# ATN International, Inc.: Form 10-Q for the period ended Jun 30, 2023

- Company: [ATN International, Inc.](/companies/atni.md) (CIK 879585)
- Form: 10-Q
- Filed: 2023-08-09
- Accepted by EDGAR: Aug 9, 2023, 18:17 ET
- Period: 2023-06-30
- Accession: 0001558370-23-014191
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/879585/000155837023014191/atni-20230630x10q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/879585/000155837023014191/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2023-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2023-04-01 to 2023-06-30 | $173.4m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 6 months, 2023-01-01 to 2023-06-30 | $346.0m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Selling, general and administrative | 3 months, 2023-04-01 to 2023-06-30 | $61.9m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 6 months, 2023-01-01 to 2023-06-30 | $123.3m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2023-04-01 to 2023-06-30 | $2.4m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2023-01-01 to 2023-06-30 | $3.1m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2023-04-01 to 2023-06-30 | $10.4m | us-gaap:InterestExpense |
| Interest expense | 6 months, 2023-01-01 to 2023-06-30 | $19.3m | us-gaap:InterestExpense |
| Income tax | 3 months, 2023-04-01 to 2023-06-30 | −$5.1m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months, 2023-01-01 to 2023-06-30 | −$5.8m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2023-04-01 to 2023-06-30 | −$661.0k | us-gaap:ProfitLoss |
| Net income | 6 months, 2023-01-01 to 2023-06-30 | −$7.7m | us-gaap:ProfitLoss |
| Diluted EPS | 3 months, 2023-04-01 to 2023-06-30 | −$0.03 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2023-01-01 to 2023-06-30 | −$0.48 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2023-04-01 to 2023-06-30 | −$0.03 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2023-01-01 to 2023-06-30 | −$0.48 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2023-04-01 to 2023-06-30 | 15,719,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2023-01-01 to 2023-06-30 | 15,726,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2023-01-01 to 2023-06-30 | $60.3m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2023-01-01 to 2023-06-30 | $89.5m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 6 months, 2023-01-01 to 2023-06-30 | $6.6m | us-gaap:PaymentsOfDividendsCommonStock |
| Share repurchases | 6 months, 2023-01-01 to 2023-06-30 | $6.8m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2023-06-30 | $64.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2023-06-30 | $248.1m | us-gaap:AssetsCurrent |
| Total assets | at 2023-06-30 | $1.73bn | us-gaap:Assets |
| Current liabilities | at 2023-06-30 | $240.8m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2023-06-30 | $980.5m | us-gaap:Liabilities |
| Long-term debt | at 2023-06-30 | $464.1m | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2023-06-30 | $18.1m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2023-06-30 | $557.3m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 107,595 characters.

### Overview

We provide digital infrastructure and communications services in the United States and internationally, including in the Caribbean region, with a focus on smaller markets, many of which are rural or remote, with a growing demand for infrastructure investments. Through our operating subsidiaries, we primarily provide: (i) carrier and enterprise communications services, such as terrestrial and submarine fiber optic transport, and communications tower facilities; and (ii) fixed and mobile telecommunications connectivity to residential, business and government customers, including a range of high-speed internet and data services, fixed and mobile wireless solutions, and video and voice services.

At the holding company level, we oversee the allocation of capital within and among our subsidiaries, affiliates, new investments, and stockholders. We have developed significant operational expertise and resources that we use to augment the capabilities of our individual operating subsidiaries in our local markets. We have built a platform of resources and expertise to support our operating subsidiaries and to improve their quality of service with greater economies of scale and expertise than would typically be available at the operating subsidiary level. We provide management, technical, financial, regulatory, and marketing services to our operating subsidiaries and typically receive a management fee calculated as a percentage of their revenues, which is eliminated in consolidation. We also actively evaluate potential acquisitions, investment opportunities and other strategic transactions, both domestic and international, and generally look for those that we believe fit our profile of telecommunications businesses and have the potential to complement our “glass and steel” and “first to fiber” approach in markets while generating steady excess cash flows over extended periods of time. We use the cash generated from our operations to re-invest in organic growth in our existing businesses, to make strategic investments in additional businesses, and to return cash to our investors through dividends or stock repurchases.

For further information about our financial segments and geographical information about our operating revenues and assets, see Notes 1 and 13 to the Consolidated Financial Statements included in this Report.

As of June 30, 2023, we offer the following types of services to our customers:

- ***Mobility Telecommunications Services.*** We offer mobile communications services over our wireless networks and related equipment (such as handsets) to both our business and consumer customers.
- ***Fixed Telecommunications Services***. We provide fixed data and voice telecommunications services to business and consumer customers. These services include consumer broadband and high-speed data solutions for businesses. For some markets, fixed services also include video services and revenue derived from support under certain government programs.
- ***Carrier Telecommunication Services.*** We deliver services to other telecommunications providers such as the leasing of critical network infrastructure, such as tower and transport facilities, wholesale roaming, site maintenance and international long-distance services.
- ***Managed Services***. We provide information technology services such as network, application, infrastructure and hosting services to both our business and consumer customers to complement our fixed services in our existing markets.

We have two operating segments to manage and review our operations and to facilitate investor presentations of our results. These two operating segments are as follows:

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

Virgin Islands.

- ***US Telecom.*** In the United States, we offer mobility services, fixed services, carrier services, and managed services to business and consumer customers in Alaska and the western United States.

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
| ​ | ​ | ​ | ​ | ​ | ​ | ​ |
| **Segment** |  | **Services** |  | **Markets** |  | **Tradenames** |
| **International Telecom** |  | Mobility Services |  | Bermuda, Guyana, US Virgin Islands |  | One, GTT, Viya |
| **​** | ​ | Fixed Services |  | Bermuda, Cayman Islands, Guyana, US Virgin Islands |  | One, Logic, GTT, Viya |
| ​ | ​ | Carrier Services | ​ | Bermuda, Guyana, US Virgin Islands | ​ | One, GTT, Viya, Logic |
| ​ | ​ | Managed Services | ​ | Bermuda, Cayman Islands, US Virgin Islands, Guyana | ​ | Fireminds, One, Logic, GTT, Viya |
| **US Telecom** |  | Mobility Services |  | United States (rural markets) |  | Choice NTUA Wireless |
| **​** | ​ | Fixed Services | ​ | United States |  | Alaska Communications, Commnet Broadband, Choice NTUA Wireless, Sacred Wind Communications, Ethos |
| **​** | ​ | Carrier Services | ​ | United States | ​ | Alaska Communications, Commnet, Essextel, Sacred Wind Communications |
| ​ |  | Managed Services |  | United States |  | Alaska Communications, Fireminds |

The following chart summarizes the operating activities of our principal subsidiaries, the segments in which we report our revenue and the markets we served as of June 30, 2023:

### Acquisition of Sacred Wind Enterprises

On November 7, 2022, we, via our newly formed wholly owned subsidiary Alloy, Inc. (“Alloy”), acquired all of the issued and outstanding stock of Sacred Wind Enterprises, Inc. (“Sacred Wind”), a rural telecommunications provider in New Mexico (the “Sacred Wind Transaction”) for $44.6 million of consideration. The purchase price allocation was finalized during the six months ended June 30, 2023. As part of the Sacred Wind Transaction, we transferred consideration of $16.7 million of cash, net of $9.4 million of cash acquired, $14.8 million of redeemable noncontrolling interests, and $3.7 million of contingent consideration. During the six months ended June 30, 2023, we received $1.3 million as final settlement of working capital amounts. Upon completion of the Sacred Wind Transaction, the former Sacred Wind shareholders own 6% of the Alloy equity. This equity is classified as redeemable noncontrolling interests in our financial statements because the holders have an option, beginning in 2026, to put the equity interest to a subsidiary of the Company at the then fair market value. The redeemable noncontrolling interests do not have preference relative to other equity units and participate in gains and losses in Alloy. The contingent consideration is earned based on certain operating metrics of Sacred Wind beginning in 2025 through 2027. The fair value of the contingent consideration was calculated using discounted cash flow analysis based on a range of probability weighted outcomes. We funded the acquisition with borrowing under our CoBank Credit Facility and assumed $31.6 million of Sacred Wind debt, to the United States of America administered through the Rural Utilities Service.

We believe that the acquisition of Sacred Wind will expand our infrastructure reach and broadband services in the rural Southwest and increase our wholesale carrier, residential and business broadband services.

### FirstNet Agreement

In July 2019, we entered into a Network Build and Maintenance Agreement with AT&T Mobility, LLC (“AT&T”) that we amended in August 2020, May 2021 and August 2022 (the “FirstNet Agreement”). In connection with the FirstNet Agreement, we are building a portion of AT&T’s network for the First Responder Network Authority (“FirstNet”) in or near our current operating areas in the Western United States. Pursuant to the FirstNet Agreement and subject to certain limitations contained therein, all cell sites must be completed and accepted within a specified period of time. We expect that total construction revenue related to FirstNet will approximate $80 million to $85 million. During the three months ended June 30, 2023 and 2022, we recorded $1.0 million and $3.3 million in construction revenue, respectively. During the six months ended June 30, 2023 and 2022, we recorded $1.6 million and $5.3 million in construction revenue, respectively. Revenues from construction are expected to have minimal impact on operating income. We expect to substantially complete the build by the end of 2023 with the remainder to be completed in early 2024.

Following acceptance of a cell site, AT&T will own the cell site and we will assign to AT&T any third-party tower lease applicable to such cell site. If the cell site is located on a communications tower we own, AT&T will pay us pursuant to a separate lease agreement for an initial term of eight years. In addition to building the network, we will provide ongoing equipment and site maintenance and high-capacity transport to and from these cell sites for an initial term ending in 2029.

AT&T will continue to use our wholesale domestic mobility network for roaming services at a fixed rate per site during the construction period until such time as the cell site is transferred to AT&T. Thereafter, revenue from the maintenance, leasing and transport services provided to AT&T is expected to generally offset revenue from wholesale mobility roaming services. We are currently receiving revenue from the FirstNet Transaction and expect overall operating income contributions from the FirstNet Transaction to have a relatively steady impact going forward.

### Verizon Carrier Managed Services Agreement

On May 10, 2023, our subsidiary, Commnet, entered into a Carrier Managed Services Master Agreement (the “Agreement”) with Cellco Partnership d/b/a Verizon Wireless (“Verizon”), pursuant to which Commnet will provide a variety of network, infrastructure and technical services that will help deliver next generation wireless services to Verizon’s subscribers in Commnet’s current operating area in the southwestern United States.

