Telephone and Data Systems Inc. on Wednesday proposed to acquire the remaining 18% of Array Digital Infrastructure Inc. it doesn’t already own in an all-stock transaction that would consolidate the wireless tower operator under a single corporate structure. The deal offers 0.86 of a TDS share for each public share of Array.
"By bringing Array fully under TDS' ownership, Array's stockholders would retain a significant interest in the tower business while gaining exposure to TDS' growing fiber business," said Walter Carlson, President and Chief Executive Officer of TDS, in a statement. "We believe this transaction will position the combined company for long-term growth."
The proposed exchange ratio is based on the closing prices from May 7 and assumes Array will pay a special dividend of $10.40 per share, totaling approximately $900 million, before the deal closes. The transaction is intended to be a tax-free reorganization for U.S. federal income tax purposes. TDS, which currently owns about 82% of Array, has engaged Wells Fargo as its financial advisor and Sidley Austin LLP as legal counsel.
The acquisition would streamline corporate governance and eliminate duplicative costs, providing TDS with greater flexibility for strategic investments across its businesses. The proposal is now subject to review by a special committee of Array's independent directors and requires approval from a majority of Array's disinterested stockholders, as well as TDS stockholders.
The move is the next step in TDS's transformation strategy, simplifying its corporate structure to better focus on growth areas. Array has transitioned to a tower-focused company, and TDS has stated its commitment to supporting this continued growth.
The proposal is contingent on the completion of previously announced spectrum license sales by Array. TDS has also made it clear that it does not intend to sell its interest in Array and will not entertain any third-party offers for the company or its assets.
The deal will be discussed further on a conference call scheduled for 9:00 AM Central Time on May 8, where TDS will also report its first-quarter 2026 financial results.
This article is for informational purposes only and does not constitute investment advice.