8-K

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 2, 2024

UNITED STATES CELLULAR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-09712	62-1147325
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

8410 West Bryn Mawr, Chicago, Illinois 60631

(Address of principal executive offices and zip code)

Registrant's telephone number, including area code: (773) 399-8900

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	Name of each exchange on which registered
Common Shares, $1 par value	USM	New York Stock Exchange
6.25% Senior Notes due 2069	UZD	New York Stock Exchange
5.50% Senior Notes due 2070	UZE	New York Stock Exchange
5.50% Senior Notes due 2070	UZF	New York Stock Exchange

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 2.02.  Results of Operations and Financial Condition

On August 2, 2024, United States Cellular Corporation (UScellular) issued a news release announcing its results of operations for the period ended June 30, 2024. A copy of the news release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 2.02 of Form 8-K is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor will any such information or exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01.  Financial Statements and Exhibits

(d)   The following exhibits are being filed herewith:

Exhibit Number	Description of Exhibits
99.1	Earnings Press Release dated August 2, 2024
104	Cover Page Interactive Data File - the cover page XBRL tags are 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.
		UNITED STATES CELLULAR CORPORATION
Date:	August 2, 2024	By:	/s/ Douglas W. Chambers
			Douglas W. Chambers
			Executive Vice President, Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

NEWS RELEASE

As previously announced, UScellular will hold a teleconference on August 2, 2024, at 9:00 a.m. CDT. Listen to the call live via the Events & Presentations page ofinvestors.uscellular.com.

UScellular reports secondquarter2024results

2024 guidance reaffirmed

CHICAGO (August 2, 2024) — United States Cellular Corporation (NYSE:USM) reported total operating revenues of $927 million for the second quarter of 2024, versus $957 million for the same period one year ago. Service revenues totaled $743 million, versus $760 million for the same period one year ago. Net income attributable to UScellular shareholders and related diluted earnings per share were $17 million and $0.20, respectively, for the second quarter of 2024 compared to $5 million and $0.05, respectively, in the same period one year ago.

2Q 2024 Highlights*

•Announced sale of wireless operations and select spectrum assets

•Now reporting Wireless and Towers segments

▪Wireless

•Sequential improvement in postpaid gross additions and postpaid net losses

•Postpaid ARPU grew 2%; service revenues decreased 2%

▪Towers

•Third-party tower revenues increased 1%

•Fixed wireless customers grew 40% to 134,000

•Strong cost management across the enterprise led to increased operating income, net income and Adjusted OIBDA

* Comparisons are 2Q’23 to 2Q’24 unless otherwise noted

“Solid postpaid ARPU growth and continued strong expense discipline is keeping us on track to deliver on our financial guidance,” said Laurent C. Therivel, UScellular President and CEO. “We have taken actions to improve subscriber results that have led to sequential improvement in postpaid handset net additions in the second quarter. While postpaid handset net additions remained negative, we are encouraged by the positive momentum.

"Finally, I would also like to thank all of our associates for their hard work in these dynamic times. 2024 has been a year of unprecedented change for the organization, but our team has remained focused on our mission of connecting customers to what matters most."

Announced Transaction and Exploration of Strategic Alternatives for UScellular

On May 28, 2024, Telephone and Data Systems, Inc. (TDS) and UScellular announced that they have entered into a definitive agreement to sell UScellular's wireless operations and select spectrum assets to T-Mobile. The transaction is expected to close in mid-2025, subject to regulatory approvals and the satisfaction of customary closing conditions.

UScellular retains its nearly 4,400 owned towers, its equity method investments, and approximately 70% of its spectrum assets. The strategic alternatives review process is ongoing as UScellular seeks to opportunistically monetize its spectrum assets that are not subject to the T-Mobile transaction.

1

2024Estimated Results

UScellular’s current estimates of full-year 2024 results are shown below. Such estimates represent management’s view as of August 2, 2024 and should not be assumed to be current as of any future date. UScellular undertakes no duty to update such estimates, whether as a result of new information, future events, or otherwise. There can be no assurance that final results will not differ materially from estimated results.

