Array Digital Infrastructure, Inc. (NYSE:AD) ("Array" or the "Company") confirmed today that its board of directors (the "Board") has received a non-binding proposal, dated May 7, 2026, from Telephone and Data Systems, Inc. (NYSE: TDS) ("TDS") to acquire all of the outstanding common shares of the Company not currently owned by TDS (the "Proposal"). A copy of the proposal letter from TDS is available as an exhibit to the Current Report on Form 8-K as publicly filed by TDS today with the Securities and Exchange Commission.   

Currently, TDS owns approximately 81.9% of the outstanding capital stock of and 95.9% of the voting interests in the Company. The Proposal is conditioned on, among other things, the recommendation of a special committee of disinterested directors of the Company and the approval by a majority of the votes cast by disinterested stockholders.

The Array Board has established a special committee (the "Special Committee"), comprised solely of three disinterested and independent directors, to analyze, evaluate and negotiate (or reject) the Proposal.

The Special Committee has not made any decision with respect to the Proposal at this time. The Special Committee has retained PJT Partners as its independent financial advisor and Cravath, Swaine & Moore LLP as its independent legal counsel. The Special Committee intends, together with its independent advisors, to carefully evaluate the Proposal to determine the course of action that it believes is in the best interests of the Company and its disinterested shareholders.

The Proposal constitutes only an indication of interest by TDS and does not constitute a binding commitment with respect to the proposed transaction or any other transaction. There can be no assurance that any transaction will be accepted, rejected, consummated or abandoned, or any certainty with respect to the terms, timing and conditions of a transaction in the event an agreement is reached.

The Company and the Special Committee do not undertake any obligation to provide any updates with respect to the Proposal or any other transaction, or to provide any additional disclosures to reflect subsequent events, new information or future circumstances, except as required under applicable law. Shareholders of the Company do not need to take any action at this time.