 1st, 2nd, somewhere in there. Right now we are very focused on successfully closing the spectrum deal with Verizon, which was for about $1 billion.
You guys updated us on-
Timing
The Verizon transaction.
Yeah.
Originally it was felt that it would be a year after T-Mobile, so it would've been August 2025 or August 2026, but the updated was maybe 2Q or 3Q, that Verizon one.
That's right.
Why, why the acceleration?
You know, the contractually, T-Mobile has up until August 1st, one year from the close of our deal. They're moving fast. You know, we've been working with them very closely during the transition and they are moving fast. There may be an opportunity to close earlier, on that as they vacate the spectrum.
There's a little bolt-on acquisition of spectrum by T-Mobile.
Yep.
That one is it just 2026 is the guidance, or what would cause that one to close sooner or later than the Verizon one, I guess?
Specifically, don't know. The timing right now is open.
Yeah.
Yeah.
As far as regulatory goes, T-Mobile's already been approved of a very large transaction with Spectrum.
Yes. Yes.
You would think a smaller bolt-on-
We're waiting for regulatory approval.
Yeah.
Yeah. On both and certainly on the Verizon deal, and right now we don't see any concerns.
Great. We're like, "Okay, what's left?" UScellular changes names. It's changes tickers, so it's now.
Yep
Array Digital or A.D.
Yep.
Sometimes we call it After Dividend 'cause there's a lot of dividends getting paid. You have a tower company. We'll talk about that in a second. There is one more pretty big chunk of spectrum that's not spoken for yet, the C-band.
The C-band.
What are you thinking as far as timeline, value? Need or want to sell?
This, the C-band spectrum is a very attractive holding. We don't need it to run the going forward business. Our top priority is certainly to monetize it. We're not in a hurry. We wanna make sure that the timing is right for us and for the buyers. With the upcoming auctions, the AWS-3 and then the larger, the big one, when it Q2 in 2027? Yep. We have time, and I think that we'll look at what comes out of those and how that marries up with our C-band spectrum and what makes most sense.
We've been involved in towers a long time, as you know. January of 1999, we wrote our first report on the tower industry. Now Array Digital is basically operationally a tower company. How do you think about owning a tower company? What gets you excited or worried about being a tower company?
Well, I just think this is an incredible story. When you think about it, our towers, 4,400 really attractive, structurally pristine tower portfolio, largely focused in, you know, the suburban, rural America. 30% of our tower portfolio is in very rural areas where there's not another tower within two miles radius of that tower, that's very attractive going forward. We just signed in the agreement with T-Mobile. T-Mobile signed a master lease agreement with us that locks up that for 15 years. That's very attractive as well. We are under-penetrated. Now going forward, we're under-penetrated.
Our co-location rate, I think, was 1.03 as of the fourth quarter, and we have great aspirations for the going forward growth opportunity. We've just stood up an inside sales team to focus on that, and I was really pleased with the fourth quarter results, Ric, that we showed. It was our first full month of reporting, three months. And we reported 8% same-store growth.
That's escalators plus new activity.
Co-location growth and escalators, all of that. Yep, in our revenues.
Is that reflecting churn as well in that 8%, or is that the gross number?
That is reflective of churn.
Yeah. Obviously bigger than what the three public tower companies are putting up there. Speaks to the under-penetrated, but also the rural suburban nature carriers are kind of getting into that area. As we think about 2026, I think you gave some guidance about what that net cash organic growth rate should be for the towers.
We did. We did. 2026 was the first time we've provided guidance on the Array business after we closed on the fourth quarter. As I said, I was really pleased with the momentum we saw in the fourth quarter. As you think about the guidance for 2026, we do, you know, I think you're gonna see similar trends, improving, the SG&A in particular. We've, you know, this year in 2025, we had standup costs. We have a lot of wind down and transition costs with supporting the transition over to T-Mobile and some wind down costs. They have quite a tail on them, but you should see them decline in the second half of next year.
When you look at the top line for our guidance, the, we took DISH out of the equation.
Right. Yeah. I think, I think it was, what, 6% when you remove DISH as far as what growth should be. You know I'm gonna keep pushing for it. I wanna know what's the new escalator component of that and what the new lease activity component is and what the churn aspect is.
Yeah. The same-store growth I think Anthony had talked about was about 6%.
Yeah.
