What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-07-30 compared with 2026-05-11 · 337 added, 208 removed, 962 unchanged (36% of the section changed)

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions, except per share data) 2026 2025 2026 2025

13 unchanged sentences

Operating income 32.2 145.0 143.1 290.7

Other income, net 6.5 —

Gain (loss) on extinguishment of debt 1.2 ( 8.5 )

Other income (expense), net 7.8 ( 1.1 ) 14.3 ( 1.1 )

(Loss) gain on extinguishment of debt — ( 32.0 ) 1.2 ( 40.5 )

Interest expense, net ( 195.6 ) ( 128.8 ) ( 383.9 ) ( 258.3 )

(Loss) income before income taxes ( 69.7 ) 7.7

Loss before income taxes ( 155.6 ) ( 16.9 ) ( 225.3 ) ( 9.2 )

Income tax (expense) benefit ( 0.3 ) 6.2 ( 0.9 ) 10.7

2 unchanged sentences

Dividends declared on preferred stock ( 15.7 ) — ( 31.2 ) —

Net (loss) income attributable to common shareholders $ ( 85.8 ) $ 11.9

(Loss) income earnings per common share:

Net (loss) income attributable to common

shareholders $ ( 171.6 ) $ ( 10.7 ) $ ( 257.4 ) $ 1.2

(Loss) earnings per common share:

Basic ($ 0.68 ) ($ 0.07 ) ($ 1.02 ) $ 0.01

Diluted ($ 0.68 ) ($ 0.07 ) ($ 1.02 ) $ 0.01

Weighted-average number of common shares outstanding:

Weighted-average number of common shares

Basic 252.9 143.8 252.5 143.7

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

6 unchanged sentences

Designated interest rate swaps:

Unrealized gain in the period 7.9 —

Net realized gain reclassified into interest expense ( 1.6 ) —

Unrealized gains in the period 6.9 — 14.8 —

Net realized gains reclassified into

interest expense, net ( 0.2 ) — ( 0.8 ) —

Net realized gains reclassified into

other income, net — — ( 1.0 ) —

De-designated interest rate swaps:

Amortization of net unrealized gain into interest expense ( 0.1 ) —

Amortization of net unrealized gains into

interest expense, net ( 0.2 ) — ( 0.3 ) —

Change in interest rate swaps 6.5 — 12.7 —

4 unchanged sentences

Condensed Consolidated Balance Sheets

(Millions, except par value) March 31,

(Millions, except par value) June 30,

2026 December 31,

32 unchanged sentences

Preferred stock, $ 0.0001 par value, 0.6 million shares issued and

outstanding at March 31, 2026 and December 31, 2025

outstanding at June 30, 2026 and December 31, 2025

Common stock, $ 0.0001 par value, 5,550.0 million shares authorized,

235.0 million and 234.0 million issued and outstanding at March 31, 2026

235.3 million and 234.0 million issued and outstanding at June 30, 2026

and December 31, 2025, respectively

9 unchanged sentences

Condensed Consolidated Statements of Cash Flows

Three Months Ended

Six Months Ended

(Millions) 2026 2025

37 unchanged sentences

Payments for financing costs ( 39.7 ) ( 59.1 )

Payment of preferred stock dividends ( 16.7 ) —

Other, net ( 8.4 ) ( 4.1 )

Net cash provided from financing activities 1,077.8 176.8

Net increase (decrease) in cash, restricted cash and cash equivalents 997.8 ( 53.5 )

Net increase in cash, restricted cash and cash equivalents 598.6 114.8

Cash, restricted cash and cash equivalents at beginning of period 134.1 183.8

3 unchanged sentences

Condensed Consolidated Statements of Shareholders’ Equity (Deficit)

For the three months ended March 31, 2026

For the three months ended June 30, 2026

(Millions) Preferred Stock Common Stock Additional

1 unchanged sentence

Comprehensive

Income Accumulated

Deficit Noncontrolling

Interests Total

Shareholders'

Shares Amount Shares Amount

Balance at March 31, 2026 0.6 $ — 235.0 $ — $ 2,809.1 $ 4.3 $ ( 2,493.7 ) $ — $ 319.7

Net loss — — — — — — ( 155.9 ) — ( 155.9 )

Other comprehensive income — — — — — 6.5 — — 6.5

Preferred stock dividend, paid-in-kind — — — — ( 1.0 ) — 1.0 — —

Preferred stock dividend, paid in cash — — — — — — ( 16.7 ) — ( 16.7 )

Payments related to tax withholding for stock-based compensation — — — — ( 0.6 ) — — — ( 0.6 )

Stock-based compensation — — 0.1 — 7.5 — — — 7.5

Issuance of common stock - employee

stock purchase plan — — 0.2 — 1.0 — — — 1.0

Balance at June 30, 2026 0.6 $ — 235.3 $ — $ 2,816.0 $ 10.8 $ ( 2,665.3 ) $ — $ 161.5

The accompanying notes are an integral part of these condensed consolidated financial statements.

For the six months ended June 30, 2026

(Millions) Preferred Stock Common Stock Additional

Capital Accumulated

Comprehensive

Income (Loss) Accumulated

6 unchanged sentences

Other comprehensive income — — — — — 12.7 — — 12.7

Preferred stock dividend — — — — 15.5 — ( 15.5 ) — —

Preferred stock dividend, paid-in-kind — — — — 14.5 — ( 14.5 ) — —

Preferred stock dividend, paid in cash — — — — — — ( 16.7 ) — ( 16.7 )

Payments related to tax withholding for stock-based compensation

1 unchanged sentence

Stock-based compensation — — 1.1 — 15.1 — — — 15.1

Issuance of common stock - employee

stock purchase plan — — 0.2 — 1.0 — — — 1.0

Other, net — — — — 0.1 — — ( 0.1 ) —

Balance at March 31, 2026 0.6 $ — 235.0 $ — $ 2,809.1 $ 4.3 $ ( 2,493.7 ) $ — $ 319.7

Balance at June 30, 2026 0.6 $ — 235.3 $ — $ 2,816.0 $ 10.8 $ ( 2,665.3 ) $ — $ 161.5

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Shareholders’ Equity (Deficit)

For the three months ended March 31, 2025

For the three months ended June 30, 2025

(Millions) Old Uniti

7 unchanged sentences

Shares Amount Shares Amount

Balance at March 31, 2025 — $ — 143.8 $ — $ 1,238.0 $ ( 0.5 ) $ ( 3,675.2 ) $ 0.2 $ ( 2,437.5 )

Net loss — — — — — — ( 10.7 ) — ( 10.7 )

Other comprehensive income — — — — — 0.3 — — 0.3

Performance award dividend — — — — — — 0.3 — 0.3

Stock-based compensation — — 0.1 — 3.5 — — — 3.5

Balance at June 30, 2025 — $ — 143.9 $ — $ 1,241.5 $ ( 0.2 ) $ ( 3,685.6 ) $ 0.2 $ ( 2,444.1 )

For the six months ended June 30, 2025

(Millions) Old Uniti

Preferred Stock Common Stock Additional

Capital Accumulated

Comprehensive

Loss Accumulated

Deficit Noncontrolling

Interests Total

Shareholders'

Shares Amount Shares Amount

Balance at December 31, 2024 — $ — 143.2 $ — $ 1,236.0 $ ( 0.6 ) $ ( 3,687.8 ) $ 0.5 $ ( 2,451.9 )

5 unchanged sentences

Stock-based compensation — — 0.6 — 7.3 — — — 7.3

Issuance of common stock - employee stock purchase plan — — 0.1 — 0.3 — — — 0.3

Balance at March 31, 2025 — $ — 143.8 $ — $ 1,238.0 $ ( 0.5 ) $ ( 3,675.2 ) $ 0.2 $ ( 2,437.5 )

Issuance of common stock - employee

stock purchase plan — — 0.1 — 0.3 — — — 0.3

Balance at June 30, 2025 — $ — 143.9 $ — $ 1,241.5 $ ( 0.2 ) $ ( 3,685.6 ) $ 0.2 $ ( 2,444.1 )

The accompanying notes are an integral part of these condensed consolidated financial statements.

5 unchanged sentences

Uniti is a premier digital infrastructure company with approximately 240,000 fiber route miles across 47 states.

The Company serves more than 1.0 million customers, including 564,000 residential fiber customers, with a network that includes 1.9 million fiber-equipped households predominately situated in the Midwest and Southeast United States of America (“U.S.”).

The Company serves more than 1.0 million customers, including approximately 603,000 residential fiber customers, with a network that includes approximately 2.1 million fiber-equipped households predominately situated in the Midwest and Southeast United States of America (“U.S.”).

The Company offers a full suite of advanced communications services, including fiber-based broadband to residential and business customers, managed cloud communications and security services for large enterprises and government entities across the U.S., and tailored wave and transport solutions for carriers, content providers and large cloud computing and storage service providers in the U.S.

Our operations are organized into three business segments:

Kinetic, Uniti Solutions and Fiber Infrastructure.

Kinetic, Fiber Infrastructure and Uniti Solutions.

See Notes 8 and 12 for additional information regarding the Company’s business segments.

13 unchanged sentences

Historical share and per share data of Old Uniti has been retrospectively adjusted to reflect the exchange ratio for all periods presented.

In connection with the Internal Reorg Merger, prior to the effective time of the Merger, Windstream’s equityholders received (i) approximately 90.1 million shares of Common Stock representing approximately 35.42 % of the outstanding shares of Common Stock, (ii) approximately 0.6 million shares of non-voting preferred stock of the Company (“Preferred Stock”) with a dividend rate of 11 % per year for the first six years , subject to an additional 0.5 % during each of the seven th and eight h years after the initial issuance and further increased by an additional 1 % per year during each subsequent year, subject to a cap of 16 % per year and with an aggregate liquidation preference of $ 575.0 million and (iii) approximately 17.6 million warrants to purchase Common Stock, with an exercise price of $ 0.01 per share (“Warrants”), representing approximately 6.9 % of the outstanding Common Stock immediately following the Closing of the Merger on a fully diluted basis after giving effect to such warrants.

In connection with the Internal Reorg Merger, prior to the effective time of the Merger, Windstream’s equityholders received (i) approximately 90.1 million shares of Common Stock representing approximately 35.42 % of the outstanding shares of Common Stock, (ii) approximately 0.6 million shares of non-voting preferred stock of the Company (“Preferred Stock”) with a dividend rate of 11 % per year for the first six years , subject to an additional 0.5 % during each of the seven th and eight h years after the initial issuance and further increased by an additional 1 % per year during each subsequent year, subject to a cap of 16 % per year and with an aggregate liquidation preference of $ 575.0 million and (iii) approximately 17.6 million warrants to purchase Common Stock, with an exercise price of $ 0.01 per share (“Warrants”), representing approximately 6.9 % of the outstanding Common Stock immediately following the Closing on a fully diluted basis after giving effect to such Warrants.

Windstream’s equityholders also received approximately $ 370.7 million in cash (net of certain transaction-related expenses) on a pro-rata basis (the “Merger Cash Consideration”).

