ATN International, Inc.: Form 10-Q for the period ended Jun 30, 2026

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (this “MD&A”) is intended to help the reader understand the Company, our operations and our present business environment. This MD&A is provided as a supplement to — and should be read in conjunction with — our MD&A for fiscal year 2025, which can be found in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2025.

In addition, the following discussion and analysis of financial condition and results of operations are based upon our Consolidated Financial Statements and should be read in conjunction with these statements and notes thereto.

Overview

We are a leading provider of digital infrastructure and communications services with a strategic focus on rural and remote markets in the US, and internationally, including Bermuda and the Caribbean region.

We have developed significant operational capabilities and resources that enhance the performance of our local market operations. Our operating subsidiaries benefit from this shared expertise, which allows them to deliver improved service quality and achieve greater economies of scale than would typically be possible in the smaller markets we serve. We provide centralized management, technical, financial, regulatory, and marketing support to these operating subsidiaries and typically receive a management fee based on a percentage of their revenues. The intercompany fees are eliminated in our consolidated financial results.

We use the cash generated from our operations to repay debt and increase liquidity, reinvest our network and service operations, fund capital expenditures, return value to stockholders through dividends or share repurchases, and to pursue strategic transactions. We continuously evaluate both domestic and international opportunities that align with our long-term goal of generating sustained excess operating cash flows.

For additional information regarding our reportable segments and geographic distribution of revenues and assets, please refer to Notes 1 and 13 of the Consolidated Financial Statements included in this Report.

As of June 30, 2026, we offered the following services to our customers:

• Fixed Services. We provide fixed data and voice telecommunications services to business and consumer customers, including high-speed broadband and enterprise data solutions. In select markets, fixed services also include video offerings and revenue derived from support under certain government programs.
• Carrier Services. We offer infrastructure services to other telecommunications providers, including the leasing of critical network infrastructure such as transport facilities, wholesale roaming, site maintenance and international long-distance services.
• Mobility Services. We offer mobile communications services over our wireless networks, including voice, messaging and data services along with related equipment, such as handsets, to both business and consumer customers.
• Managed Services. We deliver information technology solutions, including network management, application support and infrastructure services to complement our fixed telecommunications services in our existing markets for the purpose of supporting both enterprise and residential users.

Through June 30, 2026, we identified two operating segments to manage and review our operations, as well as to support investor presentations of our results. These operating segments are as follows:

• International Telecom. In our international markets, we offer fixed, carrier, mobility and managed services to customers in Bermuda, the Cayman Islands, Guyana and the US Virgin Islands.
• US Telecom. In the US, we offer fixed, carrier, and managed services to customers in Alaska and the western US.

The following chart summarizes the operating activities of our principal subsidiaries, the segments in which we reported our revenue and the markets we served as of and for the three months ended June 30, 2026:

(1) During 2025, we continued to unify branding across our networks, and we now sell Fixed and Mobility Services under the “One Communications” brand in Bermuda, Guyana and the US Virgin Islands. We refer to our business in Guyana as “OneGY” and we refer to our business in the US Virgin Islands as “OneVI” throughout this Report.

Tower Portfolio Transaction

As previously disclosed, on February 11, 2026, through certain Commnet subsidiaries, we entered into a Purchase and Sale Agreement (the “Transaction Agreement”) with EIP Holdings IV, LLC, an affiliate of Everest Infrastructure Partners, Inc. (“Everest”), to sell approximately 214 tower portfolio sites (representing the substantial majority of our Commnet tower portfolio and operations, the “Tower Portfolio”) to Everest (the “Tower Portfolio Transaction”) for up to $297 million in cash consideration, subject to certain adjustments and prorations (the “Aggregate Consideration”).

On June 2, 2026 (the “Initial Closing Date”), we completed the initial closing of the Tower Portfolio Transaction (the “Initial Closing”), and we currently anticipate that we will complete the Tower Portfolio Transaction in one or more Subsequent Closings (as defined below) over the next eleven months. The Transaction Agreement sets forth certain conditions that must be satisfied prior to the conveyance of tower sites at a closing. In connection with the Initial Closing, we and Everest entered into an amendment to the Transaction Agreement to waive certain conditions to the Initial Closing and restate (i) the schedule of tower sites that were conveyed to Everest on the Initial Closing Date (the “Assigned Sites”), (ii) the list of tower sites that will be managed by Everest but still subject to certain managed site conditions prior to conveyance (the “Managed Sites”), and (iii) the list of tower sites that are still subject to certain managed site conditions and consideration has not been paid to date (the “Deferred Sites”). Everest will manage the Managed Sites until the conditions to their conveyance are satisfied, and such Managed Sites are transferred to Everest at one or more subsequent closings (each, a “Subsequent Closing”). At any Subsequent Closing at which one or more Deferred Sites are transferred, Everest will pay a portion of the Aggregate Consideration that is attributable to each Deferred Site. At the Initial Closing, we and Everest entered into, among other ancillary agreements, (i) the management agreement for the Managed Sites, (ii) master lease agreements, pursuant to which the Sale Site Subsidiary (as defined in the Transaction Agreement) will lease to the applicable Commnet Party the requisite ground, tower, or other space of the Assigned Sites (the “Leaseback”) for our continued use, and (iii) a preferred backhaul agreement whereby Commnet and/or one or more of our affiliates will become the preferred backhaul provider for Everest with respect to the Assigned Sites.

At the Initial Closing, Everest paid us $267.7 million in aggregate cash consideration (the “Initial Closing Cash Consideration”), of which $153.4 million is attributable to the Assigned Sites and $114.3 million is attributable to the Managed Sites. Of the Initial Closing Cash Consideration, $255.7 million was recorded as sale consideration and $12.0 million of such amount was deferred in advanced payments and deposits on our balance sheet as it is subject to our completion of certain conditions related to the Managed Sites. We can receive up to an additional $29.6 million of the Aggregate Consideration at Subsequent Closings for the Deferred Sites when and if closing conditions are satisfied or otherwise waived.

Universal Service Fund and Other Domestic Funding Programs

In general, all telecommunications providers are obligated to contribute to the Universal Service Fund (“USF”), which is used to promote the availability of qualifying telecommunications and broadband service to low-income households, households located in rural and high-cost areas, and to schools, libraries, and rural health care providers. We contribute to the USF and also receive various forms of USF support. We are subject to audit by the Universal Service Administrative Company with respect to our federal contributions and our receipts of universal service funding. To our knowledge, as of the date of this Report, we were in compliance with, in all material respects, applicable federal and state USF assessment and support requirements.

USF High-Cost Support. The Federal Communications Commission’s (“FCC”) high-cost USF (or alternatives to former high-cost USF) mechanisms promote the deployment and operation of voice and broadband networks in areas where high costs would otherwise undermine the availability of service to consumers, including in rural, insular, and remote areas. High-cost support mechanisms generally include explicit conditions to deploy broadband to new locations and provide service meeting specified standards. We receive several forms of high-cost support, including but not limited to, as follows:

• We receive federal USF support under the Alaska Connect Fund (“ACF”). Beginning January 1, 2025, we began receiving $25.6 million per year and expect to continue receiving such annual funding until December 31, 2028. Beginning in 2029 and continuing through 2034, the amount of ACF support we receive will be determined by the FCC staff taking into consideration broadband deployment funded through the Broadband Equity Access and Deployment Program;
• As part of the Enhanced Alternative Connect America Model (“E-ACAM”) funding available to our operations in the western US, we are estimated to receive approximately $9 million annually through 2029 before gradually increasing to $13 million annually in 2038. This funding is subject to a requirement to deploy voice and broadband service at speeds of 100/20 Mbps to all required locations by the end of calendar year 2028;
• We expect to receive approximately $8 million per year in CAF II support in the rural southwest US until July 2028;
• We received approximately $5.5 million annually in the US Virgin Islands through December 31, 2025; and
• We receive state USF support in Alaska of approximately $2.5 million annually.

As of June 30, 2026, we were in compliance in all material respects with requirements associated with such funding. If we fail to meet these obligations or require substantial additional capital expenditures to meet the obligations in a timely manner, our revenue, results of operations and liquidity may be materially adversely impacted.

Construction Grants

We have also been awarded construction grants to build network connectivity for eligible communities. The funding of these grants, used to reimburse us for our construction costs, is generally distributed after we incur reimbursable costs. Once these projects are constructed, we are obligated to provide service to the participants. We expect to meet all requirements associated with these grants. As of June 30, 2026, we were awarded $100.9 million of construction grants that are pending completion.

During the six months ended June 30, 2026, we disbursed capital expenditures of $9.5 million under these programs and received reimbursement of $8.1 million. These cash flows are classified as investing activities in our statement of cash flows.

In addition, we partner with tribal governments to obtain grants under various government grant programs including, but not limited to, the Tribal Broadband Connectivity Program (“TBCP”) and the Rural Development Broadband ReConnect Program (“ReConnect”). These programs are administered by US government agencies to deploy broadband connectivity in certain underserved areas. We were identified as a sub recipient of grants under these programs totaling $239 million as of June 30, 2026. Through June 30, 2026, we received $41.8 million of funding under these programs and spent $45.0 million on construction obligations. These amounts are recorded as operating cash flows in the Company’s statement of cash flows.

Replace and Remove Program

In July 2022, we were approved to participate in the FCC’s Secure and Trusted Communications Network Reimbursement Program (the “Replace and Remove Program”), designed to reimburse providers of advanced communications services for reasonable costs incurred in the required removal, replacement, and disposal of communications equipment and services in their networks that has been deemed to pose a national security risk. Pursuant to the Replace and Remove Program, our eligible subsidiaries were initially allocated up to approximately $207 million to replace, remove and securely destroy such communications equipment and services in our networks in the western US and in the US Virgin Islands; however, in December 2024, this program was fully funded for an increased allocation to the Company of an aggregate amount of approximately $517 million. The Replace and Remove Program requires each of our participating subsidiaries to complete the project no later than a specified deadline, which was recently extended through early November 2026.