That's same store. When you look at the guidance, we did take DISH out. That's about $7 million-
Right
As we think about it for the year. That is out of there. The other pieces, we have interim revenue, on site revenue from T-Mobile. T-Mobile had 30 months from the close of the deal to determine exactly which towers they wanted to keep, and don't need in their ultimate footprint. That work is still ongoing, and we do expect to better understand that throughout the year. We factored that into our guidance as well.
Yeah. You mentioned DISH. been awkward situation for the whole industry. All of the publicly reporting tower companies, including yourself, have taken DISH out of the numbers. Did you guys file a lawsuit? Because as EchoStar did report yesterday, gosh, yesterday morning, in their 10-K, listed companies that had filed lawsuits, but I didn't see you guys in there.
We, well, I'll tell you right now, I can't comment on any legal.
Yeah
Action that we may or may not take with respect to DISH. you know, DISH did pay us through, 2025.
Right.
Predominantly. They did not in December. Right now, you know, we're looking at all that.
Sure. DISH also mentioned yesterday on their earnings call, Brent was on as we were running around here doing all this stuff as well. They mentioned on the DISH call that they've settled with a large tower company. I would assume as a public company, if you had settled, we would get an 8-K or some kind of release on that.
Well, again, I won't comment on what action we may or may not take, but, you know, if DISH is willing to come to the table and have.
Yeah
A discussion, you know, we would have that discussion.
Door's open, phone's on.
Yep.
We can talk.
Yep.
Okay. within the tower space, you touched on it, the SG&A, there's still some confusing stuff in the numbers, right? You've got.
For sure.
Wind down costs. You've got.
For sure.
It feels like SG&A side will become clearer as we get through this year.
Yes.
2027 should become even a cleaner year.
Yes. Yes, I mean, internally Array is supporting the transition with T-Mobile as well as TDS. If you think about Array, the going forward team has stood up with, you know, roughly about 60 employees. A lot of the support, the system support, the financial support, HR, all of that is being supported by TDS. Both TDS and Array are supporting T-Mobile in their transition. There is a tail to that wind down, again, you should start to see some of those costs come down in the second half of 2026. We did have some nice improvement in the fourth quarter. We're very focused on it.
Last one specifically on Array Digital, and then we'll move over to TDS Telecom. What leverage do you have on the tower company right now, and what do you think the right level is going forward?
Yeah. I certainly understand, especially as you look at the other tower companies that we could lever up, given the value of the tower portfolio, and I completely agree that they're very valuable assets in Array. Coming out of the close with T-Mobile, in the sale of UScellular, we targeted a 3x leverage ratio at Array. We felt very comfortable that that's a great place to start. It gives us some going forward flexibility. We had an interim CEO in place at that time, and now I have a new permanent CEO going forward, and I want him and the team to have the opportunity to have the flexibility they need, as they look at the growth opportunities going forward.
That 3x is net debt to EBITDA or OIBDA?
That is. That is including our equity, income.
Yeah.
It's both the cash flow coming off of the towers as well as the minority interest.
Right. Okay. Which is different. The other tower guys don't have that kind of minority-
Right
Interest coming in.
Right. Right.
Okay.
You have a bigger number there.
Yeah, yeah. We get the question a lot. We were meeting with a satellite company just before coming in here. We'll have more satellite guys throughout the day. We get the question on SpaceX Starlink direct-to-device. What do you think about the aspect of a competitive threat from satellite for terrestrial wireless, ergo a terrestrial tower company?
Yeah. Kris certainly can speak to that when we shift over to the fiber side of the house. From a tower perspective, look, we've got a 15-year MLA with T-Mobile. I think that says a lot. I don't see a threat near term or even media-medium term, I think our carriers feel the same way.
What about from the fiber side?
From a fiber perspective, we do not see satellite as a material threat, now or in the long run.
Why? You know, because I think I know why, but people in the room that aren't deep in the weed telecom guys like me and you guys, why should you be so confident?
Fiber is absolutely the best technology out there from a broadband perspective, and the price point is also more compelling. Your network and price components are both more compelling than satellite.
Yeah. We often use the kind of population density saying fiber's great. Eventually it falls apart unless you get government subsidies, which you guys do in some areas.
Absolutely.
Also population density, GDP per capita, maybe satellite might be better served in other areas of the world that don't get fibered or don't get terrestrial wireless as deep into their locations is kind of how we think of it.
Yep. There's absolutely a place for fixed wireless or satellite in those areas where fiber is not economical to reach. Absolutely. Those should be relatively small in the future.
Yeah. Particularly in the U.S. or in your region.
Yeah. Even in our footprint, we're minimizing our copper exposure to less than 5% of our footprint in the next four to five years.