20 unchanged sentences

For periods after the Merger, the consolidated financial statements reflect the combined results of Old Uniti and Windstream.

Reclassifications – To conform to the current year presentation, the prior period condensed consolidated statement of income of Old Uniti was reclassified to (1) present sales revenues separate and apart from service revenues, (2) disaggregate operating expenses into cost of services and cost of sales, (3) present an operating income subtotal and (4) present loss on extinguishment of debt separate and apart from interest expense, net.

These reclassifications did not impact previously reported net income or comprehensive income for the three months ended March 31, 2025.

Reclassifications – To conform to the current year presentation, the prior period condensed consolidated statements of operations of Old Uniti were reclassified to (1) present sales revenues separate and apart from service revenues, (2) disaggregate operating expenses into cost of services and cost of sales, (3) present an operating income subtotal and (4) present loss on extinguishment of debt separate and apart from interest expense, net.

These reclassifications did not impact previously reported net (loss) income or comprehensive (loss) income for the three and six months ended June 30, 2025.

In addition, the prior period condensed consolidated statement of cash flows of Old Uniti was reclassified to combine or further disaggregate certain financial statement line items.

These reclassifications did not impact previously reported net cash provided from operating activities, net cash used in investing activities, net cash provided from financing activities or net decrease in cash, restricted cash and cash equivalents for the three months ended March 31, 2025.

Finally, the prior period condensed consolidated statement of shareholders’ deficit of Old Uniti was reclassified to combine amounts attributable to noncontrolling interests and to rename “Distributions in Excess of Accumulated Earnings” to “Accumulated Deficit”.

These changes did not impact previously reported total shareholders’ deficit for the three months ended March 31, 2025.

Restricted Cash – Restricted cash represents funds that are restricted for obligations under the ABS and Kinetic ABS facilities to maintain six months of interest on the Class A and Class B notes and three months of interest on the Class C notes and for other expenses.

In addition, deposits held as security for indebtedness under Windstream’s corporate purchase card program are not available for use and have been presented as restricted cash as of March 31, 2026.

These reclassifications did not impact previously reported net cash provided from operating activities, net cash used in investing activities, net cash provided from financing activities or net increase in cash, restricted cash and cash equivalents for the six months ended June 30, 2025.

Finally, the prior period condensed consolidated statements of shareholders’ deficit of Old Uniti were reclassified to combine amounts attributable to noncontrolling interests and to rename “Distributions in Excess of Accumulated Earnings” to “Accumulated Deficit”.

These changes did not impact previously reported total shareholders’ deficit for the three and six months ended June 30, 2025.

Restricted Cash – Restricted cash represents funds that are restricted for obligations under the Fiber Infrastructure ABS and Kinetic ABS facilities (see Note 5 ) to maintain six months of interest on the Class A and Class B notes and three months of interest on the Class C notes and for other expenses.

In addition, deposits held as security for indebtedness under Windstream’s corporate purchase card program are not available for use and have been presented as restricted cash as of June 30, 2026 and December 31, 2025.

Settlement Obligation – Prior to the Merger, in accordance with the terms of the settlement agreement with Windstream, Old Uniti was obligated to make up to $ 490.1 million of cash payments to Windstream in equal installments over 20 consecutive quarters beginning in October 2020.

5 unchanged sentences

These leases meet the criteria for operating lease classification.

Operating lease income was $ 78.9 million and $ 234.4 million for the three months ended March 31, 2026 and 2025 , respectively.

Operating lease income was $ 72.6 million and $ 151.5 million for the three and six months ended June 30, 2026 , respectively, as compared to $ 238.0 million and $ 472.4 million for the three and six months ended June 30, 2025 .

Operating lease income is included in service revenues in the condensed consolidated statements of operations.

Periodically, the Company enters into indefeasible right of use (“IRU”) arrangements that grant exclusive access to and unrestricted use of specific dark fiber assets and for which the terms of the arrangements are for a major part of the assets’ remaining economic life and/or the present value of the future minimum lease payments equals substantially all of the fair value of the underlying leased assets.

These IRU arrangements meet the criteria for sales-type lease classification.

During the three months ended March 31, 2026, the Company recognized sales revenue of $ 71.4 million, cost of sales of $ 1.9 million and gross profit of $ 69.5 million, related to IRU arrangements.

Comparatively, during the three months ended March 31, 2025, the Company recognized sales revenue of $ 2.7 million, cost of sales of $ 0.6 million and gross profit of $ 2.1 million related to IRU arrangements.

Income Taxes – In determining our quarterly provision for income taxes, the Company uses an estimated annual effective tax rate, which is based on our expected annual income, statutory rates and tax planning opportunities.

During the three and six months ended June 30, 2026, the Company recognized sales revenue of $ 16.8 million and $ 88.2 million, cost of sales of $ 1.2 million and $ 3.1 million and gross profit of $ 15.6 million and $ 85.1 million, respectively, related to IRU arrangements.

Comparatively, for the six months ended June 30, 2025, the Company recognized sales revenue of $ 2.7 million, cost of sales of $ 0.6 million and gross profit of $ 2.1 million, respectively, related to IRU arrangements.

Significant or unusual items are separately recognized in the quarter in which they occur.

For the three months ended March 31, 2026, we recorded income tax expense of $ 0.6 million resulting in an effective tax rate of ( 0.8 )%.

The effective tax rate differed from the statutory rate for the three months ended March 31, 2026 primarily due to the change in valuation allowance recorded against current year income and current state income tax.

For the three months ended March 31, 2025, we recorded income tax benefit of $ 4.5 million resulting in an effective tax rate of ( 58.7 )%.

The provision for income taxes differed from the statutory rate for the three months ended March 31, 2025 primarily due to the benefit of Old Uniti’s REIT status.

For the three and six months ended June 30, 2026, we recorded income tax expense of $ 0.3 million and $ 0.9 million, respectively, resulting in an effective tax rate of ( 0.2 )% and ( 0.4 )%, respectively.

The effective tax rates differed from the statutory rates for the three and six months ended June 30, 2026 primarily due to the change in valuation allowance recorded against current year income and current state income tax.

For the three and six months ended June 30, 2025, we recorded income tax benefit of $ 6.2 million and $ 10.7 million, respectively, resulting in an effective tax rate of 36.7 % and 116.3 %, respectively.

The provision for income taxes differed from the statutory rate for the three and six months ended June 30, 2025 primarily due to the benefit of Old Uniti’s REIT status and the reversal of unrecognized tax benefit related to the expiration of a statute of limitations in a foreign jurisdiction.

Supplemental Cash Flow Information – Supplemental cash flow information for the periods presented was as follows:

Three Months Ended

Six Months Ended

(Millions) 2026 2025

6 unchanged sentences

Recently Issued Accounting Pronouncements Effective in 2026

Credit Losses – In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic ASC 326) Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”).

Credit Losses – In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic ASC 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”).

The amendments in this ASU provide entities with a practical expedient they may elect to use when developing an estimate of expected credit losses on current accounts receivable and current contract asset balances arising from transactions accounted for under Topic ASC 606 - Revenue from Contracts with Customers.

3 unchanged sentences

Recently Issued Accounting Pronouncements Not Yet Adopted

Government Assistance – In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic ASC 832) Accounting for Government Grants Received by Business Entities (“ASU 2025-10”).

ASU 2025-10 provides guidance on how business entities should recognize, measure, and present government grants received by prescribing an accounting model based on the main principles in IAS 20, defining a government grant as a transfer of a monetary or tangible nonmonetary asset, other than an exchange transaction, from a government to a business entity, providing a recognition threshold under which a grant is recognized when both (1) it is probable that the entity will comply with the grant’s conditions and that the grant will be received, and (2) the entity meets the specific recognition guidance for a grant related to an asset or a grant related to income.

Additionally, ASU 2025-10 leverages existing disclosure requirements in ASC 832 for annual periods.

The amendments in ASU 2025-10 are effective for fiscal years and for interim periods beginning after December 15, 2028, and early adoption is permitted.

We are currently assessing the effect of this update on our consolidated financial statements and related disclosures.

Disaggregation of Expenses – In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income (Topic 220) - Expense Disaggregation Disclosures (“ASU 2024-03”).

Disaggregation of Expenses – In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income (Topic 220):

- Expense Disaggregation Disclosures (“ASU 2024-03”).

This update requires public business entities to provide more detailed disclosure in the notes to the financial statements of certain categories of expenses, such as purchases of inventory, employee compensation, depreciation, and intangible asset amortization, that are components of existing captions presented on the face of the statement of operations.

10 unchanged sentences

The Company is currently assessing the effect of this update on our consolidated financial statements and related disclosures.

Government Assistance – In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic ASC 832):

Accounting for Government Grants Received by Business Entities (“ASU 2025-10”).

Additionally, ASU 2025-10 leverages existing disclosure requirements in ASC 832 for annual periods.

The amendments in ASU 2025-10 are effective for fiscal years and for interim periods beginning after December 15, 2028, and early adoption is permitted.

We are currently assessing the effect of this update on our consolidated financial statements and related disclosures.

Interim Reporting – In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270):

6 unchanged sentences

The Company is currently evaluating ASU 2025-11 to determine the impact it may have on our consolidated financial statements.

Preferred Stock Dividends – In April 2026, the FASB issued ASU 2026-01, Equity (Topic 505):

Initial Measurement of Paid-in-Kind (“PIK”) Dividends on Equity-Classified Preferred Stock (“ASU 2026-01”).

This update requires that PIK dividends be initially measured based on the PIK dividend rate stated in the preferred stock agreement, such as multiplying a stated rate by the liquidation value of the preferred stock, rather than at fair value.

ASU 2026-01 is effective for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods, with early adoption permitted.

The amendments in ASU 2026-01 may be applied either on a prospective basis or on a modified retrospective basis for equity-classified preferred stock instruments that are outstanding as of the initial application date.

The Company is currently evaluating this update to determine the impact it may have on our consolidated financial statements.

Merger and Purchase Price Allocation:

20 unchanged sentences

The other leasing and supplier agreements were determined to be at market, and therefore, were effectively settled at the historical carrying value, which had a $ 0.1 million impact on total merger consideration.

Preliminary Purchase Price Allocation

Purchase Price Allocation

The Merger was accounted for using the acquisition method of accounting, and accordingly, the total purchase price was allocated to the identifiable tangible and intangible assets acquired and liabilities assumed of Windstream based on their estimated fair values as of the Merger date, with the excess amount recorded as goodwill.

The following table summarizes the preliminary allocation of the Merger consideration to the identifiable tangible and intangible assets acquired and liabilities assumed of Windstream:

(Millions) Preliminary

During the second quarter of 2026, the Company finalized the purchase price allocation for the Merger.

The effects of the immaterial measurement period adjustments recorded in 2026 to the initial purchase price allocation resulted in a net increase in goodwill of $ 0.2 million.

The following table summarizes the final allocation of the Merger consideration to the identifiable tangible and intangible assets acquired and liabilities assumed of Windstream:

(Millions) Final

Fair value of assets acquired:

25 unchanged sentences

Total merger consideration $ 2,376.6

During the first quarter of 2026, the Company made immaterial measurement period adjustments to its initial purchase price allocation, the effects of which resulted in a net increase in recorded goodwill of $ 0.2 million.