As of June 30, 2026, we had incurred total expenditures of $240.0 million related to this project, of which $15.4 million were incurred in 2026. Of these total expenditures, $198.4 million was classified as capital.

As of June 30, 2026, $12.5 million of capital expenditures was accrued and unpaid under the Replace and Remove Program. During the six months ended June 30, 2026, we received $15.9 million of reimbursement under the program, of which $1.6 million was classified as operating cash inflows and $14.3 million was classified as investing cash inflows in our statement of cash flows. During the six months ended June 30, 2026, we determined that reimbursement was not probable for $9.0 million of capital expenditures incurred under the Replace and Remove Program. As a result, we transferred $9.0 million to fixed assets. Except for this $9.0 million, the Company expects to be reimbursed, within the next twelve months, for all amounts spent.

Selected Segment Financial Information

Through June 30, 2026, the Company had the following two reportable and operating segments: (i) International Telecom and (ii) US Telecom.

Operating income is the segment measure of profit or loss reported to the chief operating decision maker for purposes of assessing the segments' performance and making capital allocation decisions. We believe operating income is a useful measure of our operating results as it provides relevant and useful information to investors and other users of our financial data in evaluating the effectiveness of our operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Our chief operating decision maker is our Chief Executive Officer.

The following represents selected segment information for the three months ended June 30, 2026 and 2025 (in thousands):

For the Three Months Ended June 30, 2026

For the Three Months Ended June 30, 2025

A comparison of our segment results for the three months ended June 30, 2026 and 2025 is as follows:

International Telecom. Revenues within our International Telecom segment increased $1.3 million, or 1.4%, to $96.2 million from $94.9 million for the three months ended June 30, 2026 and 2025, respectively, primarily due to a $1.6 million increase in revenues from ancillary services and a $0.8 million increase in Mobility Services revenues as a result of an increase in subscribers, rates we charge our subscribers and equipment revenue within certain markets in this segment. These increases were partially offset by a $1.2 million reduction in Fixed Services revenue due to a decline in the FCC’s High-Cost Support Program in the US Virgin Islands which was terminated on December 31, 2025.

Operating expenses within our International Telecom segment decreased by $4.4 million, or 5.6%, to $74.3 million from $78.7 million for the three months ended June 30, 2026 and 2025, respectively. The net decrease was primarily the result of certain cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods as well as a decrease in depreciation and amortization expenses as a result of a reduction in capital expenditures in recent periods.

As a result, our International Telecom segment’s operating income increased $5.7 million, or 35.2%, to $21.9 million from $16.2 million for the three months ended June 30, 2026 and 2025, respectively.

US Telecom. Revenue within our US Telecom segment increased by $1.9 million, or 2.2%, to $88.3 million from $86.4 million for the three months ended June 30, 2026 and 2025, respectively, primarily as a result of a $3.0 million increase in Carrier Services revenue due to the transition of legacy roaming arrangements to carrier service management contracts and a $1.0 million increase in Fixed Services revenue as a result of increased revenue from certain government support programs in Alaska. Partially offsetting this increase was a decline in construction revenue of $2.2 million as a result of a decrease in the number of sites completed in 2026 as compared to 2025.

Operating expenses within our US Telecom segment decreased $227.8 million to $(135.9) million from $91.9 million for the three months ended June 30, 2026 and 2025, respectively. This decrease was primarily related to the $229.9 million gain recorded in connection with the Tower Portfolio Transaction, a reduction in the cost of construction revenue and the impact of certain cost savings initiatives, including the reorganizations and reductions in force, that were implemented in the current and previous periods. These decreases were partially offset by increases in this segment’s leasing costs, as a result of the impact of the Tower Portfolio Transactions, as well as an increase in transport costs.

As a result of the above, our US Telecom segment’s operating income (loss) increased to income of $224.2 million from a loss of $5.5 million for the three months ended June 30, 2026 and 2025, respectively.

The following represents a year over year discussion and analysis of our results of operations for the three months ended June 30, 2026 and 2025 (in thousands):

Communications Services Revenue

Mobility Services Revenue. Our Mobility Services revenue consists of revenue generated within our International Telecom segment by providing business and retail mobile voice and data services over our wireless networks, as well as through the sale and repair services of related equipment, such as handsets and other accessories, to our subscribers.

Mobility Services revenue increased by $0.8 million, or 3.0%, to $27.1 million for the three months ended June 30, 2026 from $26.3 million for the three months ended June 30, 2025 as result of an increase in subscribers, rates we charge our subscribers and equipment revenue within certain markets in this segment.

Mobility Services revenue within our International Telecom may continue to increase as a result of our continued network upgrades, marketing efforts and conversion of our current subscriber base to higher margin prepaid and postpaid plans. Such increases may, however, be negatively impacted by increased competition and regulatory changes.

Fixed Services Revenue. Fixed Services revenue is primarily generated by broadband, voice, and video service revenues provided to retail and business customers over our wireline networks. Fixed Services revenue within our US Telecom segment also includes awards from the CAF II program, the E-ACAM program, and the Alaska USF. Within our International Telecom segment, Fixed Services revenue included funding, through December 31, 2025, under the FCC’s High-Cost Program in the US Virgin Islands.

Fixed Services revenue decreased by $0.2 million, or 0.2%, to $112.9 million from $113.1 million for the three months ended June 30, 2026 and 2025, respectively. This net decrease primarily pertained to a decrease in Fixed Services revenue from consumer customers and consisted of the following:

• International Telecom. Within our International Telecom segment, Fixed Services revenue decreased by $1.2 million, or 1.9%, to $60.5 million from $61.7 million for the three months ended June 30, 2026 and 2025, respectively. This decrease was primarily a result of the FCC’s High-Cost Support Program in the US Virgin Islands being terminated on December 31, 2025. ​
• US Telecom. Fixed Services revenue within our US Telecom segment increased by $1.0 million, or 1.9%, to $52.4 million from $51.4 million for the three months ended June 30, 2026 and 2025, respectively. This increase was primarily the result of increased revenue from certain government support programs in Alaska.

Fixed Service Revenue in our International Telecom segment may continue to decrease as a result of a decrease in demand for our legacy services due to subscribers using alternative methods to receive video and audio content. However, such decrease may be offset by the popularity of video and audio streaming, the demand for cloud services and smart home, business and city solutions to increase the demand for broadband and other data services from consumers, businesses and governments.

Within our US Telecom segment, we expect Fixed Services revenue to increase moderately as a result of an increase in government grants and our deployment of fiber and fiber-fed broadband access to both consumers and businesses.

Carrier Services Revenue. Carrier Services revenue is generated by both our International Telecom and US Telecom segments. Within our International Telecom segment, Carrier Services revenue includes international long-distance services, roaming revenues generated by other carriers’ customers roaming into our retail markets, transport services and access services provided to other telecommunications carriers. Within our US Telecom segment, Carrier Services revenue includes services provided under the Network Build and Maintenance Agreement with AT&T Mobility, LLC (“AT&T”) that we subsequently amended in May 2026 (the “FirstNet Agreement”) and Carrier Managed

Services Master Agreement that we subsequently amended in May 2026 (the “Verizon CMS Agreement”) with Cellco Partnership d/b/a Verizon Wireless (“Verizon”), wholesale roaming revenues, the provision of network switching services, tower lease revenue and other services provided to other carriers.

Carrier Services revenue increased by $3.1 million, or 9.3%, to $36.3 million from $33.2 million for the three months ended June 30, 2026 and 2025, respectively. The increase within our segments consisted of the following:

• International Telecom. Within our International Telecom segment, Carrier Services revenue increased by $0.1 million, or 2.9%, to $3.5 million from $3.4 million for the three months ended June 30, 2026 and 2025, respectively, primarily as a result of an increase in roaming revenues in some of our international markets.
• US Telecom. Carrier Services revenue within our US Telecom segment increased by $3.0 million, or 10.1%, to $32.8 million from $29.8 million, for the three months ended June 30, 2026 and 2025, respectively. This increase was primarily the result of the transition of legacy roaming arrangements to carrier service management contracts.

Within our International Telecom segment, Carrier Services revenue may continue to increase if international travel in our market grows.

Within our US Telecom segment, Carrier Services revenue is expected to decline as a result of a full quarter’s impact of the Tower Portfolio Transaction.

Other Communications Services Revenue. Other Communications Services revenue includes project-related revenue generated within both our International and US Telecom segments and ancillary services that the operations within our International Telecom segment provide to its retail subscribers. Other Communications Services revenue increased $1.6 million, or 72.7%, to $3.8 million from $2.2 million for the three months ended June 30, 2026 and 2025, respectively, as a result of an increase in revenue from ancillary services in our International Telecom segment.

Other Communication Services revenue may increase in future periods as the demand for ancillary services increase.

Construction Revenue. Construction revenue represents revenue generated within our US Telecom segment for the construction of network cell sites related to the FirstNet Agreement. During the three months ended June 30, 2026 and 2025, Construction Revenue decreased to $0.8 million from $2.2 million, respectively, as a result of a decrease in the number of sites completed during 2026 as compared to 2025.

As of June 30, 2026, we had substantially completed the build of AT&T’s network under the FirstNet Agreement and do not expect to record any significant construction revenue in future periods.

Other Revenue

Managed Services Revenue. Managed Services revenue is generated within both our International and US Telecom segments and includes network, application, infrastructure, and hosting services.

Managed Services revenue decreased by $0.6 million, or 14.3%, to $3.6 million from $4.2 million for the three months ended June 30, 2026 and 2025, respectively. The net decrease within our segments consisted of the following:

• International Telecom. Managed Services revenue in our International Telecom segment increased $0.1 million, or 7.7%, to $1.4 million from $1.3 million for the three months ended June 30, 2026 and 2025, respectively.
• US Telecom. Within our US Telecom segment, Managed Services revenue decreased $0.7 million, or 24.1%, to $2.2 million from $2.9 million for the three months ended June 30, 2026 and 2025, respectively.

