Liberty Capital revenue rises to $267 million

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FOR THE QUARTERLY PERIOD ENDED JUNE SEPTEMBER 30, 2026

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The number of outstanding shares of the registrant's common stock as of July October 31, 2026 was:

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Exhibits 21 changes

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Trade and other receivables, net of allowance for credit losses of $ 4 3 and $ 4 , respectively

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Series A GCI Group common stock, $ .01 par value. Authorized 100,000,000 shares; issued and outstanding 3,650,938 at June September 30, 2026 and December 31, 2025

Series B GCI Group common stock, $ .01 par value. Authorized 3,750,000 shares; issued and outstanding 400,806 at June September 30, 2026 and December 31, 2025

Series C GCI Group common stock, $ .01 par value. Authorized 100,000,000 shares; issued and outstanding 35,853,250 and 35,751,850 at June September 30, 2026 and December 31, 2025, respectively

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Commitments and contingencies (note 7) 8)

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Impairment of goodwill and intangible assets

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Interest and dividend income

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Impairment of goodwill and intangible assets

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Non-cash changes in taxes payable

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Net increase (decrease) in cash, cash equivalents and restricted cash ( 12 )

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Balances at September 30, 2026

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Balances at March 31, 2026

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Balances at June September 30, 2026

LIBERTY CAPITAL CORPORATION

Condensed Consolidated Statements of Equity

(unaudited) (continued)

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Change in capitalization in connection with the Separation

Balances at September 30, 2025

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Balances at March 31, 2025

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Change in capitalization in connection with the Separation

Balances at June September 30, 2025

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Notes to the financial statements 1 change

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Liberty Capital was formed in Nevada in December 2024 for the purpose of ultimately holding the GCI Business. On July 14, 2025, Liberty Broadband and its subsidiaries completed an internal reorganization in order for Liberty Broadband to transfer the GCI Business to Liberty Capital in exchange for Liberty Capital stock, including 10,000 shares of Liberty Capital non-voting preferred stock, and the assumption of liabilities related to the GCI Business by Liberty Capital. The internal reorganization resulted in Liberty Capital owning, directly or indirectly, GCI, LLC and the operations comprising, and the entities that conduct, the GCI Business. Following the internal reorganization, Liberty Broadband sold all of the non-voting preferred stock (the "Preferred Stock Sale") to third parties. The non-voting preferred stock is issued by Liberty Capital, has a 12 % dividend rate and $ 1,000 per share liquidation price plus accrued and unpaid dividends, and is recorded in Other liabilities in the condensed consolidated balance sheet as of June September 30, 2026. The mandatory redemption date is July 14, 2032. Following the Preferred Stock Sale, Liberty Capital effected a reclassification of Liberty Capital's existing common stock into a sufficient number of shares of Liberty Capital Series A GCI Group common stock ("GLIBA"), Liberty Capital Series B GCI Group common stock ("GLIBB") and Liberty Capital Series C GCI Group common stock ("GLIBK") to complete the divestiture of Liberty Capital pursuant to the distribution (the "Distribution") by Liberty Broadband to the holders of record of Liberty Broadband common stock, as of the record date for the Distribution, of all the shares of Liberty Capital GCI Group common stock held by Liberty Broadband immediately

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Forward-looking statements 12 changes

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● our overlapping directors and officers with Liberty Broadband Corporation ("Liberty Broadband"), and Liberty Media Corporation ("Liberty Media"), and our overlapping officers with Liberty Live Holdings, Inc.;

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For additional risk factors, please see Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2025 and Part II, Item 1A. in this Quarterly Report on Form 10-Q . These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

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Liberty Capital Corporation (f/k/a GCI Liberty, Inc. prior to a name change on May 21, 2026) ("Liberty Capital") consists of 100% of the outstanding equity interests in GCI, LLC, GCI Holdings, LLC ("GCI Holdings" or "GCI") and their subsidiaries (collectively, the "GCI Business"), and was formerly owned by Liberty Broadband Corporation ("Liberty Broadband"), prior to the Separation (defined below).