	2024 Estimated Results
	Previous	Current
(Dollars in millions)
Service revenues	$2,950-$3,050	Unchanged
Adjusted OIBDA1, 2	$750-$850	Unchanged
Adjusted EBITDA1, 2	$920-$1,020	Unchanged
Capital expenditures	$550-$650	Unchanged

The following table reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measures, Net income or Income before income taxes. In providing 2024 estimated results, UScellular has not completed the below reconciliation to Net income because it does not provide guidance for income taxes. Although potentially significant, UScellular believes that the impact of income taxes cannot be reasonably predicted; therefore, UScellular is unable to provide such guidance.

		Actual Results
	2024 Estimated Results2	Six Months Ended June 30, 2024	Year Ended December 31, 2023
(Dollars in millions)
Net income (GAAP)	N/A	$42	$58
Add back:
Income tax expense	N/A	41	53
Income before income taxes (GAAP)	$60-$160	$83	$111
Add back:
Interest expense	185	91	196
Depreciation, amortization and accretion expense	660	329	656
EBITDA (Non-GAAP)1	$905-$1,005	$503	$963
Add back or deduct:
Expenses related to strategic alternatives review	—	21	8
(Gain) loss on asset disposals, net	15	11	17
(Gain) loss on license sales and exchanges, net	—	7	(2)
Adjusted EBITDA (Non-GAAP)1	$920-$1,020	$542	$986
Deduct:
Equity in earnings of unconsolidated entities	155	80	158
Interest and dividend income	15	6	10
Adjusted OIBDA (Non-GAAP)1	$750-$850	$456	$818

1EBITDA, Adjusted EBITDA and Adjusted OIBDA are defined as net income adjusted for the items set forth in the reconciliation above. EBITDA, Adjusted EBITDA and Adjusted OIBDA are not measures of financial performance under Generally Accepted Accounting Principles in the United States (GAAP) and should not be considered as alternatives to Net income or Cash flows from operating activities, as indicators of cash flows or as measures of liquidity. UScellular does not intend to imply that any such items set forth in the reconciliation above are infrequent or unusual; such items may occur in the future. Management uses Adjusted EBITDA and Adjusted OIBDA as measurements of profitability, and therefore reconciliations to Net income are deemed appropriate. Management believes Adjusted EBITDA and Adjusted OIBDA are useful measures of UScellular’s operating results before significant recurring non-cash charges, nonrecurring expenses, gains and losses, and other items as presented above as they provide additional relevant and useful information to investors and other users of UScellular’s financial data in evaluating the effectiveness of its operations and underlying business trends in a manner that is consistent with management’s evaluation of business performance. Adjusted EBITDA shows adjusted earnings before interest, taxes, depreciation, amortization and accretion, gains and losses, and expenses related to the strategic alternatives review of UScellular while Adjusted OIBDA reduces this measure further to exclude Equity in earnings of unconsolidated entities and Interest and dividend income in order to more effectively show the performance of operating activities excluding investment activities. The table above reconciles EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measure, Net income or Income before income taxes. Additional information and reconciliations related to Non-GAAP financial measures for June 30, 2024, can be found on UScellular’s website at investors.uscellular.com.

22024 Estimated Results do not reflect any anticipated costs, expenses or results of the strategic alternatives review referenced above.

2

Conference Call Information

UScellular will hold a conference call on August 2, 2024 at 9:00 a.m. Central Time.

▪Access the live call on the Events & Presentations page of investors.uscellular.com or at

https://events.q4inc.com/attendee/870908711

▪Access the call by phone at (888)330-2384 conference ID: 1328528.

Before the call, certain financial and statistical information to be discussed during the call will be posted to investors.uscellular.com. The call will be archived on the Events & Presentations page of investors.uscellular.com.

About UScellular

United States Cellular Corporation provides a comprehensive range of wireless products and services, excellent customer support, and a high-quality network to customers with 4.5 million retail connections in 21 states. The Chicago-based company had 4,300 full- and part-time associates as of June 30, 2024. At the end of the second quarter of 2024, Telephone and Data Systems, Inc. owned approximately 82 percent of UScellular. For more information about UScellular, visit uscellular.com.

