TDS (TDS) Q1 2026 Earnings Call Transcript

Motley Fool Transcribing, The Motley Fool

Fri, May 8, 2026 astatine 11:18 AM CDT 33 min read

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DATE

Friday, May 8, 2026 astatine 10 a.m. ET

CALL PARTICIPANTS

• Chairman — Walter C.D. Carlson

• Executive Vice President and Chief Financial Officer — Vicki L. Villacrez

• Senior Vice President, TDS Telecom — Kenneth Dixon

• Vice President, Finance — Christopher “Chris” Bautfeldt

• President — Anthony Carlson

• Vice President, Corporate Relations — John Toomey

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Full Conference Call Transcript

Walter C.D. Carlson: Thank you, John, and bully morning, everyone. Turning to descent three, this greeting Telephone and Data Systems, Inc. announced a connection to get the remaining shares of Array not presently owned by Telephone and Data Systems, Inc. successful an all‑stock transaction. As Telephone and Data Systems, Inc. continues its transformation, this connection is the adjacent measurement successful executing our strategy, simplifying our firm structure, and enhancing our quality to put successful targeted areas of growth. Array has successfully completed its modulation into a tower‑focused institution with beardown fundamentals, and we judge this transaction volition presumption the combined institution for long‑term growth.

By bringing Array afloat nether Telephone and Data Systems, Inc.’s ownership, Array’s stockholders would clasp a important involvement successful the operation concern portion gaining vulnerability to Telephone and Data Systems, Inc.’s increasing fibre business. Under the presumption of the proposal, Telephone and Data Systems, Inc. would get each of the outstanding communal shares of Array that Telephone and Data Systems, Inc. does not presently ain by mode of a merger successful which each Array communal stock not owned by Telephone and Data Systems, Inc. would beryllium exchanged for 0.86 of a Telephone and Data Systems, Inc. communal share.

This speech ratio assumes that the antecedently announced spectrum licence income identified successful our connection missive volition person closed anterior to the closing of the transaction contemplated by Telephone and Data Systems, Inc.’s proposal, and that the Array Board, accordant with its attraction of nett proceeds from anterior spectrum sales, volition person declared and paid dividends of $10.40 per stock to Array stockholders anterior to the closing. At $10.40 per share, Array would administer astir $900 cardinal successful nett proceeds. This speech ratio reflects an at‑market connection based connected yesterday’s closing prices for Telephone and Data Systems, Inc. and Array, taxable to the assumptions conscionable described.

The transaction is expected to suffice arsenic a tax‑free reorganization for U.S. national income taxation purposes. Telephone and Data Systems, Inc. expects the transaction to destruct duplicative firm costs, streamline firm governance, summation stock liquidity, and fortify the superior operation of the enterprise, providing greater flexibility to prosecute strategical investments crossed each our businesses, including towers and fiber. As noted successful this morning’s property release, the connection is taxable to reappraisal and proposal by a peculiar committee of Array’s disinterested directors and the support of the bulk of the disinterested shareholders of Array based connected votes cast. It would besides necessitate support of Telephone and Data Systems, Inc.’s shareholders and the restitution of customary closing conditions.