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In connection with the Separation, the Company entered into certain agreements, including a separation and distribution agreement, a tax sharing agreement (the "Tax Sharing Agreement") and a tax receivables agreement (the "Tax Receivables Agreement"), pursuant to which, among other things, Liberty Capital and Liberty Broadband will indemnify each other against certain losses that may arise. The Tax Sharing Agreement governs the allocation of taxes, tax benefits, tax items and tax-related losses between Liberty Broadband and Liberty Capital, and the Tax Receivables Agreement governs the respective rights and obligations of Liberty Broadband and Liberty Capital with respect to certain tax matters. Concurrent with the completion of the acquisition of Liberty Broadband by Charter Communications, Inc. ("Charter") on August 19, 2026, Charter executed joinder agreements with the Company to each of such separation and distribution agreement, the Tax Sharing Agreement and the Tax Receivables Agreement whereby it agreed to be jointly and severally liable with Liberty Broadband for Liberty Broadband's obligations and liabilities thereunder. In addition, the Company entered into certain agreements, including a services agreement (the "Services Agreement"), a facilities sharing agreement and an aircraft time sharing agreement, with Liberty Media and/or its subsidiaries. Pursuant to the Services Agreement, Liberty Media provides Liberty Capital with public company support services, including legal, tax, accounting, treasury, information technology, cybersecurity, internal audit and investor relations services. Liberty Capital reimburses Liberty Media for all out-of-pocket expenses incurred by Liberty Media in providing the services and pays a services fee that is subject to review and evaluation for reasonableness on a quarterly basis.

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Legal Challenges to the Constitutionality of the FCC Universal Service Support Programs. There have been a number of legal challenges to the constitutionality of the USF. The U.S. Courts of Appeals for the Sixth and Eleventh Circuits rejected such challenges in 2023, as did a panel of three judges in the Fifth Circuit. However, on July 24, 2024, the U.S. Court of Appeals for the Fifth Circuit sitting en banc ruled that the USF program was unconstitutional as currently administered, and remanded the case to the FCC. In its decision, the en banc Fifth Circuit concluded that there was an impermissible public delegation of legislative authority to the FCC and an impermissible private delegation of authority from the FCC to the Universal Service Administrative Company ("USAC"), the private company responsible for USF administration. The Supreme Court issued a decision on June 27, 2025, reversing the Fifth Circuit and upholding the constitutionality of the USF contribution factor. There is continuing litigation, as petitioners have filed a new Petition for Review in the Fifth Circuit, on October 1, 2025, to challenge two statutory provisions that the Supreme Court did not have occasion to address, and pursuant to which GCI or its customers receive universal service support, as well as to challenge the legality of the USAC, which administers that program for the FCC, and to challenge the fourth quarter 2025 USF contribution factor. Oral argument is scheduled in the case for was held on August 5, 2026. On October 15, 2026, the Fifth Circuit issued an opinion vacating the fourth quarter 2025 USF contribution factor and finding that the FCC's creation of the USAC was illegal because Congress never explicitly authorized the FCC to create USAC. The mandate effectuating the opinion will not issue until December 7, 2026, and the FCC has the opportunity to seek rehearing at the Fifth Circuit or a writ of certiorari at the Supreme Court prior to that time, which could delay the effective date. It is unclear what this decision means at this time, but it could disrupt GCI's USF support unless and until any identified legal defects with the program structure or administration are remedied. This ruling could result in a material decrease in revenue and accounts receivable, which would have an adverse effect on GCI's business and an adverse effect on the Company's financial position, results of operations or liquidity.

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On April 21, 2026, GCI Holdings agreed pursuant to a securities purchase agreement (the "Purchase Agreement"), subject to receipt of regulatory approval and satisfaction of customary certain closing conditions, to acquire all of the issued and outstanding equity interests in Q Gateway Intermediate Holdings, LLC, a Delaware limited liability company ("Quintillion"), in exchange for consideration of $310 million in cash subject to certain adjustments (including working capital, cash, indebtedness and transaction expenses), reimbursement of up to $50 million for certain capital expenditures incurred by Quintillion, and potential earn-out payments in 2028, 2029 and 2031. The acquisition is currently expected to close during the fourth quarter of 2026.

Concurrent with the entry into the Purchase Agreement, GCI, LLC, as lender, entered into a Term Loan Credit Agreement with the seller in the acquisition, as borrower, providing for a term loan in an initial principal amount of $160 million. The term loan bears interest at the Secured Overnight Financing Rate ("SOFR") plus a margin of 8.50% (with, subject to certain conditions, up to SOFR plus 2.00% payable in cash and the remainder paid-in-kind). Upon the closing of the acquisition, the outstanding amounts under the term loan will automatically be deemed paid in full and credited toward the purchase price; if the acquisition does not close, the term loan will mature on April 21, 2031 . The approximately $164 million (consisting of the $160 million initial principal amount plus approximately $4 million of accrued paid-in-kind interest) is included in Other assets, net in the condensed consolidated balance sheet as of September 30, 2026.