Managed Services revenue may increase in both our US and International Telecom segments as a result of our efforts to sell certain Managed Services solutions to primarily business customers in all of our markets.

Operating Expenses

Cost of communication services and other. Cost of communication services and other are charges that we incur for voice and data transport circuits, internet capacity, video programming costs, access fees we pay to terminate our calls, telecommunication spectrum fees and direct costs associated within our managed services businesses. These costs also include expenses associated with developing, operating, upgrading and supporting our telecommunications networks, including the salaries and benefits paid to employees directly involved in the development and operation of those businesses, as well as credit loss allowances and the cost of handsets and customer resale equipment incurred by our retail businesses.

Cost of communication services and other increased by $1.3 million, or 1.7%, to $78.5 million from $77.2 million for the three months ended June 30, 2026 and 2025, respectively. The net increase in cost of communication services and other, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, cost of communication services and other decreased by $0.8 million, or 2.4%, to $33.0 million from $33.8 million, for the three months ended June 30, 2026 and 2025, respectively. This decrease was the result of the impact of cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods.
• US Telecom. Cost of communication services and other within our US Telecom segment increased by $2.1 million, or 4.8%, to $45.5 million from $43.4 million for the three months ended June 30, 2026 and 2025, respectively. Such increase was the result of increased transport costs and the impact of the Tower Portfolio Transaction, which resulted in increased tower site expenses, partially offset by the impact of certain cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods.

Cost of communication services in our International Telecom segment may decrease as a result of the ongoing cost reduction initiatives that commenced in previous periods, but such decrease may be partially offset by future inflationary pressure.

We expect that the cost of communication services, within our US Telecom segment, will increase as a result of a full quarter’s impact of the Tower Portfolio Transaction and may also increase as a result of future inflationary pressure. However, the impact of our cost reduction initiatives, that commenced in previous periods, may partially offset those increases.

Cost of construction revenue. Cost of construction revenue includes the expenses incurred in connection with the construction of and the delivery to AT&T of cell sites in accordance with our FirstNet Agreement. During the three months ended June 30, 2026 and 2025, cost of construction revenue decreased to $1.0 million from $2.2 million, respectively, as a result of a decrease in the number of sites completed during 2026 as compared to 2025.

As of June 30, 2026, we had substantially completed the build of AT&T’s network under the FirstNet Agreement and do not expect to record any significant cost of construction revenue in future periods.

Selling, general and administrative expenses. Selling, general and administrative expenses include salaries and benefits we pay to sales personnel, customer service expenses and the costs associated with the development and implementation of our promotional and marketing campaigns. Selling, general and administrative expenses also include salaries, benefits and related costs for general corporate functions including executive management, finance and administration, legal and regulatory, facilities, information technology and human resources as well as internal costs associated with our performance of due-diligence and integration related costs associated with acquisition activities.

Selling, general and administrative expenses decreased by $0.9 million, or 1.6%, to $55.3 million from $56.2 million for the three months ended June 30, 2026 and 2025, respectively. The net decrease in selling, general and administrative expenses, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, our selling, general and administrative expenses decreased by $0.2 million, or 0.7%, to $27.7 million from $27.9 million for the three months ended June 30, 2026 and 2025, respectively, as a result of the impact of certain cost containment initiatives, including the reorganizations and reductions in force, that were implemented in the current and previous periods that was partially offset by an increase in marketing and personnel costs in certain markets. ​
• US Telecom. Selling, general and administrative expenses increased within our US Telecom segment by $0.2 million, or 0.9%, to $22.8 million from $22.6 million, for the three months ended June 30, 2026 and 2025, respectively, as a result of an increase in professional fees partially offset by the impact of certain cost containment initiatives, including the reorganizations and reductions in force that were implemented in the current and previous periods. ​
• Corporate Overhead. Selling, general and administrative expenses within our corporate overhead decreased by $0.9 million, or 15.8%, to $4.8 million from $5.7 million, for the three months ended June 30, 2026 and 2025, respectively, as a result of a decrease in certain professional fees.

Selling, general and administrative expenses in all our segments may decrease as a result of the ongoing cost reduction initiatives that commenced in previous periods, but such decrease may be partially offset by future inflationary pressure.

Stock-based compensation. Stock-based compensation represents a non-cash expense related to the amortization of grants of equity awards to employees and directors.

Stock-based compensation decreased by $1.3 million to $1.4 million from $2.7 million for the three months ended June 30, 2026 and 2025, respectively, as a result of the impact of certain reductions in force during the three months ended June 30, 2026.

Transaction-related charges. Transaction-related charges include the external costs, such as legal, tax, accounting and consulting fees directly associated with acquisition and disposition-related activities and certain financing activities that are expensed as incurred. Transaction-related charges do not include employee salary and travel-related expenses incurred in connection with acquisitions or dispositions or any integration-related costs.

We incurred $6.3 million and $0.2 million of transaction-related charges during the three months ended June 30, 2026 and 2025, respectively. The increase was primarily the result of costs incurred in connection with the Tower Portfolio Transaction during the three months ended June 30, 2026.

Restructuring and reorganization expenses. In our efforts to advance our cost management actions to drive higher operating efficiencies and margins, we incurred certain restructuring and reorganization expenses, primarily reductions in force, totaling $0.3 million, $0.6 million and $1.7 million within our International Telecom segment, US Telecom segment and Corporate and Other segment, respectively, during the three months ended June 30, 2026.

We incurred restructuring and reorganization expenses of $1.4 million, $2.4 million and $1.2 million within our International Telecom segment, US Telecom segment and Corporate and Other segment, respectively, during the three months ended June 30, 2025.

Increase and decreases in restructuring and reorganization expenses within each segment were a result of the timing and magnitude of our reductions in force.

Depreciation and amortization expenses. Depreciation and amortization expenses represent the depreciation and amortization charges we record on our property and equipment.

Depreciation and amortization expenses decreased by $3.7 million, or 10.9%, to $30.2 million from $33.9 million for the three months ended June 30, 2026 and 2025, respectively. The decrease in depreciation and amortization expenses, within our segments, consisted primarily of the following:

• International Telecom. Depreciation and amortization expenses decreased within our International Telecom segment by $1.2 million, or 7.9%, to $14.0 million from $15.2 million, for the three months ended June 30, 2026 and 2025, respectively. The decrease was the result of this segment’s reduction in capital expenditures and certain assets becoming fully depreciated in recent periods.
• US Telecom. Depreciation and amortization expenses decreased within our US Telecom segment by $2.0 million, or 11.2%, to $15.8 million from $17.8 million, for the three months ended June 30, 2026 and 2025, respectively. The decrease was the result of this segment’s reduction in capital expenditures, certain assets becoming fully depreciated in recent periods, and the conclusion of the recording of depreciation expense related to assets that were sold in connection with the Tower Portfolio Transaction. ​
• Corporate Overhead. Depreciation and amortization expenses decreased within our corporate overhead to $0.3 million from $0.9 million, for the three months ended June 30, 2026 and 2025, respectively, primarily as a result of additional assets becoming fully depreciated in recent periods.

We expect depreciation and amortization expenses to continue to decrease as a result of an expected decline in capital expenditures, the result of some of our previously acquired assets becoming fully depreciated and a full quarter’s impact of the Tower Portfolio Transaction.

Amortization of intangibles from acquisitions. Amortization of intangibles from acquisitions include the amortization of customer relationships and trade names related to our completed acquisitions.

Amortization of intangibles from acquisitions decreased by $0.7 million to $0.5 million from $1.2 million for the three months ended June 30, 2026 and 2025, respectively, as a result of certain assets being fully amortized in previous period.

We expect that amortization of intangibles from acquisitions will continue to decrease in future periods as such assets continue to amortize.

(Gain) loss on disposition of assets, transfers and contingent consideration. During the three months ended June 30, 2026, we recorded a net gain on the disposition of assets and transfers of $230.9 million. Of this net gain, $229.9 million was recognized within our US Telecom segment and was primarily related to the gain on the Tower Portfolio Transaction, while the remaining $1.0 million gain was recorded in the International Telecom segment as a result of the sale of certain real estate.

During the three months ended June 30, 2025, we recorded a net loss on the disposition of assets of $2.7 million. Of this net loss, $0.1 million and $2.6 million were recognized within our International and US Telecom segments, respectively.

Interest income. Interest income represents interest earned on our cash, cash equivalents, restricted cash and short-term investment balances. Interest income was $0.5 million and $0.1 million for the three months ended June 30, 2026 and 2025, respectively. Such increase was the result of an increase in our cash and cash equivalents due to the proceeds received from the Tower Portfolio Transaction. In addition, such proceeds are being invested in higher yielding cash and cash equivalent investments.

Interest expense. We incur interest expense on the 2023 CoBank Credit Facility, the 2024 Alaska Credit Facilities, the FirstNet Receivables Credit Facility, the IDB Credit Facilities, the Sacred Wind Term Debt and the OneVI Debt (each as defined below). In addition, interest expense includes commitment fees, letter of credit fees and the amortization of debt issuance costs.

Interest expense decreased to $10.9 million from $12.8 million for the three months ended June 30, 2026 and 2025, respectively. We used a portion of the proceeds from the Tower Portfolio Transaction to reduce our outstanding debt balances, which in turn reduced our interest expense during the three months ended June 30, 2026. In addition, a decline in interest rates, which were impacted by certain interest rate swap agreements, also reduced such expense during the three months ended June 30, 2026.

Interest expense in future periods may decline further as a result of a full period’s impact of the reduction in our debt balances.

Other expense. For the three months ended June 30, 2026 and 2025, other expense was $0.7 million and $0.6 million, respectively of expense primarily related to losses on foreign currency transactions.

Income taxes. Our effective tax rates for the three months ended June 30, 2026 and 2025 were 18.4% and 29.0%, respectively.