The allocation of the purchase price is preliminary and subject to change based on the finalization of the deferred income tax impacts related to the fair value measurement of assets and liabilities acquired, including property, plant and equipment.

The deferred tax analysis requires significant management judgment and the Company has not completed this analysis as of March 31, 2026.

Any changes to the initial estimates of the fair value of the assets acquired and liabilities assumed will be recorded as adjustments to those assets and liabilities with the offset charged to goodwill.

Goodwill associated with this acquisition was largely due to synergies expected from combining operations as previously discussed in Note 1 .

Goodwill recognized in the Merger is not expected to be deductible for tax purposes.

Goodwill recognized in the Merger will not be deductible for tax purposes.

The Company allocated the goodwill recognized in the Merger to its reportable operating segments based on the relative fair value of the operating segments.

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

6 unchanged sentences

(c) Consists primarily of expenses incurred in connection with the offering of our asset-backed securities discussed in Note 5 .

Transaction related and other costs recorded within other current liabilities were $ 11.6 million and $ 9.8 million in the Company’s condensed consolidated balance sheets at March 31, 2026 and December 31, 2025, respectively.

Transaction related and other costs recorded within other current liabilities were $ 4.8 million and $ 9.8 million in the Company’s condensed consolidated balance sheets at June 30, 2026 and December 31, 2025, respectively.

Actual and Pro Forma Results of Operations

The results of Windstream’s operations are included in our consolidated results of operations beginning on August 1, 2025.

For the three months ended March 31, 2026, our consolidated results of operations included revenues and sales of $ 809.3 million and operating income of $ 103.3 million attributable to Windstream.

The following unaudited pro forma financial information presents the combined results of operations of Uniti for the three months ended March 31, 2025 as if the Merger occurred as of January 1, 2024:

For the three and six months ended June 30, 2026, our consolidated results of operations included revenues and sales of $ 795.9 million and $ 1,605.2 million, respectively, and operating income of $ 69.7 million and $ 173.0 million, respectively, attributable to Windstream.

The following unaudited pro forma financial information presents the combined results of operations of Uniti as if the Merger occurred as of January 1, 2024:

(Millions) Three Months

June 30, 2025 Six Months

June 30, 2025

Total revenue and sales $ 958.4 $ 1,935.7

2 unchanged sentences

The unaudited pro forma information presented is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of fiscal year 2024 or of the results of our future operations of the combined business.

Changes in the carrying amount of goodwill occurring during the three months ended March 31, 2026 were as follows:

(Millions) Kinetic Uniti

Solutions Fiber

Changes in the carrying amount of goodwill occurring during the six months ended June 30, 2026 were as follows:

(Millions) Kinetic Fiber

Infrastructure

Solutions Total

Goodwill at December 31, 2025 $ 763.7 $ 717.9 $ 192.2 $ 1,673.8

4 unchanged sentences

period adjustments 0.2 — — 0.2

Balance at March 31, 2026 $ 763.9 $ 192.2 $ 717.9 $ 1,674.0

Goodwill at March 31, 2026 $ 763.9 $ 192.2 $ 717.9 $ 1,674.0

Balance at June 30, 2026 $ 763.9 $ 717.9 $ 192.2 $ 1,674.0

Goodwill at June 30, 2026 $ 763.9 $ 717.9 $ 192.2 $ 1,674.0

Accumulated impairment charges as of

March 31, 2026 — — ( 515.5 ) ( 515.5 )

Balance at March 31, 2026 $ 763.9 $ 192.2 $ 202.4 $ 1,158.5

June 30, 2026 — ( 515.5 ) — ( 515.5 )

Balance at June 30, 2026 $ 763.9 $ 202.4 $ 192.2 $ 1,158.5

(a) Prior to the Merger, all goodwill related to the former Uniti Fiber segment.

2 unchanged sentences

A summary of notes and other debt, net was as follows:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

4 unchanged sentences

Notes and other debt, net consist of the following:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

(Millions) Principal Unamortized

37 unchanged sentences

7,886.5 24.4 6,886.5 41.1

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

(Millions) Principal Unamortized

Costs Principal Unamortized

Series 2025-1

ABS Notes (Class A-2) - 5.877 %, due April 1, 2030

(discount based on imputed interest rate of 6.36 %)

Fiber Infrastructure ABS Notes:

Series 2025-1 Notes (Class A-2) - 5.877 %,

due April 1, 2030 (discount based on imputed

interest rate of 6.36 %)

426.0 ( 6.8 ) 426.0 ( 7.6 )

ABS Notes (Class B) - 6.369 %, due April 1, 2030

(discount based on imputed interest rate of 6.86 %)

Series 2025-1 Notes (Class B) - 6.369 %,

due April 1, 2030 (discount based on imputed

interest rate of 6.86 %)

65.0 ( 1.0 ) 65.0 ( 1.2 )

ABS Notes (Class C) - 9.018 %, due April 1, 2030

(discount based on imputed interest rate of 9.54 %)

Series 2025-1 Notes (Class C) - 9.018 %,

due April 1, 2030 (discount based on imputed

interest rate of 9.54 %)

98.0 ( 1.6 ) 98.0 ( 1.8 )

Series 2025-2

ABS-2 Notes (Class A-2) - 5.177 %, due

January 20, 2031 (discount based on imputed

Series 2025-2 Notes (Class A-2) - 5.177 %,

due January 20, 2031 (discount based on imputed

interest rate of 5.76 %)

180.0 ( 4.2 ) 180.0 ( 4.5 )

ABS-2 Notes (Class B) - 5.621 %, due January 20, 2031

(discount based on imputed interest rate of 6.21 %)

Series 2025-2 Notes (Class B) - 5.621 %,

due January 20, 2031 (discount based on imputed

interest rate of 6.21 %)

28.2 ( 0.7 ) 28.2 ( 0.7 )

ABS-2 Notes (Class C) - 7.834 %, due January 20, 2031

(discount based on imputed interest rate of 8.45 %)

Series 2025-2 Notes (Class C) - 7.834 %,

due January 20, 2031 (discount based on imputed

interest rate of 8.45 %)

41.8 ( 1.0 ) 41.8 ( 1.1 )

Kinetic ABS Notes:

Series 2026-1

Kinetic ABS Notes (Class A-2) - 5.219 %, due

February 1, 2031 (discount based on imputed

Series 2026-1 Notes (Class A-2) - 5.219 %,

due February 1, 2031 (discount based on imputed

interest rate of 5.720 %)

677.7 ( 13.7 ) — —

Kinetic ABS Notes (Class B) - 5.561 %, due

February 1, 2031 (discount based on imputed

Series 2026-1 Notes (Class B) - 5.561 %,

due February 1, 2031 (discount based on imputed

interest rate of 6.066 %)

113.0 ( 2.3 ) — —

Kinetic ABS Notes (Class C) - 7.653 %, due

February 1, 2031 (discount based on imputed

Series 2026-1 Notes (Class C) - 7.653 %,

due February 1, 2031 (discount based on imputed

interest rate of 8.184 %)

2 unchanged sentences

Notes and other debt, net $ 10,680.6 $ ( 34.0 ) $ 9,540.5 $ ( 1.1 )

At March 31, 2026, notes and other debt, net included the following:

At June 30, 2026, notes and other debt, net included the following:

(i) the Uniti Revolver pursuant to the Uniti Credit Agreement (as defined below), of which no borrowings were outstanding;

(ii) the Windstream Revolver (as defined below) pursuant to the Windstream Credit Agreement (as defined below), of which no borrowings were outstanding;

(iii) the 2025 Term Loan pursuant to the Windstream Credit Agreement, of which $ 997.5 million was outstanding;

(iii) the 2025 Term Loan (as defined below) pursuant to the Windstream Credit Agreement, of which $ 995.0 million was outstanding;

(iv) $ 570.0 million aggregate principal amount of 4.75 % senior secured notes due 2028 (the “ 4.75 % secured notes”);

2 unchanged sentences

(vii) $ 2.2 billion aggregate principal amount of 8.25 % senior secured notes due 2031 (the “ 8.25 % secured notes”);

(viii) $ 1,600.0 million aggregate principal amount of 8.625 % senior unsecured notes due 2032 (the “ 8.625 % unsecured notes”);

(ix) $ 1,400.0 million aggregate principal amount of 7.50 % senior secured notes due 2033 (the “ 7.50 % secured notes”);

(viii) $ 1.6 billion aggregate principal amount of 8.625 % senior unsecured notes due 2032 (the “ 8.625 % unsecured notes”);

(ix) $ 1.4 billion aggregate principal amount of 7.50 % senior secured notes due 2033 (the “ 7.50 % secured notes”);

(x) $ 306.5 million aggregate principal amount of 7.50 % convertible senior notes due 2027 (the “2027 convertible notes”);

(xi) $ 839.0 million aggregate principal amount of ABS Notes, consisting of $ 426.0 million 5.877 % Series 2025-1, Class A-2 term notes, $ 180.0 million 5.177 % Series 2025-2, Class A-2 term notes, $ 65.0 million 6.369 % Series 2025-1, Class B term notes, $ 28.2 million 5.621 % Series 2025-2, Class B term notes, $ 98.0 million 9.018 % Series 2025-1, Class C term notes and $ 41.8 million 7.834 % Series 2025-2, Class C term notes, each issued by Uniti Fiber ABS Issuer LLC and Uniti Fiber TRS Issuer LLC (collectively, the “ABS Notes Issuers”), each an indirect, bankruptcy-remote subsidiaries of the Company, and (xii) $ 960.1 million aggregate principal amount of Kinetic ABS Notes, consisting of $ 677.7 million 5.219 % Series 2026-1, Class A-2 term notes, $ 113.0 million 5.561 % Series 2026-1, Class B term notes and $ 169.4 million 7.653 % Series 2026-1, Class C term notes each issued by Kinetic ABS Issuer LLC, an indirect, bankruptcy-remote subsidiary of the Company.

(xi) $ 839.0 million aggregate principal amount of secured fiber network revenue term notes (collectively, the “Fiber Infrastructure ABS Notes”), consisting of $ 426.0 million 5.877 % Series 2025-1, Class A-2 term notes, $ 180.0 million 5.177 % Series 2025-2, Class A-2 term notes, $ 65.0 million 6.369 % Series 2025-1, Class B term notes, $ 28.2 million 5.621 % Series 2025-2, Class B term notes, $ 98.0 million 9.018 % Series 2025-1, Class C term notes and $ 41.8 million 7.834 % Series 2025-2, Class C term notes, each issued by Uniti Fiber ABS Issuer LLC and Uniti Fiber TRS Issuer LLC (collectively, the “Fiber Infrastructure ABS Notes Issuers”), each an indirect, bankruptcy-remote subsidiaries of the Company, and (xii) $ 960.1 million aggregate principal amount of Kinetic ABS 2026-1 Notes (as defined below), consisting of $ 677.7 million 5.219 % Series 2026-1, Class A-2 term notes, $ 113.0 million 5.561 % Series 2026-1, Class B term notes and $ 169.4 million 7.653 % Series 2026-1, Class C term notes each issued by Kinetic ABS Issuer LLC (as defined below).