On April 29, 2026, GCI Communication Corporation, a wholly-owned subsidiary of the Company, purchased SPITwSPOTS, Inc. ("SwS"), a local fixed wireless access provider of broadband services, for total cash consideration of approximately $11 million. The Company recorded $10 $11 million of goodwill, $11 million of fixed assets, $8 $7 million of other assets, offset by $18 million of other liabilities related to the acquisition. During the quarter ended September 30, 2026, the Company recorded measurement-period adjustments primarily related to the valuation of deferred income taxes identified subsequent to the acquisition date. The acquisition price allocation is preliminary and subject to revision as of June September 30, 2026.

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On April 16, 2026, Liberty Capital completed the purchase of approximately 61 thousand Class A Common Shares ("LILA") and approximately 12.3 million Class C Common Shares ("LILAK"), in each case, of Liberty Latin America Ltd. ("LLA") for approximately $107 million in cash. On May 22, 2026, the Company's Chairman purchased the LLA shares back from the Company at its cost of $8.63 per share for aggregate cash of $107 million.

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Impairment of goodwill and intangible assets

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Interest and dividend income

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Revenue. Consolidated revenue remained flat and decreased increased $10 million and remained flat for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. The following table highlights selected key performance indicators used in evaluating the Company's business.

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Business 31 changes

Consumer data revenue remained flat increased $1 million and decreased $2 $1 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. The decrease increase for the six three months ended June September 30, 2026 was driven by data revenue from the SwS acquisition in April of 2026, partially offset by a 2.2% decrease in the number of subscribers, not including excluding the subscribers acquired in the SwS acquisition. Without The SwS decrease for the nine months ended September 30, 2026 was driven by a decrease in the number of subscribers consumer data (as noted above), excluding the subscribers were down 2.5% compared to acquired in the same period SwS acquisition, partially offset by an increase in data revenue from the prior year. SwS acquisition.

Consumer wireless revenue increased $1 $2 million and $3 $5 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025, driven by an increase in the number of subscribers and an increase in handset sales.

Consumer other revenue decreased $3 million remained flat and decreased $9 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. Consumer other revenue consists of consumer voice revenue, other revenue and up until the third quarter of 2025, video revenue. For the three months ended September 30, 2026 and 2025, there was no video revenue recorded in either period. The decrease for the nine months ended September 30, 2026 was primarily due to no video revenue being recorded during the three and six nine months ended June September 30, 2026 as a result of the discontinuation of video services in the prior year.

Business data revenue increased $2 $8 million and decreased $2 $6 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025 . The increase increases for the three and nine months ended June September 30, 2026 was were primarily due to service upgrades with existing healthcare and education customers. The decrease increase for the six nine months ended June September 30, 2026, was primarily partially offset by a decrease due to one-time revenue that occurred during the six nine months ended June September 30, 2025 of approximately $4 million related to the successful appeal of rates for services provided to certain healthcare customers in prior years. This decrease was offset by an increase due to service upgrades with existing healthcare and education customers.

Business wireless revenue remained relatively flat for both the three and six nine months ended June September 30, 2026, as compared to the same periods in 2025.

Business other revenue remained flat for both the three and six nine months ended June September 30, 2026, as compared to the same periods in 2025.

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Consumer direct costs consists of wireless handset inventory costs, video programming, wireless distribution costs, marketing and advertising expenses, bad debt expense, credit card and other transactional fees, and personnel expense for managing relationships with consumer customers. Consumer direct costs decreased $2 increased $1 million and $6 decreased $5 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. The increase for the three months ended September 30, 2026, was due to an increase in wireless handset inventory costs. The decrease for the nine months ended September 30, 2026 was due to decreases in video programming costs as a result of the discontinuation of video services (as discussed above). The decreases in video programming costs were partially offset by increases in wireless distribution handset inventory costs.

Business direct costs consists of network distribution costs, largely to healthcare and education customers, as well as personnel expense for managing relationships with business customers. Business direct costs increased $9 $1 million and $15 $16 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025, due to increases in distribution costs for healthcare and education customers. A portion of this increase in distribution costs related to temporary cost savings of approximately $3 $2 million and $8 $10 million during the three and six nine months ended June September 30, 2025, respectively, from a fiber break on a third party network in which GCI Holdings uses capacity which was fully restored during the three months ended September 30, 2025. For the nine months ended September 30, 2026, the remaining portion of the increase was due to higher distribution costs to provide upgraded services, primarily due to higher circuit costs for a specific circuit.