We recorded an income tax expense of $42.1 million in relation to a pretax income of $228.6 million for the three months ended June 30, 2026. The effective tax rate for the three months ended June 30, 2026 was primarily impacted by the following items: (i) the mix of income generated among the jurisdictions in which we operate, (ii) the exclusion of losses in Alaska and the US Virgin Islands due to valuation allowance positions placed on certain deferred tax assets that are not expected to be realized based on the weight of positive and negative evidence, and (iii) discrete items including a $4.9 million net benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, net of interest on prior years uncertain tax positions, and a $0.8 million expense associated with a return to provision adjustment related to tax returns filed in Guyana.

The Company recorded an income tax benefit of $3.8 million in relation to a pretax loss of $13.0 million for the three months ended June 30, 2025. The effective tax rate for the three months ended June 30, 2025 was primarily impacted by the following items: (i) the mix of income generated among the jurisdictions in which we operate, (ii) net expense related to valuation allowances placed on certain deferred tax assets that are not expected to be realized based on the weight of positive and negative evidence, and (iii) discrete items including a $4.9 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, a $0.6 million expense for interest on prior years uncertain tax positions, and a $1.0 million benefit from the release of a capital loss carryover valuation allowance based on the Company’s conclusion that it was more likely than not that this deferred tax asset would be realized in the future.

Our effective tax rate is based upon estimated income before provision for income taxes for the year, composition of the income in different countries, and adjustments, if any, in the applicable quarterly periods for potential tax consequences, benefits and/or resolutions of tax contingencies. Our consolidated tax rate will continue to be impacted by any transactional or one-time items in the future and the mix of income in any given year generated among the jurisdictions in which we operate. While we believe we have adequately provided for all tax positions, amounts asserted by taxing authorities could materially differ from our accrued positions as a result of uncertain and complex application of tax law and regulations. Additionally, the recognition and measurement of certain tax benefits include estimates and judgments by management. Accordingly, we could record additional provisions or benefits for US federal, state, and foreign tax matters in future periods as new information becomes available.

Net (income) loss attributable to noncontrolling interests, net of tax. Net (income) loss attributable to noncontrolling interests, net of tax reflected an allocation of $19.2 million of income and $2.2 million of losses generated by our less than wholly owned subsidiaries for the three months ended June 30, 2026 and 2025, respectively. Changes in net (income) loss attributable to noncontrolling interests, net of tax, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, net (income) loss attributable to noncontrolling interests, net of tax increased by $0.8 million, or 34.8%, to an allocation of $3.1 million of income from an allocation of $2.3 million of income for the three months ended June 30, 2026 and 2025, respectively. The increase was the result of increased profitability at certain less than wholly owned subsidiaries.
• US Telecom. Within our US Telecom segment, net (income) loss attributable to noncontrolling interests, net of tax increased by $20.6 million to an allocation of income of $16.1 million from an allocation of losses of $4.5 million for the three months ended June 30, 2026 and 2025. The increase was primarily the result of the gain recognized on the Tower Portfolio Transaction.

Net income (loss) attributable to ATN International, Inc. stockholders. Net income (loss) attributable to ATN International, Inc. stockholders was income of $167.3 million for the three months ended June 30, 2026 as compared to a loss of $7.0 million for the three months ended June 30, 2025.

On a per diluted share basis, net income was $10.71 per diluted share for the three months ended June 30, 2026 as compared to a loss of $0.56 per diluted share for the three months ended June 30, 2025. Such per share amounts were negatively impacted by accrued preferred dividends of $1.6 million and $1.5 million for the three months ended June 30, 2026 and 2025, respectively.

The following represents selected segment information for the six months ended June 30, 2026 and 2025 (in thousands):

For the Six Months Ended June 30, 2026

For the Six Months Ended June 30, 2025

A comparison of our segment results for the six months ended June 30, 2026 and 2025 is as follows:

International Telecom. Revenues within our International Telecom segment increased $2.9 million, or 1.5%, to $192.3 million from $189.4 million for the six months ended June 30, 2026 and 2025, respectively, primarily due to a $3.3 million increase in revenues from ancillary services and a $1.1 million increase in Mobility Services revenues as a result of an increase in subscribers, rates we charge our subscribers and equipment revenue within certain markets in this segment. These increases were partially offset by a $2.0 million reduction in Fixed Services revenue due to a decline in the FCC’s High-Cost Support Program in the US Virgin Islands, which was terminated on December 31, 2025.

Operating expenses within our International Telecom segment decreased by $7.3 million, or 4.6%, to $151.1 million from $158.4 million for the six months ended June 30, 2026 and 2025, respectively. The net decrease was primarily the result of certain cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods as well as a decrease in depreciation and amortization expenses as a result of a reduction in capital expenditures in recent periods.

As a result, our International Telecom segment’s operating income increased $10.1 million, or 32.6%, to $41.1 million from $31.0 million for the six months ended June 30, 2026 and 2025, respectively.

US Telecom. Revenue within our US Telecom segment increased by $3.3 million, or 1.9%, to $174.5 million from $171.2 million for the six months ended June 30, 2026 and 2025, respectively, primarily as a result of a $5.7 million increase in Carrier Services revenue due to the transition of legacy roaming arrangements to carrier service management contracts and a $1.4 million increase in Fixed Services revenue as a result of increased revenue from certain government support programs in Alaska. Partially offsetting this increase was a decline in construction revenue of $2.4 million as a result of a decrease in the number of sites completed in 2026 as compared to 2025.

Operating expenses within our US Telecom segment decreased $230.7 million to $(51.5) million from $179.2 million for the six months ended June 30, 2026 and 2025, respectively. This decrease was primarily related to the $229.9 million gain recorded in connection with the Tower Portfolio Transaction, a reduction in the cost of construction revenue and the impact of certain cost savings initiatives, including the reorganizations and reductions in force, that were implemented in the current and previous periods. These decreases were partially offset by increases in this segment’s leasing costs, as a result of the impact of the Tower Portfolio Transactions, as well as an increase in transport costs.

As a result of the above, our US Telecom segment’s operating income (loss) increased to income of $225.9 million from a loss of $7.9 million for the six months ended June 30, 2026 and 2025, respectively.

The following represents a year over year discussion and analysis of our results of operations for the six months ended June 30, 2026 and 2025 (in thousands):

Communications Services Revenue

Mobility Revenue. Mobility Services revenue increased by $1.1 million, or 2.1%, to $53.5 million for the six months ended June 30, 2026 from $52.4 million for the six months ended June 30, 2025 as result of an increase in subscribers, rates we charge our subscribers and equipment revenue within certain markets in this segment.

Fixed Revenue. Fixed Services revenue decreased by $0.5 million, or 0.2%, to $225.6 million from $226.1 million for the six months ended June 30, 2026 and 2025, respectively. This net decrease primarily pertained to a decrease in Fixed Services revenue from consumer customers and consisted of the following:

• International Telecom. International Telecom. Within our International Telecom segment, Fixed Services revenue decreased by $2.0 million, or 1.6%, to $121.1 million from $123.1 million for the six months ended June 30, 2026 and 2025, respectively. This decrease was primarily a result of the FCC’s High-Cost

Support Program in the US Virgin Islands being terminated on December 31, 2025. ​

• US Telecom. Fixed Services revenue within our US Telecom segment increased by $1.4 million, or 1.4%, to $104.4 million from $103.0 million for the six months ended June 30, 2026 and 2025, respectively. This increase was primarily the result of increased revenue from certain government support programs in Alaska.

Carrier Services Revenue. Carrier Services revenue increased by $6.0 million, or 9.0%, to $72.4 million from $66.4 million for the six months ended June 30, 2026 and 2025, respectively. The increase within our segments consisted of the following:

• International Telecom. Within our International Telecom segment, Carrier Services revenue increased by $0.4 million, or 5.5%, to $7.7 million from $7.3 million for the six months ended June 30, 2026 and 2025, respectively, primarily as a result of an increase in roaming revenues in some of our international markets.
• US Telecom. Carrier Services revenue within our US Telecom segment increased by $5.7 million, or 9.7%, to $64.7 million from $59.0 million, for the six months ended June 30, 2026 and 2025, respectively. This increase was primarily the result of the transition of legacy roaming arrangements to carrier service management contracts.

Other Communications Services Revenue. Other Communications Services revenue increased $3.1 million, or 77.5%, to $7.1 million from $4.0 million for the six months ended June 30, 2026 and 2025, respectively, as a result of an increase in revenue from ancillary services in our International Telecom segment.

Construction Revenue. During the six months ended June 30, 2026 and 2025, Construction Revenue decreased to $0.8 million from $3.3 million, respectively, as a result of a decrease in the number of sites completed during 2026 as compared to 2025.

Other Revenue

Managed Services Revenue. Managed Services revenue decreased by $1.1 million, or 13.1%, to $7.3 million from $8.4 million for the six months ended June 30, 2026 and 2025, respectively. The net decrease within our segments consisted of the following:

• International Telecom. Managed Services revenue in our International Telecom segment increased $0.3 million, or 10.7%, to $3.1 million from $2.8 million for the six months ended June 30, 2026 and 2025, respectively.
• US Telecom. Within our US Telecom segment, Managed Services revenue decreased $1.4 million, or 24.6%, to $4.3 million from $5.7 million for the six months ended June 30, 2026 and 2025, respectively.

Operating Expenses

Cost of communication services and other. Cost of communication services and other increased by $0.5 million, or 0.3%, to $155.9 million from $155.4 million for the six months ended June 30, 2026 and 2025, respectively. The net increase in cost of communication services and other, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, cost of communication services and other decreased by $2.1 million, or 3.1%, to $66.6 million from $68.7 million, for the six months ended June 30, 2026 and 2025, respectively. This decrease was the result of the impact of cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods.
• US Telecom. Cost of communication services and other within our US Telecom segment increased by $2.6 million, or 3.0%, to $89.3 million from $86.7 million for the six months ended June 30, 2026 and 2025, respectively. Such increase was the result of increased transport costs and the impact of the Tower Portfolio Transaction, which resulted in increased tower site expenses, partially offset by the impact of certain cost savings initiatives, including reorganizations and reductions in force, that were implemented in the current and previous periods.