Contacts

Colleen Thompson, Vice President - Corporate Relations of TDS

colleen.thompson@tdsinc.com

Julie Mathews, IRC, Director - Investor Relations of TDS

julie.mathews@tdsinc.com

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company’s plans, beliefs, estimates, and expectations. These statements are based on current estimates, projections, and assumptions, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: whether the announced transaction whereby UScellular has agreed to sell its wireless operations and selected spectrum assets to T-Mobile will be successfully completed or whether UScellular will be able to find buyers at mutually agreeable prices for its spectrum assets that are not subject to the agreement with T-Mobile; whether any such strategic alternative will result in additional value for UScellular and its shareholders and whether the process will have an adverse impact on UScellular’s business; strategic decisions regarding the tower business; intense competition; the ability to attract people of outstanding talent throughout all levels of the organization; UScellular's smaller scale relative to larger competitors; the ability to obtain or maintain roaming arrangements with other carriers on acceptable terms and changes in roaming practices; the ability to obtain access to adequate radio spectrum to meet current or anticipated future needs, including participation in FCC auctions; changes in demand, consumer preferences and perceptions, price competition, or churn rates; advances in technology; impacts of costs, integration problems or other factors associated with acquisitions, divestitures or exchanges of properties or wireless spectrum licenses and/or expansion of UScellular's businesses; the ability of the company to successfully construct and manage its networks; difficulties involving third parties with which UScellular does business; uncertainties in UScellular’s future cash flows and liquidity and access to the capital markets; the ability to make payments on UScellular indebtedness or comply with the terms of debt covenants; conditions in the U.S. telecommunications industry; the value of assets and investments; the state and federal regulatory environment, including changes in regulatory support received and the ability to pass through regulatory fees to customers; pending and future litigation; cyber-attacks or other breaches of network or information technology security; potential conflicts of interests between TDS and UScellular; disruption in credit or other financial markets; deterioration of U.S. or global economic conditions; and the impact, duration and severity of public health emergencies. Investors are encouraged to consider these and other risks and uncertainties that are more fully described under “Risk Factors” in the most recent filing of UScellular's Form 10-K, as updated by any UScellular Form 10-Q filed subsequent to such Form 10-K.

For more information about UScellular, visit: www.uscellular.com

3

UnitedStates Cellular Corporation
Summary Operating Data (Unaudited)
As of or for the Quarter Ended	6/30/2024			3/31/2024			12/31/2023			9/30/2023			6/30/2023
Retail Connections
Postpaid
Total at end of period1	4,027,000			4,051,000			4,106,000			4,159,000			4,194,000
Gross additions	117,000			106,000			129,000			128,000			125,000
Handsets	73,000			63,000			80,000			84,000			83,000
Connected devices	44,000			43,000			49,000			44,000			42,000
Net additions (losses)1	(24,000)			(44,000)			(50,000)			(35,000)			(28,000)
Handsets	(29,000)			(47,000)			(53,000)			(38,000)			(29,000)
Connected devices	5,000			3,000			3,000			3,000			1,000
ARPU2	$	51.45		$	51.96		$	51.61		$	51.11		$	50.64
ARPA3	$	130.41		$	132.00		$	131.63		$	130.91		$	130.19
Handset upgrade rate4	4.1		%	4.5		%	5.8		%	4.5		%	4.8		%
Churn rate5	1.16		%	1.22		%	1.44		%	1.30		%	1.21		%
Handsets	0.97		%	1.03		%	1.22		%	1.11		%	1.01		%
Connected devices	2.47		%	2.52		%	3.03		%	2.64		%	2.65		%
Prepaid
Total at end of period1	439,000			436,000			451,000			462,000			462,000
Gross additions	50,000			41,000			43,000			52,000			50,000
Net additions (losses)1	3,000			(13,000)			(11,000)			—			(8,000)
ARPU2, 6	$	32.37		$	32.25		$	32.32		$	33.44		$	33.86
Churn rate5	3.60		%	4.06		%	3.87		%	3.68		%	4.18		%
Market penetration at end of period
Consolidated operating population	32,550,000			32,550,000			32,350,000			32,350,000			32,350,000
Consolidated operating penetration7	15		%	14		%	15		%	15		%	15		%
Capital expenditures (millions)	$	165		$	131		$	148		$	111		$	143
Total cell sites in service	6,990			6,995			7,000			6,973			6,952
Owned towers	4,388			4,382			4,373			4,356			4,341

