Business Context and Reporting Period
Company: Uniti Group Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: July 15, 2026
Event: Entry into a Material Definitive Agreement regarding a new securitization issuance.
Key Financial Metrics
This filing details a debt financing transaction rather than operating performance metrics. Key figures include:
- Total New Debt Issued: $1,140,710,000 aggregate principal amount of secured fiber network revenue term notes (Series 2026-2).
- Debt Structure:
- Class A-2: $805,210,000 at 5.834% interest.
- Class B: $134,200,000 at 6.224% interest.
- Class C: $201,300,000 at 7.536% interest.
- Anticipated Repayment Date (Term ARD): June 2033.
- Legal Final Maturity: June 2058 (subject to penalty interest if not refinanced by Term ARD).
- Total Outstanding Revenue Term Notes: $2,100,810,000 (includes prior Series 2026-1 issuance of $960,100,000).
- Prefunding Account Deposit: Approximately $91,081,390 set aside for pending Oklahoma assets.
- Variable/Liquidity Funding Notes: $0 outstanding variable funding notes; liquidity facility commitment increased and maturity extended.
Material Changes Versus Prior Period
Debt Expansion: The Company executed its second fiber network revenue note issuance in 2026, increasing total outstanding revenue term notes from $960,100,000 (post-January 2026 issuance) to $2,100,810,000.
Asset Securitization: The transaction involves the sale of fiber network assets and residential customer contracts in Texas, Arkansas, Kentucky, Ohio, Georgia, North Carolina, Iowa, Alabama, and Florida to bankruptcy-remote subsidiaries. Oklahoma assets are pending regulatory approval.
Liquidity Facility Adjustment: The maximum commitment under the existing liquidity funding note facility was increased to meet new reserve requirements, and its maturity was extended to align with the Series 2026-2 Term Notes.
Guidance, Outlook, Risks, and Unusual Items
Use of Proceeds: Net proceeds are designated for general corporate purposes, including success-based capital expenditures and/or repayment of outstanding debt.
Regulatory Contingency: Approximately $91 million is held in a prefunding account for Oklahoma assets. If regulatory approvals are not obtained by July 30, 2027, these funds will be used to prepay the Series 2026-2 Term Notes.
Covenants and Risks:
- Rapid Amortization: Triggered if the debt service coverage ratio falls below a stated threshold.
- Penalty Interest: If notes are not repaid or refinanced by the Term ARD (June 2033), interest rates will increase to the greater of 5.00% or a formula based on 10-year Treasury yields plus spreads.
- Guarantees: Notes are guaranteed by specific asset entities and a Holdco Guarantor but are not guaranteed by the parent company (Uniti Group Inc.) or other unrestricted subsidiaries.
Investor Verification Checklist
- Verify the status of regulatory approvals for the Oklahoma assets (Pending Assets) to determine if the $91 million prefunding deposit will be released or used for prepayment.
- Review the specific debt service coverage ratio thresholds in the Base Indenture to assess the risk of rapid amortization.
- Confirm the impact of the increased liquidity facility commitment on the Company's overall leverage and covenant compliance under other debt agreements.
- Monitor the Company's ability to refinance or repay the $1.14 billion term notes by the June 2033 Term ARD to avoid penalty interest rates.