Cost of construction revenue. During the six months ended June 30, 2026 and 2025, cost of construction revenue decreased to $1.0 million from $3.7 million, respectively, as a result of a decrease in the number of sites completed during 2026 as compared to 2025.

Selling, general and administrative expenses. Selling, general and administrative expenses increased by $0.1 million, or 0.1%, to $111.5 million from $111.4 million for the six months ended June 30, 2026 and 2025, respectively. The net increase in selling, general and administrative expenses, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, our selling, general and administrative expenses increased by $0.9 million, or 1.6%, to $55.9 million from $55.0 million for the six months ended June 30, 2026 and 2025, respectively, as a result of an increase in marketing and personnel costs in certain markets that was partially offset by the impact of certain cost containment initiatives, including the reorganizations and reductions in force, that were implemented in the current and previous periods. ​
• US Telecom. Selling, general and administrative expenses increased within our US Telecom segment by $0.5 million, or 1.1%, to $45.6 million from $45.1 million, for the six months ended June 30, 2026 and 2025, respectively, as a result of an increase in professional fees partially offset by the impact of certain cost containment initiatives, including the reorganizations and reductions in force that were implemented in the current and previous periods. ​
• Corporate Overhead. Selling, general and administrative expenses within our corporate overhead decreased by $1.3 million, or 11.5%, to $10.0 million from $11.3 million, for the six months ended June 30, 2026 and 2025, respectively, as a result of a decrease in certain professional fees.

Stock-based compensation. Stock-based compensation decreased to $3.3 million from $4.6 million for the six months ended June 30, 2026 and 2025, respectively, as a result of the impact of certain reductions in force during the six months ended June 30, 2026.

Transaction-related charges. We incurred $7.2 million and $1.6 million of transaction-related charges during the six months ended June 30, 2026 and 2025, respectively. The increase was the result of the timing of our transaction-related charges and was primarily the result of costs incurred in connection with the Tower Portfolio Transaction during the six months ended June 30, 2026.

Restructuring and reorganization expenses. In our efforts to advance our cost management actions to drive higher operating efficiencies and margins, we incurred certain restructuring and reorganization expenses, primarily reductions in force, totaling $1.0 million, $0.8 million and $2.5 million within our International Telecom segment, US Telecom segment and Corporate and Other segment, respectively, during the six months ended June 30, 2026.

We incurred restructuring and reorganization expenses of $2.9 million, $2.5 million and $1.4 million within our International Telecom segment, US Telecom segment and Corporate and Other segment, respectively, during the six months ended June 30, 2025.

Increases and decreases in restructuring and reorganization expenses within each segment were a result of the timing and magnitude of our reductions in force.

Depreciation and amortization expenses. Depreciation and amortization expenses decreased by $7.1 million, or 10.4%, to $61.3 million from $68.4 million for the six months ended June 30, 2026 and 2025, respectively. The decrease in depreciation and amortization expenses, within our segments, consisted primarily of the following:

• International Telecom. Depreciation and amortization expenses decreased within our International Telecom segment by $2.9 million, or 9.5%, to $27.6 million from $30.5 million, for the six months ended June 30, 2026 and 2025, respectively. The decrease was the result of this segment’s reduction in capital expenditures and certain assets becoming fully depreciated in recent periods.
• US Telecom. Depreciation and amortization expenses decreased within our US Telecom segment by $3.4 million, or 9.4%, to $32.7 million from $36.1 million, for the six months ended June 30, 2026 and 2025, respectively. The decrease was the result of this segment’s reduction in capital expenditures, certain assets becoming fully depreciated in recent periods, and the conclusion of the recording of depreciation expense related to assets that were sold in connection with the Tower Portfolio Transaction.
• Corporate Overhead. Depreciation and amortization expenses decreased within our corporate overhead to $1.1 million from $1.7 million, for the six months ended June 30, 2026 and 2025, respectively, primarily as a result of additional assets becoming fully depreciated in recent periods.

Amortization of intangibles from acquisitions. Amortization of intangibles from acquisitions decreased by $1.5 million to $1.0 million from $2.5 million for the six months ended June 30, 2026 and 2025, respectively, as a result of certain assets being fully amortized in previous periods.

(Gain) loss on disposition of assets, transfers and contingent consideration. During the six months ended June 30, 2026, we recorded a net gain on the disposition of assets and transfers of $230.2 million. Of this net gain, $229.5 million was recognized within our US Telecom segment and was primarily related to the $229.9 million gain on the Tower Portfolio Transaction, while the remaining $0.7 million gain was recorded in the International Telecom segment primarily as a result of the sale of certain real estate.

During the six months ended June 30, 2025, we recorded a net loss on the disposition of assets of $3.4 million. Of this net loss, $0.4 million and $3.0 million were recognized within our International and US Telecom segments, respectively.

Interest income. Interest income was $0.6 million and $0.4 million for the six months ended June 30, 2026 and 2025, respectively. Such increase was the result of an increase in our cash and cash equivalents due to the proceeds received from the Tower Portfolio Transaction. In addition, such proceeds are being invested in higher yielding cash and cash equivalent investments.

Interest expense. Interest expense decreased to $21.3 million from $24.8 million for the six months ended June 30, 2026 and 2025, respectively. We used a portion of the proceeds from the Tower Portfolio Transaction to reduce our outstanding debt balances, which in turn reduced our interest expense during the six months ended June 30, 2026. In addition, a decline in interest rates, which were impacted by certain interest rate swap agreements, also reduced such expense during the six months ended June 30, 2026.

Other expense. For the six months ended June 30, 2026, other expense was $4.0 million of expense primarily related to a $2.6 million loss from our noncontrolling investments, $1.1 million in losses on foreign currency transactions and $0.3 million of expenses incurred for certain employee benefit plans.

For the six months ended June 30, 2025, other expense was $3.2 million of expense primarily related to a non-operating employee-related matter and $1.0 million in losses on foreign currency transactions.

Income taxes. Our effective tax rates for the six months ended June 30, 2026 and 2025 were 19.3% and 16.1%, respectively.

We recorded an income tax expense of $43.7 million in relation to a pretax income of $226.7 million for the six months ended June 30, 2026. The effective tax rate for the six months ended June 30, 2026 was primarily impacted by the following items: (i) the mix of income generated among the jurisdictions in which we operate, (ii) the exclusion of losses in Alaska and the US Virgin Islands due to valuation allowance positions placed on certain deferred tax assets that are not expected to be realized based on the weight of positive and negative evidence, and (iii) discrete items including a $4.6 million net benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, net of interest on prior years uncertain tax positions, a $0.9 million expense associated with stock option shortfalls, and a $0.8 million expense associated with a return to provision adjustment related to tax returns filed in Guyana.

We recorded an income tax benefit of $4.0 million in relation to a pretax loss of $24.6 million for the six months ended June 30, 2025. The effective tax rate for the six months ended June 30, 2025 was primarily impacted by the following items: (i) the mix of income generated among the jurisdictions in which we operate, (ii) net expense related to valuation allowances placed on certain deferred tax assets that are not expected to be realized based on the weight of positive and negative evidence, and (iii) discrete items including a $4.9 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, a $1.2 million expense for interest on prior years uncertain tax positions, a $0.5 million expense associated with stock option shortfalls, and a $1.0 million benefit from the release of a capital loss carryover valuation allowance based on our conclusion that it was more likely than not that this deferred tax asset would be realized in the future.

Our effective tax rate is based upon estimated income before provision for income taxes for the year, composition of the income in different countries, and adjustments, if any, in the applicable quarterly periods for potential tax consequences, benefits and/or resolutions of tax contingencies. Our consolidated tax rate will continue to be impacted by any transactional or one-time items in the future and the mix of income in any given year generated among the jurisdictions in which we operate. While we believe we have adequately provided for all tax positions, amounts asserted by taxing authorities could materially differ from our accrued positions as a result of uncertain and complex application of tax law and regulations. Additionally, the recognition and measurement of certain tax benefits include estimates and judgments by management. Accordingly, we could record additional provisions or benefits for US federal, state, and foreign tax matters in future periods as new information becomes available.

Net (income) loss attributable to noncontrolling interests, net of tax. Net (income) loss attributable to noncontrolling interests, net of tax reflected an allocation of $18.6 million of income and $4.7 million of losses generated by our less than wholly owned subsidiaries for the six months ended June 30, 2026 and 2025, respectively. Changes in net (income) loss attributable to noncontrolling interests, net of tax, within our segments, consisted of the following:

• International Telecom. Within our International Telecom segment, net (income) loss attributable to noncontrolling interests, net of tax increased by $1.9 million, or 52.6%, to an allocation of $5.8 million of income from an allocation of $3.8 million of income for the six months ended June 30, 2026 and 2025, respectively. The increase was the result of increased profitability at certain less than wholly owned subsidiaries.
• US Telecom. Within our US Telecom segment, net (income) loss attributable to noncontrolling interests, net of tax increased by $21.3 million to an allocation of income of $12.8 million from an allocation of losses of $8.5 million for the six months ended June 30, 2026 and 2025, respectively. The increase was primarily the result of the gain recognized on the Tower Portfolio Transaction.

Net income (loss) attributable to ATN International, Inc. stockholders. Net income (loss) attributable to ATN International, Inc. stockholders was income of $164.5 million for the six months ended June 30, 2026 as compared to a loss of $16.0 million for the six months ended June 30, 2025.