1First quarter 2024 connections were adjusted to remove subscribers that could no longer access the UScellular network due to the CDMA shutdown. This resulted in 11,000 and 2,000 subscribers removed from the postpaid and prepaid base, respectively, that are not included in Net additions (losses) for the quarter.

2Average Revenue Per User (ARPU) - metric is calculated by dividing a revenue base by an average number of connections and by the number of months in the period. These revenue bases and connection populations are shown below:

•Postpaid ARPU consists of total postpaid service revenues and postpaid connections.

•Prepaid ARPU consists of total prepaid service revenues and prepaid connections.

3Average Revenue Per Account (ARPA) - metric is calculated by dividing total postpaid service revenues by the average number of postpaid accounts and by the number of months in the period.

4Handset upgrade rate calculated as total handset upgrade transactions divided by average postpaid handset connections.

5Churn rate represents the percentage of the connections that disconnect service each month. These rates represent the average monthly churn rate for each respective period.

6Fourth quarter 2023 Prepaid ARPU excludes a $6 million reduction of prepaid revenue related to an adjustment to correct a prior period error recorded in the fourth quarter of 2023.

7Market penetration is calculated by dividing the number of wireless connections at the end of the period by the total estimated population of consolidated operating markets.

4

United States Cellular Corporation
Consolidated Statement of Operations Highlights
(Unaudited)
	Three Months Ended June 30,						Six Months Ended June 30,
	2024		2023		2024 vs. 2023		2024		2023		2024 vs. 2023
(Dollars and shares in millions, except per share amounts)
Operating revenues
Service	$	743	$	760	(2)	%	$	1,497	$	1,527	(2)	%
Equipment sales	184		197		(6)	%	380		415		(9)	%
Total operating revenues	927		957		(3)	%	1,877		1,942		(3)	%
Operating expenses
System operations (excluding Depreciation, amortization and accretion reported below)	180		190		(5)	%	362		372		(3)	%
Cost of equipment sold	211		228		(7)	%	427		480		(11)	%
Selling, general and administrative	322		341		(5)	%	653		686		(5)	%
Depreciation, amortization and accretion	165		161		2	%	329		330		—
(Gain) loss on asset disposals, net	5		3		49	%	11		13		(19)	%
(Gain) loss on license sales and exchanges, net	8		—		N/M		7		—		N/M
Total operating expenses	891		923		(3)	%	1,789		1,881		(5)	%
Operating income	36		34		6	%	88		61		44	%
Investment and other income (expense)
Equity in earnings of unconsolidated entities	38		38		2	%	80		82		(2)	%
Interest and dividend income	3		3		18	%	6		5		11	%
Interest expense	(45)		(51)		8	%	(91)		(99)		8	%
Total investment and other expense	(4)		(10)		54	%	(5)		(12)		61	%
Income before income taxes	32		24		31	%	83		49		69	%
Income tax expense	14		19		(28)	%	41		29		41	%
Net income	18		5		N/M		42		20		N/M
Less: Net income attributable to noncontrolling interests, net of tax	1		—		(20)	%	7		2		N/M
Net income attributable to UScellular shareholders	$	17	$	5	N/M		$	35	$	18	N/M
Basic weighted average shares outstanding	86		85		1	%	86		85		1	%
Basic earnings per share attributable to UScellular shareholders	$	0.20	$	0.05	N/M		$	0.41	$	0.21	99	%
Diluted weighted average shares outstanding	88		86		3	%	88		86		2	%
Diluted earnings per share attributable to UScellular shareholders	$	0.20	$	0.05	N/M		$	0.40	$	0.20	95	%