The terms of the credit agreements and indentures governing the Company’s debt obligations include customary covenants that, among other things, require the Company to maintain certain financial ratios and restrict its ability to incur additional indebtedness.

As of June 30, 2026, the Company was in compliance with all of its debt covenants.

Senior Secured Credit Facilities

3 unchanged sentences

On October 6, 2025, Uniti Services entered into an amendment to the Uniti Credit Agreement to, among other things, extend the maturity date of the Uniti Revolver to December 30, 2027.

The Uniti Credit Agreement permits the borrowers, subject to customary conditions, to incur (i) new term loan facility borrowings and/or increased commitments under the Uniti Credit Agreement in an unlimited amount, so long as, on a pro forma basis after giving effect to any such borrowings or increases, our consolidated secured leverage ratio, as defined in the Uniti Credit Agreement, does not exceed 4.00 to 1.00 and (ii) other indebtedness, so long as, on a pro forma basis after giving effect to any such indebtedness, our consolidated total net leverage ratio, as defined in the Uniti Credit Agreement, does not exceed 6.50 to 1.00, and if such debt is secured, our consolidated secured net leverage ratio, as defined in the Uniti Credit Agreement, does not exceed 4.00 to 1.00.

New term loan facility borrowings and incremental revolving commitments under the Uniti Credit Agreement are uncommitted and the availability thereof will depend on market conditions at the time the borrowers seek to incur such borrowings and/or commitments.

Borrowings under the Uniti Revolver bear interest at a rate equal to either a base rate plus an applicable margin ranging from 2.75 % to 3.50 % or a SOFR term rate plus an applicable margin ranging from 3.75 % to 4.50 %, in each case, calculated in a customary manner and determined based on our consolidated secured net leverage ratio.

We are required to pay a quarterly commitment fee under the Uniti Revolver equal to 0.50 % of the average amount of unused commitments during the applicable quarter (subject to a step-down to 0.40 % per annum of the average amount of unused commitments during the applicable quarter upon achievement of a consolidated secured net leverage ratio not to exceed a certain level), as well as quarterly letter of credit fees equal to the product of (A) the applicable margin with respect to SOFR borrowings and (B) the average amount available to be drawn under outstanding letters of credit during such quarter.

During the three months ended March 31, 2026, the Company borrowed $ 85.0 million under the Uniti Revolver and repaid all of these borrowings by the end of the period.

Comparatively, during the three months ended March 31, 2025, the Company borrowed $ 40.0 million under the Uniti Revolver and repaid all of these borrowings by the end of the period.

There were $ 0.3 million letters of credit as of March 31, 2026, and accordingly, the amount available for borrowing under the Uniti Revolver was $ 499.7 million as of March 31, 2026.

The variable interest rate on borrowings outstanding under the Uniti Revolver was 7.78 %, and the weighted average rate on amounts outstanding was 7.78 % for the three months ended March 31, 2026.

The senior secured credit facility under the Uniti Credit Agreement contains certain customary affirmative covenants, as well as certain customary negative covenants that, among other things, restrict, subject to certain exceptions, the ability of the borrowers and their subsidiaries to incur indebtedness, grant liens on their assets, sell assets, make investments, engage in acquisitions, mergers or consolidations, pay certain dividends and other restricted payments.

These negative covenants are similar to the negative covenants contained in the indentures that govern our outstanding notes, subject to certain exceptions.

The borrowers and their subsidiaries are also required to maintain a consolidated secured net leverage ratio not to exceed 5.00 to 1.00.

In addition, the Uniti Credit Agreement contains customary events of default, including a cross-default provision whereby the failure of the borrowers or certain of their subsidiaries to make payments under other debt obligations, or the occurrence of certain events affecting those other borrowing arrangements, could trigger an obligation to repay any amounts outstanding under the Uniti Credit Agreement.

In particular, a repayment obligation could be triggered if (i) the borrowers or certain of their subsidiaries fail to make a payment when due of any principal or interest on any other indebtedness aggregating $ 75.0 million or more, or (ii) an event occurs that causes, or would permit the holders of any other indebtedness aggregating $ 75.0 million or more to cause, such indebtedness to become due prior to its stated maturity.

As of March 31, 2026, the borrowers were in compliance with all of the covenants under the Uniti Credit Agreement.

During the three months ended June 30, 2026 and 2025, there were no borrowings or repayments under the Uniti Revolver.

During the six months ended June 30, 2026, the Company borrowed and repaid $ 85.0 million under the Uniti Revolver.

Comparatively, during the six months ended June 30, 2025, the Company borrowed and repaid $ 40.0 million under the Uniti Revolver.

The variable and weighted average interest rate on borrowings outstanding under the Uniti Revolver was 7.78 % for the six months ended June 30, 2026.

Considering letters of credit of $ 0.3 million, the amount available for borrowing under the Uniti Revolver was $ 499.7 million as of June 30, 2026.

Windstream Credit Agreement

6 unchanged sentences

The 2025 Term Loan bears interest based on a floating rate plus a margin which, at Uniti Services’ election, may be the Base Rate plus 3.00 % or the Adjusted Term SOFR Rate plus 4.00 % (each as defined in the existing Windstream Credit Agreement), provided that the Adjusted Term SOFR Rate “floor” shall be 0 %.

During the three months ended June 30, 2025, there were no borrowings or repayments under the Windstream Revolver.

During the first six months of 2026, the Company borrowed $ 25.0 million under the Windstream Revolver and repaid $ 340.0 million of borrowings.

The variable interest rate on borrowings outstanding under the Windstream Revolver ranged from 7.78 % to 10.00 %, and the weighted average rate on amounts outstanding was 8.05 % for the six months ended June 30, 2026.

Considering letters of credit of $ 136.6 million, the amount available for borrowing under the Windstream Revolver was $ 338.4 million as of June 30, 2026.

The 2025 Term Loan is subject to quarterly amortization payments in an aggregate amount equal to 0.25 percent of the initial principal amount of such term loans, with the remaining balance payable at maturity.

The 2025 Term Loan is also subject to mandatory prepayment and reduction in an amount equal to (a) 100 % of the net cash proceeds of non-ordinary course asset dispositions or casualty events with step-downs to (1) 50 % if the consolidated first lien secured leverage ratio would be less than or equal to 1.50 to 1.00 but greater than 1.00 to 1.00, or (2) 0 % if the consolidated first lien senior secured leverage ratio would be less than or equal to 1.00 to 1.00, subject to the right to reinvest such proceeds within a specified period of time and certain other exceptions and (b) 100 % of the net cash proceeds received from the incurrence of any certain indebtedness not expressly permitted under the Windstream Credit Agreement.

Voluntary prepayments of borrowings outstanding under the Windstream Credit Agreement are currently permitted at any time without premium or penalty;

provided that any voluntary prepayment, refinancing or repricing of the 2025 Term Loan in connection with certain repricing transactions that occur prior to the six-month anniversary of the closing of the 2025 Term Loan shall be subject to a prepayment premium of 1.00 % of the principal amount of the term loans so prepaid, refinanced or repriced.

The variable interest rate on the Windstream Term Loan ranged from 8.52 % to 8.57 %, and the weighted average rate on amounts outstanding on the Windstream Term Loan was 8.56 % for January 1, 2026 through the date of repayment of February 4, 2026.

The variable interest rate on the 2025 Term Loan ranged from 7.67 % to 7.72 %, and the weighted average rate on amounts outstanding on the 2025 Term Loan was 7.69 % for three months ended March 31, 2026.

During the three months ended March 31, 2026, the Company borrowed $ 25.0 million under the Windstream Revolver and repaid $ 340.0 million of borrowings by the end of the period.

Considering letters of credit of $ 112.7 million, the amount available for borrowing under the Windstream Revolver was $ 362.3 million as of March 31, 2026.

The Windstream Credit Agreement includes customary negative covenants, including covenants limiting the ability of Uniti Services and its restricted subsidiaries to, among other things, incur additional indebtedness, create liens on assets, make investments, loans or advances, engage in mergers, consolidations, sales of assets and acquisitions, pay dividends and distributions and make payments in respect of certain material payment subordinated indebtedness, in each case subject to customary exceptions.

The Windstream Credit Agreement also includes customary representations and warranties and affirmative covenants.

The Windstream Credit Agreement includes a financial covenant requiring maintenance of a consolidated total senior secured leverage ratio of no less than 5.00 to 1.00.

Events of default under the Windstream Credit Agreement include nonpayment of principal, interest or other amounts when due, violation of certain covenants, inaccuracy of representations or warranties, certain defaults under other material debt, certain bankruptcy or insolvency events, certain material judgments, invalidity of collateral documents, change of control, certain regulatory events having a material adverse effect, and certain Employee Retirement Income Security Act events, in each case subject to customary threshold, notice and grace period provisions.

The variable interest rate on the 2025 Term Loan ranged from 7.62 % to 7.72 %, and the weighted average rate on amounts outstanding on the 2025 Term Loan was 7.65 % and 7.67 % for three and six months ended June 30, 2026.

Guarantees and Security under the Uniti Credit Agreement and Windstream Credit Agreement

5 unchanged sentences

On June 24, 2025, Uniti Services, Uniti Group Finance, Uniti Fiber Holdings and CSL Capital issued $ 600.0 million aggregate principal amount of unsecured 8.625 % Senior Notes due 2032 (the “existing 8.625 % unsecured notes”) pursuant to an indenture with Deutsche Bank Trust Company Americas, as trustee (the “existing 8.625 % senior notes indenture”).

On February 4, 2026, Uniti Services, Uniti Group Finance, Uniti Fiber Holdings and CSL Capital issued $ 1.0 billion aggregate principal amount of unsecured 8.625 % Senior Notes due 2032 (the “ 8.625 % notes” and, together with the 6.00 % unsecured notes, the 6.50 % unsecured notes and the existing 8.625 % unsecured notes, the “existing unsecured notes”) pursuant to an indenture with Deutsche Bank Trust Company Americas, as trustee (the “ 8.625 % senior notes indenture” and, together with the 6.00 % senior notes indenture and, the 6.50 % senior notes indenture and the existing 8.625 % senior notes indenture, the “unsecured notes indentures”).

On February 4, 2026, Uniti Services, Uniti Group Finance, Uniti Fiber Holdings and CSL Capital issued $ 1.0 billion aggregate principal amount of unsecured 8.625 % Senior Notes due 2032 (the “ 8.625 % notes” and, together with the 6.00 % unsecured notes, the 6.50 % unsecured notes and the existing 8.625 % unsecured notes, the “existing unsecured notes”) pursuant to an indenture with Deutsche Bank Trust Company Americas, as trustee (the “ 8.625 % senior notes indenture” and, together with the 6.00 % unsecured notes indenture, the 6.50 % unsecured notes indenture and the existing 8.625 % senior notes indenture, the “unsecured notes indentures”).