On a per diluted share basis, net income was $10.44 per diluted share for the six months ended June 30, 2026 as compared to a loss of $1.25 per diluted share for the six months ended June 30, 2025. Such per share amounts were negatively impacted by accrued preferred dividends of $3.2 million and $3.0 million for the six months ended June 30, 2026 and 2025, respectively.

Regulatory and Tax Issues

We are involved in a number of regulatory and tax proceedings. A material and adverse outcome in one or more of these proceedings could have a material adverse impact on our financial condition and future operations. For discussion of ongoing proceedings, see Note 14 to the Consolidated Financial Statements in this Report.

One Big Beautiful Bill Act

In July 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the US. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company reflected the impact of the enacted provisions in its financial statements for the six months ended, June 30, 2026, which were determined to be immaterial. The Company will continue to evaluate the impact of the OBBBA provisions effective in future years on the Company’s financial statements and related disclosures.

Liquidity and Capital Resources

Historically, we have met our operational liquidity needs and have funded our capital expenditures and acquisitions through a combination of cash-on-hand, internally generated funds, borrowings under our credit facilities, proceeds from dispositions, and seller financings. We believe our current cash, cash equivalents, short term investments and availability under our current credit facilities will be sufficient to meet our cash needs, for at least the next twelve months, for working capital and capital expenditure requirements.

Total liquidity. As of June 30, 2026, we had approximately $331.9 million in cash, cash equivalents, and restricted cash. Of this amount, $80.5 million was held by our foreign subsidiaries and is indefinitely invested outside the US. In addition, we had approximately $513.3 million of debt, net of unamortized deferred financing costs as of June 30, 2026. How and when we deploy our balance sheet capacity, including the availability under our various credit facilities (as further described below), will figure prominently in our longer-term growth prospects and stockholder returns.

Uses of Cash

Acquisitions and investments. We have historically funded our acquisitions with a combination of cash-on-hand, borrowings under our credit facilities as well as equity investor and seller financings.

We continue to explore opportunities to expand our telecommunications business or acquire new businesses in the US, the Caribbean and elsewhere. Such acquisitions may require external financing. While there can be no assurance as to whether, when or on what terms we will be able to acquire any such businesses or make such investments, such acquisitions may be completed through the issuance of shares of our capital stock, payment of cash or incurrence of additional debt. From time to time, we may raise capital ahead of any definitive use of proceeds to allow us to move more quickly and opportunistically if an attractive investment materializes.

Working Capital. We have funded our working capital needs through a combination of internally generated funds and borrowings under our credit facilities. Pursuant to the FirstNet Agreement, AT&T has the option to repay construction costs, with interest, over an eight-year period. To fund the working capital needs created by AT&T’s option to extend its payment terms, we completed the Receivables Credit Facility, as discussed below, on March 26, 2020.

For the six months ended June 30, 2026, we spent approximately $38.3 million for capital expenditures and $27.0 million for capital expenditures that are reimbursable under certain government programs. For the six months ended June 30, 2025, we spent approximately $42.0 million for capital expenditures and $45.9 million for capital expenditures that are reimbursable under certain government programs. The following shows our capital expenditures, by operating segment, for these periods (in thousands):

(1) Corporate and other items refer to corporate overhead costs and consolidating adjustments and have been presented for reconciliation purposes to consolidated amounts.

We are continuing to invest in our telecommunication networks along with our operating and business support systems in many of our markets. For the year ending December 31, 2026, such investments are expected to total approximately $105 million to $115 million of non-reimbursable capital expenditures and will primarily relate to network expansion and upgrades which are expected to further drive subscriber and revenue growth in future periods.

Income taxes. We have historically used cash-on-hand to make payments for income taxes. Our policy is to allocate capital where we believe we will get the best returns and to date has been to indefinitely reinvest the undistributed earnings of our foreign subsidiaries. As we continue to reinvest our remaining foreign earnings, no additional provision for income taxes has been made on the accumulated earnings of foreign subsidiaries.

Dividends. For the six months ended June 30, 2026, our Board of Directors declared $8.7 million of dividends to our stockholders, which included a $0.29 per share dividend declared on June 18, 2026 and paid on July 8, 2026. We have declared quarterly dividends since the fourth quarter of 1998.

Stock Repurchase Plan. On August 5, 2026, our Board of Directors announced that it has authorized the repurchase of up to $30 million of our common stock, from time to time, on the open market or in privately negotiated transactions (the "2026 Repurchase Plan"). Our previous repurchase plan, announced in 2023, had $15 million available to repurchase shares of our common stock, however, we did not repurchase any of our common stock under this repurchase plan during either the three or six months ended June 30, 2026 or 2025.

Sources of Cash

Cash provided by operations. Cash provided by operating activities was $53.5 million for the six months ended June 30, 2026 as compared to $59.8 million for the six months ended June 30, 2025. The decrease of $6.3 million was primarily related to changes in our net income and working capital requirements.

Cash provided by (used in) investing activities. During the six months ended June 30, 2026, investing activities provided $228.6 million of cash as compared to the six months ended June 30, 2025 when we used $45.6 million of cash for investing activities.

This $274.2 change in cash provided by (used in) investing activities was primarily related to the Tower Portfolio Transaction, which generated $267.7 million in sales proceeds. In addition, we recorded a reduction in capital expenditures and reimbursable amounts disbursed for government capital programs of $3.8 million and $18.9 million, respectively. Proceeds from the sale of other assets also increased by $3.6 million. Offsetting these increases was a reduction in the amount we were reimbursed for government capital programs of $18.9 million.

Cash provided by (used in) financing activities. During the six months ended June 30, 2026, we used $67.4 million of cash for financing activities as compared to the six months ended June 30, 2025 when our financing activities provided $9.9 million of cash.

This $77.3 million change in cash provided by (used in) financing activities was primarily related to the repayment of $76.8 million of our debt, funded by the proceeds from the Tower Portfolio Transaction. In addition, we increased the cash used to pay dividends to our stockholders by $1.1 million and to repurchase our common stock from employees to satisfy certain tax withholding obligations of $1.1 million.

2023 CoBank Credit Facility

On July 13, 2023, we, along with certain of our subsidiaries as guarantors, entered into a Credit Agreement (as may be amended from time to time, the “2023 CoBank Credit Agreement”) with CoBank, ACB (“CoBank”) and a syndicate of other lenders (the “2023 CoBank Credit Facility”). On July 10, 2024, we amended the 2023 CoBank Credit Agreement to add certain subsidiaries as guarantors and to provide further flexibility in order to accept certain grant and government program obligations.

The 2023 CoBank Credit Facility provides for a five-year $170 million revolving credit facility (the “2023 CoBank Revolving Loan”) and a six-year $130 million term loan facility (the “2023 CoBank Term Loan”). We may use (i) up to $25 million under the 2023 CoBank Revolving Loan for letters of credit, and (ii) up to $20 million under a swingline sub-facility.

The 2023 CoBank Term Loan has scheduled quarterly principal payments in the amounts set forth below, with the outstanding principal balance maturing on July 13, 2029. The 2023 CoBank Revolving Loan may be repaid at any time on or prior to its maturity on July 13, 2028. All amounts outstanding under the 2023 CoBank Credit Facility will be due and payable upon the earlier of the maturity date or the acceleration of the loans and commitments upon an event of default.

Amounts borrowed under the 2023 CoBank Credit Facility bear interest at a rate equal to, at our option, either (i) the secured overnight financing rate (“SOFR”) as administered by the Federal Reserve Bank of New York plus an applicable margin ranging between 2.00% to 3.75% for the 2023 CoBank Term Loan and 1.75% to 3.50% for 2023 CoBank Revolving Loan or (ii) a base rate plus an applicable margin ranging from 1.00% to 2.75% for the 2023 CoBank Term Loan and 0.75% to 2.50% for the 2023 CoBank Revolving Loan. Swingline loans bear interest at the base rate plus the applicable margin for base rate loans. The applicable margin is determined based on the Total Net Leverage Ratio (as defined in the 2023 CoBank Credit Agreement). We also pay a fee ranging from 0.25% to 0.50% on the average daily unused portion of the 2023 CoBank Credit Facility over each calendar quarter.

The 2023 CoBank Credit Agreement contains a financial covenant (as further defined in the 2023 CoBank Credit Agreement) that imposes a maximum Total Net Leverage Ratio of 3.25 to 1.0, measured quarterly, as well as customary representations, warranties and covenants, including covenants limiting additional indebtedness, liens, guaranties, mergers and consolidations, substantial asset sales, investments and loans, sale and leasebacks, transactions with affiliates and fundamental changes. The 2023 CoBank Credit Agreement provides for events of default customary for credit facilities of this type, including but not limited to non-payment, defaults on other debt, misrepresentation, breach of covenants, representations and warranties, insolvency and bankruptcy.

We capitalized $4.5 million of fees associated with the 2023 CoBank Credit Facility, which are being amortized over the life of the debt and $2.1 million were unamortized as of June 30, 2026.

In connection with the Tower Portfolio Transaction, on February 11, 2026, we entered into a Consent Agreement (the “Consent”) with CoBank, as Administrative Agent, and the Lenders and Voting Participants (constituting Required Lenders (as defined in the 2023 CoBank Credit Agreement)) party thereto, in connection with the 2023 CoBank Credit Agreement. Pursuant to the terms of the Consent, CoBank and the other Lenders and Voting Participants (constituting Required Lenders) party thereto consented to: (i) the consummation of the Tower Portfolio Transaction; (ii) the distributions of the Net Cash Proceeds (as defined in the 2023 CoBank Credit Agreement) from the Tower Portfolio Transaction to the Company and the minority shareholders of the Commnet Parties; (iii) the Net Cash Proceeds received from the Tower Portfolio Transaction being applied to the repayment of the outstanding 2023 CoBank Revolving Loan rather than the 2023 CoBank Term Loan; and (iv) to the extent that there are Net Cash Proceeds remaining after repaying the outstanding 2023 CoBank Revolving Loan, such Net Cash Proceeds being used by the Company and its subsidiaries for working capital and general corporate purposes. The Consent further provides for the release of the Liens (as defined in the 2023 CoBank Credit Agreement) on the assets being sold in connection with the Tower Portfolio Transaction.