Pursuant to the Agreement and subject to certain limitations contained therein, Commnet will upgrade its wireless service in specific areas and provide services to Verizon for an initial seven year term (the “Commitment Period”). The Commitment Period will automatically renew for up to two additional three year periods, unless Verizon provides no less than twelve months’ notice on non-renewal prior to the expiration of the then-current term.

In connection with the Agreement, Commnet has also agreed to provide Verizon with high capacity transport in its coverage area. Verizon will continue to use Commnet’s wireless communications network for roaming services at a fixed rate per site during the build period until such time as upgrades to the network to meet certain performance service level agreements for both RAN operations and transport are met. Verizon will pay Commnet an aggregate of approximately $200 million for services over the term of the Agreement.

The Agreement may be terminated at any time upon the mutual written consent of Commnet and Verizon. In addition, Verizon may terminate the Agreement upon the occurrence of certain events, including failure to meet certain milestones or completion dates with respect to network coverage, failure to meet certain SLAs with respect to the ongoing services, the declaration of a bankruptcy event by Commnet and breach of any other material terms of the Agreement.

The foregoing summary of the Agreement is not intended to be complete and is qualified in its entirety by reference to the full text of the Agreement. A redacted copy of the Agreement is filed herewith as Exhibit 10.1.

### Universal Service Fund and Connect America Fund Phase II Programs

We recognize revenue from several government funded programs including the USF, a subsidy program managed by the Federal Communications Commission (“FCC”), the Alaska Universal Service Fund (“AUSF”), a similar program managed by the Regulatory Commission of Alaska (the “RCA”), and the Emergency Connectivity Fund (“ECF”), a program to help schools and libraries support remote learning in underserved communities. USF funds are disbursed to telecommunication providers through four programs: the High Cost Program; the Low Income Program (“Lifeline Program”); the Schools and Libraries Program (“E-Rate Program”); and the Rural Health Care Support Program.

We also recognize revenue from the Connect America Fund Phase II program (“CAF II”) which offers subsidies to carriers to expand broadband coverage in designated areas. Under CAF II, our US Telecom segment will receive an aggregate of $27.7 million annually through December 2025 and an aggregate of $8.0 million annually from January 2026 through July 2028.

All of the programs are subject to certain operational and reporting compliance requirements. We believe we are in compliance with these requirements as of June 30, 2023.

In 2018, the FCC initiated a proceeding to replace the High Cost Program support received by Viya in the US Virgin Islands with a new Connect USVI Fund. On November 16, 2020, the FCC announced that Viya was not the recipient of the Connect USVI Fund award and authorized funding to be issued to the new awardee in June 2021. Pursuant to the terms of the program and effective in July 2021, Viya’s annual USF support was reduced from $16.4 million to $10.9 million. In July 2022, this support was reduced again to $5.5 million for the annual period through June 2023. In April of 2023, the FCC issued an order extending the high cost support in the US Virgin Islands at the current $5.5 million per year received from July 2023 through December 31, 2025. In connection with this order, the FCC requires that we maintain our current footprint for voice and broadband services in the US Virgin Islands.

### RDOF (“Rural Digital Opportunities Fund”)

We expect to receive approximately $22.7 million over 10 years to provide broadband and voice coverage to over 10,000 households in the United States (not including Alaska) under the 2020 Rural Digital Opportunity Fund Phase I Auction (“RDOF”). During the three months ended June 30, 2023 and 2022, we recorded $0.6 million and $0.5 million of revenue from the RDOF program, respectively. During the six months ended June 30, 2023 and 2022, we recorded $1.2 million and $1.0 million, of revenue from the RDOF program, respectively.

### 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 upon completion of a project. Completion deadlines begin in September 2023 and once these projects are constructed, we are obligated to provide service to the participants. We expect to meet all requirements associated with these grants, with the exception of grants we have transferred to third parties, as described below. A roll forward of our grant awards is below (in thousands).

| ​ ​ | ​ ​ Amount |
| --- | --- |
| Grants awarded, December 31, 2022 | $80,197 |
| New grants | ​ 38,824 |
| Construction complete | ​ (5,075) |
| Transferred grants | ​ (6,269) |
| Grants awarded, June 30, 2023 | $107,677 |

In addition, we partner with tribal governments to obtain grants under the Tribal Broadband Connectivity Program ("TBCP"). The TBCP is a program administered by the National Telecommunications and Information Administration to deploy broadband connectivity on tribal lands. We were identified as a sub recipient of TBCP grants totaling $139.0 million as of June 30, 2023.

### Replace and Remove Program

On July 15, 2022, we were notified that we were an approved participant in the Federal Communication Commission’s Secure and Trusted Communications Networks Reimbursement Program (the “Replace and Remove Program”), designed to reimburse providers of communications services for reasonable costs incurred in the required removal, replacement, and disposal of covered communications equipment or services, that have been deemed to pose a national security risk, from their networks. Pursuant to the Replace and Remove Program, we were allocated up to approximately $207 million in reimbursement amounts to cover documented and approved costs to remove and securely destroy all prohibited communications equipment and services in our U.S. networks and replace such equipment. The Replace and Remove Program requires that we complete the project no later than one year from submitting our initial reimbursement request, or by July 2024. At this time, we anticipate that we will be able to meet the deadlines and requirements of the program. At June 30, 2023, we established a receivable for $21.0 million of costs for which we expect to be reimbursed under the program.

### Selected Segment Financial Information

The following represents selected segment information for the three months ended June 30, 2023 and 2022 (in thousands):

*For the Three Months Ended June 30, 2023*

| ​ ​ ​ ​ Revenue Communication Services | ​ ​ ​ ​ ​ | ​ ​ ​ ​ International Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ US Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Corporate and Other (1) ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Consolidated ​ ​ ​ ​ |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Mobility - Business | ​ | $3,507 | ​ | $114 | ​ | $— | ​ | $3,621 |
| Mobility - Consumer | ​ | ​ 23,349 | ​ | ​ 863 | ​ | ​ — | ​ | ​ 24,212 |
| Total Mobility | ​ | ​ 26,856 | ​ | ​ 977 | ​ | ​ — | ​ | ​ 27,833 |
| Fixed - Business | ​ | ​ 17,214 | ​ | ​ 35,495 | ​ | ​ — | ​ | ​ 52,709 |
| Fixed - Consumer | ​ | ​ 42,459 | ​ | ​ 22,608 | ​ | ​ — | ​ | ​ 65,067 |
| Total Fixed | ​ | 59,673 | ​ | 58,103 | ​ | — | ​ | 117,776 |
| Carrier Services | ​ | ​ 3,879 | ​ | ​ 31,576 | ​ | ​ — | ​ | ​ 35,455 |
| Other | ​ | 448 | ​ | 64 | ​ | — | ​ | 512 |
| Total Communication Services Revenue | ​ | ​ 90,856 | ​ | ​ 90,720 | ​ | ​ — | ​ | ​ 181,576 |
| Construction | ​ | ​ — | ​ | ​ 1,020 | ​ | ​ — | ​ | ​ 1,020 |
| Other | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Managed Services | ​ | ​ 1,125 | ​ | ​ 2,720 | ​ | ​ — | ​ | ​ 3,845 |
| Total Other Revenue | ​ | ​ 1,125 | ​ | ​ 2,720 | ​ | ​ — | ​ | ​ 3,845 |
| Total Revenue | ​ | ​ 91,981 | ​ | ​ 94,460 | ​ | ​ — | ​ | ​ 186,441 |
| ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Operating income (loss) | ​ | 14,552 | ​ | (2,394) | ​ | (9,718) | ​ | 2,440 |

*For the Three Months Ended June 30, 2022*

| ​ ​ ​ ​ Revenue Communication Services | ​ ​ ​ ​ ​ | ​ ​ ​ ​ International Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ US Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Corporate and Other (1) ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Consolidated ​ ​ ​ ​ |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Mobility - Business | ​ | $3,675 | ​ | $301 | ​ | $— | ​ | $3,976 |
| Mobility - Consumer | ​ | ​ 21,279 | ​ | ​ 1,549 | ​ | ​ — | ​ | ​ 22,828 |
| Total Mobility | ​ | ​ 24,954 | ​ | ​ 1,850 | ​ | ​ — | ​ | ​ 26,804 |
| Fixed - Business | ​ | ​ 16,996 | ​ | ​ 31,866 | ​ | ​ — | ​ | ​ 48,862 |
| Fixed - Consumer | ​ | ​ 41,353 | ​ | ​ 19,166 | ​ | ​ — | ​ | ​ 60,519 |
| Total Fixed | ​ | 58,349 | ​ | 51,032 | ​ | — | ​ | 109,381 |
| Carrier Services | ​ | ​ 3,421 | ​ | ​ 31,753 | ​ | ​ — | ​ | ​ 35,174 |
| Other | ​ | 436 | ​ | — | ​ | — | ​ | 436 |
| Total Communication Services Revenue | ​ | ​ 87,160 | ​ | ​ 84,635 | ​ | ​ — | ​ | ​ 171,795 |
| Construction | ​ | ​ — | ​ | ​ 3,297 | ​ | ​ — | ​ | ​ 3,297 |
| Other | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Managed Services | ​ | ​ 1,246 | ​ | ​ 3,159 | ​ | ​ — | ​ | ​ 4,405 |
| Total Other Revenue | ​ | ​ 1,246 | ​ | ​ 3,159 | ​ | ​ — | ​ | ​ 4,405 |
| Total Revenue | ​ | ​ 88,406 | ​ | ​ 91,091 | ​ | ​ — | ​ | ​ 179,497 |
| ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Operating income (loss) | ​ | 11,646 | ​ | (281) | ​ | (9,643) | ​ | 1,722 |

(1) Reconciling items refer to corporate overhead costs and consolidating adjustments.

A comparison of our segment results for the three months ended June 30, 2023, and 2022 is as follows:

*International Telecom*. Revenues within our International Telecom segment increased $3.6 million, or 4.1%, to $92.0 million from $88.4 million for the three months ended June 30, 2023 and 2022, respectively, as a result of growth in mobility, fixed and carrier service revenues. Network upgrades and expansions, increased marketing activities and improved customer care led to an increase in mobile subscribers and equipment sales. Fixed subscriber and revenue growth resulted from an increase in the number of homes passed by high-speed data solutions which allowed us to migrate many legacy copper customers to more high-speed data services. In addition, our US Virgin Islands and Bermuda markets recognized growth in Carrier Services revenue as a result of increased roaming revenues due to an increase in tourism in those markets. These increases, however, were partially offset by the scheduled $1.4 million reduction in federal high-cost support revenues in the US Virgin Islands.

