ENGLEWOOD, Colo.--(BUSINESS WIRE)--GCI Liberty, Inc. (Nasdaq: GLIBA, GLIBK) ("GCI Liberty†) announced today the completion of its rights offering, which expired in accordance with its terms at 5:00 p.m., New York City time, on December 17, 2025. GCI Liberty received approximately $300 million in proceeds, which will be used for general corporate purposes, which may include working capital, capital expenditures and repayment or refinancing of outstanding indebtedness. GCI Liberty may also use a portion of ...

Core Points - GCI Liberty, Inc. announced the terms for a rights offering to distribute subscription rights to holders of its Series A, B, and C common stock to acquire Series C GCI Group common stock [1][2] - The rights distribution date is set for November 25, 2025, with a record date of November 24, 2025 [1][3] - Each holder will receive 0.3838 of a Series C GCI Group Right for each share held, with fractional rights rounded up [1][2] - The subscription price for each whole Series C GCI Group Right is $27.20, representing a 20% discount to the average trading price for the ten days ending November 21, 2025 [2] - The ex-dividend date is expected to be November 26, 2025, coinciding with the commencement of the rights offering [3] Company Overview - GCI Liberty, Inc. operates through its wholly owned subsidiary GCI, LLC, which is Alaska's largest communications provider [8][9] - GCI has invested $4.7 billion in its network and facilities over the past 45 years, aiming to enhance connectivity and close the digital divide in Alaska [9]

Core Points - GCI Liberty will participate in a Q&A session during the Liberty Media annual Investor Meeting on November 20, 2025, hosted by John Malone and Derek Chang [1][2] - GCI Liberty is a subsidiary of GCI, LLC, which is Alaska's largest communications provider, serving over 200 communities [3] - GCI has invested $4.7 billion in its network and facilities in Alaska over the past 45 years to enhance connectivity and address the digital divide [3] Company Information - GCI Liberty, Inc. trades on Nasdaq under the symbols GLIBA and GLIBK [4][8] - The company is involved in telecommunications, providing data, voice, and managed services [5] - GCI Liberty has announced a $300 million rights offering for Series C GCI Group common stock, with subscription rights distributed to holders of Series A, B, and C common stock [7]

Table of Contents As filed with the Securities and Exchange Commission on November 5, 2025 Registration No. 333- GCI Liberty, Inc. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 4841 (Primary Standard Industrial Classification Code Number) 36-5128842 (I.R.S. Employer Identification No.) FORM S-1 REGISTRATION STATEMENT UNDER 12300 Liberty Blvd. Englewood, Color ...

Financial Performance - GCI Liberty reported a 2% decline in total revenue to $257 million for Q3 2025, with consumer revenue down 4% and business revenue flat year-over-year [3]. - The company incurred an operating loss of $488 million, primarily due to a $525 million non-cash impairment charge related to intangible assets and goodwill [6]. - Adjusted OIBDA decreased 8% to $92 million, with an Adjusted OIBDA margin of 35.8%, down 240 basis points from the previous year [7]. - GCI Liberty reported a revenue of $257 million for Q3 2025, a decrease from $262 million in Q3 2024 [36]. - The operating loss for Q3 2025 was $(488) million, compared to an operating income of $41 million in Q3 2024 [36]. - Adjusted OIBDA for Q3 2025 was $92 million, down from $100 million in Q3 2024 [34]. - The net loss for Q3 2025 was $(387) million, contrasting with a net income of $21 million in Q3 2024 [36]. Cash Flow and Liquidity - GCI generated net cash provided by operating activities of $357 million and free cash flow of $155 million over the trailing twelve months ended September 30, 2025 [12]. - Free cash flow for the twelve months ended September 30, 2025, was $155 million, with net cash provided by operating activities at $357 million [34]. - GCI's cash, cash equivalents, and restricted cash increased by $20 million in Q3 2025, primarily due to cash from operations [25]. - Cash and cash equivalents rose to $124 million as of September 30, 2025, compared to $74 million at the end of 2024 [35]. Debt and Assets - GCI's total debt remained flat at $1,045 million as of September 30, 2025, with a leverage ratio of 2.3x [26]. - Total current assets increased to $405 million as of September 30, 2025, from $319 million at the end of 2024 [35]. - Total liabilities decreased to $1,621 million as of September 30, 2025, from $1,953 million at the end of 2024 [35]. - GCI Liberty's total assets decreased to $3,011 million as of September 30, 2025, from $3,382 million at the end of 2024 [35]. Subscriber Metrics - Consumer cable modem subscribers declined 3% to 153,100, while consumer wireless lines in service increased 2% to 207,500 [3]. - GCI's wireless revenue increased by 11% to $52 million, driven by an increase in federal wireless subsidies [17]. Capital Expenditures and Future Plans - Capital expenditures for the full year 2025 are projected to be between $225 million and $250 million, primarily for improvements to wireless and data networks in rural Alaska [11]. - GCI Liberty announced a $300 million rights offering to all stockholders, expected to commence before year-end [3].