Upon the guarantee of the 8.625 % notes by each of the regulated subsidiaries that guarantee the existing unsecured 8.625 % notes, the 8.625 % notes are expected to be mandatorily exchanged for 8.625 % unsecured notes issued as “additional notes” under the existing 8.625 % senior notes indenture, have the same CUSIP number as, and be fungible with, the existing 8.625 % unsecured notes.

3 unchanged sentences

The Company will use the net proceeds from the offering for general corporate purposes, which may include success-based capital expenditures and/or repayment of outstanding debt.

The Kinetic ABS Notes were issued at an issue price of 100 % of their respective principal amounts pursuant to an indenture, dated as of January 30, 2026 (the “Kinetic ABS Base Indenture”), as supplemented by a Series 2026-1 Supplement thereto, dated as of January 30, 2026 (the “Series 2026-1 Supplement”), in each case by and among the Kinetic ABS Issuer, Kinetic ABS AR LLC, Kinetic ABS GA LLC, Kinetic ABS KY LLC, Kinetic ABS OH LLC, Kinetic ABS TX LLC (together the “Kinetic ABS Asset Entities” and, together with the Kinetic ABS Issuer, the “Kinetic ABS Obligors”), and Wilmington Trust, National Association, as indenture trustee.

The Kinetic ABS 2026-1 Notes were issued at an issue price of 100 % of their respective principal amounts pursuant to an indenture, dated as of January 30, 2026 (as amended, restated and supplemented, the “Kinetic ABS Base Indenture”), as supplemented by a Series 2026-1 Supplement thereto, dated as of January 30, 2026 (the “Series 2026-1 Supplement”), in each case by and among the Kinetic ABS Issuer, Kinetic ABS AR LLC, Kinetic ABS GA LLC, Kinetic ABS KY LLC, Kinetic ABS OH LLC, Kinetic ABS TX LLC (together the “Kinetic ABS Asset Entities” and, together with the Kinetic ABS Issuer, the “Kinetic ABS 2026-1 Obligors”), and Wilmington Trust, National Association, as indenture trustee.

In connection with the issuance of the Kinetic ABS 2026-1 Notes, the Kinetic ABS Base Indenture, as supplemented by the Series 2026-1 Supplement, also provides for up to $ 150.0 million of Series 2026-1, Class A-1-V variable funding notes (the “Kinetic ABS Class A-1 Variable Funding Notes”) to be issued by the Kinetic ABS Issuer.

3 unchanged sentences

In connection with the issuance of the Kinetic ABS 2026-1 Notes and the Kinetic ABS Class A-1 Variable Funding Notes, the Kinetic ABS Base Indenture, as supplemented by the Series 2026-1 Supplement, also provides for up to $ 14.0 million of Series 2026-1, Class A-1-L liquidity funding notes (the “Kinetic ABS Class A-1 Liquidity Funding Notes” and, together with the Kinetic ABS 2026-1 Notes and the Kinetic ABS Class A-1 Variable Funding Notes, collectively, the “Series 2026-1 Notes”) to be issued by the Kinetic ABS Issuer, solely to support the securitization program’s liquidity reserve and to cover specified payment shortfalls.

While the Series 2026-1 Notes are outstanding, scheduled payments of interest are required to be made on the 25th day of each calendar month, commencing on March 25, 2026.

While the Series 2026-1 Notes are outstanding, scheduled payments of interest are required to be made on the 25th day of each calendar month, which commenced on March 25, 2026.

Except as with respect to the Kinetic ABS Class A-1 Liquidity Funding Notes, no principal payments will be due on the Series 2026-1 Notes prior to the applicable anticipated repayment date, unless certain rapid amortization or acceleration triggers are activated (and/or, in the case of the Kinetic ABS Class A-1 Variable Funding Notes, the occurrence and continuance of an event of default).

4 unchanged sentences

The securitization program involves certain fiber network assets and certain residential customer contracts in the States of Texas, Arkansas, Kentucky, Ohio and Georgia that were sold to the Kinetic ABS 2026-1 Obligors at closing.

As of the closing of the transactions on January 30, 2026, the Kinetic ABS Issuer has $ 960.1 million aggregate principal amount of revenue term notes outstanding, zero principal amount of variable funding notes outstanding and zero principal amount of liquidity funding notes outstanding.

As of the closing of the transactions on January 30, 2026, the Kinetic ABS Issuer has $ 960.1 million aggregate principal amount of revenue term notes outstanding, with no principal amount of variable funding notes or liquidity funding notes outstanding.

The Kinetic ABS Base Indenture allows the Kinetic ABS Issuer to issue additional series of notes subject to certain conditions set forth therein.

7 unchanged sentences

The Series 2026-1 Notes are also subject to certain customary events of default, including events relating to non-payment of required interest, principal or other amounts due on or with respect to the Series 2026-1 Notes, failure to comply with covenants within certain time frames, certain bankruptcy events, breaches of specified representations and warranties, failure of security interests to be effective and certain judgments.

Maturities for long-term debt outstanding as of March 31, 2026, excluding $ 36.5 million of unamortized premium (discount) and deferred financing costs, were as follows:

Maturities for long-term debt outstanding as of June 30, 2026, excluding $( 34.0 ) million of unamortized premium (discount) and deferred financing costs, were as follows:

Remainder of 2026 $ 10.0

2 unchanged sentences

Gain (Loss) on Extinguishment of Debt

As discussed above, in February 2026, Uniti Services used a portion of the net proceeds from the issuance of the $ 1.0 billion aggregate principal amount of additional 8.625 % senior notes to repay in full the Windstream Term Loan, which was accounted for as a debt extinguishment.

As discussed above, in February 2026, Uniti Services used a portion of the net proceeds from the issuance of the $ 1.0 billion aggregate principal amount of additional 8.625 % notes to repay in full the Windstream Term Loan, which was accounted for as a debt extinguishment.

As a result, the Company recognized a pretax gain on the extinguishment of debt of $ 1.2 million, consisting of the write-off of the unamortized premium related to the Windstream Term Loan at the date of repayment.

As discussed above, in February 2025, Old Uniti used a portion of the net proceeds from the offering of the ABS Notes to repay and terminate the ABS Loan Facility and to redeem $ 125.0 million aggregate principal amount of its 10.50 % secured notes.

In February 2025, Old Uniti used a portion of the net proceeds from the offering of the Fiber Infrastructure ABS Notes to repay and terminate the term loan facility under its bridge loan and security agreement, dated as of February 23, 2024 (the “ABS Loan Facility”) and to redeem $ 125.0 million aggregate principal amount of its 10.50 % secured notes.

In connection with these transactions, Old Uniti recognized a pretax loss on the extinguishment of the ABS Loan Facility of $ 3.2 million and a pretax loss on the partial extinguishment of the 10.50 % secured notes of $ 5.3 million, which included $ 4.8 million for the write off of the unamortized discount and deferred financing costs and $ 3.7 million for the redemption premiums.

During the three months ended June 30, 2025, Old Uniti recognized a $ 32.0 million loss on the partial extinguishment of the 10.50 % secured notes, which included $ 4.7 million for the write off of the unamortized premium and deferred financing costs and $ 27.3 million for the redemption premium.

Deferred Financing Costs

1 unchanged sentence

These costs are deferred and amortized using the effective interest method over the term of the related indebtedness and are included in interest expense in our condensed consolidated statements of operations.

For the three months ended March 31, 2026 and 2025, we recognized $ 5.3 million and $ 6.0 million of non-cash interest expense, respectively, related to the amortization of deferred financing costs.

For the three and six months ended June 30, 2026, the Company recognized $ 6.4 million and $ 11.7 million of non-cash interest expense, respectively, related to the amortization of deferred financing costs.

Comparatively, for the three and six months ended June 30, 2025, Old Uniti recognized $ 5.7 million and $ 11.7 million of non-cash interest expense, respectively, related to the amortization of deferred financing costs.

Interest Expense, Net

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

2 unchanged sentences

Senior secured revolving credit facility - variable rate 2.5 0.6 5.7 1.4

ABS Notes and Bridge Loan Facility 13.0 8.2

Fiber Infrastructure ABS Notes and

Bridge Loan Facility 13.0 9.5 26.0 17.7

Kinetic ABS Notes 13.7 — 23.6 —

1 unchanged sentence

Interest rate swaps ( 0.4 ) — ( 1.0 ) —

Amortization of deferred financing costs and debt premium/discount 0.7 5.5

Amortization of deferred financing costs and

debt premium/discount 4.7 5.3 5.4 10.8

Accretion of settlement payable — 0.6 — 1.5

19 unchanged sentences

Set forth below is information related to the Company’s cash flow hedges:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

7 unchanged sentences

Accumulated other comprehensive income $ 2.5 $ —

Changes in derivative instruments were as follows for the three months ended March 31:

Changes in derivative instruments were as follows for the six months ended June 30:

(Millions) 2026 2025

1 unchanged sentence

Changes in fair value, net of tax $ 14.8 $ ( 0.1 )

Reclassification of unrealized losses, net of tax $ ( 1.6 ) $ 0.2

Reclassification of unrealized (gains) losses, net of tax $ ( 1.8 ) $ 0.5

De-designated cash flow hedges:

Reclassification of unrealized losses, net of tax $ ( 0.1 ) $ —

As of March 31, 2026, the Company expects to recognize net gains of $ 1.3 million, net of taxes, in interest expense during the next twelve months for interest settlements related to its interest rate swap agreement.

Reclassification of unrealized gains, net of tax $ ( 0.3 ) $ —

As of June 30, 2026, the Company expects to recognize net gains of $ 3.3 million, net of taxes, in interest expense during the next twelve months for interest settlements related to its interest rate swap agreements.

All or a portion of the change in fair value of the interest rate swap agreements recorded in accumulated other comprehensive income (loss) may be recognized in earnings in certain situations.

1 unchanged sentence

In addition, the change in fair value of the swap may be recognized in earnings if the Company determines it is no longer probable that it will have future variable rate cash flows to hedge against.

The Company has assessed the counterparties risk and determined that no substantial risk of default exists as of March 31, 2026, because each counterparty is a bank with a current credit rating at or above A, as determined by Moody’s Ratings, Standard & Poor’s Global Ratings and Fitch Ratings.

The Company has assessed the counterparties risk and determined that no substantial risk of default exists as of June 30, 2026, because each counterparty is a bank with a current credit rating at or above A, as determined by Moody’s Ratings, Standard & Poor’s Global Ratings and Fitch Ratings.

The swap agreements with each of the bank counterparties contain cross-default provisions whereby if the Company were to default on certain indebtedness and that indebtedness was to be accelerated, it could result in the counterparties terminating the outstanding swap agreements.

4 unchanged sentences

For financial statement presentation purposes, the Company does not offset assets and liabilities under these arrangements.

The following table presents the Company’s derivative assets subject to an enforceable master netting arrangement as of March 31, 2026 and December 31, 2025.