Operating expenses within our International Telecom segment increased by $0.6 million, or 0.8%, to $77.4 million from $76.8 million for the three months ended June 30, 2023 and 2022, respectively. The increase was primarily the result of an increase in retail and marketing personnel and program costs to support the expansion of our mobile and broadband customer bases and increased equipment costs.

As a result, our International Telecom segment’s operating income increased $3.0 million, or 25.9%, to $14.6 million from $11.6 million for the three months ended June 30, 2023 and 2022, respectively.

*US Telecom.* Revenue within our US Telecom segment increased by $3.4 million, or 3.7%, to $94.5 million from $91.1 million for the three months ended June 30, 2023 and 2022, respectively. Increases in revenues from business customers within our Alaska subsidiary, the revenue impact of the Sacred Wind Transaction and increased fixed revenues in our western United States operations, were partially offset by a reduction in construction revenue related to the FirstNet Transaction, a reduction in roaming revenue due to the restructuring of certain carrier contracts in our western United States operations, and a reduction in our international long-distance service revenues.

Operating expenses within our US Telecom segment increased $5.5 million, or 6.0%, to $96.9 million from $91.4 million for the three months ended June 30, 2023 and 2022, respectively, as a result of increases in expenses being incurred to support the increased revenues within our Alaska operations and the impact of the Sacred Wind Transaction partially offset by the decreases in FirstNet construction costs, as fewer sites were completed in 2023 as compared to 2022, and in costs related to our wholesale long-distance business as a result of its decrease in revenues.

As a result of the above, our US Telecom segment’s operating loss increased by $2.1 million to a loss of $2.4 million from a loss of $0.3 million for the three months ended June 30, 2023 and 2022, respectively.

The following represents a year over year discussion and analysis of our results of operations for the three months ended June 30, 2023 and 2022 (in thousands):

| ​ ​ ​ ​ ​ REVENUE: | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Three Months Ended June 30, 2023 ​ | ​ ​ ​ | ​ ​ ​ ​ 2022 ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Amount of Increase (Decrease) ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Percent Increase (Decrease) ​ |
| --- | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| Communication services | ​ | $181,576 | ​ | $171,795 | ​ | $9,781 |  | 5.7% |
| Construction | ​ | ​ 1,020 | ​ | ​ 3,297 | ​ | ​ (2,277) |  | (69.1) ​ |
| Other | ​ | 3,845 | ​ | 4,405 | ​ | (560) |  | (12.7) ​ |
| Total revenue | ​ | 186,441 | ​ | 179,497 | ​ | 6,944 |  | 3.9 ​ |
| OPERATING EXPENSES (excluding depreciation and amortization unless otherwise indicated): | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Cost of communications services and other | ​ | 77,718 | ​ | 77,860 | ​ | (142) |  | (0.2) ​ |
| Cost of construction revenue | ​ | ​ 1,016 | ​ | ​ 3,286 | ​ | ​ (2,270) |  | (69.1) ​ |
| Selling, general and administrative | ​ | 61,914 | ​ | 56,610 | ​ | 5,304 |  | 9.4 ​ |
| Stock-based compensation | ​ | ​ 2,739 | ​ | ​ 2,568 | ​ | ​ 171 | ​ | 6.6 ​ |
| Transaction-related charges | ​ | ​ 438 | ​ | 412 | ​ | 26 |  | 6.3 ​ |
| Restructuring charges | ​ | 370 | ​ | — | ​ | 370 |  | 100.0 ​ |
| Depreciation and amortization | ​ | 36,217 | ​ | 33,817 | ​ | 2,400 |  | 7.1 ​ |
| Amortization of intangibles from acquisitions | ​ | ​ 3,144 | ​ | ​ 3,250 | ​ | ​ (106) |  | (3.3) ​ |
| (Gain) Loss on disposition of long-lived assets | ​ | ​ 445 | ​ | ​ (28) | ​ | ​ 473 |  | (1,689.3) ​ |
| Total operating expenses | ​ | 184,001 | ​ | 177,775 | ​ | 6,226 |  | 3.5 ​ |
| Income from operations | ​ | 2,440 | ​ | 1,722 | ​ | 718 |  | 41.7 ​ |
| **OTHER INCOME (EXPENSE):** | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Interest income | ​ | 45 | ​ | — | ​ | 45 |  | 100.0 ​ |
| Interest expense | ​ | ​ (10,449) | ​ | ​ (4,278) | ​ | ​ (6,171) |  | 144.2 ​ |
| Other income | ​ | 2,216 | ​ | (2,724) | ​ | 4,940 |  | (181.4) ​ |
| Other income (expense), net | ​ | (8,188) | ​ | (7,002) | ​ | (1,186) |  | 16.9 ​ |
| **INCOME (LOSS) BEFORE INCOME TAXES** | ​ | (5,748) | ​ | (5,280) | ​ | (468) |  | 8.9 ​ |
| Income tax expense (benefit) | ​ | (5,087) | ​ | (3,971) | ​ | (1,116) |  | 28.1 ​ |
| **NET LOSS** | ​ | (661) | ​ | (1,309) | ​ | 648 |  | (49.5) ​ |
| Net loss attributable to noncontrolling interests, net of tax: | ​ | 1,428 | ​ | 784 | ​ | 644 |  | 82.2 ​ |
| **NET LOSS ATTRIBUTABLE TO ATN INTERNATIONAL, INC. STOCKHOLDERS** | ​ | $767 | ​ | $(525) | ​ | $1,292 |  | (246.1)% |

### Communications Services Revenue

**Mobility Revenue.** Our Mobility revenue consists of retail revenue generated within both our International Telecom and US Telecom segments by providing 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 retail subscribers.

Mobility revenue increased by $1.0 million, or 3.7%, to $27.8 million for the three months ended June 30, 2023 from $26.8 million for the three months ended June 30, 2022. Of this increase, Mobility revenue from consumer customers increased by $1.4 million, partially offset by a reduction in Mobility revenue from business customers of $0.4 million.

The increase in Mobility revenue, within our segments, consisted of the following:

- *International Telecom.* Within our International Telecom segment, Mobility revenue increased by $1.9 million, or 7.6%, to $26.9 million for the three months ended June 30, 2023 from $25.0 million for the three months ended June 30, 2022. The increase in Mobility revenue within this segment was recognized in all of our international markets and was attributable to an increase in revenue from consumers as a result of improved customer care, marketing strategies and network upgrades and expansions which led to an increase in subscribers and in equipment sales.
- *US Telecom*. Mobility revenue within our US Telecom segment decreased by $0.9 million, or 47.4%, to $1.0 million from $1.9 million for the three months ended June 30, 2023 and 2022, respectively. Substantially all of the decrease related to a decrease in revenue from consumers within our retail operations due to a decrease in subscribers.

Mobility revenue within our International Telecom segment may increase as a result of our marketing efforts to increase the number of our subscribers. However, increased competition may limit revenue growth from mobility services. We expect that Mobility revenue within our US Telecom segment will decrease over time as we put more emphasis on other revenue sources within that segment.

**Fixed Revenue.** Fixed revenue is primarily generated by broadband, voice, and video service revenues provided to retail and business customers over our wireline networks. Fixed revenue within our US Telecom segment also includes awards from the Connect America Fund Phase II program in the western United States and Alaska, as well as revenue from the Alaska Universal Service Fund. Within our International Telecom segment, Fixed revenue also includes funding under the FCC’s High Cost Program in the US Virgin Islands.

Fixed revenue increased by $8.6 million, or 7.9%, to $118.0 million from $109.4 million for the three months ended June 30, 2023 and 2022, respectively. Of this increase, $4.0 million and $4.5 million relate to increases in revenue from business and consumer customers, respectively. The increase in Fixed revenue, within our segments, consisted of the following:

- *International Telecom*. Within our International Telecom segment, Fixed revenue increased by $1.4 million, or 2.4%, to $59.7 million from $58.3 million for the three months ended June 30, 2023 and 2022, respectively. Network upgrades and expansions, increased marketing activities and improved customer care led to an increase in fixed subscribers and equipment sales. Fixed subscriber and revenue growth resulted from an increase in the number of homes passed by high-speed data solutions which allowed us to migrate many legacy copper customers to more high-speed data services. This increase, however, was partially offset by the previously disclosed and scheduled $1.4 million reduction in revenue from the FCC’s High Cost Program in the US Virgin Islands.
- *US Telecom*. Fixed revenue within our US Telecom segment increased by $7.1 million, or 13.9%, to $58.1 million from $51.0 million for the three months ended June 30, 2023 and 2022, respectively. This increase was primarily related to an increase in revenue from business customers in Alaska, the revenue impact of the Sacred Wind Transaction, and increases from our western United States operations.

Fixed revenue within our International Telecom segment may decrease as a result of a decrease in demand for our video services due to subscribers using alternative methods to receive video content. Such decreases, however, may be offset as a result of an increase in demand for broadband and other data services from consumers, businesses and government, driven by such trends as the popularity of video and audio streaming, demand for cloud services and smart home, business and city solutions as well as macro-economic and population growth in places like the Cayman Islands and Guyana.

Within our US Telecom segment, Fixed revenue is expected to increase as both our Alaska operations and our western United States operations, including the impact of the Sacred Wind Transaction, further deploy 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 FirstNet Transaction, wholesale roaming revenues, the provision of network switching services, tower lease revenue and other services provided to other carriers.

Carrier Services revenue increased by $0.3 million, or 0.9%, to $35.5 million from $35.2 million for the three months ended June 30, 2023 and 2022, respectively. The increase, within our segments, consisted of the following:

- *International Telecom*. Within our International Telecom segment, Carrier Services revenue increased by $0.5 million, or 14.7%, to $3.9 million from $3.4 million for the three months ended June 30, 2023 and 2022, respectively, as a result of an increase in tourism, primarily within the US Virgin Islands and Bermuda, that resulted in an increase in roaming revenues.
- *US Telecom*. Carrier Services revenue within our US Telecom segment decreased by $0.2 million, or 0.6%, to $31.6 million from $31.8 million, for the three months ended June 30, 2023 and 2022, respectively. This decrease was the result of a decrease in our wholesale long-distance voice services business. Such decreases were partially offset by the impact of the Sacred Wind Transaction and an increase within our Alaska operations.

Within our International Telecom segment, Carrier Services revenue may continue to increase if tourism continues to move toward a return to pre-pandemic levels. However, within our International Telecom segment, Carrier Services revenue from our international long distance business in Guyana may decrease as consumers seek to use alternative technology services to place long-distance calls.

Within our US Telecom segment, Carrier Services revenue may increase as a result of recent carrier service management contracts and expected growth in offered services.

**Other Communications Services Revenue.** Other Communications Services revenue includes miscellaneous services that the operations within our International Telecom segment provide to retail subscribers. Other Communications Services revenue increased to $0.5 million from $0.4 million for the three months ended June 30, 2023 and 2022, respectively.

