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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 30, 2025
Lumen Technologies, Inc.
(Exact name of registrant as specified in its charter)
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| Louisiana | | 001-7784 | | 72-0651161 | |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) | |
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| 100 CenturyLink Drive | | |
| Monroe, | Louisiana | | 71203 |
| (Address of principal executive offices) | | (Zip Code) |
(318) 388-9000
(Telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of any registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of Each Class | | Trading Symbol | | Name of Each Exchange on Which Registered |
| Common Stock, no par value per share | | LUMN | | New York Stock Exchange |
| Preferred Stock Purchase Rights | | N/A | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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| Item 2.02. | Results of Operations and Financial Condition. |
On October 30, 2025, Lumen Technologies, Inc. (the “Company” or “we” or “us”) issued a press release announcing operating results for the third quarter and nine months ended September 30, 2025 (the "Earnings Release"). A copy of the Earnings Release is furnished herewith as Exhibit 99.1 and is incorporated into this Current Report on Form 8-K by reference. More complete information about our operating results will be included in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, which we expect to file in the near term with the U.S. Securities and Exchange Commission.
The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing, and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
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Item 7.01. | Regulation FD Disclosure. |
A copy of the slide presentation that the Company will present regarding its operating results during the teleconference beginning at 5:00 p.m. Eastern time on October 30, 2025 is attached to this Current Report on Form 8-K as Exhibit 99.2. The investor presentation material is also available on the “Investors” page of the Company’s website (http://www.lumen.com).
The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Forward-Looking Statements
Except for historical and factual information, the statements set forth in Exhibit 99.1 and Exhibit 99.2 are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future results and are based on current expectations only, and are subject to various uncertainties. Actual events and results may differ materially from those anticipated by us in those statements. Factors that could cause our actual results to differ materially from the expectations expressed in our forward-looking statements are described in our Annual Report on Form 10-K, as updated by our most recent Quarterly Report on Form 10-Q and our other filings with the SEC. We may change our intentions or plans discussed in our forward-looking statements without notice at any time and for any reason.
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| Item 9.01. | Financial Statements and Exhibits. |
(d)The following exhibits are furnished with this Current Report on Form 8-K:
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| Exhibit No. | | Description |
| Exhibit 99.1 | | |
Exhibit 99.2 | | |
| Exhibit 104 | | Cover page formatted as Inline XBRL and contained in Exhibit 101. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Lumen Technologies, Inc., has duly caused this Current Report to be signed on its behalf by the undersigned officer hereunto duly authorized.
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| LUMEN TECHNOLOGIES, INC. |
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Date: October 30, 2025 | By: | /s/ Donald Holt |
| | Donald Holt |
| | Chief Accounting Officer and Controller |
|
Lumen Technologies Reports Strong Third Quarter Results; Signed Additional $1B in PCF Deals, Delivered on Key Transformation Milestones
Disciplined execution delivered revenue, EBITDA, and free cash flow above expectations as Lumen sharpens focus on high-value enterprise growth
DENVER, October 30, 2025 — Lumen Technologies (NYSE: LUMN) today reported strong third-quarter results that demonstrate continued progress in its bold transformation and position the company on a path to sustainable growth. Among the company’s highlights during the quarter:
•Financial Performance: Exceeded Revenue, Adjusted EBITDA, and Free Cash Flow expectations. $2.4 billion debt refinancing, term loan repricing, and further debt reduction, saving $135 million in annual interest expense year to date.
•Operational Execution: Successful Phase I ERP implementation, progress on consumer FTTH sale to AT&T, targeted to close early 2026.
•Growth Pivot: In October, $1 billion in new Private Connectivity Fabric deals (total PCF deal value now $10 billion+), scaling NaaS platform, launch of IoD offnet innovation.
“This quarter, we demonstrated what disciplined execution and bold ambition can achieve,” said Kate Johnson, president and CEO of Lumen Technologies. “We delivered strong financial results—revenue, EBITDA, and free cash flow all ahead of expectations—while advancing our transformation agenda. Our investments in Private Connectivity Fabric, NaaS, and digital innovation are opening new doors, and the momentum is unmistakable. We’re scaling our platform, expanding our reach, and accelerating our pivot to sustainable growth as we build the backbone of the AI economy. I’m proud of our team’s accomplishments—and even more excited for what’s ahead.”
Third Quarter 2025 Highlights
•Reported Net Loss of $(621) million for the third quarter 2025, compared to reported Net Loss of $(148) million for the third quarter 2024
•Reported diluted loss per share of $(0.62) for the third quarter 2025, compared to diluted loss per share of $(0.15) for the third quarter 2024. Excluding Special Items1, diluted loss per share was $(0.20) for the third quarter 2025, compared to $(0.13) diluted loss per share for the third quarter 2024
•Generated Adjusted EBITDA1 of $787 million for the third quarter 2025, compared to $899 million for the third quarter 2024, excluding the effects of Special Items of $216 million and $56 million, respectively
•Reported Net Cash Provided by Operating Activities of $2.5 billion for the third quarter 2025 compared to Reported Net Cash Provided by Operating Activities for the third quarter 2024 of $2.0 billion2
•Generated Free Cash Flow1 of $1.7 billion for the third quarter 2025, excluding cash paid for Special Items of $191 million, compared to Free Cash Flow of $1.2 billion2 for the third quarter 2024, excluding cash paid for Special Items of $16 million
1 Represents a non-GAAP measure as later defined below under "Descriptions of Non-GAAP Metrics.
2 Includes the impact of $170 million voluntary pension contribution in the third quarter 2024.
Financial Results | | | | | | | | |
| Metric, as reported | Third Quarter |
| ($ in millions, except per share data) | 2025 | 2024 |
Large Enterprise | $ | 752 | | 761 | |
| Mid-Market Enterprise | 488 | | 542 | |
| Public Sector | 478 | | 430 | |
| North America Enterprise Channels | 1,718 | | 1,733 | |
| Wholesale | 658 | | 712 | |
| North America Business Revenue | 2,376 | | 2,445 | |
International and Other | 80 | | 92 | |
| Business Segment Revenue | 2,456 | | 2,537 | |
| Mass Markets Segment Revenue | 631 | | 684 | |
Total Revenue | $ | 3,087 | | 3,221 | |
| Cost of Services and Products | 1,700 | | 1,692 | |
| Selling, General and Administrative Expenses | 829 | | 696 | |
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Stock-based Compensation Expense | 13 | | 10 | |
Net Loss | (621) | | (148) | |
Net Loss, Excluding Special Items(1)(2) | (197) | | (133) | |
Adjusted EBITDA(1) | 571 | | 843 | |
Adjusted EBITDA, Excluding Special Items(1)(3) | 787 | | 899 | |
Net Loss Margin | (20.1) | % | (4.6) | % |
Net Loss Margin, Excluding Special Items(1)(2) | (6.4) | % | (4.1) | % |
Adjusted EBITDA Margin(1) | 18.5 | % | 26.2 | % |
Adjusted EBITDA Margin, Excluding Special Items(1)(3) | 25.5 | % | 27.9 | % |
Net Cash Provided by Operating Activities | 2,511 | | 2,032 | |
Capital Expenditures | 1,041 | | 850 | |
Unlevered Cash Flow(1) | 1,760 | | 1,470 | |
Unlevered Cash Flow, Excluding Cash Special Items(1)(4) | 1,951 | | 1,486 | |
Free Cash Flow(1) | 1,470 | | 1,182 | |
Free Cash Flow, Excluding Cash Special Items(1)(4) | 1,661 | | 1,198 | |
Net Loss per Common Share - Diluted | $ | (0.62) | | (0.15) | |
Net Loss per Common Share - Diluted, Excluding Special Items(1)(2) | $ | (0.20) | | (0.13) | |
| Weighted Average Shares Outstanding (in millions) - Diluted | 996.0 | | 988.8 | |
(1) See the attached schedules for definitions of non-GAAP metrics and reconciliations to GAAP figures. |
(2) Excludes Special Items (net of the income tax effect thereof), in the amounts of (i) $424 million for the third quarter of 2025 and (ii) $15 million for the third quarter of 2024. |
(3) Excludes Special Items in the amounts of (i) $216 million for the third quarter of 2025 and (ii) $56 million for the third quarter of 2024. |
(4) Excludes cash paid for Special Items in the amounts of (i) $191 million for the third quarter of 2025 and (ii) $16 million for the third quarter of 2024. |
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Revenue | Third Quarter | Second Quarter | QoQ Percent | Third Quarter | YoY Percent |
| ($ in millions) | 2025 | 2025 | Change | 2024 | Change |
| Revenue By Sales Channel | | | | | |
| Large Enterprise | $ | 752 | | 732 | | 3% | 761 | | (1)% |
| Mid-Market Enterprise | 488 | | 500 | | (2)% | 542 | | (10)% |
| Public Sector | 478 | | 486 | | (2)% | 430 | | 11% |
| North America Enterprise Channels | 1,718 | | 1,718 | | —% | 1,733 | | (1)% |
| Wholesale | 658 | | 690 | | (5)% | 712 | | (8)% |
| North America Business Revenue | 2,376 | | 2,408 | | (1)% | 2,445 | | (3)% |
| International and Other | 80 | | 82 | | (2)% | 92 | | (13)% |
| Business Segment Revenue | 2,456 | | 2,490 | | (1)% | 2,537 | | (3)% |
| Mass Markets Segment Revenue | 631 | | 602 | | 5% | 684 | | (8)% |
Total Revenue | $ | 3,087 | | 3,092 | | —% | 3,221 | | (4)% |
| Business Segment Revenue by Product Category | | | | | |
| Grow | $ | 1,160 | | 1,127 | | 3% | 1,077 | | 8% |
| Nurture | 611 | | 634 | | (4)% | 729 | | (16)% |
| Harvest | 497 | | 554 | | (10)% | 550 | | (10)% |
| Subtotal | 2,268 | | 2,315 | | (2)% | 2,356 | | (4)% |
| Other | 188 | | 175 | | 7% | 181 | | 4% |
| Business Segment Revenue | $ | 2,456 | | 2,490 | | (1)% | 2,537 | | (3)% |
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Revenue
Total Revenue was $3.087 billion for the third quarter 2025, compared to $3.221 billion for the third quarter 2024.
Cash Flow
Free Cash Flow, excluding Special Items, was $1.661 billion in the third quarter 2025, compared to $1.198 billion in the third quarter 2024.
Liquidity
As of September 30, 2025, Lumen had cash and cash equivalents of $2.401 billion.
2025 Financial Outlook
The Company reiterated its full-year 2025 financial outlook issued on July 31, 2025, which is detailed below:
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Metric (1)(2) | Outlook | |
Adjusted EBITDA(3) | $3.2 to $3.4 billion | |
Free Cash Flow(4) | $1.2 to $1.4 billion | |
Net Cash Interest(5) | $1.2 to $1.3 billion | |
Capital Expenditures(6) | $4.1 to $4.3 billion | |
Cash Income Taxes (Refunded) Paid(7) | ($400) to ($300) million | |
(1) For definitions of non-GAAP metrics and reconciliations to GAAP figures, see the attached schedules and our Investor Relations website. |
(2) Outlook measures in this chart and the accompanying schedules (i) exclude the effects of Special Items, goodwill impairment, future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of Oct. 30, 2025. See “Forward-Looking Statements.” |
(3) Expect to come in near the high end of range driven primarily by better progress on our modernization and simplification initiatives and improved performance from legacy services. |
(4) Primarily driven by the anticipated $400 million tax refund referenced below in Note 7, lower capital expenditures, better Adjusted EBITDA performance, and lower interest expense. |
(5) Expect to come in near low end of the range, driven primarily from recent debt refinancings. |
(6) Expect to be at the low end of the range primarily due to project timing. |
(7) Reflects our expectation of receiving a $400 million refund from recent tax legislation, and assumes receipt thereof in 2025 (which could be delayed by a prolonged shutdown of the U.S. government). |
Investor Call
Lumen’s management team will host a conference call at 5:00 p.m. ET today, October 30, 2025. The conference call will be streamed live over the Lumen website at ir.lumen.com. Additional information regarding third quarter 2025 results, including the presentation materials, will be available on the Investor Relations website prior to the call. A webcast replay of the call will also be available on our website for one year.
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Media Relations Contacts: | | Investor Relations Contact: |
Anita Gomes | Joe Goode | Jim Breen, CFA |
anita.gomes@lumen.com | joseph.goode@lumen.com | investor.relations@lumen.com |
| +1 858-229-8538 | +1 781-799-6048 | +1 603-404-7003 |
About Lumen Technologies:
Lumen is unleashing the world's digital potential. We ignite business growth by connecting people, data, and applications – quickly, securely, and effortlessly. As the trusted network for AI, Lumen uses the scale of our network to help companies realize AI's full potential. From metro connectivity to long-haul data transport to our edge cloud, security, managed service, and digital platform capabilities, we meet our customers’ needs today and as they build for tomorrow.
For news and insights visit news.lumen.com, LinkedIn: /lumentechnologies, X: @lumentechco, Facebook: /lumentechnologies, Instagram: @lumentechnologies and YouTube: /lumentechnologies. Lumen and Lumen Technologies are registered trademarks of Lumen Technologies LLC in the United States. Lumen Technologies LLC is a wholly-owned affiliate of Lumen Technologies, Inc.
Forward-Looking Statements
Except for historical and factual information, the matters set forth in this release and other of our oral or written statements identified by words such as “estimates,” “expects,” “anticipates,” “believes,” “plans,” “intends,” “will,” and similar expressions with respect to the future are forward-looking statements as defined by the federal securities laws, and are subject to the “safe harbor” protections thereunder. The forward-looking statements included in this press release including without limitation statements regarding our future financial results of operations, cash flows, or financial condition, our transformation strategy, our completed, pending, or proposed transactions, including with respect to the anticipated sale of our consumer fiber business, our modernization efforts and our competitive position, and the assumptions on which they are based are not guarantees of future results and are based on current expectations only, are inherently speculative, and are subject to a number of risks and uncertainties, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected or implied by us in those statements if one or more of these risks or uncertainties materialize, or if our underlying assumptions prove incorrect. Factors that could cause our actual results to differ materially from those anticipated, estimated, projected or implied by us in those forward-looking statements include but are not limited to: the effects of intense competition from a wide variety of competitive providers, including decreased demand for our more mature service offerings and increased pricing pressures; the effects of new, emerging or competing technologies, including those that could make our products less desirable or obsolete; our ability to successfully and timely attain our key operating imperatives, including attaining projected cost savings, simplifying and consolidating our network, simplifying, and automating our service support systems, attaining our infrastructure buildout targets, replacing aging or obsolete plant and equipment, and strengthening our relationships with customers; our ability to successfully and timely monetize our network related assets through leases, commercial service arrangements or similar transactions (including as part of our Private Connectivity FabricSM solutions), including the possibility that the benefits of or demand for these transactions may be less than anticipated, that the costs thereof may be more than anticipated, or that we may be unable to satisfy any conditions of any such transactions in a timely manner, or at all; our ability to safeguard our network, and to avoid the adverse impact of cyber-attacks, security breaches, service outages, system failures, or similar events impacting our network or the availability and quality of our services; the effects of ongoing changes in the regulation of the communications industry, including the outcome of legislative, regulatory, or judicial proceedings relating to content liability standards, intercarrier compensation, universal service, service standards and obligations, broadband deployment, data protection, network security, privacy, and net neutrality; our ability to generate cash flows sufficient to fund our financial commitments and objectives, including our capital expenditures, operating costs, debt obligations, taxes, and pension contributions and other benefits payments; our ability to effectively retain and hire key personnel and to successfully negotiate collective bargaining agreements on reasonable terms without work stoppages; our ability to successfully adjust to changes in customer demand for our products and services, including increased demand for high-speed data transmission services, low-latency connectivity, and scalable infrastructure driven largely by the growth of artificial intelligence applications and workloads, and the risk that we may misjudge the timing, scale, or nature of such demand, leading to potential misalignment of our investments or strategic priorities; our ability to enhance our growth products and manage the decline of our legacy products, including by maintaining the quality and profitability of our existing offerings, introducing profitable new offerings on a timely and cost-effective basis, and