The following table presents the Company’s derivative assets subject to an enforceable master netting arrangement as of June 30, 2026 and December 31, 2025.

the Condensed

4 unchanged sentences

Instruments Cash

March 31, 2026

June 30, 2026:

Interest rate swaps $ 6.9 $ ( 1.9 ) $ — $ 5.0

9 unchanged sentences

Instruments Cash

March 31, 2026

June 30, 2026:

Interest rate swaps $ 1.9 $ ( 1.9 ) $ — $ —

9 unchanged sentences

Level 3 – Unobservable inputs for the asset or liability.

Financial instruments consist primarily of cash, cash equivalents, restricted cash, accounts receivable, accounts payable, interest rate swaps and notes and other debt, interest and dividends payable.

Financial instruments consist primarily of cash, cash equivalents, restricted cash, accounts receivable, accounts payable, interest rate swaps, notes and other debt, and interest and dividends payable.

With respect to the Company’s financial instruments, the carrying amount of cash, restricted cash, accounts receivable, accounts payable, interest and dividends payable were estimated by management to approximate fair value due to the relatively short period of time to maturity for those instruments.

1 unchanged sentence

Non-financial assets and liabilities, including property, plant and equipment, intangible assets and asset retirement obligations, are measured at fair value on a non-recurring basis.

No event occurred during the three months ended March 31, 2026 requiring any non-financial asset and liability to be subsequently recognized at fair value.

No event occurred during the six months ended June 30, 2026 requiring any non-financial asset and liability to be subsequently recognized at fair value.

The fair value of financial instruments was as follows:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

1 unchanged sentence

Cash equivalents - Level 1 (a) $ 479.2 $ —

Interest rate swap asset - Level 2 $ 2.5 $ 0.3

Interest rate swap assets - Level 2 $ 6.9 $ 0.3

Interest rate swap liabilities - Level 2 $ 1.9 $ 7.2

3 unchanged sentences

Included in notes and other debt, net $ 10,987.5 $ 9,648.3

(a) As of March 31, 2026, cash equivalents included highly liquid, actively traded money market funds with next day access.

(b) Recognized at carrying value of $ 10,771.6 million and $ 9,630.8 million , including the current portion and excluding unamortized deferred financing costs, at March 31, 2026 and December 31, 2025, respectively.

(a) As of June 30, 2026, cash equivalents included highly liquid, actively traded money market funds with next day access.

(b) Recognized at carrying value of $ 10,767.1 million and $ 9,630.8 million , including the current portion and excluding unamortized deferred financing costs, at June 30, 2026 and December 31, 2025, respectively.

The fair value of the interest rate swaps was determined based on the present value of expected future cash flows using the applicable observable, quoted swap rates (USD-SOFR) for the full term of the swaps and incorporating credit valuation adjustments to appropriately reflect both the Company’s own non-performance risk and non-performance risk of the respective counterparties.

As of March 31, 2026, the adjustment to the fair value of the interest rate swaps to reflect non-performance risk was immaterial.

As of June 30, 2026, the adjustment to the fair value of the interest rate swaps to reflect non-performance risk was immaterial.

Revenues from contracts with customers are accounted for under ASC Topic 606 - Revenues from Contracts with Customers (“ASC 606”) and are earned primarily through the provisioning of telecommunications and other services and through the sale of equipment to customers and contractors.

19 unchanged sentences

Due to varying customer billing cycle cut-offs, management must estimate service revenues earned but not yet billed at the end of each reporting period.

Included in accounts receivable are unbilled revenues related to services and product sales of $ 13.1 million and $ 16.7 million at March 31, 2026 and December 31, 2025, respectively.

Included in accounts receivable are unbilled revenues related to services and product sales of $ 34.6 million and $ 16.7 million at June 30, 2026 and December 31, 2025, respectively.

Accounts receivable consists of the following as of:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

6 unchanged sentences

Write-offs, net of recovered accounts ( 19.5 )

Balance as of March 31, 2026 $ 15.6

Balance as of June 30, 2026 $ 22.9

Contract Balances

9 unchanged sentences

Contract assets and liabilities from contracts with customers were as follows at:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

1 unchanged sentence

Contract liabilities (b) $ 176.7 $ 173.9

(a) Included $ 31.2 million and $ 34.8 million in other current assets and $ 26.8 million and $ 26.9 million in other assets as of March 31, 2026 and December 31, 2025, respectively.

(b) Included $ 108.9 million and $ 112.9 million in current deferred revenue and $ 61.1 million and $ 61.0 million in noncurrent deferred revenue as of March 31, 2026 and December 31, 2025, respectively.

(a) $ 30.8 million and $ 34.8 million included in other current assets and $ 26.7 million and $ 26.9 million included in other assets as of June 30, 2026 and December 31, 2025, respectively.

(b) $ 108.3 million and $ 112.9 million included in current deferred revenue and $ 68.4 million and $ 61.0 million included in noncurrent deferred revenue as of June 30, 2026 and December 31, 2025, respectively.

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

Revenues recognized included in the opening contract liability balance $ 89.0 $ 1.6

Revenues recognized included in the opening

contract liability balance $ 10.3 $ 1.2 $ 99.3 $ 2.8

Remaining Performance Obligations – Remaining performance obligations represent services the Company is required to provide to customers under bundled or discounted arrangements, which are satisfied as services are provided over the contract term.

3 unchanged sentences

Remaining performance obligations reflect recurring charges billed, adjusted for discounts and promotional credits and revenue adjustments.

At March 31, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $ 2.1 billion for contracts with original expected durations of more than one year remaining.

At June 30, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $ 2.1 billion for contracts with original expected durations of more than one year remaining.

The Company expects to recognize approximately 20 %, 34 %, and 24 % of our remaining performance obligations as revenue during the remainder of 2026, 2027 and 2028, respectively, with the remaining balance thereafter.

3 unchanged sentences

Revenues disaggregated by category were as follows:

Three Months Ended March 31, 2026

(Millions) Kinetic Uniti

Solutions Fiber

Infrastructure Total

Three Months Ended June 30, 2026

(Millions) Kinetic Fiber Infrastructure Uniti Solutions Total

Fiber subscriber $ 135.4 $ — $ — $ 135.4

15 unchanged sentences

Total revenues and sales $ 528.2 $ 200.3 $ 181.2 $ 909.7

Three Months Ended March 31, 2025

(Millions) Kinetic Uniti

Solutions Fiber

Infrastructure Total

Six Months Ended June 30, 2026

(Millions) Kinetic Fiber Infrastructure Uniti Solutions Total

Fiber subscriber $ 266.3 $ — $ — $ 266.3

2 unchanged sentences

Managed services — — 342.7 342.7

TDM — — 14.6 14.6

Business services 193.6 — — 193.6

10 unchanged sentences

Total revenues and sales $ 1,065.1 $ 460.4 $ 371.7 $ 1,897.2

Three Months Ended June 30, 2025

(Millions) Kinetic Fiber Infrastructure Uniti Solutions Total

Fiber subscriber $ — $ — $ — $ —

DSL subscriber and other — — — —

Uniti Solutions:

Managed services — — — —

Business services — — — —

Switched access — — — —

Uniti Fiber — 56.4 — 56.4

Wholesale — 1.4 — 1.4

Total service revenues accounted for under

ASC 606 — 57.8 — 57.8

Sales revenues — 4.9 — 4.9

Total revenues and sales accounted for

under ASC 606 — 62.7 — 62.7

Operating lease income — 238.0 — 238.0

Other service and sales revenues (a) — — — —

Total revenues and sales $ — $ 300.7 $ — $ 300.7

Six Months Ended June 30, 2025

(Millions) Kinetic Fiber Infrastructure Uniti Solutions Total

Fiber subscriber $ — $ — $ — $ —

DSL subscriber and other — — — —

Uniti Solutions:

Managed services — — — —

Business services — — — —

Switched access — — — —

Uniti Fiber — 111.3 — 111.3

Wholesale — 2.9 — 2.9

Total service revenues accounted for under

ASC 606 — 114.2 — 114.2

Sales revenues — 5.3 — 5.3

Total revenues and sales accounted for

under ASC 606 — 119.5 — 119.5

Operating lease income — 472.4 — 472.4

Other service and sales revenues (a) — 2.7 — 2.7

Total revenues and sales $ — $ 594.6 $ — $ 594.6

(a) Other service and sales revenues primarily consist of end user surcharges, funding from the RDOF and state USF, and revenues from sales-type leases.

6 unchanged sentences

The following table presents the deferred contract acquisition and fulfillment costs as of:

(Millions) March 31,

(Millions) June 30,

2026 December 31,

7 unchanged sentences

Total deferred contract fulfillment costs $ 19.3 $ 9.5

Amortization of deferred contract acquisition costs was $ 3.8 million and $ 1.1 million for the three months ended March 31, 2026 and 2025, respectively.

Amortization of deferred contract fulfillment costs was $ 1.0 million for the three months ended March 31, 2026.

There was no amortization of deferred contract fulfillment costs recorded during the three months ended March 31, 2025.

Amortization of deferred contract acquisition costs was $ 5.5 million and $ 9.3 million for the three and six months ended June 30, 2026, respectively, as compared to $ 1.4 million and $ 2.5 million for the three and six months ended June 30, 2025.

Amortization of deferred contract fulfillment costs was $ 1.5 million and $ 2.5 million for the three and six months ended June 30, 2026.

There was no amortization of deferred contract fulfillment costs recorded during the three and six months ended June 30, 2025.

Employee Benefit Plans:

3 unchanged sentences

In January 2026, the Company made a $ 4.5 million cash contribution to the pension plan attributable to the 2025 plan year and will contribute the remaining $ 2.9 million for the 2025 plan year in September 2026.

On April 15, 2026, the Company made in cash its required quarterly employer contribution for the 2026 plan year of $ 4.4 million.

Incremental to its required minimum funding contributions, the Company also made a voluntary cash contribution of $ 4.4 million to the pension plan on June 2, 2026, which was allocated to the 2025 plan year.

On April 15, 2026, the Company made in cash its first required quarterly employer contribution for the 2026 plan year of $ 4.4 million, and on July 15, 2026, the Company made in cash its second required quarterly employer contribution for the 2026 plan year of $ 4.4 million.

The total amount of the 2026 employer contributions, and amount and timing of future contributions including any voluntary contributions, to the pension plan are dependent upon a myriad of factors, including future investment performance, changes in future discount rates, and changes in the demographics of the population participating in the plan.

The components of pension income were as follows:

(Millions) March 31,

(Millions) Three Months

June 30, 2026 Six Months

June 30, 2026

Benefits earned during the period (a) $ 0.6 $ 1.1

7 unchanged sentences

The employer matching contribution is calculated and funded in cash to the plan each pay period with an annual true-up to be made as soon as administratively possible after the end of the year.

Inclusive of the Company’s existing 401(k) defined contribution plan, expense attributable to the employer matching contribution under the plans, excluding amounts capitalized was $ 7.4 million for the three months ended March 31, 2026, as compared to $ 0.6 million for the three months ended March 31, 2025.

Inclusive of the Company’s existing 401(k) defined contribution plan, expense attributable to the employer matching contribution under the plans, excluding amounts capitalized was $ 6.0 million and $ 13.4 million for the three and six months ended June 30, 2026, respectively, as compared to $ 0.6 million and $ 1.2 million for the three and six months ended June 30, 2025.

