United States Cellular Corporation (UScellular) provides wireless telecommunications services to customers with 4.4 million retail connections in portions of 21 states collectively representing a total population of 33 million.
−Removed: UScellular operates in one reportable segment, and all of its wireless operating markets are in the United States.
+Added: During the second quarter of 2024, UScellular modified its reporting structure due to the planned disposal of its wireless operations and, as a result, disaggregated its operations into two reportable segments – Wireless and Towers.
+Added: All of its operating markets are in the United States.
UScellular is a majority-owned subsidiary of Telephone and Data Systems, Inc.
−Removed: As of December 31, 2023, TDS owns 83% of UScellular’s Common Shares, has the voting power to elect all of the directors of UScellular and controls 96% of the voting power in matters other than the election of directors of UScellular.
+Added: As of December 31, 2024, TDS owns 83% of UScellular’s Common Shares, has the voting power to elect all of the directors of UScellular and controls 96% of the voting power in matters other than the electi on of directors of UScellular.
The map below highlights UScellular’s areas of operations.
−Removed: Operating Strategy and Community Focus
+Added: Operating Strategy, Recent Developments and Community Focus
UScellular’s strategy is to attract and retain customers by providing a high-quality network, outstanding customer service and competitive devices, plans and pricing - all provided with a community focus.
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together, these direct and investment interests involve operating and non-operating wireless spectrum licenses covering portions of 30 states and a total population of approximately 51 million as of December 31, 2024.
+Added: UScellular owns and operates towers which support UScellular's wireless network.
+Added: UScellular also leases space on its owned towers to other wireless service providers.
+Added: As of December 31, 2024, UScellular owned 4,409 towers with 2,444 third-party colocations.
On August 4, 2023, TDS and UScellular announced that the Boards of Directors of both companies decided to initiate a process to explore a range of strategic alternatives for UScellular.
−Removed: At this time, UScellular cannot predict the ultimate outcome of such process or estimate the potential impact of such process on the financial statements.
−Removed: As part of its business development strategy, UScellular may periodically be engaged in negotiations relating to strategic partnerships and/or the acquisition, exchange or disposition of companies, strategic properties, and investment interests.
−Removed: Additionally, UScellular may be engaged in negotiations related to wireless spectrum, including participation in Federal Communications Commission (FCC) auctions.
−Removed: The FCC has historically conducted auctions through which additional spectrum is made available for the provision of wireless services.
−Removed: Historically, UScellular has participated in certain FCC auctions both directly and indirectly through its limited partnership interests.
+Added: On May 28, 2024, UScellular announced that its Board of Directors unanimously approved the execution of a Securities Purchase Agreement (Securities Purchase Agreement) by and among TDS, UScellular, T-Mobile US, Inc.
+Added: (T-Mobile) and USCC Wireless Holdings, LLC, pursuant to which, among other things, UScellular agreed to sell its wireless operations and select spectrum assets to T-Mobile for a purchase price, subject to adjustments, as specified in the Securities Purchase Agreement, of $4,400 million, which is payable in a combination of cash and the assumption of up to approximately $2,000 million in debt.
+Added: The purchase price includes $100 million contingent on the satisfaction of certain financial and operational metrics.
+Added: The purchase price also includes $400 million allocated to certain wireless spectrum licenses held by entities in which UScellular is a non-controlling limited partner.
+Added: The closing with respect to these wireless spectrum licenses is contingent upon UScellular's purchase, which is pending receipt of regulatory approval, of the remaining equity in the entities that UScellular does not currently own.
+Added: The Securities Purchase Agreement also contemplates, among other things, a Short-Term Spectrum Manager Lease Agreement and Short-Term Spectrum Manager Sublease Agreements that will become effective at the closing date, which provide T-Mobile with an exclusive license to use certain UScellular spectrum assets and leases at no cost for up to one-year for the sole purpose of providing continued, uninterrupted service to customers.
+Added: The sale of the wireless business to T-Mobile is expected to close in mid-2025, subject to the receipt of regulatory approvals and the satisfaction of customary closing conditions.
+Added: On October 17, 2024, UScellular, and certain subsidiaries of UScellular, entered into a License Purchase Agreement (Verizon Purchase Agreement) with Verizon Communications Inc.
+Added: (Verizon) to sell certain AWS, Cellular and PCS wireless spectrum licenses and agreed to grant Verizon certain rights to lease such licenses prior to the transaction close for total proceeds of $1,0 00 million.
+Added: As of December 31, 2024, the book value of the wireless spectrum licenses to be sold was $586 million .