Let's hit on that. TDS Telecom, why don't you paint the picture for people, where were you all like a year or two ago? Where are you at now? Where do you want to be?
Yep. We're on a fiber journey at TDS Telecom. In 2023, 2024, we surpassed the 50% milestone, 50% of our footprint is fibered up. In 2025, we passed another significant milestone where we now have 1 million fiber passings, which was a huge milestone. We ended the year at 1.06 million, and we just put out guidance that we're going towards 2.1 million homes. We're planning on doubling our fiber footprint over the next four to five years. We just increased that goal from 1.8 million- 2.1 million because we see a lot of attractive opportunities adjacent to existing markets where we've already planted flags.
These are edge out communities that are proximate to existing strategic clusters that we expect to receive attractive returns on in the mid-teens. One other thing I'll say about our fiber goals is that this is really a makeup of two large fiber multi-year programs. One is our E-ACAM program, where we're building out to these more rural areas. We will be the only gig-capable provider, so we expect high penetration rates of 65%-75%. We also received an extension of our regulatory revenues of 10 more years of approximately $85 million per year. We really like the economics of that program.
We have a completely kinda different program with different economics, going into these hand-selected markets where we handpicked, markets with great, competitive characteristics, growth characteristics, where we can be first to fiber, and that is our expansion opportunity that now we're even further expanding with these edge opportunities.
If I remember right, E-ACAM was like $300,000.
300,000 addresses.
Addresses versus expansion area.
Exactly.
On the return kind of thoughts in those teams, if you will, does it differ between the expansion markets and the E-ACAM markets?
It does. E-ACAM is a bit of a different business model in that we serve those areas today with DSL. in the future of DSL is that's going to near 0% penetration. it was one of those business cases where, you know, you either invest or you see that kinda go to zero. I would just say that the E-ACAM economics were very, very strong because we had a lot to lose as well. in addition to the regulatory extension, the high penetration rates, so a little more favorable economics than even our expansion business is what I'll say.
You guys are pretty excited by the expansion?
Yep
And the fiber, changing the company from being a rural RLEC or ILEC to becoming a real fiber player.
Absolutely.
What's the competitive dynamics there?
Yep. I'll start with our ILEC. Today we're about 50% fibered up. This is 800,000 addresses of our 1.9 million address footprint, so a very sizable portion of our footprint. We fibered up those areas where we faced mainly just one cable competitor. It's a nice two-player dynamic where we have fiber and we face a cable competitor. Now that E-ACAM program is adding another 300,000 in that 800,000 pie. We're gonna get very fully fibered up, and those E-ACAM areas have even more favorable competitive dynamics where we'll be the only gig-capable provider. Very good competitive landscape in our ILEC footprint. You go to our expansion footprint, and our whole strategy was to be first to fiber.
We're picking markets that had very low LEC fiber.
The incumbent phone company that's there...
Yep
Has copper.
Yep, exactly.
The cable company has coax.
Yep. We're going up against a cable who nearly had a monopoly, and we're bringing choice to that marketplace. We also, as part of our market selection, which was really our secret sauce to this whole expansion program, is we also were thoughtful about which markets we picked. We picked tier two, tier three communities that would be lower priority for the LEC to upgrade. So far we have seen that play out. The other thing I'll just say is that absolutely the best way to mitigate this risk is to be first to fiber and accelerate our build, and that's absolutely what we're doing.
How does AT&T closing on the Lumen transaction change that calculus?
It doesn't change that calculus. What I will say is, yeah, we absolutely compete with CenturyLink. Some markets, like Montana, are staying CenturyLink. That's actually a very large portion of our expansion market. That still has a really nice competitive dynamic. There are markets now that will be AT&T, but what I will say is that in our Wisconsin area markets, which is also a huge portion of our expansion communities, a lot of that faces AT&T, and we know how to compete with them. Again, we're picking markets where there's low AT&T fiber in that, in those cases and we're gonna be first to fiber.
One of the debates in the industry is convergence real or not? Is convergence important or not? As you think about rolling out the fixed product, what are you doing with mobile, and do you think it'll be important?
Yeah. The short answer is yes. We absolutely believe it's important. It's here, which is why we rolled out middle of 2025. We made this available across our entire footprint. We actually do offer a fixed-mobile converged bundle everywhere across the TDS footprint. We're just starting to get the marketing and advertising engine running with that. I'd say more growth to come there. We're really excited. This not only will help on the acquisition side, because there's a certain segment of the population that really wants that fixed-mobile bundle, but also on the retention side. We see great benefits from bundled services.