As of June 30, 2026, we had $117.8 million outstanding under the 2023 CoBank Term Loan and no outstanding borrowings under the 2023 CoBank Revolving Loan, as a result of the repayment of the outstanding 2023 CoBank Revolving Loan balance from Net Cash Proceeds from the Tower Portfolio Transaction. As of that date, we had $170.0 million of remaining availability under the 2023 CoBank Revolving Loan. We were in compliance with all financial covenants as of June 30, 2026.

In October 2023, we entered into a two-year, forward starting one-month floating to fixed SOFR interest rate swap agreement. The swap was effective November 13, 2023 in a non-amortizing notional amount of $50.0 million, had a fixed SOFR rate of 4.896% and matured on November 13, 2025.

Letter of Credit Facility

On November 14, 2022, we entered into a General Agreement of Indemnity to issue performance Standby Letters of Credit on behalf of us and our subsidiaries. As of June 30, 2026, $39.0 million of Standby Letters of Credit had been issued under this agreement.

2024 Alaska Credit Facility

On August 29, 2024, Alaska Communications entered into a Credit Agreement (the “2024 Alaska Credit Agreement”) with Bank of America, N.A., as administrative agent, and a syndicate of lenders (the “2024 Alaska Credit Facility”), to provide debt financing in the form of a $300 million, five-year secured term loan facility (the “2024 Alaska Term Facility”) and a $90 million revolving facility (the “2024 Alaska Revolving Facility”). The maturity date for the 2024 Alaska Credit Facility is August 29, 2029.

The 2024 Alaska Term Facility proceeds were used (a) to refinance Alaska Communications’ outstanding indebtedness under the 2022 Alaska Credit Facility (as defined below) in the amount of approximately $279 million plus accrued and unpaid interest, (b) to pay fees and expenses associated with the completion of this transaction, and (c) for general corporate purposes. As of June 30, 2026, $300.0 million was outstanding under the 2024 Alaska Term Facility.

Proceeds from the 2024 Alaska Revolving Facility are used, subject to certain limitations, (a) to issue letters of credit to replace or backstop existing letters of credit of Alaska Communications and its direct and indirect subsidiaries, and (b) for working capital purposes, capital expenditures and other general corporate purposes. As of June 30, 2026, $20.0 million was outstanding under the 2024 Alaska Revolving Facility and $0.6 million of letters of credit were issued. As a result, $69.4 million was available under the 2024 Alaska Revolving Facility as of June 30, 2026.

The 2024 Alaska Credit Facility also provides for incremental term loans (“Incremental Term Loans”) up to an aggregate principal amount of the greater of $91 million and Alaska Communications’ trailing consolidated twelve-month EBITDA (as defined in the 2024 Alaska Credit Agreement), subject to Alaska Communications meeting certain conditions.

In connection with the 2024 Alaska Credit Facility, we incurred $6.9 million of fees and rolled over $2.1 million of fees for the 2022 Alaska Credit Facility to be amortized over the life of the debt. As of June 30, 2026, we had $5.7 million of unamortized fees, which are being amortized over the life of the debt, associated with the 2024 Alaska Credit Facility.

Amounts outstanding under the 2024 Alaska Credit Facility bear an interest rate equal to, at our option, either (i) the SOFR plus an applicable margin ranging between 3.00% to 4.50% or (ii) a base rate plus an applicable margin ranging from 2.00% to 3.50%. Swingline loans bear interest at the base rate plus the applicable margin for base rate loans. We also pay a fee ranging from 0.25% to 0.40% on the average daily unused portion of the 2024 Alaska Credit Facility over each calendar quarter.

Principal payments on the 2024 Alaska Term Facility are due quarterly commencing in the fourth quarter of 2026 in quarterly amounts as follows: from the fourth quarter of 2026 through the third quarter of 2027, $1,875,000; and from the fourth quarter of 2027 through the second quarter of 2029, $3,750,000. The remaining unpaid balance is due on the final maturity date. Alaska Communications may prepay all revolving loans under the 2024 Alaska Revolving Facility at any time without premium or penalty, subject to certain notice requirements and balance restrictions.

Alaska Communications is required to maintain financial ratios, including (a) a maximum Consolidated Net Total Leverage Ratio (as defined in the 2024 Alaska Credit Agreement) of 4.75:1.00, stepping down to 4.50:1.00 beginning with the third quarter of 2027, and stepping down to 4.25:1.00 beginning with the third quarter of 2028; and (b) a minimum Consolidated Fixed Charge Coverage Ratio of not less than 1.25:1.00. The 2024 Alaska Credit Agreement contains customary covenants restricting the incurrence or assumption of debt, granting or assuming liens, declaring dividends and making other restricted payments, making investments, dispositions, engaging in transactions with affiliates, changes to the nature of business, modifying organizational documents and material agreements, entering into sale and leaseback transactions, amending or making prepayments on certain subordinated debt, and entering into mergers and acquisitions. The 2024 Alaska Credit Agreement contains usual and customary affirmative and negative covenants of the parties for credit facilities of this type or as otherwise deemed appropriate by the administrative agent, subject to customary exceptions and materiality standards. As of June 30, 2026, Alaska Communications was in compliance with all financial covenants.

The 2024 Alaska Credit Facility is secured by substantially all of the personal property and certain material real property owned by Alaska Communications Systems Holdings, the parent company of Alaska Communications (“Holdings”), Alaska Communications, and its wholly owned subsidiaries, excluding, among other things, certain federal and state licenses where a pledge is prohibited by applicable law or is permitted only with the consent of a governmental authority that has not been obtained.

The Company is not a guarantor under the 2024 Alaska Credit Agreement, and the lenders have no recourse against the Company in the event of an occurrence of an Event of Default (as defined in the 2024 Alaska Credit Agreement).

Alaska Interest Rate Swap Agreements

In November 2023, Alaska Communications entered into two forward starting one-month floating to fixed SOFR interest rate swap agreements. The total non-amortizing notional amount of the agreements is $200 million, with fixed SOFR rates of 4.8695% and 4.8980%. These swap agreements matured on June 30, 2025.

On September 26, 2025, Alaska Communications entered into four forward starting one-month floating to fixed SOFR interest rate swap agreements. The total non-amortizing notional amount of the four agreements was $200 million, with fixed SOFR rates ranging from 3.43% to 3.45% and have a maturity date of September 30, 2027. The swap agreements had a fair value of $1.3 million and $(0.5) million as of June 30, 2026 and December 31, 2025, respectively.

FirstNet Receivables Credit Facility

On March 26, 2020, Commnet Finance, a wholly owned subsidiary of Commnet Wireless, entered into a receivables credit facility with Commnet Wireless and CoBank (the “Receivables Credit Facility”).

The Receivables Credit Facility provided for a senior secured delayed draw term loan in an aggregate principal amount of up to $75.0 million with the proceeds used to acquire certain receivables from Commnet Wireless. The receivables financed and sold under the secured Receivables Credit Facility relate to the obligations of AT&T under the FirstNet Agreement.

On December 27, 2024, CoBank amended the Receivables Credit Facility and extended the delayed draw period to December 31, 2025. There were no further extensions of the draw period.

Interest on the loans accrue at a fixed annual interest rate ranging from 3.21% to 7.13%.

The Receivables Credit Facility contains customary events of termination, representations and warranties, affirmative and negative covenants and events of default customary for facilities of this type.

As of June 30, 2026, Commnet Wireless had $35.4 million outstanding, of which $9.0 million was classified as being current and $26.4 million as long-term on our balance sheet under the Receivables Credit Facility. Commnet Wireless capitalized $0.8 million in fees associated with the Receivables Credit Facility which are being amortized over the life of the debt and $0.2 million were unamortized as of June 30, 2026.

IDB Credit Facilities

On May 8, 2025, OneGY entered into a Credit Agreement (the “2025 IDB Credit Agreement”) with Inter-American Investment Corporation (“IDB Invest”) to provide (the “2025 IDB Credit Facilities”) a Revolving Credit Commitment of $10.0 million (the “2025 IDB Revolving Facility”) and Term Loan Commitment of up to $30.0 million (the “2025 IDB Term Loan”). The debt is secured by certain assets of OneGY and is not guaranteed by the Company.

Beginning in the second quarter of 2027, amounts drawn on the 2025 IDB Term Loan must be repaid in quarterly principal payments in the amounts set forth below, with the outstanding principal balance maturing on the tenth anniversary of the effective date. The 2025 IDB Revolving Loan may be repaid at any time on, or prior to, its maturity of 360 days after the first disbursement date.

Amounts borrowed under the 2025 IDB Credit Facilities bear interest at a rate equal to SOFR plus an applicable margin of 2.4% for the 2025 IDB Revolving Facility and 3.0% for the 2025 IDB Term Loan. In the case of the 2025 IDB

Term Loan, there is a prepayment fee equal to 1% until the first anniversary from the effective date, 0.5% until the second anniversary from the effective date, and 0.0% thereafter.

The 2025 IDB Credit Agreement contains financial covenants that impose on OneGY: 1) a maximum Net Financial Debt to EBITDA Ratio; 2) a maximum Debt to Equity ratio; and 3) a minimum EBITDA to Net Financial Expense Ratio (each as defined in the 2025 IDB Credit Agreement), as well as customary representations, warranties and covenants. The 2025 IDB Credit Agreement provides for events of default customary for credit facilities of this type, including but not limited to non-payment, defaults on other debt, misrepresentation, breach of covenants, representations and warranties, insolvency and bankruptcy.

OneGY capitalized $1.1 million of fees associated with the 2025 IDB Credit Facilities, which are being amortized over the life of the debt and $1.0 million were unamortized as of June 30, 2026.