+Added: The transaction is subject to regulatory approval and other customary closing conditions, and is contingent on the closing of the T-Mobile transaction and the termination of the T-Mobile Short-Term Spectrum Manager Lease Agreement.
+Added: On November 6, 2024, UScellular, and certain subsidiaries of UScellular, entered into a License Purchase Agreement (AT&T Purchase Agreement) with New Cingular Wireless PCS, LLC (AT&T), a subsidiary of AT&T Inc., to sell certain 3.45 GHz and 700 MHz wireless spectrum licenses and agreed to grant AT&T certain rights to lease and sub-lease such licenses prior to the transaction close for total proceeds of $1,018 million, subject to certain purchase price adjustments.
+Added: As of December 31, 2024 , the book value of the wireless spectrum licenses to be sold was $859 million.
+Added: The transaction is subject to regulatory approval and other customary closing conditions and substantially all of the licenses subject to the transaction are contingent on the closing of the T-Mobile transaction.
+Added: The purchase price includes $232 million allocated to certain wireless spectrum licenses that are held by an entity in which UScellular is a non-controlling limited partner.
+Added: The closing with respect to these wireless spectrum licenses is contingent upon UScellular's purchase, which is pending receipt of regulatory approval, of the remaining equity in the entity that UScellular does not currently own.
+Added: The strategic alternatives review process is ongoing as UScellular works toward closing the transactions signed during 2024, including the T-Mobile, Verizon and AT&T transactions and continues to seek to opportunistically monetize its spectrum assets that are not subject to the Securities Purchase Agreement, the Verizon Purchase Agreement, or the AT&T Purchase Agreement.
+Added: As part of its business development strategy, UScellular may periodically be engaged in negotiations relating to strategic partnerships and/or the acquisition, exchange or disposition of companies, strategic properties, spectrum licenses and/or investment interests.
UScellular has a longstanding commitment to supporting its local communities through donations and volunteerism.
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UScellular offers home and business internet throughout the footprint via fixed wireless access.
−Removed: Options include an in-home self-installed device, a self-installation device mounted on the external side of a window, and externally-mounted professionally-installed equipment with an internal router.
−Removed: In addition to selling direct to businesses and residential homes, UScellular works with several municipalities to bring broadband internet to underserved communities.
−Removed: UScellular offers advanced wireless solutions to consumers and business and government customers including an expansive suite of connected Internet of things (IoT) solutions and software applications across the categories of monitor and control (e.g., sensors and cameras), business automation/operations (e.g., e-forms, office solutions), communication (e.g., enterprise messaging, primary and back-up internet connectivity for business continuity), fleet and asset management, smart water solutions, private cellular networks (PCN) and custom, bespoke end-to-end IoT solutions et al.
−Removed: The business organization also offers a suite of professional and managed services.
+Added: Options include an in-home self-installed device and a self-installation device mounted on the external side of a window.
+Added: UScellular offers advanced wireless solutions to consumers and business and government customers including an expansive suite of connected Internet of things (IoT) solutions and software applications across the categories of monitor and control (e.g., sensors and cameras), business automation/operations (e.g., e-forms, office solutions), communication (e.g., enterprise messaging, unified communications, primary and back-up internet connectivity for business continuity), fleet/asset/video management solutions, security solutions, private cellular networks (PCN) and custom and bespoke end-to-end IoT solutions et al.
+Added: The business organization also offers an extensive selection of professional and managed services including staff augmentation, IPX services, and SIM management.
Lastly, for first responders, UScellular offers a suite of critical connectivity solutions that includes Wireless Priority Services (WPS) and Quality Priority and Preemption (QPP) options.
−Removed: UScellular intends to continue to further enhance these offerings in 2024 and beyond.
UScellular offers a comprehensive range of devices such as smartphones and other handsets, tablets, wearables, mobile hotspots, fixed wireless home internet, and IoT devices.
−Removed: In addition, UScellular also offers a wide range of accessories, including wireless essentials such as cases, screen protectors, chargers, memory cards and consumer electronics such as audio, home automation and networking products.
+Added: In addition, UScellular also offers a wide range of accessories, including wireless essentials such as cases, screen protectors, cables, chargers, memory cards and consumer electronics such as Bluetooth audio, wi-fi enabled cameras, and networking products.
UScellular allows customers to purchase certain devices and accessories on installment plans, allowing for customers to pay over a specified period of time.
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UScellular's Device Protection+ Advanced program also includes local or on-demand repair for eligible devices.