N/M - Percentage change not meaningful

5

United States Cellular Corporation
Consolidated Statement of Cash Flows
(Unaudited)
	Six Months Ended June 30,
	2024		2023
(Dollars in millions)
Cash flows from operating activities
Net income	$	42	$	20
Add (deduct) adjustments to reconcile net income to net cash flows from operating activities
Depreciation, amortization and accretion	329		330
Bad debts expense	46		50
Stock-based compensation expense	25		6
Deferred income taxes, net	11		25
Equity in earnings of unconsolidated entities	(80)		(82)
Distributions from unconsolidated entities	80		78
(Gain) loss on asset disposals, net	11		13
(Gain) loss on license sales and exchanges, net	7		—
Other operating activities	3		3
Changes in assets and liabilities from operations
Accounts receivable	(1)		35
Equipment installment plans receivable	5		7
Inventory	57		52
Accounts payable	—		(106)
Customer deposits and deferred revenues	6		(9)
Accrued taxes	20		1
Accrued interest	(1)		(1)
Other assets and liabilities	(44)		(32)
Net cash provided by operating activities	516		390
Cash flows from investing activities
Cash paid for additions to property, plant and equipment	(270)		(351)
Cash paid for licenses	(15)		(8)
Other investing activities	1		14
Net cash used in investing activities	(284)		(345)
Cash flows from financing activities
Issuance of long-term debt	40		115
Repayment of long-term debt	(198)		(156)
Repayment of short-term debt	—		(60)
Tax payments for stock-based compensation awards	(12)		(6)
Distributions to noncontrolling interests	(3)		(2)
Cash paid for software license agreements	(20)		(19)
Other financing activities	(3)		(1)
Net cash used in financing activities	(196)		(129)
Net increase (decrease) in cash, cash equivalents and restricted cash	36		(84)
Cash, cash equivalents and restricted cash
Beginning of period	179		308
End of period	$	215	$	224

6

United States CellularCorporation
Consolidated Balance Sheet Highlights
(Unaudited)
ASSETS
	June 30, 2024		December 31, 2023
(Dollars in millions)
Current assets
Cash and cash equivalents	$	195	$	150
Accounts receivable, net	952		957
Inventory, net	143		199
Prepaid expenses	58		57
Income taxes receivable	—		1
Other current assets	26		36
Total current assets	1,374		1,400
Assets held for sale	—		15
Licenses	4,715		4,693
Investments in unconsolidated entities	461		461
Property, plant and equipment, net	2,540		2,576
Operating lease right-of-use assets	906		915
Other assets and deferred charges	643		690
Total assets	$	10,639	$	10,750

7

United States Cellular Corporation
Consolidated Balance Sheet Highlights
(Unaudited)
LIABILITIES AND EQUITY
	June 30, 2024		December 31, 2023
(Dollars in millions, except per share amounts)
Current liabilities
Current portion of long-term debt	$	20	$	20
Accounts payable	268		248
Customer deposits and deferred revenues	236		229
Accrued taxes	41		32
Accrued compensation	57		83
Short-term operating lease liabilities	134		135
Other current liabilities	130		154
Total current liabilities	886		901
Deferred liabilities and credits
Deferred income tax liability, net	765		755
Long-term operating lease liabilities	822		831
Other deferred liabilities and credits	573		565
Long-term debt, net	2,887		3,044
Noncontrollinginterests with redemption features	16		12
Equity
UScellular shareholders’ equity
Series A Common and Common Shares, par value $1.00 per share	88		88
Additional paid-in capital	1,752		1,726
Treasury shares	(58)		(80)
Retained earnings	2,893		2,892
Total UScellular shareholders’ equity	4,675		4,626
Noncontrolling interests	15		16
Total equity	4,690		4,642
Total liabilities and equity	$	10,639	$	10,750