Technology expense consists of field and technology operations costs incurred to manage the Company's network, including personnel expenses, professional service fees, software related costs, lease expenses, maintenance costs, as well as utility costs. Technology expenses increased $2 $3 million and $7 $10 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. For the three months ended September 30, 2026, the increase is primarily due to an increase in software related costs. For the nine months ended September 30, 2026, the increase is primarily due to increased professional service fees, and to a lesser extent an increase in maintenance and software related costs.

Selling, general and administrative expense consists of corporate overhead costs largely comprised of personnel expenses, software costs, insurance expense, property taxes and professional service fees. Selling, general and administrative expense increased $3 decreased $4 million and $6 increased $2 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. The decrease for the three months ended September 30, 2026, compared to the same period in the prior year, was due to lower personnel expenses, partially offset by higher healthcare costs at GCI. The increase for the nine months ended September 30, 2026, compared to the same period in the prior year, was primarily due to higher corporate expenses related to amounts allocated pursuant to the Services Agreement and legal expenses, partially offset by lower personnel expenses at GCI.

Stock-based compensation increased $2 $4 million and $8 $12 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025, primarily due to a delay in grants to GCI employees until after the Separation was effective combined with a change in grant timing for GCI employees resulting in two years of value being granted in March 2026, a portion of which vested immediately.

Depreciation and amortization increased $4 $5 million and $3 $8 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same period periods in 2025, primarily due to an increase in assets placed in service.

Impairment of goodwill and intangible assets. During the nine months ended September 30, 2025, the Company recorded an impairment of goodwill and intangible assets of $525 million, consisting of a goodwill impairment of $108 million and an intangible asset impairment of $417 million.

Acquisition costs increased $4 $1 million and $7 $8 million, respectively, as compared to the same period periods in 2025, primarily due to expenses incurred related to the future acquisition of Quintillion, as described above.

Operating Income (Loss). Consolidated operating income decreased $22 increased $524 million and $50 $474 million for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. Operating income was impacted by the above explanations.

Adjusted OIBDA. To provide investors with additional information regarding the Company's financial results, the Company also discloses Adjusted OIBDA, which is a non-GAAP financial measure (as defined below). The Company defines Adjusted OIBDA as operating income (loss) plus depreciation and amortization, stock-based compensation, separately reported litigation settlements, restructuring, acquisition costs and impairment charges. The Company's chief operating decision maker and management team use this measure of performance in conjunction with other measures to evaluate its business decisions and allocate resources. The Company believes this is an important indicator of the operational strength and performance of its business by identifying those items that are not directly a reflection of business performance or indicative of ongoing business trends. In addition, this measure allows management to view operating results, perform analytical comparisons and identify strategies to improve performance. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net income, cash flow provided by operating activities and other measures of financial performance prepared in accordance with U.S. generally accepted accounting principles ("GAAP").

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Impairment of goodwill and intangible assets

Consolidated Adjusted OIBDA decreased $12 increased $9 million and $32 decreased $23 million during the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025, due to the items discussed above.

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Interest and dividend income

Interest Expense. Interest expense remained flat and decreased increased $2 million and remained flat during the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025. The decrease increase for the six three months ended June September 30, 2026 was primarily due related to lower increased amounts outstanding during the majority of the six months ended June 30, 2026 and lower interest rates on the Company's Senior Credit Facility (as defined in note 5 to the accompanying condensed consolidated financial statements) compared to the same period in the prior year, partially offset by lower interest rates on our variable rate debt.

Other, net. Other, net Interest and dividend income. Interest and dividend income increased $4 $8 million and $7 $15 million during for the three and six nine months ended June September 30, 2026, respectively, as compared to the same periods in 2025, primarily related due to higher interest and dividend income related to earned on the Company's cash equivalents which were higher in the first half of 2026 compared to the prior year as a result of the rights offering (as defined and described in note 1 to the accompanying condensed consolidated financial statements), as well as paid-in-kind interest earned on the $160 million loan to Quintillion in connection with the acquisition, as described above.

Other, net. Other, net income increased $4 million during both of the three and nine months ended September 30, 2026, as compared to the same periods in 2025, primarily related to a gain on extinguishment of debt associated with the purchase of a portion of the Senior Notes (see note 5 to the accompanying condensed consolidated financial statements).

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For both the three and six nine months ended June September 30, 2026, and 2025, the income tax expense was in excess of the U.S. statutory tax rate of 21% primarily due to state income taxes and nondeductible executive compensation, paritally offset by federal research tax credits. For the three months ended September 30, 2025, the income tax benefit differs from the U.S. statutory tax rate of 21% primarily due to state income taxes, mostly offset by an impairment of goodwill that is not deductible for tax purposes. For the nine months ended September 30, 2025, the income tax benefit differs from the U.S. statutory tax rate of 21% primarily due to state income taxes, offset by an impairment of goodwill that is not deductible for tax purposes.

Net earnings (loss). The Company had net earnings of $16 $27 million and $27 net losses of $387 million for the three months ended June September 30, 2026 and 2025, respectively, and net earnings of $34 $61 million and $62 net losses of $325 million for the six nine months ended June September 30, 2026 and 2025, respectively. The change in net earnings (loss) was the result of the above-described fluctuations in our revenue, expenses, and other income and expenses.

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As of June September 30, 2026, Liberty Capital had a cash and cash equivalents balance of $497 $387 million which was substantially held in cash equivalents. . When applicable, cash equivalents are invested in U.S. Treasury securities, other government securities or government guaranteed funds, AAA rated money market funds and other highly rated financial and corporate debt instruments.

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The decrease in cash provided by operating activities during the six nine months ended June September 30, 2026, as compared to the same period in 2025, was primarily driven by decreased net earnings and timing differences in working capital accounts.

During the six nine months ended June September 30, 2026, net cash flows used in investing activities were primarily related to a loan to Quintillion of $160 million and capital expenditures, net of grant proceeds of $125 $202 million. During the six nine months ended June September 30, 2025, net cash flows used in investing activities were primarily relate related to capital expenditures, net of grant proceeds of $100 $152 million.

During the six nine months ended June September 30, 2026, net cash provided by financing activities were primarily related to net debt borrowings of $220 $123 million. During the six nine months ended June September 30, 2025, net cash used by financing activities were primarily related to net debt repayments of $84 $87 million.

The projected uses of our cash and restricted cash are debt repayments, net capital expenditures of approximately $165 $90 million, approximately $30 $20 million for interest payments on outstanding debt, reimbursements to Liberty Media for amounts due under various agreements and to fund investment opportunities at Liberty Capital, funding of possible future dividends, share repurchases and acquisitions (including the Quintillion acquisition discussed above). We expect cash and other available sources of liquidity as discussed above to cover expenses for the foreseeable future.

In July 2026, the Executive Committee of our Board of Directors adopted a dividend policy providing for regular quarterly cash dividends on our GCI Group common stock beginning in the fourth quarter of 2026 with an initial aggregate amount of approximately $60 million annually at inception, or approximately $15 million per quarter. Under On November 5, 2026, the Company announced that our Board of Directors declared an initial quarterly cash dividend of $0.375 per share of GCI Group common stock, payable on December 15, 2026 to stockholders of record as of November 30, 2026. The dividend has been declared pursuant to the Company's dividend policy, whereby the Board (or an authorized committee) currently intends continues to intend to declare quarterly cash dividends to the GCI Group common stockholders, subject to the Company's financial condition, results of operations, capital requirements, applicable law and other factors the Board (or an authorized committee) deems relevant. All future dividends remain within the discretion of the Board of Directors (or an authorized committee thereof), and the dividend policy may be modified, suspended or terminated at any time.

GCI, LLC is in compliance with all debt maintenance covenants as of June September 30, 2026. See note 5 to the accompanying condensed consolidated financial statements for a description of all indebtedness obligations.

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As of June September 30, 2026, our debt is comprised of the following amounts:

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Controls and procedures 2 changes

In accordance with Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company carried out an evaluation, under the supervision and with the participation of management, including its chief executive officer and principal accounting and financial officer (the "Executives"), of the effectiveness of its disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Based on that evaluation, the Executives concluded that the Company's disclosure controls and procedures were effective as of June September 30, 2026 to provide reasonable assurance that information required to be disclosed in its reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

There has been no change in the Company's internal control over financial reporting that occurred during the three months ended June September 30, 2026 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.

Unregistered sales of stock 2 changes

As of June 30, 2026, the Company does not have an approved share repurchase program in place. Accordingly, there were no repurchases of Liberty Capital GCI Group common stock during the three months ended June 30, 2026.

On November 5, 2026, the Company announced that our Board of Directors authorized a share repurchase program for up to $100 million of our Liberty Capital GCI Group common stock. As of the date of this filing, there were no repurchases of Liberty Capital GCI Group common stock pursuant to the newly approved share repurchase program .

Other information 1 change

None of the Company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non- Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended June September 30, 2026 .