Expense related to the employee savings plans is included in cost of services and selling, general and administrative expenses in the condensed consolidated statements of operations.

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

4 unchanged sentences

Change in fair value of interest rate swaps, net of tax 6.9 — 14.8 —

Amounts reclassified from accumulated other comprehensive income (loss), net of tax ( 1.6 ) 0.2

Amounts reclassified from accumulated other

comprehensive income (loss), net of tax ( 0.2 ) 0.3 ( 1.8 ) 0.5

De-designated interest rate swaps:

Amounts reclassified from accumulated other comprehensive income, net of tax ( 0.1 ) —

Amounts reclassified from accumulated other

comprehensive income, net of tax ( 0.2 ) — ( 0.3 ) —

Balance at end of period $ 10.8 $ ( 0.2 ) $ 10.8 $ ( 0.2 )

9 unchanged sentences

Therefore, the awards are considered non-participating restrictive shares and are not dilutive under the two-class method until performance conditions are met.

For the three months ended March 31, 2026, 1.0 million non-participating securities were excluded from the computation of earnings (loss) per share, as their performance conditions have not been met, and 2.1 million non-participating securities were excluded from the computation of earnings (loss) per share, as their effect would have been anti-dilutive due to our reported net loss for the period.

For the three months ended March 31, 2025, approximately 0.8 million PSUs were excluded from the computation of diluted earnings per share, as their performance conditions had not been met.

For the three and six months ended June 30, 2026, 0.1 million non-participating securities were excluded from the computation of earnings (loss) per share, as their performance conditions have not been met, and 3.7 million non-participating securities were excluded from the computation of earnings (loss) per share, as their effect would have been anti-dilutive due to our reported net loss for the period.

For the three and six months ended June 30, 2025, approximately 1.2 million PSUs were excluded from the computation of diluted earnings per share, as their performance conditions had not been met.

The dilutive effect of the Preferred Stock was calculated by using the “if-converted” method, which assumes an add-back of dividends to net income attributable to shareholders as if the securities were converted at the beginning of the reporting period (or at time of issuance, if later) and the resulting common shares included in number of weighted average shares.

1 unchanged sentence

This assumes an add-back of interest, net of income taxes, to net income attributable to shareholders as if the securities were converted at the beginning of the reporting period (or at time of issuance, if later) and the resulting common shares included in the number of weighted average shares.

For the three months ended March 31, 2026, 102.7 million shares of Preferred Stock and 25.3 million potential common shares related to the 2027 convertible notes were excluded from the computation of earnings (loss) per share, because their effect would have been antidilutive due to our reported net loss for the period.

For the three months ended March 31, 2025, we excluded 25.3 million potential common shares related to the 2027 convertible notes from the computation of earnings per share, as their effect would have been anti-dilutive.

For the three and six months ended June 30, 2026, we excluded 71.0 million and 83.8 million shares, respectively, of Preferred Stock and 25.3 million potential common shares related to the 2027 convertible notes from the computation of earnings (loss) per share, because their effect would have been antidilutive due to our reported net loss for the period.

For the three and six months ended June 30, 2025, we excluded 25.3 million potential common shares related to the 2027 convertible notes from the computation of earnings per share, as their effect would have been anti-dilutive.

The following sets forth the computation of basic and diluted (loss) earnings per share under the two-class method:

Three Months Ended

June 30, Six Months Ended

(Millions, except per share data) 2026 2025 2026 2025

6 unchanged sentences

Weighted-average Warrants outstanding 17.6 — 17.6 —

Total basic weighted-average common shares outstanding 252.1 143.5

Total basic weighted-average common shares

outstanding 252.9 143.8 252.5 143.7

Basic (loss) earnings per common share ($ 0.68 ) ($ 0.07 ) ($ 1.02 ) $ 0.01

Three Months Ended

June 30, Six Months Ended

(Millions, except per share data) 2026 2025 2026 2025

7 unchanged sentences

Impact on if-converted dilutive securities — — — —

Total diluted weighted-average common shares outstanding 252.1 143.5

Total diluted weighted-average common shares

outstanding 252.9 143.8 252.5 143.7

Dilutive (loss) earnings per common share ($ 0.68 ) ($ 0.07 ) ($ 1.02 ) $ 0.01

16 unchanged sentences

Kinetic sales revenues include sales of various types of communications equipment and products to customers, including selling network equipment to contractors on a wholesale basis.

Uniti Solutions – We manage as one business our mid-market and large business customers located within our CLEC markets and provide services over network facilities primarily leased from other carriers.

Products and services consist of software solutions and network connectivity offerings.

Software solutions include SASE, UCaaS, OfficeSuite UC®, SD-WAN and associated network access products and services.

Network connectivity offerings consist of dynamic internet protocol, dedicated internet access, multi-protocol label switching services, integrated voice and data, long distance and other managed services, including TDM voice and data services and certain surcharges assessed to customers.

Uniti Solutions’ sales revenues include sales of high-end data and communications equipment which facilitate the delivery of advanced data and voice services to business customers.

Fiber Infrastructure – We manage as one business our legacy fiber and leasing businesses combined with the CLEC portion of Windstream's acquired wholesale business.

5 unchanged sentences

Fiber Infrastructure sales revenues primarily represent amounts recognized from sales-type leases for fiber where control of the fiber has transferred to the customer.

Products and services consist of software solutions and network connectivity offerings.

Software solutions include SASE, UCaaS, OfficeSuite UC®, SD-WAN, SSE and associated network access products and services.

Uniti Solutions’ sales revenues include sales of high-end data and communications equipment which facilitate the delivery of advanced data and voice services to business customers.

Segment revenues are based upon each customer’s classification to an individual segment and include all services provided to that customer.

3 unchanged sentences

We also do not assign to the segments depreciation and amortization expense, and transaction-related and other costs, because these items are not monitored by or reported to the CODM at a segment level.

Interest expense, net and gain (loss) on extinguishment of debt have been excluded from segment operating results because we manage our financing activities on a total company basis and have not assigned any debt or finance lease obligations to the segments.

Other income, net, and income tax (expense) benefit are not monitored as a part of our segment operations and, therefore, these items also have been excluded from our segment operating results.

Interest expense, net and (loss) gain on extinguishment of debt have been excluded from segment operating results because we manage our financing activities on a total company basis and have not assigned any debt or finance lease obligations to the segments.

Other income (expense), net, and income tax (expense) benefit are not monitored as a part of our segment operations and, therefore, these items also have been excluded from our segment operating results.

Capital expenditures for network enhancements and information technology-related projects benefiting the Company as a whole are not assigned to the segments and are presented as corporate/shared capital expenditures.

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

12 unchanged sentences

Contribution margin $ 228.4 $ — $ 463.9 $ —

Uniti Solutions:

Fiber Infrastructure:

Service revenues from external customers $ 182.2 $ 295.8 $ 369.7 $ 586.6

3 unchanged sentences

Total revenues and sales 234.1 300.7 528.9 594.6

Network access and facilities expenses ( 55.7 ) ( 18.4 ) ( 116.6 ) ( 40.9 )

Compensation expenses ( 19.1 ) ( 11.8 ) ( 38.2 ) ( 23.5 )

1 unchanged sentence

Revenue-driven costs (h) ( 19.0 ) ( 5.1 ) ( 28.5 ) ( 7.9 )

Allocated network operations expenses ( 2.0 ) — ( 4.6 ) —

Customer access (d) ( 2.7 ) — ( 5.6 ) —

1 unchanged sentence

Contribution margin $ 121.8 $ 258.7 $ 314.5 $ 512.0

Fiber Infrastructure:

Uniti Solutions:

Service revenues from external customers $ 179.6 $ — $ 369.3 $ —

3 unchanged sentences

Total revenues and sales 182.5 — 374.3 —

Network access and facilities expenses ( 60.9 ) ( 22.5 )

Compensation expenses ( 13.9 ) — ( 29.2 ) —

1 unchanged sentence

Revenue-driven costs (k) ( 25.9 ) — ( 53.5 ) —

Allocated network operations expenses ( 2.6 ) —

Customer access (d) ( 38.6 ) — ( 79.0 ) —

1 unchanged sentence

Contribution margin $ 91.8 $ — $ 187.6 $ —

Total segment revenues and sales from external customers $ 987.5 $ 293.9

Total segment revenues and sales from external

customers $ 909.7 $ 300.7 $ 1,897.2 $ 594.6

Total intersegment revenues 45.9 — 93.0 —

8 unchanged sentences

(e) Reflects the offsetting expense effects of the intercompany billing agreements between segments.

(g) Includes support agreements, contract services and fees, and employee-related travel costs.

(h) Includes federal and state USF fees, provision for credit losses, third-party commissions, staff augmentation for professional services, product licensing fees, and cost of sales.

(i) Consists of intercompany charges to Kinetic and Uniti Solutions primarily for usage of network and colocation facilities owned or operated by Fiber Infrastructure.

(j) Includes advertising, contract services and fees, and employee-related travel costs.

(k) Includes federal and state USF fees, provision for credit losses, early termination fees, and cost of fiber sales.

(f) Consists of intercompany charges to Kinetic and Uniti Solutions primarily for usage of network and colocation facilities owned or operated by Fiber Infrastructure.

(g) Includes advertising, contract services and fees, and employee-related travel costs.

(h) Includes federal and state USF fees, provision for credit losses, early termination fees, and cost of fiber sales.

(i) Consists of intercompany charges to Kinetic for licensing fees related to the usage of the OfficeSuite UC® product.

(j) Includes support agreements, contract services and fees, and employee-related travel costs.

(k) Includes federal and state USF fees, provision for credit losses, third-party commissions, staff augmentation for professional services, product licensing fees, and cost of sales.

Capital expenditures by segment were as follows:

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

Kinetic $ 350.9 $ — $ 602.8 $ —

Uniti Solutions 6.5 —

Fiber Infrastructure 77.2 38.1 147.6 246.2

Uniti Solutions 6.8 — 13.3 —

Total segment capital expenditures 434.9 38.1 763.7 246.2

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(Millions) 2026 2025 2026 2025

5 unchanged sentences

Stock-based compensation ( 7.5 ) ( 3.5 ) ( 15.1 ) ( 7.3 )

Other income, net 6.5 —

Gain (loss) on extinguishment of debt 1.2 ( 8.5 )

Other income (expense), net 7.8 ( 1.1 ) 14.3 ( 1.1 )

(Loss) gain on extinguishment of debt — ( 32.0 ) 1.2 ( 40.5 )

Interest expense, net ( 195.6 ) ( 128.8 ) ( 383.9 ) ( 258.3 )

8 unchanged sentences

Supplementary Unrestricted Subsidiary Information:

During 2025, we formed the ABS Notes Obligors (other than Uniti Fiber GulfCo LLC, which was formed in 2024), each a subsidiary of ABS Parent and an indirect, bankruptcy-remote subsidiary of the Company.