8

United States Cellular Corporation

Segment Results

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
UScellular	2024		2023		2024 vs. 2023		2024		2023		2024 vs. 2023
(Dollars in millions)
Operating Revenues
Wireless	$	902	$	932	(3)	%	$	1,826	$	1,892	(3)	%
Towers	58		57		3	%	116		113		3	%
Intra-company eliminations	(33)		(32)		(4)	%	(65)		(63)		(3)	%
Total operating revenues	927		957		(3)	%	1,877		1,942		(3)	%
Operating expenses
Wireless	885		916		(3)	%	1,779		1,868		(5)	%
Towers	39		39		1	%	75		76		(1)	%
Intra-company eliminations	(33)		(32)		(4)	%	(65)		(63)		(3)	%
Total operating expenses	891		923		(3)	%	1,789		1,881		(5)	%
Operating income	$	36	$	34	6	%	$	88	$	61	44	%
Adjusted OIBDA (Non-GAAP)	$	227	$	198	14	%	$	456	$	404	13	%
Adjusted EBITDA (Non-GAAP)	$	268	$	239	13	%	$	542	$	491	10	%
Capital expenditures	$	165	$	143	15	%	$	295	$	351	(16)	%

	Three Months Ended June 30,						Six Months Ended June 30,
UScellular Wireless	2024		2023		2024 vs. 2023		2024		2023		2024 vs. 2023
(Dollars in millions)
Retail service	$	666	$	686	(3)	%	$	1,344	$	1,378	(2)	%
Other	52		49		7	%	102		99		3	%
Service revenues	718		735		(2)	%	1,446		1,477		(2)	%
Equipment sales	184		197		(6)	%	380		415		(9)	%
Total operating revenues	902		932		(3)	%	1,826		1,892		(3)	%
System operations (excluding Depreciation, amortization and accretion reported below)	194		203		(4)	%	390		398		(2)	%
Cost of equipment sold	211		228		(7)	%	427		480		(11)	%
Selling, general and administrative	313		333		(6)	%	637		670		(5)	%
Depreciation, amortization and accretion	154		149		3	%	308		307		—
(Gain) loss on asset disposals, net	5		3		40	%	10		13		(23)	%
(Gain) loss on license sales and exchanges, net	8		—		N/M		7		—		N/M
Total operating expenses	885		916		(3)	%	1,779		1,868		(5)	%
Operating income	$	17	$	16	5	%	$	47	$	24	97	%
Adjusted OIBDA (Non-GAAP)	$	196	$	168	16	%	$	392	$	344	14	%
Adjusted EBITDA (Non-GAAP)	$	196	$	168	16	%	$	392	$	344	14	%
Capital expenditures	$	160	$	140	13	%	$	286	$	346	(17)	%

N/M - Percentage change not meaningful

9

United States Cellular Corporation

Segment Results

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
UScellular Towers	2024		2023		2024 vs. 2023		2024		2023		2024 vs. 2023
(Dollars in millions)
Third-party revenues	$	25	$	25	1	%	$	51	$	50	2	%
Intra-company revenues	33		32		4	%	65		63		3	%
Total tower revenues	58		57		3	%	116		113		3	%
System operations (excluding Depreciation, amortization and accretion reported below)	19		19		(1)	%	37		37		1	%
Selling, general and administrative	9		8		8	%	16		16		(3)	%
Depreciation, amortization and accretion	11		12		(5)	%	21		23		(5)	%
(Gain) loss on asset disposals, net	—		—		N/M		1		—		N/M
Total operating expenses	39		39		1	%	75		76		(1)	%
Operating income	$	19	$	18	7	%	$	41	$	37	10	%
Adjusted OIBDA (Non-GAAP)	$	31	$	30	6	%	$	64	$	60	7	%
Adjusted EBITDA (Non-GAAP)	$	31	$	30	6	%	$	64	$	60	7	%
Capital expenditures	$	5	$	3	N/M		$	9	$	5	89	%

N/M - Percentage change not meaningful

10

United States Cellular Corporation

Free Cash Flow

(Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
UScellular	2024		2023		2024		2023
(Dollars in millions)
Cash flows from operating activities (GAAP)	$	313	$	349	$	516	$	390
Cash paid for additions to property, plant and equipment	(137)		(155)		(270)		(351)
Cash paid for software license agreements	(11)		(12)		(20)		(19)
Free cash flow (Non-GAAP)1	$	165	$	182	$	226	$	20

1Free cash flow is a non-GAAP financial measure which UScellular believes may be useful to investors and other users of its financial information in evaluating liquidity, specifically, the amount of net cash generated by business operations after deducting Cash paid for additions to property, plant and equipment and Cash paid for software license agreements.