Switching hats back to the Wall Street side of things as well, there's a frustration out there on how do we, on the sell side and the buy side, value what's going on at TDS Telecom. For either of you, what are you thinking about possibly helping the Street figure this out?
Yeah. I'll go first, then you can jump in. I understand that. There's a lot of complexity within TDS Telecom. You have, you know, certainly declining legacy declines with not only our copper markets, but we also have residual CLEC business. You've got that going on. Of course, our investment is following the fiber. We've got fiber going in across all of those markets, including cable. We do put fiber into our cable markets. Every new greenfield neighborhood, we're building with fiber. That's cutting across the whole thing.
I think the complexity really is our reporting systems internally and how do we get, you know, better disclosures out there so people can understand and see we are a fiber company. We've got great goals in our in our earnings slides that we put out every quarter, where are we at with these with our long-term goals. Our goal really is to drive copper out of our footprint.
Cost savings as well could come along with that. I know AT&T talks about.
Significant
A big goal-
Yep
To get copper out.
Yep. We certainly understand that because we do have now, because we're building fiber outside of our original footprint, we've got pure fiber markets. We understand what the OpEx now looks like. I mean, I remember first modeling this and trying to figure out what that curve was gonna look like and it's actually in some places really beating our expectations. It's much.
Any ballpark numbers we can get on that?
No ballpark, but, you know, we have a preference for buried fiber.
Sure. Yep.
You put it in, and you don't have to come back and touch it, and you don't have the weather and other issues associated with trying to maintain that. That really is the goal.
Do you think?
Get that copper out of the network.
Yeah. Do you think-
We're a fiber company.
Yeah.
Right. Do you think we'll get some more of that insight this calendar year as far as how to, how to think about modeling and valuing TDS Telecom?
I won't make.
Yeah.
I won't make any promises, but, we're working on it.
What I will say is that, yeah, we're constantly looking at what peers put out there. We're discussing internally what makes the most sense for additional fiber proof points.
Mm-hmm
That we can put out there and continue to report on over the next several years. We're being very thoughtful about it. I will say expect more from us coming.
Good. We definitely. You know me, I'm always asking for more. Taking it up to the TDS level then.
Yep.
You got Array Digital, you got TDS Telecom. You guys, let's talk about leverage at TDS, kind of where you want to put it and why, and then shareholder returns.
Yeah. Coming out of the, out of the first dividend, TDS received.
To explain to folks, you have the 80-plus % ownership structure.
The 82% ownership structure. Right. When Array paid the special dividend, TDS received its pro rata share of that dividend, and we used those funds to pay off the debt on our balance sheet. More recently, subsequently, as disclosed in our K, we paid off, I think, the final residual debt that we had. It was about $150 million. The, you know, the question is, well, what are you targeting? If you think about our balance sheet, we have $1.1 billion in preferred equities that we actually when entered into when we started our fiber expansion program to help fund our fiber growth, and we really like that. It's debt-like-
Sure
Even though it's not counted as debt, because there's no. It's perpetual. It's ranging between five and a half, I think, and 0.0625 %. low cost, we like that. I do have a coupon rate on it then, between that and a nominal dividend that we pay on a annual basis right now at the TDS side, that's about $100 million in cash outflow. if you count the preferreds on a gross basis, we're 3 x. We like that leverage target. That's similar, again, to what we're targeting on the Array side.
We've, you know, gotten stable ratings from our credit rating agencies and in fact we are back to investment grade with S&P, so that's really positive for us. Again, given, with the fiber increase in goals, on the TDS Telecom side, we're earmarking, you know, our capital and our proceeds for funding fiber going forward.
As far as shareholder returns, last minute, stock buyback program. Typically, TDS would be like, "Okay, we're gonna handle this stock option stuff," but now we have a real stock buyback program in place.
We have.
Let's end with that.
Yeah. The TDS board authorized an increase to our stock buyback authorization, and they increased it by $500 million. As of the fourth quarter, we did share buybacks and in fact, between the third quarter and the fourth quarter, we spent just over $100 million in share buybacks.
Great. Any final comments for what you want people to know?
We're a fiber company, and we're a tower company, and we are excited about our growth prospects for the future. Thank you.
I tell people I don't think you're looking to sell either one of them. Is that fair?
never say never, but, no. We are long-term operators, Ric. You know that. We like our assets, and we see the long-term value creation opportunities here.
Great. Thanks, Vicki.
Thanks.
Thanks, Chris.
Thanks.
Thanks, everybody.