Financial Performance - Consolidated revenue decreased by $5 million to $257 million for the three months ended September 30, 2025, but increased by $31 million to $784 million for the nine months ended September 30, 2025, compared to the same periods in 2024[102]. - Operating income for the three months ended September 30, 2025, was a loss of $488 million, compared to an operating income of $41 million for the same period in 2024[102]. - Total revenue for the three months ended September 30, 2025, was $257 million, a decrease of 2% compared to $262 million for the same period in 2024[107]. - Adjusted OIBDA for the nine months ended September 30, 2025, was $313 million, an increase from $276 million in the same period of 2024[102]. - Adjusted OIBDA for the three months ended September 30, 2025, was $92 million, a decrease of $8 million (8.0%) compared to $100 million for the same period in 2024[120]. - Operating loss for the three months ended September 30, 2025, was $488 million, compared to an operating income of $41 million for the same period in 2024, reflecting a significant increase in losses[119]. Subscriber and Service Metrics - GCI Holdings had 153,100 cable modem subscribers as of September 30, 2025, down from 157,400 in 2024, while wireless lines in service increased to 207,500 from 204,000[104]. - Consumer data revenue decreased by $2 million (3.3%) for the three months ended September 30, 2025, primarily due to a decrease in the number of subscribers[108]. - Consumer wireless revenue increased by $5 million (10.6%) for the three months ended September 30, 2025, driven by increased wireless USF support for high-cost areas[109]. - Business data revenue increased by $1 million (0.8%) for the three months ended September 30, 2025, primarily due to service upgrades with existing healthcare and education customers[111]. Impairments and Legal Challenges - The company recorded an impairment of goodwill and intangible assets amounting to $525 million during the third quarter of 2025[102]. - The company recorded an impairment of goodwill and intangible assets of $525 million during the nine months ended September 30, 2025[118]. - The company faces risks from ongoing legal challenges to the constitutionality of the FCC Universal Service Support Programs, which could disrupt or eliminate financial support received[100]. Economic and Operational Environment - The Alaska economy, which GCI Holdings is heavily dependent on, faces recessionary pressures due to volatility in oil prices and inflation, potentially affecting demand for its services[92]. - GCI Holdings continues to monitor inflation-sensitive costs, which have been rising and could impact its ability to maintain margins[93]. Cash Flow and Debt Management - Net cash provided by operating activities increased to $302 million for the nine months ended September 30, 2025, compared to $223 million for the same period in 2024[128]. - As of September 30, 2025, the company had a cash and cash equivalents balance of $124 million[127]. - The projected uses of cash include approximately $80 million for net capital expenditures and $20 million for interest payments on outstanding debt[131]. - As of September 30, 2025, the company has variable rate debt amounting to $372 million with a weighted average interest rate of 6.2%[135]. - The company also holds fixed rate debt totaling $600 million with a weighted average interest rate of 4.8%[135]. Other Financial Considerations - The company expects to incur fees not exceeding approximately $5 million for public company support services from Liberty Media in the first year of the Services Agreement[90]. - The enactment of the One Big Beautiful Bill Act (OBBBA) allowed the company to defer cash taxes to future years, although it did not materially impact income tax expense[94].

Core Points - GCI Liberty, Inc. has declared a dividend of pro rata subscription rights for its Series C GCI Group common stock [1] - The dividend is available to all holders of record of Series A, Series B, and Series C GCI Group common stock as of November 24, 2025 [1] - The aggregate intended offering price for the subscription rights is $300 million [1]

