Summary

  • The Verizon licence sale closed on 1 June 2026 for $1.0 billion in cash, and the board declared an $11.00 per share special cash dividend payable 25 June 2026, with no further dividends anticipated during 2026.
  • TDS withdrew its non-binding take-private proposal on 1 September 2026, keeps about 82% of Array, and says both companies will step up efforts to monetize Array’s remaining spectrum.
  • The durable asset is now a 4,456-tower rent book built on a T-Mobile master licence agreement covering a minimum of 2,015 additional towers on terms of at least 15 years, set against roughly 1,800 tower-by-tower cancellable interim sites that run off to January 2028.

Array Digital Infrastructure spent 2026 converting a wireless operator into cash and a residual asset book. The $1.0 billion Verizon spectrum sale closed on 1 June 2026, with Array — filleted in the transaction documents under its former legal name United States Cellular Corporation — receiving cash under a licence purchase agreement dated 17 October 2024. The same day, the board declared an $11.00 per share special cash dividend, payable 25 June 2026 to holders of record 11 June 2026, and the company stated it does not anticipate further dividends during 2026. The SEC Form 8-K of 1 June 2026 records the declaration; the Array investor release on the close sets out the $1.0 billion consideration and the dividend terms.

Three months later the second pending event resolved the other way. On 1 September 2026, Telephone and Data Systems said it was no longer pursuing the acquisition of the Array shares it did not already own, would continue to hold roughly 82% of Array, expected to restart repurchases of TDS common shares, and stated that the two companies intend in the near term to increase efforts to monetize Array’s remaining spectrum, per the TDS announcement. A take-private would have moved all residual tower and spectrum risk onto the parent and given minority holders a liquidity event. Withdrawal returns both questions to the public vehicle.

What converted, and what is left

The completed programme is visible in the second-quarter 2026 report. As of 30 June 2026, closed spectrum sales were: Verizon AWS/Cellular/PCS at $1,000.0 million on 1 June 2026; AT&T 3.45 GHz and 700 MHz at $1,018.0 million on 13 January 2026; T-Mobile 700 MHz at $74.8 million on 5 May 2026; and T-Mobile 600 MHz at $86.4 million on 12 May 2026, alongside roughly $168 million of mainly 700 MHz and 600 MHz T-Mobile sales that closed in May 2026. Two T-Mobile tranches signed on 5 June 2026 — $10.2 million of 700 MHz and $19.6 million of 600 MHz — remained subject to regulatory approval and customary closing conditions, both estimated to close during 2026. The book value of retained spectrum not subject to pending sale agreements was $1,584.7 million, consisting primarily of C-Band licences. See the quarterly report.

That remaining C-Band book is the clearest open line. Array has stated an opportunistic approach rather than a committed process, and nothing in the filed record names a buyer, a price or a timetable. Until a sale or an impairment is disclosed, the $1,584.7 million is carrying value rather than cash, and the September statement about intensifying monetization is an intention, not a transaction.

The lease side is more contracted but more layered. Array owned 4,456 towers across 19 states at 30 June 2026. Second-quarter 2026 site rental revenue grew 95% year over year; reported tower tenancy was 0.98 at 30 June 2026 against 0.96 at 31 March 2026, and colocations rose to 4,362 from 4,290, after DISH colocations were removed from the metric. Those figures come from the Array second-quarter release and the earnings announcement carried by PR Newswire.

The lease that carries the value, and the 1,800 that do not

The anchor is the T-Mobile master licence agreement. It covers a minimum of 2,015 additional Array-owned towers on terms of at least 15 years, and it extended about 600 existing T-Mobile colocations to a new 15-year term from 1 August 2025. Running alongside it are roughly 1,800 interim sites leased on a tower-by-tower cancellable basis for up to 30 months. Interim-lease revenue was $6.7 million in the second quarter and $14.9 million in the first half of 2026, and Array expects it to decline as T-Mobile terminates those leases over the 30-month integration period ending January 2028. The structure is described in the 2025 annual report.

That split is the central economic fact of the new Array. A 15-year master lease on at least 2,015 additional towers is contracted residual value. The interim sites are not: they are cancellable one by one, and their revenue is expected by the company itself to run down over about two and a half years. A rent book can therefore grow in reported tenancy while still losing near-term revenue, because the two pools behave differently.

Tenant concentration compounds this. Array stopped recognising DISH revenue from the first quarter of 2026, and DISH Wireless and other DISH entities filed for bankruptcy in June 2026, with DISH colocations excluded from reported tenancy. Removing a failed tenant from the metric is a measurement decision, not a recovery: it cleans the tenancy ratio while removing the associated cash.

Cash, tax and the true-up

Second-quarter 2026 closings produced $1,167.6 million of proceeds against an expected cash income tax liability of about $250.0 million, most payable in the third quarter of 2026 under the TDS Tax Allocation Agreement. TDS’s earlier proposal letter had estimated roughly $277 million of contingent fees and taxes on a $1,177 million spectrum sales programme. That proposal assumed a pre-closing Array dividend of $10.40 per share, about $900 million, and an exchange ratio of 0.86 TDS common shares per Array share; the board ultimately declared $11.00 per share on 1 June 2026. Those terms are set out in the TDS proposal exhibit.

Separately, Array recorded an estimated purchase-price true-up payable to T-Mobile of $24.9 million at 30 June 2026, up from $20.2 million at 31 December 2025, with final proceeds from the 1 August 2025 wireless sale — total consideration $4,293.8 million, comprising $2,628.8 million of cash and $1,665.0 million of debt assumed by T-Mobile — still subject to adjustment. Array is an 81.9%-owned subsidiary of TDS; second-quarter 2026 total operating revenues were $54.070 million against $28.529 million a year earlier, and Adjusted EBITDA from continuing operations was $56.202 million against $35.926 million.

What has not changed

None of the completed steps creates a buyer for the residual. The two conditional T-Mobile tranches are small and unpriced to the public record. The C-Band book has no disclosed process. The parent’s roughly 82% stake, its $523.9 million of remaining TDS repurchase authority as of 30 June 2026 and its stated preference for faster monetization shape Array’s options without committing anyone to a specific outcome. Array’s own directory entry records the entity identity behind these transactions.

The next decisive facts are therefore operational and contractual rather than announcement-driven: whether the interim leases terminate early or late inside the January 2028 outer bound; whether tenancy excluding DISH keeps rising; whether the retained C-Band book is sold, held or written down; and whether the T-Mobile true-up grows before final settlement.