As of June 30, 2026, there were no outstanding borrowings under the 2025 IDB Revolving Facility and there was $5.0 million under the 2025 IDB Term loan as of that date. As of June 30, 2026, OneGY was in compliance with all financial covenants.

Sacred Wind Term Debt

Our subsidiary, Sacred Wind, has a term debt facility (the “Sacred Wind Term Debt”) with the US, acting through the Administrator of the Rural Utilities Service (“RUS”), which provides financial assistance in the form of loans under the Rural Electrification Act of 1936 to furnish or improve telecommunications and/or broadband services in rural areas, is secured by substantially all of the assets of Sacred Wind and is an underlying mortgage to the US. These mortgage notes are to be repaid in equal monthly installments covering principal and interest beginning after date of issue and expiring by 2035.

The Sacred Wind Term Debt contains certain restrictions on the declaration or payment of dividends, redemption of capital stock or investment in affiliated companies without the consent of the RUS noteholders. The agreements also contain a financial covenant that Sacred Wind was not in compliance with as of December 31, 2024. Sacred Wind submitted a corrective action plan to comply with the financial covenant by December 31, 2028. The corrective action plan was accepted by the RUS and, as of June 30, 2026, we were in compliance with that corrective action plan.

As of June 30, 2026, $19.6 million was outstanding under the Sacred Wind Term Debt. Of that amount, $3.6 million was current and $16.0 million was long term.

The mortgage notes carry fixed interest rates ranging from 0.88% to 5.0%.

USVI Debt

We, and certain of our subsidiaries, entered into a loan agreement (the “OneVI Debt Agreement”) for a $60.0 million loan (the “OneVI Debt”) with National Cooperative Services Corporation (“NCSC”) on July 1, 2016. The OneVI Debt Agreement contains customary representations, warranties, and affirmative and negative covenants (including limitations on additional debt, guaranties, sale of assets and liens) and a financial covenant that limits the maximum ratio of indebtedness to annual operating cash flow to 3.5 to 1.0 (the “OneVI Net Leverage Ratio”). On May 5, 2022, the Net Leverage Ratio was amended to 7.0 to 1.0 through the original maturity date. This covenant is tested on an annual basis at the end of each fiscal year and we were in compliance with the OneVI Net Leverage Ratio as of December 31, 2025. Interest was paid quarterly at a fixed rate of 4.0% per annum through June 30, 2026. The debt is secured by certain assets of the OneVI subsidiaries and is guaranteed by us.

On November 5, 2025, the Company and certain of its subsidiaries (the “OneVI Borrowers”) amended the OneVI Debt Agreement (the “OneVI Debt Amendment”) to extend the maturity date of the OneVI Debt from July 1,

2026 to July 1, 2035 (the “Extended Maturity Date”). The OneVI Debt Amendment further provided that the OneVI Debt would continue to accrue interest at the then current fixed 4.0% rate through June 30, 2026 and, beginning on July 1, 2026, NCSC offered, at the Borrowers’ option, a forward fixed rate or variable rate of interest for the remainder of the term of the OneVI Debt through the Extended Maturity Date. The OneVI Borrowers elected the variable rate, which is NCSC’s standard variable rate of interest for long-term loans and subject to change monthly, and the OneVI Borrowers have the option to convert all or a portion of principal outstanding as of the date specified in the Conversion Notice (as defined in the OneVI Debt Agreement), to NCSC’s standard fixed interest rates for long-term loans at any time thereafter without a fee.

Additionally, the OneVI Debt Amendment provided that the OneVI Debt would continue to require interest-only payments at the then current rate through June 30, 2026; beginning on July 1, 2026, the OneVI Debt became subject to a quarterly repayment schedule.

The OneVI Debt Amendment includes financial covenants by the OneVI Borrowers that impose a maximum ratio of indebtedness to annual operating cash flow of 5.00 as of December 31, 2026, 4.75 as of December 31, 2027, and 4.50 times as of December 31, 2028 and each year thereafter. Additionally, the OneVI Borrowers are to maintain a minimum fixed charge cover ratio of 1.25 to begin December 31, 2026, tested annually thereafter through the Extended Maturity Date.

As of June 30, 2026, $60.0 million of the OneVI Debt was outstanding. Of that amount, $4.5 million was current and $55.5 million was long term.

Debt Maturity

The table below summarizes the annual maturities of our debt instruments (amounts in thousands):

Factors Affecting Sources of Liquidity

Internally generated funds. The key factors affecting our internally generated funds are demand for our services, competition, regulatory developments, economic conditions in the markets where we operate our businesses and industry trends within the telecommunications industry.

Restrictions under 2023 CoBank Credit Facility. Our 2023 CoBank Credit Facility contains customary representations, warranties and covenants, including covenants limiting additional indebtedness, liens, guaranties, mergers and consolidations, substantial asset sales, investments and loans, sale and leasebacks, transactions with affiliates and fundamental changes.

In addition, the 2023 CoBank Credit Facility contains a financial covenant that imposes a maximum ratio of indebtedness to EBITDA. As of June 30, 2026, we were in compliance with all of the financial covenants of the 2023 CoBank Credit Facility.

Capital markets. Our ability to raise funds in the capital markets depends on, among other things, general economic conditions, the conditions of the telecommunications industry, our financial performance, the state of the capital markets and our compliance with SEC requirements for the offering of securities. In August 2025, we filed a new “universal” shelf registration statement with the SEC, to register potential future offerings of up to $300 million of our securities.

Foreign Currency

We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies, primarily the Guyana Dollar, to US Dollars at the appropriate rates as of the balance sheet date. Changes in the carrying value of these assets and liabilities attributable to fluctuations in rates are recognized in foreign currency translation adjustment, a component of accumulated other comprehensive income on our balance sheet. Income statement accounts are translated using the monthly average exchange rates during the year. Monetary assets and liabilities denominated in a currency that is different from a reporting entity’s functional currency must first be remeasured from the applicable currency to the legal entity’s functional currency. The effect of this remeasurement process is reported in other income within our income statement. During the three months ended June 30, 2026 and 2025, we recorded $0.7 million and $0.6 million, respectively, in losses on foreign currency transactions. For the six months ended June 30, 2026 and 2025, we recorded $1.1 million and $1.0 million, respectively, in losses on foreign currency transactions. We will continue to assess the impact of our exposure to the Guyana Dollar.

Inflation

Several of our markets have experienced increases in operating costs, some of which we believe are attributable to inflation. If inflation continues or worsens, it could negatively impact us by increasing our operating expenses. Inflation may lead to cost increases in multiple areas across our business, for example, rises in the prices of raw materials and manufactured goods, increased energy rates, as well as increased wage pressures and other expenses related to our employees. In particular, where we have agreed to undertake infrastructure build-outs on a fixed budget for our carrier customers or by accepting government grants, inflation may result in build costs that exceed our original budget given the long delays experienced in procuring equipment and materials due to global supply chain delays. To the extent that we are unable to pass on these costs through increased prices, revised budget estimates, or offset them in other ways, they may impact our financial condition and cash flows.

Tariffs

The US government has imposed tariffs on goods imported from various countries to the US, which have been modified, expanded, and in some cases eliminated since that time. Our business is not currently subject to these tariffs. Countries subject to such tariffs or other trade restrictions and other changes in trade policy by the US may, in the future, impose reciprocal or retaliatory tariffs and other trade measures that may impact our business. We are actively monitoring the tariff developments and analyzing the potential impacts on our businesses, cost structures, supply chain and broader economic environment. We are also working closely with our strategic suppliers to manage their potential impact.

The previously implemented tariffs did not have a material impact on our financial condition or results of operations during the three or six months ended June 30, 2026. However, due to the uncertainty with respect to such tariffs and their evolving nature, we cannot predict the impact, if any, they may have on our business or results in the future.

Availability Under Credit Facilities

In addition to future internally generated funds, we had the following available to us under our credit facilities, as defined below, as of June 30, 2026 and may be able to raise funds in the capital markets by making an offering under our universal shelf registration.

Critical Accounting Estimates

There were no changes to critical accounting estimates from those disclosed in “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” of our Annual Report on Form 10-K for the year ended December 31, 2025.

Recent Accounting Pronouncements

See Note 2 to the Consolidated Financial Statements included in this Report.

Translation and Remeasurement. We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies, primarily the Guyana Dollar, to US Dollars at the appropriate rates as of the balance sheet date. Changes in the carrying value of these assets and liabilities attributable to fluctuations in rates are recognized in foreign currency translation adjustment, a component of accumulated other comprehensive income on our balance sheet. Income statement accounts are translated using the monthly average exchange rates during the year.

Monetary assets and liabilities denominated in a currency that is different from a reporting entity’s functional currency must first be remeasured from the applicable currency to the legal entity’s functional currency. The effect of this remeasurement process is reported in other income on our income statement.

Employee Benefit Plans. We sponsor pension and other postretirement benefit plans for employees of certain subsidiaries. Net periodic pension expense is recognized in our income statement. We recognize a pension or other postretirement plan’s funded status as either an asset or liability in our consolidated balance sheet. Actuarial gains and losses are reported as a component of other comprehensive income and amortized through other income in subsequent periods.

Interest Rate Sensitivity. As of June 30, 2026, we had $302.8 million of variable rate debt outstanding, which is subject to fluctuations in interest rates. Our interest expense may be affected by changes in interest rates. We believe that a 100-basis-point change in the interest rates on our variable rate debt would result in a $3.0 million change in our annual interest expense. We may have additional exposure to fluctuations in interest rates if we again borrow amounts under our revolver loans within our credit facilities.

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2026. Disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), mean controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission’s (“SEC”) rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of June 30, 2026, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control Over Financial Reporting.

There were no changes in our internal control over financial reporting that occurred during the three months ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

In addition to the other information set forth in this Report, you should carefully consider the factors discussed under Part I, Item 1A “Risk Factors” of our 2025 Annual Report on Form 10-K. The risks described herein and in our 2025 Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.