### 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, 2023 and 2022, Construction revenue decreased to $1.0 million from $3.3 million, respectively, as a result of a decrease in the number of sites completed during 2023 as compared to 2022. We expect to substantially complete the build by the end of 2023 with the remainder to be completed in early 2024.

### 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 13.6%, to $3.8 million from $4.4 million for the three months ended June 30, 2023 and 2022, respectively.

*International Telecom.* Managed Services revenue in our International Telecom segment remained consistent at $1.2 million for the three months ended June 30, 2023 and 2022.

*US Telecom*. Within our US Telecom segment, Managed Services revenue decreased $0.5 million, or 15.6%, to $2.7 million from $3.2 million for the three months ended June 30, 2023 and 2022, respectively.

Managed Services revenue may increase in both our US and International Telecom segments as a result of our continued effort to sell certain Managed Services solutions to both our consumer and 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 (in particular, the circuits between our Mobility sites and our switches), 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 decreased by $0.2 million, or 0.3%, to $77.7 million from $77.9 million for the three months ended June 30, 2023 and 2022, respectively. The net decrease 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 $0.4 million, or 1.1%, to $34.5 million from $34.9 million, for the three months ended June 30, 2023 and 2022, respectively. This decrease was the result of decreases in credit loss allowances and in equipment expenses.
- *US Telecom.* Cost of communication services and other within our US Telecom segment increased by $0.3 million, or 0.7%, to $43.3 million from $43.0 million for the three months ended June 30, 2023 and 2022, respectively. Such increase was primarily related to an increase in direct costs in Alaska to support revenue growth and the impact of the Sacred Wind Transaction. These increases were partially offset by reductions in our wholesale long-distance voice services business as a result of decreases in that operation’s revenues.

Cost of communication services and other may increase within our International Telecom segment due to an expected increase in roaming costs if tourism continues to return to pre-pandemic levels. Within the US Telecom segment, these expenses are expected to increase in connection with our expected increase in fixed revenue, and anticipated expenses in connection with our performance related to the construction phase of our FirstNet Transaction which is expected to be substantially completed in 2023. In addition, cost of services may increase as a result of continued inflationary pressure.

**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, 2023 and 2022, cost of construction revenue decreased to $1.0 million from $3.3 million as a result of a decrease in the number of sites completed during 2023 as compared to 2022. We expect to substantially complete the build by the end of 2023 with the remainder to be completed in early 2024.

**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 increased by $5.3 million, or 9.4%, to $61.9 million from $56.6 million for the three months ended June 30, 2023 and 2022, 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 $2.2 million, or 8.4%, to $28.4 million from $26.2 million for the three months ended June 30, 2023 and 2022, respectively. This increase was incurred within all of our international markets primarily as a result of an increase in our sales and marketing capabilities to support the expansion of our subscriber base. ​
- *US Telecom*. Selling, general and administrative expenses increased within our US Telecom segment by $3.3 million, or 13.7%, to $27.4 million from $24.1 million, for the three months ended June 30, 2023 and 2022, respectively. This increase was primarily related to expenses to support the operations from the Sacred Wind Transaction and an increase in sales and marketing efforts in our Alaska operations which helped drive the increase in that operation’s revenues. ​
- *Corporate Overhead.* Selling, general and administrative expenses within our corporate overhead decreased by $0.1 million, or 1.6%, to $6.2 million from $6.3 million, for the three months ended June 30, 2023 and 2022, respectively, as a result of a decrease in professional fees incurred.

Selling, general and administrative expenses may increase in our international telecom segment to support our expanded operations. Within the US Telecom segment, we expect an increase in these costs as a result of the Sacred Wind Transaction, our commitments under the Cares Act funding and other network expansions in Alaska and the southwest US. Our Corporate Overhead segment may also experience an increase in these expenses to support our recent acquisitions and expanding operations. In addition, selling, general, and administrative expenses may increase as a result of continued inflationary pressure, issues facing the global supply chain and geopolitical uncertainty.

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

Stock-based compensation for the three months ended June 30, 2023 and 2022 was $2.7 million and $2.6 million, respectively.

**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, which are expensed as incurred. Transaction-related charges also include certain internal personnel costs incurred as a result of the completion of an acquisition or disposition. 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 $0.4 million of transaction-related charges during the three months ended June 30, 2023 and 2022.

**Restructuring expenses.** In connection with our repositioning of our legacy wholesale roaming operations in our US Telecom segment, we recorded a $0.4 million restructuring charge during the three months ended June 30, 2023 primarily related to the decommissioning of certain cell sites.

**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 increased by $2.4 million, or 7.1%, to $36.2 million from $33.8 million for the three months ended June 30, 2023 and 2022, respectively. The net increase 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 $1.0 million, or 6.6%, to $14.1 million from $15.1 million, for the three months ended June 30, 2023 and 2022, respectively, as a result of certain assets becoming fully depreciated in recent periods.
- *US Telecom*. Depreciation and amortization expenses increased within our US Telecom segment by $3.6 million, or 20.2%, to $21.4 million from $17.8 million, for the three months ended June 30, 2023 and 2022, respectively, primarily as a result of the impact of the Sacred Wind Transaction, which was completed in November 2022, and the depreciation expense recorded on recent capital expenditures.
- *Corporate Overhead*. Depreciation and amortization expenses decreased within our corporate overhead by $0.3 million, or 30.0%, to $0.7 million from $1.0 million, for the three months ended June 30, 2023 and 2022, respectively, primarily as a result of certain assets becoming fully depreciated in recent periods.

We expect depreciation and amortization expense to increase within our International Telecom and US Telecom segments as we acquire tangible assets to expand or upgrade our telecommunications networks.

**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 $0.2 million to $3.1 million from $3.3 million for the three months ended June 30, 2023 and 2022, respectively.

We expect that amortization of intangibles from acquisitions will decrease as such costs continue to amortize.

**Loss on disposition of long-lived assets.** During the three months ended June 30, 2023, we recorded a loss on the disposition of long-lived assets of $0.4 million within our US Telecom segment.

During the three months ended June 30, 2022, we recorded a nominal gain on the disposal of certain assets within our US Telecom operations.

**Interest income.** Interest income represents interest earned on our cash, cash equivalents, restricted cash and short-term investment balances. Interest income was a nominal amount for both the three months ended June 30, 2023 and 2022.

**Interest expense.** We incur interest expense on the 2019 CoBank Credit Facility, the Alaska Credit and Term Facilities, the Viya Debt, the One Communications Debt and the Receivables Credit Facility. Interest expense for the three months ended June 30, 2023 also includes interest expense on the Sacred Wind Term Debt and the GTT Credit Facilities (each as defined below). Previously, we also incurred interest expense on the One Communications Debt, which matured on December 22, 2022. In addition, interest expense includes commitment fees, letter of credit fees and the amortization of debt issuance costs.

Interest expense increased to $10.4 million from $4.2 million for the three months ended June 30, 2023 and 2022, respectively, as additional interest expense was incurred as a result an increase in borrowings under our credit facilities, the inclusion of Sacred Wind Term Debt and the GTT Credit Facilities in 2023, as well as an increase in interest rates on all floating-rate borrowings.

Interest expense may increase in future periods as a result of increased interest rates and borrowings.

**Other income (expenses).** For the three months ended June 30, 2023, other income (expenses) was $2.2 million of income primarily related to gains from our noncontrolling investments.

For the three months ended June 30, 2022, other income (expenses) was $2.7 million of expense primarily related to expenses associated with certain employee benefit plans, losses from our noncontrolling investments and losses on foreign currency transactions.

**Income taxes.** Our effective tax rate for the three months ended June 30, 2023 and 2022 was 88.5% and 75.2 % respectively.

We recorded an income tax benefit of $5.1 million in relation to a pretax loss of $5.7 million for the three months ended June 30, 2023. The effective tax rate for the three months ended June 30, 2023 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 realizable based on the weight of positive and negative evidence and (iii) discrete items including a $4.0 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration and a $0.7 million expense for interest on unrecognized tax positions.

We recorded an income tax benefit of $4.0 million in relation to a pre-tax loss of $5.3 million for the three months ended June 30, 2022. The effective tax rate for the three months ended June 30, 2022 was primarily impacted by the following items (i) the mix of income generated among the jurisdictions in which we operate and (ii) discrete items including a $3.3 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration and a $0.3 million expense for interest on unrecognized tax positions.

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 applications 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 loss attributable to noncontrolling interests, net of tax.** Net loss attributable to noncontrolling interests, net of tax reflected an allocation of losses of $1.4 million and $0.8 million generated by our less than wholly owned subsidiaries for the three months ended June 30, 2023 and 2022, respectively. Changes in net income 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 $1.1 million, or 122.2%, to an allocation of $2.0 million of income from an allocation of $0.9 million of income for the three months ended June 30, 2023 and 2022, respectively, primarily as a result of increased profitability at certain less than wholly owned subsidiaries within this segment.
- *US Telecom.* Within our US Telecom segment, net loss attributable to noncontrolling interests, net of tax increased by $1.8 million, or 105.9%, to an allocation of losses of $3.5 million from an allocation of losses of $1.7 million for the three months ended June 30, 2023 and 2022, respectively, as a result of increased losses at our less than wholly owned subsidiaries within this segment.

**Net income (loss) attributable to ATN International, Inc. stockholders.** Net income (loss) attributable to ATN International, Inc. stockholders was income of $0.8 million for the three months ended June 30, 2023 as compared to a loss of $0.5 million for the three months ended June 30, 2022.

On a per share basis, net loss was $0.03 per share for the three months ended June 30, 2023 as compared to $0.11 per share for the three months ended June 30, 2022. Such per share amounts were negatively impacted by accrued preferred dividends of $1.3 million and $1.2 million for the three months ended June 30, 2023 and 2022, respectively.

### Selected Segment Financial Information

The following represents selected segment information for the six months ended June 30, 2023 and 2022 (in thousands):

*For the Six Months Ended June 30, 2023*

| ​ ​ ​ ​ ​ Revenue Communication Services | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ International Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ US Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Corporate and Other (1) ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ ​ ​ Consolidated ​ ​ ​ ​ |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Mobility - Business | ​ | $7,083 | ​ | $286 | ​ | $— | ​ | $7,369 |
| Mobility - Consumer | ​ | ​ 45,880 | ​ | ​ 1,850 | ​ | ​ — | ​ | ​ 47,730 |
| Total Mobility | ​ | ​ 52,963 | ​ | ​ 2,136 | ​ | ​ — | ​ | ​ 55,099 |
| Fixed - Business | ​ | ​ 34,327 | ​ | ​ 71,814 | ​ | ​ — | ​ | ​ 106,141 |
| Fixed - Consumer | ​ | ​ 84,236 | ​ | ​ 45,190 | ​ | ​ — | ​ | ​ 129,426 |
| Total Fixed | ​ | 118,563 | ​ | 117,004 | ​ | — | ​ | 235,567 |
| Carrier Services | ​ | ​ 7,570 | ​ | ​ 63,660 | ​ | ​ — | ​ | ​ 71,230 |
| Other | ​ | 848 | ​ | 139 | ​ | — | ​ | 987 |
| Total Communication Services Revenue | ​ | ​ 179,944 | ​ | ​ 182,939 | ​ | ​ — | ​ | ​ 362,883 |
| Construction | ​ | ​ — | ​ | ​ 1,610 | ​ | ​ — | ​ | ​ 1,610 |
| Other | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Managed Services | ​ | ​ 2,445 | ​ | ​ 5,276 | ​ | ​ — | ​ | ​ 7,721 |
| Total Other Revenue | ​ | ​ 2,445 | ​ | ​ 5,276 | ​ | ​ — | ​ | ​ 7,721 |
| Total Revenue | ​ | ​ 182,389 | ​ | ​ 189,825 | ​ | ​ — | ​ | ​ 372,214 |
| ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Operating income (loss) | ​ | 28,377 | ​ | (6,737) | ​ | (18,566) | ​ | 3,074 |

*For the Six Months Ended June 30, 2022*

| ​ ​ ​ ​ Revenue Communication Services | ​ ​ ​ ​ ​ | ​ ​ ​ ​ International Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ US Telecom ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ Corporate and Other (1) ​ ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Consolidated ​ ​ ​ ​ |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Mobility - Business | ​ | $7,291 | ​ | $674 | ​ | $— | ​ | $7,965 |
| Mobility - Consumer | ​ | ​ 41,249 | ​ | ​ 3,006 | ​ | ​ — | ​ | ​ 44,255 |
| Total Mobility | ​ | ​ 48,540 | ​ | ​ 3,680 | ​ | ​ — | ​ | ​ 52,220 |
| Fixed - Business | ​ | ​ 34,250 | ​ | ​ 59,011 | ​ | ​ — | ​ | ​ 93,261 |
| Fixed - Consumer | ​ | ​ 82,446 | ​ | ​ 38,136 | ​ | ​ — | ​ | ​ 120,582 |
| Total Fixed | ​ | 116,696 | ​ | 97,147 | ​ | — | ​ | 213,843 |
| Carrier Services | ​ | ​ 6,823 | ​ | ​ 64,742 | ​ | ​ — | ​ | ​ 71,565 |
| Other | ​ | 710 | ​ | — | ​ | — | ​ | 710 |
| Total Communication Services Revenue | ​ | ​ 172,769 | ​ | ​ 165,569 | ​ | ​ — | ​ | ​ 338,338 |
| Construction | ​ | ​ — | ​ | ​ 5,283 | ​ | ​ — | ​ | ​ 5,283 |
| Other | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Managed Services | ​ | ​ 2,422 | ​ | ​ 5,474 | ​ | ​ — | ​ | ​ 7,896 |
| Total Other Revenue | ​ | ​ 2,422 | ​ | ​ 5,474 | ​ | ​ — | ​ | ​ 7,896 |
| Total Revenue | ​ | ​ 175,191 | ​ | ​ 176,326 | ​ | ​ — | ​ | ​ 351,517 |
| ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Operating income (loss) | ​ | 23,450 | ​ | ​ (4,914) | ​ | ​ (16,703) | ​ | ​ 1,833 |

(1) Reconciling items refer to corporate overhead costs and consolidating adjustments.

A comparison of our segment results for the six months ended June 30, 2023, and 2022 is as follows:

*International Telecom.* Revenues within our International Telecom segment increased $7.2 million, or 4.1%, to $182.4 million from $175.2 million for the six months ended June 30, 2023 and 2022, respectively, as a result of improved customer care, marketing strategies and network upgrades and expansions which led to an increase in mobile subscribers and equipment sales as well as fixed subscriber growth including an increase in the number of homes passed by high-speed data solutions which allowed us to migrate many legacy copper customers to more durable fiber services. In addition, our US Virgin Islands and Bermuda markets recognized growth in Carrier Services revenue as a result of increased roaming revenues due to an increase in tourism in those markets. These increases, however, were partially offset by the scheduled $2.8 million reduction in federal high-cost support revenues in the US Virgin Islands.

Operating expenses within our International Telecom segment increased by $2.3 million, or 1.5%, to $154.0 million from $151.7 million for the six months ended June 30, 2023 and 2022, respectively. The increase was primarily the result of an increase in equipment expenses and retail and marketing costs.

As a result, our International Telecom segment’s operating income increased $4.9 million, or 20.9%, to $28.4 million from $23.5 million for the six months ended June 30, 2023 and 2022, respectively.

*US Telecom.* Revenue within our US Telecom segment increased by $13.5 million, or 7.7%, to $189.8 million from $176.3 million for the six months ended June 30, 2023 and 2022, respectively. Increases in revenue from business customers within our Alaska subsidiary and the revenue impact of the Sacred Wind Transaction were partially offset by a reduction in construction revenue related to the FirstNet Transaction, reduction in roaming revenue due to the restructuring of certain carrier contracts in our western United States operations, and a reduction in our international long-distance service revenues.

Operating expenses within our US Telecom segment increased $15.3 million, or 8.4%, to $196.5 million from $181.2 million for the six months ended June 30, 2023 and 2022, respectively, as a result of increases in expenses being incurred to support the increased revenues within our Alaska operations and the impact of the Sacred Wind Transaction partially offset by the decrease in FirstNet construction costs as fewer sites were completed in 2023 as compared to 2022 and a reduction in costs related to our wholesale long-distance business as a result of its decrease in revenues.

As a result of the above, our US Telecom segment’s operating loss increased by $1.8 million, or 36.7%, to a loss of $6.7 million from a loss of $4.9 million for the six months ended June 30, 2023 and 2022, respectively.

The following represents a year over year discussion and analysis of our results of operations for the six months ended June 30, 2023 and 2022 (in thousands):

| ​ ​ ​ ​ ​ REVENUE: | ​ ​ ​ ​ ​ | ​ ​ Six Months Ended June 30, 2023 ​ ​ ​ | ​ ​ ​ | ​ ​ 2022 ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ Amount of Increase (Decrease) ​ ​ ​ | ​ ​ ​ ​ ​ | ​ ​ Percent Increase (Decrease) ​ ​ ​ |
| --- | --- | --- | --- | --- | --- | --- | --- | ---: |
| Communication services | ​ | $362,883 | ​ | $338,338 | ​ | $24,545 |  | 7.3% |
| Construction | ​ | ​ 1,610 | ​ | ​ 5,283 | ​ | ​ (3,673) |  | (69.5) ​ |
| Other | ​ | 7,721 | ​ | 7,896 | ​ | (175) |  | (2.2) ​ |
| Total revenue | ​ | ​ 372,214 | ​ | ​ 351,517 | ​ | ​ 20,697 |  | 5.9 ​ |
| OPERATING EXPENSES (excluding depreciation and amortization unless otherwise indicated): | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Cost of communication services and other | ​ | ​ 156,759 | ​ | ​ 150,871 | ​ | ​ 5,888 |  | 3.9 ​ |
| Cost of construction revenue | ​ | ​ 1,604 | ​ | ​ 5,319 | ​ | ​ (3,715) | ​ | (69.8) ​ |
| Selling, general and administrative | ​ | ​ 123,262 | ​ | ​ 111,491 | ​ | ​ 11,771 |  | 10.6 ​ |
| Stock-based compensation | ​ | ​ 4,517 | ​ | ​ 4,028 | ​ | ​ 489 | ​ | 12.1 ​ |
| Transaction-related charges | ​ | ​ 451 | ​ | ​ 966 | ​ | ​ (515) |  | (53.3) ​ |
| Restructuring charges | ​ | ​ 3,257 | ​ | ​ — | ​ | ​ 3,257 | ​ | 100.0 ​ |
| Depreciation and amortization | ​ | ​ 72,621 | ​ | ​ 67,109 | ​ | ​ 5,512 |  | 8.2 ​ |
| Amortization of intangibles from acquisitions | ​ | ​ 6,391 | ​ | ​ 6,508 | ​ | ​ (117) |  | (1.8) ​ |
| Loss on disposition of long-lived assets | ​ | ​ 278 | ​ | ​ 3,392 | ​ | ​ (3,114) |  | (91.8) ​ |
| Total operating expenses | ​ | ​ 369,140 | ​ | ​ 349,684 | ​ | ​ 19,456 |  | 5.6 ​ |
| Income (loss) from operations | ​ | ​ 3,074 | ​ | ​ 1,833 | ​ | ​ 1,241 |  | 67.7 ​ |
| **OTHER INCOME (EXPENSE):** | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ | ​ | ​ ​ |
| Interest income | ​ | ​ 227 | ​ | ​ 3 | ​ | ​ 224 |  | 7,466.7 ​ |
| Interest expense | ​ | ​ (19,256) | ​ | ​ (7,593) | ​ | ​ (11,663) |  | 153.6 ​ |
| Other income | ​ | ​ 2,411 | ​ | ​ 1,474 | ​ | ​ 937 |  | 63.6 ​ |
| Other expense, net | ​ | ​ (16,618) | ​ | ​ (6,116) | ​ | ​ (10,502) |  | 171.7 ​ |
| **INCOME (LOSS) BEFORE INCOME TAXES** | ​ | (13,544) | ​ | (4,283) | ​ | (9,261) |  | 216.2 ​ |
| Income tax benefit | ​ | (5,827) | ​ | (1,018) | ​ | (4,809) |  | 472.4 ​ |
| **NET INCOME (LOSS)** | ​ | (7,717) | ​ | (3,265) | ​ | (4,452) |  | 136.4 ​ |
| Net (income) loss attributable to noncontrolling interests, net of tax: | ​ | 2,599 | ​ | 1,794 | ​ | 805 |  | 44.9 ​ |
| **NET INCOME (LOSS) ATTRIBUTABLE TO ATN INTERNATIONAL, INC. STOCKHOLDERS** | ​ | $(5,118) | ​ | $(1,471) | ​ | $(3,647) |  | 247.9% |

### Communications Services Revenue

**Mobility Revenue.** Mobility revenue increased by $2.9 million, or 5.6%, to $55.1 million for the six months ended June 30, 2023 from $52.2 million for the six months ended June 30, 2022. Of this increase, Mobility revenue from consumer customers increased by $3.5 million, partially offset by a reduction in Mobility revenue from business customers of $0.6 million.

The increase in Mobility revenue, within our segments, consisted of the following:

- *International Telecom.* Within our International Telecom segment, Mobility revenue increased by $4.4 million, or 9.1%, to $52.9 million for the six months ended June 30, 2023 from $48.5 million for the six months ended June 30, 2022. The increase in Mobility revenue within this segment was recognized in all of our international markets and was attributable to an increase in revenue from consumers as a result of improved retail and marketing strategies which led to an increase in subscribers and in equipment sales.
- *US Telecom*. Mobility revenue within our US Telecom segment decreased by $1.6 million, or 43.2%, to $2.1 million from $3.7 million for the six months ended June 30, 2023 and 2022, respectively. Substantially all of the decrease related to a decrease in revenue from consumers within our retail operations due to a decrease in subscribers as we continue put more emphasis on other revenue sources within this segment.

**Fixed Revenue.** Fixed revenue increased by $21.8 million, or 10.2%, to $235.6 million from $213.8 million for the six months ended June 30, 2023 and 2022, respectively. Of this increase, $13.1 million and $8.9 million relate to increases in revenue from business and consumer customers, respectively. The increase in Fixed revenue, within our segments, consisted of the following:

- *International Telecom*. Within our International Telecom segment, Fixed revenue increased by $1.9 million, or 1.6%, to $118.6 million from $116.7 million for the six months ended June 30, 2023 and 2022, respectively. This increase was a result of improved customer care, marketing strategies and network upgrades and expansions which led to an increase in subscribers and the number of homes passed by high-speed data solutions which allowed us to migrate many legacy copper customers to more durable fiber services. This increase was partially offset by the previously disclosed and scheduled $2.8 million reduction in revenue from the FCC’s High Cost Program in the US Virgin Islands.
- *US Telecom*. Fixed revenue within our US Telecom segment increased by $19.9 million, or 20.5%, to $117.0 million from $97.1 million for the six months ended June 30, 2023 and 2022, respectively. This increase was primarily related to an increase in revenue from business customers in Alaska and the revenue impact of the Sacred Wind Transaction.

**Carrier Services Revenue.** Carrier Services revenue decreased by $0.4 million, or 0.6%, to $71.2 million from $71.6 million for the six months ended June 30, 2023 and 2022, respectively. The decrease, within our segments, consisted of the following:

- *International Telecom*. Within our International Telecom segment, Carrier Services revenue increased by $0.8 million, or 11.8%, to $7.6 million, from $6.8 million for the six months ended June 30, 2023 and 2022, respectively, as a result of an increase in tourism, primarily within the US Virgin Islands and Bermuda, that resulted in an increase in roaming revenues.
- *US Telecom*. Carrier Services revenue within our US Telecom segment decreased by $1.0 million, or 1.5%, to $63.7 million from $64.7 million, for the six months ended June 30, 2023 and 2022, respectively. This decrease was the result of a decrease in revenues from our wholesale long-distance voice services business and also within our western United States operations, primarily as a result of the restructure of certain carrier contracts. Such decreases were partially offset by the impact of the Sacred Wind Transaction.

**Other Communications Services Revenue.** Other Communications Services revenue includes miscellaneous services that the operations within our International Telecom segment provide to retail subscribers. Other Communications Services revenue increased to $1.0 million from $0.7 million for the six months ended June 30, 2023 and 2022, respectively.

### Construction Revenue

During the six months ended June 30, 2023 and 2022, Construction revenue decreased to $1.6 million from $5.3 million, respectively, as a result of a decrease in the number of sites completed during 2023 as compared to 2022.

### 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 $0.2 million, or 2.5%, to $7.7 million from $7.9 million for the six months ended June 30, 2023 and 2022, respectively.

*International Telecom.* Managed Services revenue in our International Telecom segment remained consistent at $2.4 million for the six months ended June 30, 2023 and 2022.

*US Telecom*. Within our US Telecom segment, Managed Services revenue decreased $0.2 million, or 3.6%, to $5.3 million from $5.5 million for the six months ended June 30, 2023 and 2022, respectively.

### 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 (in particular, the circuits between our Mobility sites and our switches), 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 $5.9 million, or 3.9%, to $156.8 million from $150.9 million for the six months ended June 30, 2023 and 2022, 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 $0.4 million, or 0.6%, to $68.7 million from $69.1 million, for the six months ended June 30, 2023 and 2022, respectively. This decrease was the result of decreases in credit loss allowances and in equipment expenses.
- *US Telecom*. Cost of communication services and other within our US Telecom segment increased by $5.9 million, or 7.2%, to $88.3 million from $82.4 million for the six months ended June 30, 2023 and 2022, respectively. Such increase was primarily related to an increase in direct costs in Alaska to support revenue growth and the impact of the Sacred Wind Transaction. These increases were partially offset by reductions in our wholesale long-distance voice services business as a result of decreases in that operation’s revenues.

**Cost of construction revenue.** During the six months ended June 30, 2023 and 2022, cost of construction revenue decreased to $1.6 million from $5.3 million as a result of a decrease in the number of sites completed during 2023 as compared to 2022. We expect to substantially complete the build by the end of 2023 with the remainder to be completed in early 2024.

**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 increased by $11.8 million, or 10.6%, to $123.3 million from $111.5 million for the six months ended June 30, 2023 and 2022, 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 $4.4 million, or 8.5%, to $56.1 million from $51.7 million for the six months ended June 30, 2023 and 2022, respectively. This increase was incurred within all of our international markets primarily as a result of an increase in our sales and marketing capabilities to support the expansion of our subscriber base. ​
- *US Telecom*. Selling, general and administrative expenses increased within our US Telecom segment by $6.1 million, or 12.7%, to $54.3 million from $48.2 million, for the six months ended June 30, 2023 and 2022, respectively. This increase was primarily related to expenses to support the operations from the Sacred Wind Transaction and an increase in sales and marketing efforts in our Alaska operations which helped drive the increase in that operation’s revenues. ​
- *Corporate Overhead.* Selling, general and administrative expenses within our corporate overhead increased by $1.2 million, or 10.3%, to $12.9 million from $11.7 million, for the six months ended June 30, 2023 and 2022, respectively, primarily related to the support needed for our recent acquisitions and expanded operations.

**Stock-based compensation.** Stock-based compensation for the six months ended June 30, 2023 and 2022 was $4.5 million and $4.0 million, respectively.

**Transaction-related charges.** We incurred $0.5 million and $1.0 million of transaction-related charges during the six months ended June 30, 2023 and 2022.

**Restructuring expenses.** In connection with our repositioning of our legacy wholesale roaming operations in our US Telecom segment, we recorded a $3.3 million restructuring charge during the six months ended June 30, 2023 primarily related to the decommissioning of certain cell sites.

**Depreciation and amortization expenses.** Depreciation and amortization expenses increased by $5.5 million, or 8.2%, to $72.6 million from $67.1 million for the six months ended June 30, 2023 and 2022, respectively. The net increase 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 $0.7 million, or 2.4%, to $28.3 million from $29.0 million, for the six months ended June 30, 2023 and 2022, respectively, primarily as a result of certain assets becoming fully depreciated in recent periods.
- *US Telecom*. Depreciation and amortization expenses increased within our US Telecom segment by $6.7 million, or 18.5%, to $42.9 million from $36.2 million, for the six months ended June 30, 2023 and 2022, respectively, primarily as a result of the impact of the Sacred Wind Transaction, which was completed in November 2022, and the depreciation expense recorded on recent capital expenditures.
- *Corporate Overhead*. Depreciation and amortization expenses decreased within our corporate overhead by $0.5 million, or 26.3%, to $1.4 million from $1.9 million, for the six months ended June 30, 2023 and 2022, respectively, primarily as a result of certain assets becoming fully depreciated in recent periods.

**Amortization of intangibles from acquisitions.** Amortization of intangibles from acquisitions decreased by $0.1 million to $6.4 million from $6.5 million for the six months ended June 30, 2023 and 2022, respectively.

We expect that amortization of intangibles from acquisitions will decrease as such costs continue to amortize.

**Loss on disposition of long-lived assets.** During the six months ended June 30, 2023, we recorded a loss on the disposition of long-lived assets of $0.3 million within our US Telecom segment.

During the six months ended June 30, 2022, we recorded a loss on the disposition of long-lived assets of $3.4 million. Of this amount, $2.4 million was incurred in our US Telecom segment relating to the disposal of certain assets while $1.0 million was incurred in our International Telecom segment as a result of the modification of agreements for the use of other certain assets.

**Interest income.** Interest income was a nominal amount for both the six months ended June 30, 2023 and 2022.

**Interest expense.** We incur interest expense on the 2019 CoBank Credit Facility, the Alaska Credit and Term Facilities, the Viya Debt, the One Communications Debt and the Receivables Credit Facility. During 2023, interest expense also includes interest expense on the Sacred Wind Term Debt and the GTT Credit Facilities (each as defined below). We also incurred interest expense on the One Communications Debt, which matured on December 22, 2022. In addition, interest expense also includes commitment fees, letter of credit fees and the amortization of debt issuance costs.

Interest expense increased to $19.3 million from $7.6 million for the six months ended June 30, 2023 and 2022, respectively, as additional interest expense was incurred as a result an increase in borrowings under our credit facilities, the inclusion of Sacred Wind Term Debt and the GTT Credit Facilities in 2023, as well as an increase in interest rates on all floating-rate borrowings.

**Other income (expenses).** For the six months ended June 30, 2023, other income (expenses) was $2.4 million of income primarily related to gains from our noncontrolling investments.

For the six months ended June 30, 2022, other income (expenses) was $1.5 million of income primarily related to gains from our noncontrolling investments partially offset by increased expenses associated with certain employee benefit plans and losses on foreign currency transactions.

**Income taxes.** Our effective tax rate for the six months ended June 30, 2023 and 2022 was 43.0% and 23.8%, respectively.

We recorded an income tax benefit of $5.8 million in relation to a pretax loss of $13.5 million for the six months ended June 30, 2023. The effective tax rate for the six months ended June 30, 2023 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 realizable based on the weight of positive and negative evidence and (iii) discrete items including a $4.0 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, and a $1.3 million expense for interest on unrecognized tax positions.

We recorded an income tax benefit of $1.0 million in relation to a pretax loss of $4.3 million for the six months ended June 30, 2022. The effective tax rate for the six months ended June 30, 2022 was primarily impacted by the following items (i) the mix of income generated among the jurisdictions in which we operate, (ii) a $2.1 million net expense recognized discretely to record a valuation allowance on certain deferred tax assets that are not expected to be realizable based on the weight of positive and negative evidence and (iii) discrete items including a $3.3 million benefit from the reversal of an unrecognized tax position due to a statute of limitations expiration, and a $0.8 million expense for interest on unrecognized tax positions.

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 applications 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 loss attributable to noncontrolling interests, net of tax.** Net loss attributable to noncontrolling interests, net of tax reflected an allocation of losses of $2.6 million and $1.8 million generated by our less than wholly owned subsidiaries for the six months ended June 30, 2023 and 2022, respectively. Changes in net 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 $1.5 million, or 62.5%, to an allocation of $3.9 million of income from an allocation of $2.4 million of income for the six months ended June 30, 2023 and 2022, respectively, primarily as a result of increased profitability at certain less than wholly owned subsidiaries within this segment.
- *US Telecom.* Within our US Telecom segment, net loss attributable to noncontrolling interests, net of tax increased by $2.3 million, or 54.8%, to an allocation of losses of $6.5 million from an allocation of losses of $4.2 million for the six months ended June 30, 2023 and 2022, respectively, as a result of increased losses at our less than wholly owned subsidiaries within this segment.

**Net loss attributable to ATN International, Inc. stockholders.** Net loss attributable to ATN International, Inc. stockholders was $5.1 million for the six months ended June 30, 2023 as compared to $1.5 million for the six months ended June 30, 2022.

On a per diluted share basis, net loss was a loss of $0.48 per diluted share for the six months ended June 30, 2023 as compared to a loss of $0.24 per diluted share for the six months ended June 30, 2022. Such per share amounts were negatively impacted by accrued preferred dividends of $2.3 million for the six months ended June 30, 2023 and 2022, respectively.

### Regulatory and Tax Issues

We are involved in several 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 a discussion of ongoing proceedings, see Note 14 of the Consolidated Financial Statements in this Report.

### 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, proceeds from dispositions, borrowings under our credit facilities 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 needs and capital expenditures.

*Total liquidity*. As of June 30, 2023, we had approximately $67.2 million in cash, cash equivalents, and restricted cash. Of this amount, $27.7 million was held by our foreign subsidiaries and is indefinitely invested outside the United States. In addition, we had approximately $528.6 million of debt, net of unamortized deferred financing costs, as of June 30, 2023. How and when we deploy our balance sheet capacity 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.

*Sacred Wind Transaction.* On November 7, 2022, we assumed $31.6 million of debt in connection with the Sacred Wind Transaction. See *Acquisition of Sacred Wind Enterprises.*

We continue to explore opportunities to expand our telecommunications business or acquire new businesses in the United States, 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.

*Cash used in investing activities.* Cash used in investing activities was $95.6 million and $74.7 million for the six months ended June 30, 2023 and 2022, respectively. The net increase in cash used for investing activities of $20.9 million was primarily the result of an increase in capital expenditures of $21.3 million, which includes an increase in reimbursable capital expenditures under certain government programs of $3.1 million. During 2023, we also received $1.8 million as an adjustment to the Vibrant Transaction and $1.3 million, during 2022, related to adjustment to the Sacred Wind Transaction.

*Cash provided by financing activities.* Cash provided by financing activities increased by $27.4 million to $42.8 million from $15.4 million for the three months ended June 30, 2023 and 2022, respectively. This increase was primarily related to an increase in borrowings, net of repayments, under our credit facilities of $32.2 million and a $3.7 million reduction in cash used to repurchase non-controlling interests in certain less than wholly-owned subsidiaries. These increases in cash provided by financing activities were partially offset by a reduction in borrowings, net of repayments under our customer receivable credit facility of $1.0 million and a $1.3 million increase in dividends paid on our common stock.

*Working Capital.* Historically, we have internally funded our working capital needs. 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.

*Capital expenditures.* Historically, a significant use of our cash has been for capital expenditures to expand and upgrade our telecommunications networks and business support systems.

For the six months ended June 30, 2023 and 2022, we spent approximately $96.4 million and $75.1 million, respectively, on capital expenditures relating to our telecommunications networks and business support systems of which $7.0 million and $3.9 million, respectively, are reimbursable under various government programs. The following notes our capital expenditures, by operating segment, for these periods (in thousands):

| ​ ​ ​ ​ Six months ended June 30, | ​ ​ ​ ​ ​ | ​ ​ Capital Expenditures ​ ​ International ​ Telecom | ​ ​ ​ ​ | ​ ​ ​ ​ US ​ Telecom | ​ ​ ​ ​ | ​ ​ ​ ​ Corporate and ​ Other (1) | ​ ​ ​ ​ | ​ ​ ​ ​ ​ ​ Consolidated |
| --- | --- | ---: | --- | ---: | --- | ---: | --- | ---: |
| 2023 | ​ | $38,906 | ​ | $57,531 | ​ | $— | ​ | $96,437 |
| 2022 | ​ | ​ 33,870 | ​ | ​ 40,804 | ​ | ​ 424 | ​ | ​ 75,098 |

(1) Corporate and other items refer to corporate overhead costs and consolidating adjustments.

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 ended December 31, 2023, such investments are expected to total approximately $160 million to $170 million, net of reimbursable amounts, 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, 2023, our Board of Directors declared $6.6 million of dividends to our stockholders which includes a $0.21 per share dividend declared on June 13, 2023 and paid on July 7, 2023. We have declared quarterly dividends since the fourth quarter of 1998.

*Stock Repurchase Plan.* On September 19, 2016, our Board of Directors authorized the repurchase of up to $50.0 million of our common stock from time to time on the open market or in privately negotiated transactions (the “2016 Repurchase Plan”). We repurchased $6.8 million and $0.9 million of our common stock under the 2016 Repurchase Plan during the six months ended June 30, 2023 and 2022, respectively. As of June 30, 2023, we had $12.6 million authorized and available for share repurchases under the 2016 Repurchase Plan.

### Sources of Cash

*Cash provided by operations.* Cash provided by operating activities was $60.3 million for the six months ended June 30, 2023 as compared to $50.7 million for the six months ended June 30, 2022. The increase of $9.6 million was primarily related to an increase in cash provided by operating assets and liabilities, primarily prepayments of expenses and other current assets of $13.1 million partially offset by a decrease in net income of $4.5 million.

### 2019 CoBank Credit Facility

On April 10, 2019, we entered into a credit facility, with CoBank, ACB and a syndicate of other lenders (as amended, the “2019 CoBank Credit Facility”). The 2019 CoBank Credit Facility provided for a $200 million revolving credit facility that included (i) up to $75 million for standby or trade letters of credit and (ii) up to $10 million under a swingline sub-facility. In connection with the execution of the 2023 CoBank Credit Facility, as defined below, outstanding borrowings under the 2019 CoBank Credit Facility were repaid in full.

Amounts borrowed under the 2019 CoBank Credit Facility bore interest at a rate equal to, at our option, either (i) the London Interbank Offered Rate (“LIBOR”) plus an applicable margin ranging between 1.25% to 2.25% or (ii) a base rate plus an applicable margin ranging from 0.25% to 1.25%. Swingline loans bore interest at the base rate plus the applicable margin for base rate loans. The base rate was equal to the higher of (i) 1.00% plus the higher of (x) LIBOR for an interest period of one month and (y) LIBOR for an interest period of one week; (ii) the Federal Funds Effective Rate (as defined in the 2019 CoBank Credit Facility) plus 0.50% per annum; and (iii) the Prime Rate (as defined in the 2019 CoBank Credit Facility). The applicable margin was determined based on the Total Net Leverage Ratio (as defined in the 2019 CoBank Credit Facility). Under the terms of the 2019 CoBank Credit Facility, we also paid a commitment fee ranging from 0.150% to 0.375% of the average daily unused portion of the 2019 CoBank Credit Facility over each calendar quarter.

As of June 30, 2023, we were in compliance with all of the financial covenants, had $138.0 million outstanding and had $62.0 million of availability under the 2019 CoBank Credit Facility. There were no outstanding interest rate hedge agreements under the 2019 CoBank Credit Facility as of June 30, 2023.

### 2023 CoBank Credit Facility

On July 13, 2023, we, along with certain of our subsidiaries as guarantors, entered into a new Credit Agreement with CoBank, ACB and a syndicate of other lenders (as may be amended from time to time, the “2023 CoBank Credit Facility”).

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”). The Company may use (i) up to $25 million under the 2023 CoBank Credit Facility for letters of credit, and (ii) up to $20 million under a swingline sub-facility. Upon the closing of the 2023 CoBank Credit Facility, we drew all of the 2023 CoBank Term Loan and approximately $13.6 million of the 2023 CoBank Revolving Loan. These borrowings were used to repay $139.5 million of debt outstanding under the 2019 CoBank Credit Facility at close.

The 2023 CoBank Term Loan must be repaid in quarterly principal payments in the amounts of 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.

|  |  |
| --- | --- |
| ​ | ​ |
| **2023 CoBank Term Loan Quarterly Payment Dates** | **2023 CoBank Term Loan Quarterly Repayments** |
| December 31, 2023 – June 30, 2025 | $812,500 (2.5% per annum) |
| September 30, 2025 – June 30, 2026 | $1,625,000 (5% per annum) |
| September 30, 2026 – June 30, 2029 | $2,437,500 (7.5% per annum) |

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 as administered by the Federal Reserve Bank of New York (SOFR) plus an applicable margin ranging between 2.00% to 3.75% for the 2023 CoBank Term Loan or 1.75% to 3.50% for Revolving Loans or (ii) a base rate plus an applicable margin ranging from 1.00% to 2.75% for the Term Loan or 0.75% to 2.50% for the 2023 CoBank Revolving Loans. Swingline loans will bear interest at the base rate plus the applicable margin for base rate loans. The base rate is equal to the higher of (i) 1.00% plus the one-month SOFR rate (ii) the federal funds effective rate (as defined in the 2023 CoBank Credit Agreement) plus 0.50% per annum; and (iii) the prime rate (as defined in the 2023 CoBank Credit Agreement). The applicable margin is determined based on the ratio (as further defined in the 2023 CoBank Credit Agreement) of our indebtedness to EBITDA. Under the terms of the 2023 CoBank Credit Agreement, the Company must also pay a fee ranging from 0.25% to 0.50% of 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 ratio of indebtedness to EBITDA, 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 Total Net Leverage Ratio is measured each fiscal quarter and is required to be less than or equal to 3.25 to 1.0. 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.

### 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, 2023, $31.6 million of Standby Letters of Credit had been issued under this agreement.

### Alaska Credit Facility

On July 22, 2021, Alaska Communications entered into a Credit Agreement (the “Alaska Credit Facility”) with Fifth Third Bank, National Association, as Administrative Agent, and a syndicate of lenders to provide a $35.0 million revolving facility (the “Alaska Revolving Facility”) and a $210.0 million initial term loan facility (the “Alaska Term Loan”).

On December 23, 2022, Alaska Communications entered into a First Amendment Agreement (the “ACS Amendment’). The ACS Amendment amends the Alaska Credit Facility to increase its Revolving Credit Commitment from $35.0 million to $75.0 million and Term Loan Commitment from $210 million to $230 million. As a part of the transaction, the Term Loan commitment was fully funded as the outstanding Revolving Credit Commitment balance was transferred.

As of June 30, 2023, Alaska Communications had drawn $19.0 million on its Revolving Credit Commitment and had $56.0 million available to draw. The Term Loan balance was $230.0 million and principal payments commence in the fourth quarter of 2023. Both facilities mature on July 22, 2026

In addition to the above changes, the ACS Amendment replaced the calculation of interest from an applicable margin applied to LIBOR with the same applicable margin applied to the Secured Overnight Financing Rate (“SOFR”) plus a 10-basis point adjustment.

We capitalized $7.3 million of fees associated with the Alaska Credit Facility which are being amortized over the life of the debt and $4.6 million were unamortized as of June 30, 2023.

The Alaska Credit Facility also provides for incremental facilities up to an aggregate principal amount of the greater of $70.0 million and Alaska Communications’ trailing twelve-month Consolidated EBITDA (as defined in the Alaska Credit Facility).

The key terms and conditions of the Alaska Credit Facility include the following:

- Amounts outstanding bear an interest rate of the forward-looking SOFR rate with a one-month interest period, plus the SOFR Spread Adjustment of 10 basis points, plus a margin ranging from 3.00% to 4.00% based on Alaska Communications’ Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement) or an alternate base rate may be selected at a margin that is 1% lower than the counterpart SOFR margin;
- Principal repayments are due quarterly commencing in the fourth quarter of 2023 in quarterly amounts as follows: from the fourth quarter of 2023 through the third quarter of 2024, $1.4 million; and from the fourth quarter of 2024 through the third quarter of 2026, $2.9 million. The remaining unpaid balance is due on the final maturity date;
- Alaska Communications is required to maintain financial ratios as defined in the Alaska Credit Facility, including (a) a maximum Consolidated Net Total Leverage Ratio of 4.00 to 1, stepping down to 3.75 to 1 beginning with the second quarter of 2024; and (b) a minimum Consolidated Fixed Charge Coverage Ratio of not less than 1.25 to 1; and
- The Alaska Credit Facility is non-recourse to us and is secured by substantially all of the personal property and certain material real property owned by Alaska Communications.

Alaska Communication’s interest rate swap, which had been designated as a cash flow hedge with an interest rate of 1.6735%, expired on June 30, 2022. As of June 30, 2023, there are no outstanding interest rate hedge agreements associated with the Alaska Credit Facility.

### Alaska Term Facility

On June 15, 2022, Alaska Communications Systems Holdings, the parent company of Alaska Communications, entered into a secured lending arrangement with Bristol Bay Industrial, LLC (the “Alaska Term Facility”).

The Alaska Term Facility provides for a secured delayed draw term loan in an aggregate principal amount of up to $7.5 million and the proceeds may be used to pay certain invoices from a contractor for work performed in connection with a fiber build. Interest on the Alaska Term Facility accrues at a fixed rate of 4.0% and is payable commencing on March 31, 2023. Scheduled quarterly payments of principal commenced on March 31, 2023. The Alaska Term Facility matures on June 30, 2024.

The Alaska Term Facility contains events of default customary for facilities of this type.

As of June 30, 2023, we had $6.8 million outstanding and no available borrowings under the Alaska Term Facility.

### FirstNet Receivables Credit Facility

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

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

On December 23, 2022, CoBank amended the Receivables Credit Facility and extended the delayed draw period to December 31, 2023.

The maturity date for each loan will be set by CoBank and will match the weighted average maturity of the certain receivables financed.

Interest on the loans accrues at a fixed annual interest rate to be quoted by CoBank.

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, 2023, we had $47.0 million outstanding, of which $6.7 million was current, and $18.0 million of availability under the Receivables Credit Facility. We capitalized $0.8 million in fees associated with the Receivables Credit Facility which are being amortized over the life of the debt and $0.5 million were unamortized as of June 30, 2023.

### GTT Credit Facilities

On October 12, 2022, GTT received approval from Republic Bank (Guyana) Limited for a $2.9 million term facility and a $5.7 million overdraft facility (the “GTT Credit Facilities”) subject to the approval from the Minister of Finance at the Bank of Guyana that was received on March 31, 2023.

The GTT Credit Facilities are secured by real estate assets and carry a fixed interest rate of 7.5% which will be reviewed by the bank from time to time and subject to change at the bank’s discretion. The term facility is repayable over five years in equal monthly installments of principal and interest, commencing one month after funds are advanced. The overdraft facility will expire on October 11, 2023.

As of June 30, 2023, $3.8 million was outstanding under the overdraft facility and there were no outstanding amounts under the term facility.

### Sacred Wind Term Debt

In connection with the Sacred Wind acquisition completed on November 7, 2022, we assumed $31.6 million of term debt (the “Sacred Wind Term Debt”) with the United States of America acting through the Administrator of the Rural Utilities Service (“RUS”). The loan agreements are dated as of October 23, 2006 and March 17, 2016. RUS 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.

The Sacred Wind Term Debt is secured by substantially all assets of Sacred Wind and an underlying mortgage to the United States of America. 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 by the RUS noteholders. The agreements also contain a financial covenant which Sacred Wind was not in compliance with as of December 31, 2021. Sacred Wind submitted a corrective action plan to comply with the financial covenant as of December 31, 2025. On May 5, 2022, Sacred Wind’s corrective action plan was accepted by the RUS. As of June 30, 2023, we were in compliance with that corrective action plan.

As of June 30, 2023, $29.8 million was outstanding under the Sacred Wind Term Debt. Of that amount, $3.2 million was current and $26.6 million was long term.

### Viya Debt

We, and certain of our subsidiaries, have entered into a $60.0 million loan agreement (the “Viya Debt”) with Rural Telephone Finance Cooperative (“RTFC”). The Viya 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 “Net Leverage Ratio”). This covenant is tested on an annual basis at the end of each fiscal year. Interest is paid quarterly at a fixed rate of 4.0% per annum and principal repayment is not required until maturity on July 1, 2026. Prepayment of the Viya Debt may be subject to a fee under certain circumstances. The debt is secured by certain assets of our Viya subsidiaries and is guaranteed by us.

We paid a fee of $0.9 million in 2016 to lock the interest rate at 4% per annum over the term of the Viya Debt. The fee was recorded as a reduction to the Viya Debt carrying amount and is being amortized over the life of the loan.

As of June 30, 2023, $60.0 million of the Viya Debt remained outstanding and $0.3 million of the rate lock fee was unamortized.

On May 5, 2022, RTFC agreed to amend the Net Leverage Ratio to 7.0 to 1.0 through the maturity date of July 1, 2026. The Ratio is tested annually and we were in compliance with the Net Leverage Ratio as of December 31, 2022.

### One Communications Debt

We had an outstanding loan from HSBC Bank Bermuda Limited (the “One Communications Debt”) which matured and was repaid in full on December 22, 2022. This loan bore interest at the one-month LIBOR plus a margin ranging between 2.5% to 2.75% per annum paid quarterly.

### Debt Maturities

The table below summarizes the annual maturities of all of our debt facilities:

| ​ ​ ​ ​ | ​ ​ ​ ​ US Telecom | ​ ​ ​ ​ | ​ ​ ​ ​ International Telecom | ​ ​ ​ ​ | ​ ​ ​ ​ Corporate and Other (1) (2) | ​ ​ ​ ​ | ​ ​ ​ ​ Total Debt | ​ ​ Customer Receivable Credit Facility |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2023 (excluding the six months ended June 30, 2023) | $3,834 | ​ | $3,773 | ​ | $— | ​ | $7,607 | $3,227 |
| 2024 | ​ 16,536 | ​ | ​ — | ​ | ​ — | ​ | ​ 16,536 | ​ 6,787 |
| 2025 | ​ 14,969 | ​ | ​ — | ​ | ​ — | ​ | ​ 14,969 | ​ 7,083 |
| 2026 | ​ 232,469 | ​ | ​ 60,000 | ​ | ​ — | ​ | ​ 292,469 | ​ 7,393 |
| 2027 | ​ 3,723 | ​ | ​ — | ​ | ​ — | ​ | ​ 3,723 | ​ 7,718 |
| Thereafter | ​ 14,028 | ​ | ​ — | ​ | ​ 138,000 | ​ | ​ 152,028 | ​ 14,794 |
| Total | ​ 285,559 | ​ | ​ 63,773 | ​ | ​ 138,000 | ​ | ​ 487,332 | ​ 47,002 |
| Debt Discounts | ​ (4,899) | ​ | ​ (295) | ​ | ​ — | ​ | ​ (5,194) | ​ (543) |
| Book Value | $280,660 | ​ | $63,478 | ​ | $138,000 | ​ | $482,138 | $46,459 |

(1) Corporate and other items refer to corporate overhead costs and consolidating adjustments.

(2) On July 13, 2023, the Company refinanced $138.0 million of debt outstanding under the 2019 CoBank Credit Facility extending the maturity date of the revolving credit facility to July 13, 2028.

### 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 Credit Facility.* Our 2019 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.

*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. On August 9, 2022 we filed a new “universal” shelf registration statement with the SEC, to register potential future offerings 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, 2023 and 2022, we recorded $0.4 million and $0.2 million, respectively, of losses on foreign currency transactions. During the six months ended June 30, 2023 and 2022, we recorded $0.6 million and $0.4 million, respectively, of 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 an increase in operating costs, some of which we believe, is attributable to inflation. If inflation continues or worsens, it could negatively impact our Company 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.

### Recent Accounting Pronouncements

None.

### 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, 2022.

## Market risk

As filed, 1,895 characters.

*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, 2023, we had $390.8 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 $3.9 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.

## Controls and procedures

As filed, 2,081 characters.

### 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, 2023. 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, 2023, 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, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 518 characters.

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 2022 Annual Report on Form 10-K. The risks described herein and in our 2022 Annual Report on Form 10-K, as amended, 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.

Filed Aug 9, 2023.
Source: SEC EDGAR, the filing index for accession 0001558370-23-014191. Last ingested by Listed: Oct 24, 2026, 14:58 ET. No prices; not investment advice.