Each ABS Notes Obligor is an unrestricted subsidiary under the Uniti Credit Agreement and the applicable indentures governing the Company’s senior notes.

During 2025, we formed Uniti Fiber ABS Issuer LLC, Uniti Fiber TRS Issuer LLC and Uniti Fiber TRS AssetCo LLC (with Uniti Fiber GulfCo LLC, which was formed in 2024, the “Fiber Infrastructure ABS Notes Obligors”) each a subsidiary of Uniti Fiber ABS Parent LLC (“Fiber Infrastructure ABS Parent”) and an indirect, bankruptcy-remote subsidiary of the Company.

Each Fiber Infrastructure ABS Notes Obligor is an unrestricted subsidiary under the Uniti Credit Agreement and the applicable indentures governing the Company’s senior notes.

In conjunction with the issuance of the Kinetic ABS 2026-1 Notes, we formed Kinetic ABS Parent LLC (“Kinetic ABS Parent”), an indirect, bankruptcy-remote subsidiary of the Company, and we designated Kinetic ABS Parent as an unrestricted subsidiary under the credit agreements and the applicable indentures governing the Company’s outstanding senior notes.

We also formed the Kinetic ABS Notes Obligors, each a subsidiary of Kinetic ABS Parent and an indirect, bankruptcy-remote subsidiary of the Company.

Each Kinetic ABS Notes Obligor is an unrestricted subsidiary under the credit agreements and the applicable indentures governing the Company’s senior notes.

We also formed the Kinetic ABS 2026-1 Obligors, each a subsidiary of Kinetic ABS Parent and an indirect, bankruptcy-remote subsidiary of the Company.

Each Kinetic ABS 2026-1 Obligor is an unrestricted subsidiary under the credit agreements and the applicable indentures governing the Company’s senior notes.

See Note 5 for additional information regarding our asset-backed securities.

Below are the condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025, and the condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025, respectively, of such unrestricted subsidiaries:

As of March 31, 2026

Below are the condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025, and the condensed consolidated statements of operations for the six months ended June 30, 2026 and 2025, respectively, of such unrestricted subsidiaries:

As of June 30, 2026

(Millions) Unrestricted

68 unchanged sentences

Total liabilities 950.5 10,790.4 ( 84.6 ) 11,656.3

Shareholders' equity (deficit):

Total shareholders' equity (deficit) ( 214.1 ) 594.5 — 380.4

Shareholders' (deficit) equity:

Total shareholders' (deficit) equity ( 214.1 ) 594.5 — 380.4

Total liabilities and shareholders' equity (deficit) $ 736.4 $ 11,384.9 $ ( 84.6 ) $ 12,036.7

Three Months Ended March 31, 2026

Six Months Ended June 30, 2026

(Millions) Unrestricted

12 unchanged sentences

Operating income 63.8 79.3 — 143.1

Other expense, net 0.1 6.4 — 6.5

Other income, net 1.1 13.2 — 14.3

Gain on extinguishment of debt — 1.2 — 1.2

3 unchanged sentences

Net income (loss) $ 13.0 $ ( 239.2 ) $ — $ ( 226.2 )

Three Months Ended March 31, 2025

Six Months Ended June 30, 2025

(Millions) Unrestricted

12 unchanged sentences

Operating income 25.5 265.2 — 290.7

Other income, net — — — —

Other expense, net — ( 1.1 ) — ( 1.1 )

Loss on extinguishment of debt ( 3.2 ) ( 37.3 ) — ( 40.5 )

Interest expense, net ( 19.4 ) ( 238.9 ) — ( 258.3 )

(Loss) income before income taxes ( 0.4 ) 8.1 — 7.7

Income (loss) before income taxes 2.9 ( 12.1 ) — ( 9.2 )

Income tax benefit — 10.7 — 10.7

Net (loss) income $ ( 0.4 ) $ 12.6 $ — $ 12.2

Net income (loss) $ 2.9 $ ( 1.4 ) $ — $ 1.5

Subsequent Events:

Kinetic ABS Series 2026-2 Notes - On July 15, 2026, Kinetic ABS Issuer completed a private offering of $ 1.1 billion aggregate principal amount of secured fiber network revenue term notes, consisting of $ 805.2 million 5.834 % Series 2026-2, Class A-2 term notes, $ 134.2 million 6.224 % Series 2026-2, Class B term notes and $ 201.3 million 7.536 % Series 2026-2, Class C term notes (collectively, the “Kinetic ABS 2026-2 Notes”), each with an anticipated repayment date in June 2033.

The proceeds of the offering of the Kinetic ABS 2026-2 Notes were used to purchase assets held by certain subsidiary guarantors of the Company’s senior indebtedness that were contributed to certain subsidiaries of Kinetic ABS Issuer (the “Kinetic ABS Asset Sale”).

Uniti intends to use a portion of the net cash provided by the Kinetic ABS Asset Sale for reinvestments in the business, including to fund growth capital expenditures, and $500.0 million of such net cash proceeds to repay the Company’s senior secured indebtedness pursuant to the Term Loan Prepayment Offer and the Asset Sale Offers (each as defined and described further below).

As of the closing of the transactions on July 15, 2026, together with the $ 960.1 million aggregate principal amount of Kinetic ABS 2026-1 Notes issued on January 30, 2026, the Kinetic ABS Issuer has $ 2.1 billion aggregate principal amount of revenue term notes outstanding, with no principal amount of variable funding notes or liquidity funding notes outstanding.

The Kinetic ABS 2026-2 Notes were issued at an issue price of 100 % of their respective principal amounts pursuant to an amended and restated as of July 15, 2026, as supplemented by a Series 2026-2 Supplement thereto, dated as of July 15, 2026 (the “Series 2026-2 Supplement”), in each case by and among the Kinetic ABS Issuer, Kinetic ABS AR LLC, Kinetic ABS GA LLC, Kinetic ABS KY LLC, Kinetic ABS OH LLC, Kinetic ABS AL LLC, Kinetic ABS FL LLC, Kinetic ABS NC LLC, Kinetic ABS IA LLC, Kinetic ABS OK LLC, and Kinetic ABS TX LLC (together the “Kinetic Asset Entities” and, together with the Kinetic ABS Issuer, the “Kinetic ABS 2026-2 Obligors”), and Wilmington Trust, National Association, as indenture trustee.

In connection with the issuance of the Kinetic ABS 2026-2 Notes, the Kinetic ABS Issuer (i) increased the maximum commitment under its existing liquidity funding note facility to reflect the increase in the transaction’s liquidity reserve requirements that resulted from the issuance of the Kinetic ABS 2026-2 Notes and (ii) extended the maturity of the existing liquidity note facility to align with the final maturity date of the Kinetic ABS 2026-2 Notes.

No new variable funding notes were issued in connection with issuance of the Kinetic ABS 2026-2 Notes.

While the Kinetic ABS 2026-2 Notes are outstanding, scheduled payments of interest are required to be made on the 25th day of each calendar month, commencing on August 25, 2026.

No principal payments will be due on the Kinetic ABS 2026-2 Notes prior to the applicable anticipated repayment date, unless certain rapid amortization or acceleration triggers are activated.

The Kinetic ABS 2026-2 Notes are obligations only of the Kinetic ABS 2026-2 Obligors pursuant to the Kinetic ABS Base Indenture.

Pursuant to the Kinetic ABS Base Indenture and the related transaction documents, the Kinetic ABS 2026-2 Notes are guaranteed by each Kinetic Asset Entity, and Kinetic ABS Issuer’s direct parent company (the “Holdco Guarantor”), and such guarantees and the Kinetic 2026-2 Notes are secured by security interests in the equity interests in the Kinetic ABS Issuer and substantially all of the assets of the Kinetic ABS Issuer and the other Kinetic ABS 2026-2 Obligors, which assets are primarily the fiber network assets and related residential customer contracts in the States of Georgia, Texas, Arkansas, Kentucky, Ohio, North Carolina, Iowa, Alabama, Florida and Oklahoma that have been sold or contributed to the Kinetic Asset Entities by the non-securitization subsidiaries of the Company and the revenue collections and other proceeds thereof.

Neither the Company nor any subsidiary of the Company, other than the Kinetic ABS 2026-2 Obligors, and the Holdco Guarantor (all of which are unrestricted subsidiaries under the Company’s other debt agreements), will guarantee or in any way be liable for the obligations of the Kinetic ABS 2026-2 Obligors under the Kinetic ABS Base Indenture or the Kinetic ABS 2026-2 Notes, and neither the Holdco Guarantor, nor the Kinetic ABS Issuer, any of the Kinetic ABS 2026-2 Obligors shall guarantee or in any way be liable for the obligations of the Company or its subsidiaries under the Company’s other debt agreements.

The Kinetic ABS 2026-2 Notes are subject to a series of customary covenants and restrictions.

These covenants and restrictions include (i) that the Kinetic ABS Issuer maintains a liquidity reserve account to be used to make required payments in respect of the Kinetic ABS 2026-1 Notes and the Kinetic ABS 2026-2 Notes, (ii) provisions relating to optional and mandatory prepayments, including specified make-whole payments in the case of certain optional prepayments of the Kinetic ABS 2026-2 Notes prior to the monthly payment date in June 2033, and (iii) covenants relating to recordkeeping, access to information and similar matters.

As provided in the Kinetic ABS Base Indenture, the Kinetic ABS 2026-2 Notes are also subject to rapid amortization in the event of a failure to maintain a stated debt service coverage ratio.

A rapid amortization may be cured if the debt service coverage ratio exceeds a certain threshold for a certain period of time, upon which cure, regular amortization, if any, will resume.

The Kinetic ABS 2026-2 Notes are also subject to certain customary events of default, including events relating to non-payment of required interest, principal or other amounts due on or with respect to the Kinetic ABS 2026-2 Notes, failure to comply with covenants within certain time frames, certain bankruptcy events, breaches of specified representations and warranties, failure of security interests to be effective and certain judgments.

Term Loan Prepayment Offer and Asset Sale Offers - On July 23, 2026, following the completion of the Kinetic ABS Asset Sale described above, Uniti Services issued a prepayment notice to the lenders of its 2025 Term Loan to prepay up to $ 167.8 million principal amount of the 2025 Term Loan on July 30, 2026 (the “Term Loan Prepayment Offer”).

On July 30, 2026, Uniti Services repaid $ 19.8 million principal amount of the 2025 Term Loan.

Concurrently and in connection with the Term Loan Prepayment Offer, on July 23, 2026, the issuers of the 4.75 % secured notes and 7.50 % secured notes commenced asset sale offers (the “Asset Sale Offers”) to purchase up to $ 332.2 million aggregate principal amount (the “Maximum Offer Amount”) of the 4.75 % secured notes and 7.50 % secured notes.

To the extent certain term loan lenders decline their pro rata share of the 2025 Term Loan prepayment amount and the total principal amount of 2025 Term Loan that is prepaid is less than $ 167.8 million, the issuers of the 4.75 % secured notes and 7.50 % secured notes intend to amend the Asset Sale Offers to increase the Maximum Offer Amount in an amount equal to the declined 2025 Term Loan prepayment amount.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements