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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 27, 2021

 

 

 

Uniti Group Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   001-36708   46-5230630

(State or other jurisdiction

of incorporation)

 

(Commission

File Number) 

 

(IRS Employer

Identification No.)

 

10802 Executive Center Drive

Benton Building Suite 300

Little Rock, Arkansas

  72211
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (501) 850-0820

 

Not Applicable

(Former name or former address, if changed since last report.)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock UNIT The NASDAQ Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 7.01 Regulation FD Disclosure

 

Uniti Group Inc. (the “Company”) is furnishing this Current Report on Form 8-K to provide certain financial information of Windstream Holdings II, LLC, successor in interest to Windstream Holdings, Inc., and consolidated subsidiaries (collectively, “Windstream”) regarding the period ended June 30, 2021. The financial information was provided to the Company by Windstream; the Company did not assist in the preparation or review of this financial information and makes no representation as to its accuracy.

 

The information contained in this Item 7.01, including the exhibit attached hereto, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18 of the Exchange Act. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit

Number

 

Description

99.1   Select Windstream financial information regarding the period ended June 30, 2021
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 27, 2021 UNITI GROUP INC.
       
  By: /s/ Daniel L. Heard
    Name: Daniel L. Heard
    Title: Executive Vice President – General Counsel and Secretary

 

 

 

Exhibit 99.1

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1 Sensitivity: Confidential 2Q21 Earnings Presentation August 16, 2021

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2 Sensitivity: Confidential Safe Harbor Statement This presentation includes forward-looking statements that are subject to risks and uncertainties that could cause actual future events and results to differ materially from those expressed in the forward-looking statements. Forward-looking statements are typically identified by words or phrases such as “will,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “target,” “forecast” and other words and terms of similar meaning. Forward-looking statements include, but are not limited to, guidance regarding 2021 financial and certain operational trends and our ability to successfully execute our 2021 company priorities supporting the guidance; anticipated net Kinetic broadband subscriber growth and higher speeds, including 1 Gbps speed availability, along with speed expansion to more households and businesses within our service areas; network expansion opportunities generally and related to funding from various future broadband programs and the Rural Digital Opportunity Fund; improved Enterprise contribution margin and acceleration of, and opportunities related to, Enterprise strategic sales and services; overall revenue growth and contribution margin trends in our business units; wholesale network and customer expansion opportunities for 2021; statements concerning the Master Lease arrangements with Uniti Group, Inc. (“Uniti”), including growth capital improvement reimbursements; expectations regarding expense management activities, including interconnection and access expense, and the timing and benefit of such activities; and any other statements regarding plans, objectives, expectations and intentions and other statements that are not historical facts. These statements, along with other forward- looking statements regarding Windstream’s overall business outlook, are based on estimates, projections, beliefs, and assumptions that Windstream believes are reasonable but are not guarantees of future events, performance or results. Actual future events and results may differ materially from those expressed in these forward-looking statements as the result of a number of important factors. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include risks and uncertainties relating to current or future adverse economic, political or market conditions related to epidemics, pandemics, or other outbreaks of contagious diseases, including the current COVID-19 pandemic, and the impact of these conditions on our business operations and financial position, including the ability of our customers or our employees to conduct work in the normal course of business; risk and uncertainties relating to any continuing impact of our restructuring process on our ability to achieve our 2021 financial and operational goals and guidance parameters in light of the continuation of certain restructuring matters, including third party actions, claims or motions in the Chapter 11 process or on appeal until the court docket is closed; that the expected benefits of cost reduction and expense management activities are not realized or adversely affect our sales and operational activities or are otherwise disruptive to our business and personnel; further adverse changes in economic conditions in our markets unrelated to the COVID-19 pandemic; the impact of new, emerging, or competing technologies and our ability to utilize these technologies to provide services to our customers; general U.S. and worldwide economic conditions and related uncertainties; and the effect of any changes in federal or state governmental regulations or statutes. Windstream does not undertake any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

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3 Sensitivity: Confidential Participants Tony Thomas Chief Executive Officer Bob Gunderman Chief Financial Officer Chris King VP, Investor Relations Drew Smith Treasurer

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4 Sensitivity: Confidential Second Quarter 2021 Highlights 1 Gbps & Interconnection Progress Adjusted EBITDAR of $424M Adjusted EBITDAR growth both sequentially (for third consecutive quarter) and year-over-year Consolidated adjusted EBITDAR margin of 37.8% up ~250 bps y-o-y Consolidated cash expenses down 8.3% YTD Consumer broadband growth of 9,500 subscribers in 2Q21 and 23K YTD 60,000 net subscriber adds estimated for 2021 Kinetic average revenue per household up 3.5% y-o-y Kinetic consumer revenue growth up 5.1% y-o-y Sequential Revenue Growth 6th Consecutive Quarter of Kinetic consumer revenue growth Kinetic and Wholesale sequential services revenue growth Enterprise Strategic revenue growth of over 15% y-o-y Constructed 134K new locations with 1 Gbps capabilities in 2Q; 124K consumer customers on 1Gbps facilities, a 20K increase in the quarter Total interconnection expense fell by over 13% year- over-year on an annualized basis; legacy-TDM related expenses fell by ~16% y-o-y

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5 Sensitivity: Confidential 2021 Priorities Accelerate Path to Growth Expand 1 Gig Broadband Improving Enterprise Revenue Trends Fast Track TDM Exit Maintain Product & Software Leadership Consistently Deliver Excellent Customer Experiences .. $1.75 billion 5-year fiber program begins in earnest this year to push high-quality and cost-effective 1 Gbps designs and builds .. Capture new revenue opportunities through the strength of our products, operational improvements, talented sales and support teams .. Initiate 3-year plan to migrate the majority of our CLEC customers off of the TDM network, which will improve customer experience while lowering cost structure .. Continue to maintain our best-in-class product portfolio across OfficeSuite, SD-WAN, optical networks and our digital experience .. Continue to deliver excellent customer service levels through technology upgrades to improve efficiencies

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6 Sensitivity: Confidential -45 14 28 60 23 -50 -30 -10 10 30 50 70 2017 2018 2019 2020 YTD 2021 …is Producing Significant Market Share Growth over Multi-Year Period Net Broadband Additions Enhanced Kinetic Broadband Speed Capabilities Driving Market Share Gains 57% 61% 70% 72% 74% 12% 15% 42% 44% 47% 5% 10% 16% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 2017 2018 2019 2020 YTD 2021 25 Mbps+ 100 Mbps+ 1Gbps Increased Access to High-Speed Broadband… % of Homes in ILEC Footprint with Access to Available Speeds On Track to Achieve Full Year 2021 Target 60

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7 Sensitivity: Confidential Consumers Enjoying Faster Speed Tiers 44% 47% 51% 53% 54% 56% 58% 60% 62% 63% 19% 22% 26% 29% 32% 36% 38% 41% 42% 44% 7% 9% 15% 18% 20% 22% 23% 25% 26% 27% 0% 20% 40% 60% 80% 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 25 Mbps + 50 Mbps + 100 Mbps + Consumer Speed Distribution of 25, 50 and 100 Mbps

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8 Sensitivity: Confidential More Speed Available to Activate Across all speed tiers, only 48% of Kinetic Consumers are on max speed available 312 149 145 332 193 Max Speed Available by Customer Count <25Mbps 25 Mbps to 49 Mbps 50 Mbps to 99 Mbps 100 Mbps to 1 Gbps 1 Gbps+ 28% 36% 49% 65% 82% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% <25Mbps 25 Mbps to 49 Mbps 50 Mbps to 99 Mbps 100 Mbps to 1 Gbps 1 Gbps+ % of Customers Upgrade Eligible by Speed Tier (in thousands)

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9 Sensitivity: Confidential 1 Gbps Broadband Expansion Acceleration 90 94 99 106 127 131 134 128 169 260 309 462 587 721 0 100 200 300 400 500 600 700 800 900 1000 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 1 Gbps Premises Passed (in 000’s) SMB Consumer 263 359 415 589 718 855 134K 1 Gbps Consumer Premises Constructed in 2Q 218 Strong Adoption of New 1 Gbps Facilities • Ended 2Q with 124K Consumers on 1G capable facilities • Represents a 17.2% penetration

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10 Sensitivity: Confidential $286 $287 $292 $295 $297 $302 $76.75 $76.34 $76.78 $77.41 $78.01 $79.02 $65.00 $70.00 $75.00 $80.00 $275 $280 $285 $290 $295 $300 $305 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 Consumer Revenue ($ in millions) Household ARPU (actuals) Strong Consumer Revenue Results Driven by Customer Growth and Stable ARPU

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11 Sensitivity: Confidential 16.7% 18.2% 19.7% 20.7% 22.2% 0% 4% 8% 12% 16% 20% 24% 2Q20 3Q20 4Q20 1Q21 2Q21 63% 57% 62% 78% 62% 30% 40% 50% 60% 70% 80% 90% 2Q20 3Q20 4Q20 1Q21 2Q21 Enterprise Strategic Revenue Growth Continues .. Cloud services, increasing bandwidth demand & software enabled networks fueling Strategic Revenue growth .. 2Q21 Annualized Strategic Product Revenue is $390M and growing 15% YoY while total Strategic Revenues are now over 22% of Service Revenues (1) .. Strategic sales 62% of total Enterprise sales in quarter Strategic Revenue % of Total Service Revenue Strategic Sales as % of Total Sales Strategic product revenue is $390M annualized (1) Excludes Switched access and End user surcharges

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12 Sensitivity: Confidential Financial Overview (1) 2020 Q1 Q2 Q3 Q4 YE Q1 Q2 Revenue Kinetic 555 $ 550 $ 553 $ 549 $ 2,208 $ 546 $ 555 $ Enterprise 544 533 516 496 2,089 481 471 Wholesale 73 75 75 73 295 76 76 Segment Service Revenue 1,172 1,157 1,144 1,119 4,591 1,103 1,101 Product Sales 21 20 18 15 74 15 20 Total Revenue and Sales 1,193 $ 1,177 $ 1,161 $ 1,134 $ 4,665 $ 1,118 $ 1,121 $ Contribution Margin Kinetic 322 $ 314 $ 302 $ 311 $ 1,249 $ 314 $ 312 $ Enterprise 92 100 85 84 361 91 90 Wholesale 33 31 31 35 130 37 46 Segment Contribution Margin 446 $ 445 $ 418 $ 430 $ 1,739 $ 442 $ 447 $ Shared Expenses 31 29 31 26 118 25 24 Adjusted EBITDAR 415 $ 416 $ 387 $ 404 $ 1,622 $ 417 $ 424 $ Adjusted EBITDAR Margin % 34.8% 35.3% 33.3% 35.6% 34.8% 37.3% 37.8% Segment Contribution Margin % Kinetic 56.6% 55.6% 53.4% 55.5% 55.3% 56.2% 55.3% Enterprise 16.6% 18.6% 16.2% 16.8% 17.1% 18.8% 19.0% Wholesale 44.9% 41.6% 42.1% 47.6% 44.0% 48.8% 54.0% 2020 2021 (1) All periods revised to present our historical revenues and the computations of Adjusted EBITDAR to exclude revenues from customer contracts and fiber asset sales sold to Uniti in conjunction with our emergence from restructuring (Dollars in Millions) 2Q21 Financial Results Unaudited Adjusted Pro Forma Results of Operations (non-GAAP)

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13 Sensitivity: Confidential Significant Interconnection Cost Reduction Opportunities Remain TDM Retirement to Accelerate Cost Reduction and Improve Customer Experience Interconnection Expenses (in millions)(1) .. 2Q21 annualized run-rate of ~$990M in interconnection, network facility and fiber expenses; annualized decline of over 13% .. Approximately $583 million of Legacy TDM- related expense including Network Facility expense; annualized decline of 16% (1) Expenses Include Recurring Interconnection, Network Facilities and Fiber Expenses Only 2Q20 2Q21 YoY Change Annualized Annualized % TDM 299 $ 230 $ (23.1%) IP/Ethernet 317 286 $ (9.8%) Last Mile Access 616 516 $ (16.3%) TDM 116 80 $ (30.6%) IP/Ethernet 36 35 $ (2.7%) Network Access 152 116 $ (23.9%) Voice/Other 29 29 $ (3.1%) Total Interconnect Access 798 $ 660 $ (17.3%) Network Real Estate 174 $ 170 $ (2.5%) Colocation 105 103 (1.7%) Network Facilities Expense 279 273 (2.2%) Fiber Expense 64 58 (8.7%) Total Network Facilities & Fiber Expense 343 $ 331 $ (3.4%) Total Interconnect 1,141 $ 991 $ (13.1%) .. Launched 3-year program to migrate CLEC TDM customers to newer technologies; moving from circuit-level to market-level optimization .. The focus on market-level TDM removal will enable greater reductions in network real estate and collocation expenses

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14 Sensitivity: Confidential Strong Balance Sheet with No Near-Term Maturities $0 $0 $0 $0 $0 $0 $730 $1,400 $- $200 $400 $600 $800 $1,000 $1,200 $1,400 2020 2021 2022 2023 2024 2025 2026 2027 2028 $500 Term Loan(1) Senior First Lien Notes Undrawn Revolver Debt Maturity as of June 30, 2021 Net Liquidity as of June 30, 2021 Net Debt to Adjusted EBITDA Fixed Interest Rate for Total Debt

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15 Sensitivity: Confidential 2021 Financial and Operational Guidance • Adjusted EBITDAR down ~ 1% from 2020 level • Capex flat from 2020 level; anticipate ~$200-$225 million of Uniti GCI funding • ~$170 million in cash interest; minimal cash taxes • Broadband Net Adds of ~ 60,000 • Low single-digit Kinetic consumer revenue growth y-o-y

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16 Sensitivity: Confidential Appendix Contents: • Quarterly supplemental schedules (Pro Forma)

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17 Sensitivity: Confidential Supplemental Financial Information

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18 Sensitivity: Confidential Supplemental Financial Information WINDSTREAM HOLDINGS II, LLC UNAUDITED PRO FORMA ADJUSTED RESULTS OF OPERATIONS (NON-GAAP) QUARTERLY SUPPLEMENTAL INFORMATION for the quarterly periods in the years 2021 and 2020 (In millions) ADJUSTED RESULTS OF OPERATIONS: Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. Revenues and sales: Service revenues 2,204.7 $ 1,101.5 $ 1,103.2 $ 4,591.3 $ 1,118.6 $ 1,143.6 $ 1,157.4 $ 1,171.7 $ Product and fiber sales 34.3 19.7 14.6 73.7 15.4 17.5 19.5 21.3 Total revenues and sales 2,239.0 1,121.2 1,117.8 4,665.0 1,134.0 1,161.1 1,176.9 1,193.0 Costs and expenses: Cost of services 1,065.0 530.6 534.4 2,304.9 560.4 585.7 578.2 580.6 Cost of sales 33.0 15.8 17.2 78.3 15.6 19.5 21.7 21.5 Selling, general and administrative 300.7 151.3 149.4 660.3 154.1 169.2 161.1 175.9 Costs and expenses 1,398.7 697.7 701.0 3,043.5 730.1 774.4 761.0 778.0 Adjusted EBITDAR (A) 840.3 423.5 416.8 1,621.5 403.9 386.7 415.9 415.0 Cash payment under master leases with Uniti (332.2) (166.4) (165.8) (662.3) (165.9) (165.8) (165.6) (165.0) Cash received from Uniti per settlement agreement 49.0 24.5 24.5 24.5 24.5 - - - Adjusted EBITDA (B) 557.1 $ 281.6 $ 275.5 $ 983.7 $ 262.5 $ 220.9 $ 250.3 $ 250.0 $ Margins (C): Adjusted EBITDAR margin 37.5% 37.8% 37.3% 34.8% 35.6% 33.3% 35.3% 34.8% Adjusted EBITDA margin 24.9% 25.1% 24.6% 21.1% 23.1% 19.0% 21.3% 21.0% Adjusted Capital Expenditures 509.8 $ 251.8 $ 258.0 $ 1,001.1 $ 274.9 $ 246.1 $ 247.7 $ 232.4 $ Adjusted Free Cash Flow (D) 59.5 $ 58.3 $ 1.2 $ (157.8) $ 29.1 $ (59.9) $ (68.5) $ (58.5) $ As of Debt Leverage Ratio: 6/30/2021 Long-term debt, including current maturities (E) 2,130.3 $ Add: Capital lease obligations 35.4 Less: Cash and cash equivalents (176.8) Net debt 1,988.9 $ (1) Twelve Months Ended 6/30/2021 Adjusted EBITDA 1,040.5 $ (2) Net leverage ratio (F) - computed as (1)/(2) 1.91x Available liquidity as of June 30, 2021: Cash and cash equivalents 176.8 $ Available capacity under credit facility (G) 469.2 Available liquidity 646.0 $ (A) (B) (C) Margins are calculated by dividing the respective profitability measures by total revenues and sales. (D) (E) Long-term debt, including current maturities excluding unamortized debt discount. (F) The net leverage ratio is computed by dividing net debt by Adjusted EBITDA. (G) Available capacity under credit facility excludes outstanding letters of credit. See page 23 for computations of Adjusted EBITDAR, Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted Capital Expenditures. Adjusted Free Cash Flow is Adjusted EBITDA less adjusted capital expenditures and cash paid for interest on long-term debt obligations plus funding received from Uniti for growth capital expenditures and adjusted for cash (paid) refunded for income 2020 Adjusted EBITDA is Adjusted EBITDAR after the cash payment due under the master leases with Uniti including incremental rent for growth capital improvements funded by Uniti and cash received from Uniti per the settlement agreement. 2021 Adjusted EBITDAR is earnings before interest expense, income taxes and depreciation and amortization and is calculated as operating income (loss) excluding depreciation and amortization, straight-line expense under the master leases with Uniti, equity- based compensation expense, restructuring charges, and certain other costs.

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19 Sensitivity: Confidential Supplemental Financial Information WINDSTREAM HOLDINGS II, LLC UNAUDITED PRO FORMA ADJUSTED RESULTS OF OPERATIONS (NON-GAAP) QUARTERLY SUPPLEMENTAL INFORMATION - REVENUE SUPPLEMENT for the quarterly periods in the years 2021 and 2020 (In millions) Service revenues: Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. Kinetic: High-speed Internet bundles 552.2 $ 279.0 $ 273.2 $ 1,047.2 $ 269.3 $ 264.8 $ 258.1 $ 255.0 $ Voice only 39.6 19.4 20.2 89.6 21.4 22.2 22.7 23.3 Video and miscellaneous 7.6 3.7 3.9 23.0 3.9 4.6 6.6 7.9 Consumer 599.4 302.1 297.3 1,159.8 294.6 291.6 287.4 286.2 Small business 135.9 68.2 67.7 275.5 67.2 68.3 69.0 71.0 Large business 82.0 40.4 41.6 177.6 41.9 43.4 45.4 46.9 Wholesale 122.3 61.9 60.4 251.1 62.2 61.9 62.7 64.3 Switched access 10.6 5.3 5.3 22.4 5.6 5.6 5.8 5.4 CAF Phase II funding 87.7 43.8 43.9 175.5 43.9 43.9 43.8 43.9 State USF 19.5 10.2 9.3 75.1 15.3 20.0 19.9 19.9 End user surcharges 43.5 22.6 20.9 70.7 18.7 18.7 16.2 17.1 Kinetic 1,100.9 554.5 546.4 2,207.7 549.4 553.4 550.2 554.7 Enterprise: Advanced IP/TDM (A) 594.4 295.5 298.9 1,346.1 311.2 325.5 348.1 361.3 Strategic (B) 190.6 97.6 93.0 346.0 91.4 87.7 84.7 82.2 Other (C) 104.5 47.5 57.0 275.1 61.9 69.3 73.3 70.6 Switched access 7.9 4.0 3.9 20.0 4.5 5.1 4.8 5.6 End user surcharges 54.5 26.1 28.4 101.4 27.3 28.0 21.7 24.4 Enterprise 951.9 470.7 481.2 2,088.6 496.3 515.6 532.6 544.1 Wholesale: Core wholesale (D) 151.7 76.2 75.5 294.6 72.8 74.5 74.5 72.8 End user surcharges 0.2 0.1 0.1 0.4 0.1 0.1 0.1 0.1 Wholesale 151.9 76.3 75.6 295.0 72.9 74.6 74.6 72.9 Total service revenues 2,204.7 1,101.5 1,103.2 4,591.3 1,118.6 1,143.6 1,157.4 1,171.7 Product sales: Kinetic product sales 22.1 10.4 11.7 49.8 10.5 11.3 14.3 13.7 Enterprise product sales 4.2 1.3 2.9 23.9 4.9 6.2 5.2 7.6 Wholesale fiber sales 8.0 8.0 - - - - - - Total product and fiber sales 34.3 19.7 14.6 73.7 15.4 17.5 19.5 21.3 Total revenues and sales 2,239.0 $ 1,121.2 $ 1,117.8 $ 4,665.0 $ 1,134.0 $ 1,161.1 $ 1,176.9 $ 1,193.0 $ (A) (B) (C) (D) Other revenues primarily consist of usage-based long-distance revenues and resale revenues. Core wholesale revenues primarily include revenues from providing fiber connections, data transport and wireless backhaul services. 2021 2020 Advance IP/TDM revenues consist of dynamic Internet protocol, dedicated Internet access, multi-protocol label switching services, integrated voice and data, long distance, managed services, and time- division multiplexing ("TDM") voice and data services. Strategic revenues consist of Software Defined Wide Area Network ("SD-WAN"), Unified Communications as a Service ("UCaaS"), OfficeSuite, and associated network access products and services.

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20 Sensitivity: Confidential Supplemental Financial Information

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21 Sensitivity: Confidential Supplemental Financial Information WINDSTREAM HOLDINGS II, LLC UNAUDITED PRO FORMA ADJUSTED RESULTS OF OPERATIONS (NON-GAAP) QUARTERLY SUPPLEMENTAL INFORMATION for the quarterly periods in the years 2021 and 2020 (In millions) Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. Total segment revenues and expenses Revenues and sales: Service revenues 2,204.7 $ 1,101.5 $ 1,103.2 $ 4,591.3 $ 1,118.6 $ 1,143.6 $ 1,157.4 $ 1,171.7 $ Product and fiber sales 34.3 19.7 14.6 73.7 15.4 17.5 19.5 21.3 Total segment revenues and sales 2,239.0 1,121.2 1,117.8 4,665.0 1,134.0 1,161.1 1,176.9 1,193.0 Total segment costs and expenses 1,349.6 673.8 675.8 2,925.9 704.2 743.2 731.7 746.8 Segment contribution margin 889.4 $ 447.4 $ 442.0 $ 1,739.1 $ 429.8 $ 417.9 $ 445.2 $ 446.2 $ Segment contribution margin % 39.7% 39.9% 39.5% 37.3% 37.9% 36.0% 37.8% 37.4% Consolidated revenues and sales Service revenues 2,204.7 $ 1,101.5 $ 1,103.2 $ 4,591.3 $ 1,118.6 $ 1,143.6 $ 1,157.4 $ 1,171.7 $ Product and fiber sales 34.3 19.7 14.6 73.7 15.4 17.5 19.5 21.3 Consolidated revenues and sales 2,239.0 $ 1,121.2 $ 1,117.8 $ 4,665.0 $ 1,134.0 $ 1,161.1 $ 1,176.9 $ 1,193.0 $ Consolidated costs and expenses Segment costs and expenses 1,349.6 $ 673.8 $ 675.8 $ 2,925.9 $ 704.2 $ 743.2 $ 731.7 $ 746.8 $ Shared expenses (B) 49.1 23.9 25.2 117.6 25.9 31.2 29.3 31.2 Consolidated costs and expenses 1,398.7 $ 697.7 $ 701.0 $ 3,043.5 $ 730.1 $ 774.4 $ 761.0 $ 778.0 $ Consolidated Adjusted EBITDAR 840.3 $ 423.5 $ 416.8 $ 1,621.5 $ 403.9 $ 386.7 $ 415.9 $ 415.0 $ Adjusted EBITDAR margin 37.5% 37.8% 37.3% 34.8% 35.6% 33.3% 35.3% 34.8% (B) 2020 2021 Shared expenses are not allocated to the segments and primarily consist of accounting and finance, information technology, legal, human resources, investor relations, and outsourcing activities that are centrally managed and are not monitored by management at a segment level.

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22 Sensitivity: Confidential Supplemental Financial Information WINDSTREAM HOLDINGS II, LLC QUARTERLY SUPPLEMENTAL INFORMATION for the quarterly periods in the years 2021 and 2020 (Units in thousands, Dollars in millions, except per unit amounts) Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. Kinetic Operating Metrics: Households served 1,276.1 1,276.1 1,272.7 1,268.0 1,268.0 1,269.3 1,262.7 1,247.2 Net household additions (losses) 8.1 3.4 4.7 29.1 (1.3) 6.6 15.5 8.3 YOY change in households served 1.1% 1.1% 2.0% 2.3% 2.3% 2.5% 1.5% -0.3% Average revenue per household served per month $ 78.53 $ 79.02 $ 78.01 $ 77.11 $ 77.41 $ 76.78 $ 76.34 $ 76.75 High-speed Internet customers 1,131.9 1,131.9 1,122.4 1,109.3 1,109.3 1,102.3 1,089.4 1,067.3 Net customer additions 22.6 9.5 13.1 60.0 7.0 12.9 22.1 18.0 YOY change in high-speed Internet 3.9% 3.9% 5.2% 5.7% 5.7% 6.0% 5.3% 3.4% Average revenue per high-speed Internet customer per month $ 82.13 $ 82.51 $ 81.61 $ 80.85 $ 81.18 $ 80.55 $ 79.78 $ 80.32 Service Revenues Used in Average Revenue Per Month Computations Above (per page 3): Kinetic consumer service revenues $ 599.4 $ 302.1 $ 297.3 $ 1,159.8 $ 294.6 $ 291.6 $ 287.4 $ 286.2 High-speed Internet bundle revenues $ 552.2 $ 279.0 $ 273.2 $ 1,047.2 $ 269.3 $ 264.8 $ 258.1 $ 255.0 Enterprise: Strategic sales as a percentage of total Enterprise sales (A) 70.4% 61.9% 78.3% 62.7% 62.1% 57.0% 62.7% 68.5% Total Capital Expenditures: 509.8 $ $ 251.8 $ 258.0 $ 1,021.4 $ 274.9 $ 266.4 $ 247.7 $ 232.4 Claims settlements at emergence - - - (20.3) - (20.3) - - Adjusted Capital Expenditures $ 509.8 $ 251.8 $ 258.0 $ 1,001.1 $ 274.9 $ 246.1 $ 247.7 $ 232.4 Adjusted Capital Expenditures by Segment: Kinetic 339.3 $ 165.6 $ 173.7 $ 674.6 $ 183.4 $ 160.9 $ 173.5 $ 156.8 $ Enterprise 105.0 52.0 53.0 201.9 55.7 46.6 49.8 49.8 Wholesale 65.5 34.2 31.3 124.6 35.8 38.6 24.4 25.8 Adjusted Capital Expenditures $ 509.8 $ 251.8 $ 258.0 $ 1,001.1 $ 274.9 $ 246.1 $ 247.7 $ 232.4 (A) 2021 2020 Enterprise strategic sales consist of SD-WAN, UCaaS, OfficeSuite and associated network access products and services.

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23 Sensitivity: Confidential Supplemental Financial Information WINDSTREAM HOLDINGS II, LLC UNAUDITED PRO FORMA ADJUSTED CONSOLIDATED RESULTS (NON-GAAP) QUARTERLY SUPPLEMENTAL INFORMATION for the quarterly periods in the years 2021 and 2020 (In millions) Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. ADJUSTED FREE CASH FLOW: Operating income (loss) 148.7 $ 75.0 $ 73.7 $ 87.4 $ 71.9 $ (23.4) $ 24.8 $ 14.1 $ Depreciation and amortization 358.6 181.5 177.1 829.4 164.5 212.4 219.9 232.6 EBITDA 507.3 256.5 250.8 916.8 236.4 189.0 244.7 246.7 Adjustments: Straight-line expense under master leases with Uniti 317.5 158.8 158.7 662.4 158.0 167.3 168.3 168.8 Cash payment under master leases with Uniti (332.2) (166.4) (165.8) (662.3) (165.9) (165.8) (165.6) (165.0) Cash received from Uniti per settlement agreement 49.0 24.5 24.5 24.5 24.5 - - - Revenues related to customer contracts and fiber assets sold to Uniti - - - (23.9) - (7.6) (8.4) (7.9) Restructuring charges 4.4 2.4 2.0 19.0 2.6 4.4 5.6 6.4 Other costs (A) 7.8 4.1 3.7 44.1 5.2 33.2 5.3 0.4 Equity-based compensation 3.3 1.7 1.6 3.1 1.7 0.4 0.4 0.6 Adjusted EBITDA 557.1 281.6 275.5 983.7 262.5 220.9 250.3 250.0 Adjusted Capital Expenditures (509.8) (251.8) (258.0) (1,001.1) (274.9) (246.1) (247.7) (232.4) Uniti funding of growth capital expenditures 92.1 49.4 42.7 84.7 55.6 29.1 - - Cash paid for interest on long-term debt obligations (84.2) (15.9) (68.3) (224.1) (14.1) (63.7) (70.3) (76.0) Cash (paid) refunded for income taxes, net 4.3 (5.0) 9.3 (1.0) - (0.1) (0.8) (0.1) Adjusted Free Cash Flow 59.5 $ 58.3 $ 1.2 $ (157.8) $ 29.1 $ (59.9) $ (68.5) $ (58.5) $ COMPUTATION OF ADJUSTED EBITDA: Operating income (loss) 148.7 $ 75.0 $ 73.7 $ 87.4 $ 71.9 $ (23.4) $ 24.8 $ 14.1 $ Depreciation and amortization expense 358.6 181.5 177.1 829.4 164.5 212.4 219.9 232.6 Straight-line expense under master leases with Uniti 317.5 158.8 158.7 662.4 158.0 167.3 168.3 168.8 Revenues related to customer contracts and fiber assets sold to Uniti - - - (23.9) - (7.6) (8.4) (7.9) Restructuring charges 4.4 2.4 2.0 19.0 2.6 4.4 5.6 6.4 Other costs (A) 7.8 4.1 3.7 44.1 5.2 33.2 5.3 0.4 Equity-based compensation 3.3 1.7 1.6 3.1 1.7 0.4 0.4 0.6 Adjusted EBITDAR 840.3 423.5 416.8 1,621.5 403.9 386.7 415.9 415.0 Cash payment under master leases with Uniti (332.2) (166.4) (165.8) (662.3) (165.9) (165.8) (165.6) (165.0) Cash received from Uniti per settlement agreement 49.0 24.5 24.5 24.5 24.5 - - - Adjusted EBITDA 557.1 $ 281.6 $ 275.5 $ 983.7 $ 262.5 $ 220.9 $ 250.3 $ 250.0 $ (A) Total 2nd Qtr. 1st Qtr. Total 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. Spend commitment penalties (1) - $ - $ - $ 24.0 $ - $ 22.8 $ 0.8 $ 0.4 $ Professional, legal and consulting fees - post-bankruptcy (2) 8.9 4.6 4.3 10.1 10.1 - - - COVID-19 incremental expenses (3) (1.1) (0.5) (0.6) 10.0 (4.9) 10.4 4.5 - Other costs 7.8 $ 4.1 $ 3.7 $ 44.1 $ 5.2 $ 33.2 $ 5.3 $ 0.4 $ (1) (2) (3) COVID-19 related costs primarily consist of non-cash accrued vacation pay (inclusive of fourth quarter 2020 true-up) attributable to a one-time benefit permitting employees to carry over up to 40 hours of unused vacation to 2021 and pay premiums for Kinetic field technicians. Amounts in 2021 primarily reflect the amortization of the 2020 carryover accrued vacation pay. 2020 Other costs for the periods presented consist of the following: 2020 Reserve for penalties attributable to not meeting certain spend commitments under discount plans with other carriers. 2021 2021 Post-emergence costs associated with the Chapter 11 Cases, as well as consulting fees incurred on certain cost optimization projects.