−Removed: In addition, UScellular offers a Trade-In program through which UScellular buys customers' used equipment.
+Added: In addition, UScellular offers a Trade-In program through which UScellular acquires customers' used equipment in exchange for promotional or bill credit.
UScellular purchases devices and accessory products from a number of original equipment manufacturers and distributors.
UScellular manages relationships with its suppliers to ensure its customers have access to the industry's latest devices, to obtain best possible pricing, and to identify opportunities for promotional support from its suppliers.
−Removed: UScellular contracts with third-party providers for the majority of its product warehousing, distribution and direct customer fulfillment activities.
+Added: UScellular contracts with third-party providers for its product warehousing, distribution and direct customer fulfillment activities.
UScellular also contracts with third-party providers for its device service programs.
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Sales and Distribution Channels
−Removed: UScellular supports a multi-faceted distribution program, including retail sales, direct sales, telesales, ecommerce, indirect sales including resellers, independent agents and third-party national retailers.
+Added: UScellular supports a multi-faceted distribution program, including retail sales, direct sales, telesales, ecommerce, and indirect sales including resellers, independent agents and a third-party national retailer.
Company retail store locations are designed to market wireless services and products to the consumer and small business segments in a setting familiar to these types of customers.
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Additionally, the telesales and ecommerce channels enable customers to purchase services and devices via phone and online, respectively.
−Removed: UScellular has relationships with exclusive and non-exclusive agents (collectively “agents”), which are independent businesses that obtain customers for UScellular on a commission basis.
+Added: UScellular has relationships with exclusive and non-exclusive agents (collectively “agents”), which are independent businesses that obtain and service customers for UScellular on a commission basis.
UScellular’s agents are generally in the business of selling wireless devices, wireless service plans and other related products to consumer and business and government customers.
UScellular provides support and training to its agents to increase customer satisfaction and to ensure a consistent customer experience.
−Removed: To expand its retail presence, UScellular also maintains a relationship with a large national retailer, selling postpaid and prepaid devices.
+Added: UScellular also maintains a relationship with a large national retailer, selling postpaid and prepaid devices and similar to the agents, this national retailer obtains and services UScellular postpaid and prepaid customers on a commission basis.
The wireless telecommunication industry is highly competitive.
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In general, there are at least four competitors across UScellular's service area, including to a varying degree:
−Removed: the national wireless companies - Verizon Communications Inc., AT&T Inc., T-Mobile US, Inc., and Dish Network Corporation, cable wireless, including Comcast Corporation and Charter Communications, Inc., and mobile virtual network operators (MVNOs).
+Added: the national wireless companies - Verizon Communications Inc., AT&T Inc., T-Mobile US, Inc., and Dish Network Corporation, cable wireless, which predominantly includes Comcast Corporation and Charter Communications, Inc., and mobile virtual network operators (MVNOs).
In addition, UScellular competes with other companies that use alternative communication technology and services to provide similar services and products.
−Removed: Since each of these competitors has access to comparable technology and facilities, competition among wireless service providers for customers is principally on the basis of types of services and products, price, brand, size of area covered, network quality, network speed and responsiveness of customer service.
+Added: Since each of these competitors has access to comparable technology and facilities, competition among wireless service providers for customers is principally on the basis of types of services and products offered, price, brand, network quality, network speed and responsiveness of customer service.
Types of services and products include non–wireless related services such as content offerings that are bundled with wireless services.
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A high-quality network, supported by continued investments in that network, is an important factor for UScellular to remain competitive.
−Removed: 5G technology helps address customers’ growing demand for data services and enhances services, including high-speed fixed wireless home internet services, requiring high speed and reliability as well as low latency.
+Added: 5G technology helps address customers’ growing demand for data services and enhanced services, including high-speed fixed wireless home internet services, requiring high speed and reliability as well as low latency.
UScellular supports mobility and fixed wireless services through a combination of low-band, mid-band and high-band spectrum.
−Removed: UScellular's initial 5G deployment has predominantly used low-band spectrum to launch 5G services in portions of substantially all its markets.
−Removed: During 2023, UScellular continued to invest in 5G with a focus on deployment of mid-band spectrum, which will largely overlap portions of areas already covered with low-band 5G service.
−Removed: 5G service deployed over mid-band spectrum will further enhance speed and capacity for UScellular's mobility and fixed wireless services.
−Removed: UScellular also operates a VoLTE network, which allows customers to utilize a 4G LTE enabled mobile device for voice and data services, including high-definition voice and simultaneous voice and data sessions.