11

United States Cellular Corporation

EBITDA, Adjusted EBITDA and Adjusted OIBDA

(Unaudited)

The following tables reconcile EBITDA, Adjusted EBITDA and Adjusted OIBDA to the corresponding GAAP measures, Net income, Income before income taxes and/or Operating income. Income and expense items below Operating Income are not provided at the individual segment level for UScellular Wireless and UScellular Towers; therefore, the reconciliations begin with EBITDA and the most directly comparable GAAP measure is Operating income rather than Net income at the segment level.

	Three Months Ended June 30,
UScellular	2024		2023
(Dollars in millions)
Net income (GAAP)	$	18	$	5
Add back:
Income tax expense	14		19
Income before income taxes (GAAP)	32		24
Add back:
Interest expense	45		51
Depreciation, amortization and accretion	165		161
EBITDA (Non-GAAP)	242		236
Add back or deduct:
Expenses related to strategic alternatives review	13		—
(Gain) loss on asset disposals, net	5		3
(Gain) loss on license sales and exchanges, net	8		—
Adjusted EBITDA (Non-GAAP)	268		239
Deduct:
Equity in earnings of unconsolidated entities	38		38
Interest and dividend income	3		3
Adjusted OIBDA (Non-GAAP)	$	227	$	198

	Three Months Ended June 30,
UScellular Wireless	2024		2023
(Dollars in millions)
EBITDA (Non-GAAP)	$	171	$	165
Add back or deduct:
Expenses related to strategic alternatives review	12		—
(Gain) loss on asset disposals, net	5		3
(Gain) loss on license sales and exchanges, net	8		—
Adjusted EBITDA and Adjusted OIBDA (Non-GAAP)	196		168
Deduct:
Depreciation, amortization and accretion	154		149
Expenses related to strategic alternatives review	12		—
(Gain) loss on asset disposals, net	5		3
(Gain) loss on license sales and exchanges, net	8		—
Operating income (GAAP)	$	17	$	16

12

EBITDA, Adjusted EBITDA and Adjusted OIBDA

	Three Months Ended June 30,
UScellular Towers	2024		2023
(Dollars in millions)
EBITDA (Non-GAAP)	$	30	$	30
Add back or deduct:
Expenses related to strategic alternatives review	1		—
Adjusted EBITDA and Adjusted OIBDA (Non-GAAP)	31		30
Deduct:
Depreciation, amortization and accretion	11		12
Expenses related to strategic alternatives review	1		—
Operating income (GAAP)	$	19	$	18

13

XML

Document and Entity Document	Aug. 02, 2024
Entity Central Index Key	0000821130
Document Type	8-K
Document Period End Date	Aug. 02, 2024
Entity Registrant Name	UNITED STATES CELLULAR CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-09712
Entity Tax Identification Number	62-1147325
Entity Address, Address Line One	8410 West Bryn Mawr
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60631
City Area Code	(773)
Local Phone Number	399-8900
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Common Shares
Title of 12(b) Security	Common Shares, $1 par value
Trading Symbol	USM
Security Exchange Name	NYSE
6.25% 2069 Senior Notes
Title of 12(b) Security	6.25% Senior Notes due 2069
Trading Symbol	UZD
Security Exchange Name	NYSE
5.5% 2070 Senior Notes
Title of 12(b) Security	5.50% Senior Notes due 2070
Trading Symbol	UZE
Security Exchange Name	NYSE
5.5% 2070 Senior Notes
Title of 12(b) Security	5.50% Senior Notes due 2070
Trading Symbol	UZF
Security Exchange Name	NYSE