Financial Performance - GCI Liberty reported a 6% increase in total revenue to $261 million for Q2 2025, with business revenue rising 14% to $142 million, while consumer revenue decreased 2% to $119 million[3][18]. - Adjusted OIBDA grew 26% to $108 million, and operating income increased 70% to $51 million, reflecting improved cost management and operational efficiencies[3][9]. - GCI Liberty reported revenue of $261 million for Q2 2025, an increase of 6.1% from $246 million in Q2 2024[37]. - Adjusted OIBDA for Q2 2025 was $108 million, up 25.6% from $86 million in Q2 2024[35]. - Operating income increased to $51 million in Q2 2025, compared to $30 million in Q2 2024, marking a 70% growth[37]. - Net earnings for the six months ended June 30, 2025, were $62 million, compared to $33 million for the same period in 2024, representing an 87.9% increase[39]. - GCI Liberty's Adjusted OIBDA margin for Q2 2025 was approximately 41.4%, up from 35% in Q2 2024[35]. Cash Flow and Liquidity - GCI generated net cash from operating activities of $342 million and free cash flow of $153 million over the trailing twelve months ended June 30, 2025[11]. - Free cash flow for the twelve months ended June 30, 2025, was $153 million, reflecting a strong liquidity position[35]. - Cash and cash equivalents increased to $117 million at the end of June 2025, compared to $53 million at the end of June 2024[39]. Subscriber Metrics - Consumer cable modem subscribers declined 3% to 154,500, while consumer wireless lines in service grew 1% to 207,000, with GCI adding 4,700 wireless lines in Q2 2025[3][16]. Capital Expenditures and Investments - Capital expenditures for the year are expected to be approximately $250 million, focusing on network improvements in rural Alaska, including the Bethel and AU-Aleutians fiber projects[10]. Debt and Leverage - GCI's leverage ratio decreased to 2.3x as of June 30, 2025, following a reduction in total debt by $86 million during the quarter[27][26]. - Long-term debt decreased to $983 million as of June 30, 2025, from $1.066 billion at the end of 2024[36]. Margins and Cost Management - GCI's business gross margin improved by 730 basis points to 81.7%, driven by a 19% decrease in direct costs[19]. - GCI's consumer gross margin increased to 70.6%, reflecting a 40 basis point improvement year-over-year despite a decline in data revenue[17]. Strategic Focus - The company plans to fully exit the video business by the end of 2025, as part of its strategic focus on wireless and data services[8]. Regulatory Environment - The Supreme Court upheld the constitutionality of the Universal Service Fund, providing clarity for GCI's efforts to enhance connectivity in rural Alaska[2][3]. Non-GAAP Measures - The company emphasized the importance of non-GAAP measures like Adjusted OIBDA and free cash flow for assessing operational strength and liquidity[32].

Financial Performance - Combined revenue increased by $15 million (6.1%) for the three months ended June 30, 2025, and by $36 million (7.3%) for the six months ended June 30, 2025, compared to the same periods in 2024[84] - Operating income for the three months ended June 30, 2025, was $51 million, up from $30 million in the same period of 2024, representing a 70% increase[84] - Net earnings for the three months ended June 30, 2025, were $27 million, compared to $13 million in the same period of 2024, reflecting a 107.7% increase[84] - Total revenue for the three months ended June 30, 2025, was $261 million, an increase of 6% compared to $246 million in the same period of 2024[87] - Adjusted OIBDA for the six months ended June 30, 2025, was $221 million, an increase of $45 million (25.6%) compared to $176 million in the same period of 2024[84] - Adjusted OIBDA increased by $22 million (25.6%) for the three months ended June 30, 2025, compared to the same period in 2024, reaching $108 million[101] - Net cash provided by operating activities for the six months ended June 30, 2025, was $226 million, an increase of 39.5% compared to $162 million in the same period of 2024[108] - As of June 30, 2025, GCI Liberty had a cash and cash equivalents balance of $104 million[107] - The effective income tax rate for the six months ended June 30, 2025, was 31%, compared to 30% for the same period in 2024[104] Subscriber Metrics - Cable modem subscribers decreased to 154,500 as of June 30, 2025, from 159,000 in 2024, a decline of 2.8%[85] - Wireless lines in service increased to 207,000 as of June 30, 2025, compared to 205,600 in 2024, a growth of 0.7%[85] - Consumer data revenue decreased by $3 million (4.8%) for the three months ended June 30, 2025, compared to the same period in 2024, primarily due to a decline in subscribers[88] - Consumer wireless revenue increased by $3 million (6.3%) for the three months ended June 30, 2025, driven by subscriber growth and increased USF support[89] - Business data revenue increased by $19 million (17.9%) for the three months ended June 30, 2025, primarily due to service upgrades with existing customers[91] Economic and Regulatory Challenges - The company expects to defer cash taxes to future years due to the One Big Beautiful Bill Act (OBBBA) enacted in July 2025, which may impact future financial results[78] - GCI Holdings faces inflationary pressures on materials and labor, which could affect its ability to maintain margins[77] - The Alaska economy, which GCI Holdings is heavily reliant on, is subject to recessionary pressures that could adversely affect demand for its services[76] - Legal challenges to the FCC Universal Service Support Programs could disrupt or eliminate financial support, impacting GCI Holdings' revenue and liquidity[81] Capital Expenditures - The projected net capital expenditures for the company are approximately $150 million[111]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GCI Liberty, Inc. (Exact name of registrant as specified in its Charter) As filed with the Securities and Exchange Commission on June 20, 2025 Registration No. 333-286272 Nevada (State or other jurisdiction of incorporation or organization) 4841 (Primary Standard Industrial Classification Code Number) 12300 Liberty Blvd. Englewood, Colorado 80112 (720) 8 ...