−Removed: As a result of its continued investment and modernization of its network, UScellular decommissioned its third-generation (3G) CDMA network in the first quarter of 2024.
+Added: In 2019-2023, UScellular focused on 5G coverage and predominantly used low-band spectrum to launch 5G services in portions of substantially all of its markets.
+Added: During 2023 and 2024, UScellular has focused on deploying 5G over its mid-band spectrum, largely overlapping areas already covered with low-band 5G service to enhance speed and capacity for UScellular's mobility and fixed wireless services.
+Added: As of December 31, 2024, mid-band spectrum is deployed on sites that covered nearly 50% of data and voice traffic.
+Added: UScellular also operates a 4G LTE network including VoLTE technology, which allows customers to utilize a 4G LTE enabled mobile device for voice and data services, including high-definition voice and simultaneous voice and data sessions.
+Added: UScellular decommissioned its third-generation (3G) CDMA network in the first quarter of 2024.
Inter-carrier roaming agreements are negotiated between wireless operators to enable customers to use wireless services outside of their home service area.
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UScellular owns and leases cell towers to provide service to its customers throughout its footprint.
−Removed: UScellular receives tower rental revenues when another carrier leases tower space on a UScellular owned tower.
+Added: UScellular receives tower rental revenues when another carrier leas es tower space on a UScellular owned tower.
As of December 31, 2024, there were 7,010 cell sites in service of which UScellular owned 4,409 .
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Company and Culture
−Removed: UScellular had approximately 4,300 full-time and part-time associates as of December 31, 2023.
−Removed: The culture at UScellular is based upon the fundamental belief that UScellular’s long-term success is inextricably tied to associate engagement and high ethical standards.
+Added: UScellular had approxima tely 4,100 full-time and part-time associates as of December 31, 2024.
+Added: The culture at UScellular is based upon the fundamental belief that UScellular’s success is inextricably tied to associate engagement and high ethical standards.
UScellular's Code of Conduct sets forth expectations for ethical behavior across the enterprise and provides the guiding principles by which all associates must abide in all business activities.
UScellular provides a competitive wage and benefits package, a safe workplace, and an environment where associates feel engaged and a sense of belonging.
−Removed: UScellular regularly surveys its associates - those surveys have consistently shown that associates have strong engagement and high overall job satisfaction.
−Removed: Diversity, Equity, and Inclusion
−Removed: UScellular wants each associate to make a meaningful contribution and leverages diversity and inclusion efforts to harness the talent and potential of its associates.
−Removed: These efforts strive to value and connect diverse people and perspectives, amplify their voices, and enable business performance through strategic collaboration.
−Removed: UScellular is committed to demonstrating equity and fairness through the inclusion of diverse associates, customers, and suppliers.
−Removed: Additionally, UScellular sponsors Associate Resource Groups to promote dynamic community experiences that align with UScellular’s vision and values, increase associate engagement and empowerment, and support professional development.
−Removed: UScellular endeavors to encourage a broad diversity of thoughts, ideas and the innovation needed to move the business forward.
+Added: UScellular periodically surveys its associates to understand the level of associate engagement and overall job satisfaction.
+Added: UScellular sponsors Associate Resource Groups, open to all associates, to promote dynamic community experiences that align with UScellular's vision and values, increase associate engagement and empowerment, and support professional development.
+Added: UScellular endeavors to encourage a broad range of thoughts, ideas and the innovation needed to move the business forward.
Since its founding, UScellular has been committed to associate development, including for emerging and existing leaders, which is critical to its success.
−Removed: UScellular provides job specific, diversity and inclusion, safety, and fraud awareness training for all associates – and also offers programs that further develop its associates including educational assistance, developmental assignments, and mentoring programs.
+Added: UScellular provides job specific, safety, and fraud awareness training for all associates – and also offers programs that further develop its associates including educational assistance, developmental assignments, and mentoring programs.
UScellular is committed to supporting and enhancing the communities it serves through local and philanthropic initiatives that enrich the lives of those living where it operates and where its associates live, work and play.
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UScellular is addressing the digital divide and providing critical resources in local communities, and encourages associates to volunteer and support local organizations and community groups.
−Removed: Local communities are at the center of UScellular’s businesses, and UScellular takes great pride in giving back to the people and places that contribute to its sustainability and long-term success.
+Added: Local communities are at the center of UScellular’s businesses, and UScellular takes great pride in giving back to the people and places that contribute to its sustainability and success.
Company Information
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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.