transitioning customers from our legacy products to our newer offerings; our ability to successfully and timely implement our corporate strategies, including our transformation, modernization and simplification, buildout and deleveraging strategies; our ability to successfully consummate and timely realize the anticipated benefits from the pending sale of our Mass Markets fiber-to-the-home business in 11 states to AT&T; our ability to successfully and timely realize the anticipated benefits from our 2022 and 2023 divestitures, our 2024 debt modification and extinguishment transactions, and our 2025 debt refinancing transactions, in each case as described in our prior reports filed with the U.S. Securities and Exchange Commission (the "SEC"); changes in our operating plans, corporate strategies, or capital allocation plans, whether based upon changes in our cash flows, cash requirements, financial performance, financial position, market or regulatory conditions, or otherwise; the impact of any future material acquisitions or divestitures that we may transact, including our pending sale of our Mass Markets fiber-to-the-home business in 11 states; the negative impact of increases in the costs of our pension, healthcare, post-employment, or other benefits, including those caused by changes in capital markets, interest rates, mortality rates, demographics, or regulations; the impact of events that harm our reputation or brands, including the potential negative impact of customer or shareholder complaints, government investigations, security breaches, or service outages impacting us or our industry; adverse changes in our access to credit markets on acceptable terms, whether caused by unstable markets, debt covenant restrictions, changes in our financial position, lower credit ratings, or otherwise; our ability to meet the terms and conditions of our debt obligations and covenants, including our ability to make transfers of cash in compliance therewith; our ability to maintain favorable relations with our security holders, key business partners, suppliers, vendors, landlords, or lenders; our ability to timely obtain necessary hardware, software, equipment, services, governmental permits, and other items on favorable terms; the potential adverse effects arising out of allegations regarding the release of hazardous materials into the environment from network assets owned or operated by us or our predecessors, including any resulting governmental actions, removal costs, litigation, compliance costs, or penalties; our ability to collect our receivables from, or continue to do business with, financially-troubled customers; our ability to continue to use intellectual property necessary to conduct our operations; any adverse developments in legal or regulatory proceedings involving us; changes in tax, trade, tariff, pension, healthcare, or other laws or regulations, in governmental support programs, or in general government funding levels, including any adverse impact of a prolonged shutdown of the U.S. government; our ability to use our net operating loss carryforwards in the amounts projected and to fully realize any anticipated benefits from recently-enacted federal tax legislation; the effects of changes in accounting policies, practices, or assumptions, including changes that could potentially require additional future impairment charges; the effects of adverse weather, terrorism, epidemics, pandemics, war, rioting, vandalism, societal unrest, political discord, or other natural or man-made disasters or disturbances; the potential adverse effects if our internal controls over financial reporting have weaknesses or deficiencies, or otherwise fail to operate as intended; the effects of changes in interest rates or inflation; the effects of more general factors such as changes in exchange rates, in operating costs, in public policy, in the views of financial analysts, or in general market, labor, economic, public health, or geopolitical conditions; and other risks referenced in our filings with the SEC. Additional factors or risks that we currently deem immaterial, that are not presently known to us, or that arise in the future could also cause our actual results to differ materially from our expected results. Given these uncertainties, investors are cautioned not to unduly rely upon our forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update or revise any forward-looking statements for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise. Furthermore, any information about our intentions contained in any of our forward-looking statements reflects our intentions as of the date of such forward-looking statement, and is based upon, among other things, our assessment of regulatory, technological, industry, competitive, economic, and market conditions as of such date. We may change our intentions, strategies or plans (including our capital allocation plans) at any time and without notice, based upon any changes in such factors or otherwise.
Reconciliation to GAAP
This release includes certain historical and forward-looking non-GAAP financial measures, including but not limited to Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, Unlevered Cash Flow and adjustments to GAAP and non-GAAP measures to exclude the effect of Special Items.
In addition to providing key metrics for management to evaluate the Company’s performance, we believe these above-described measurements assist investors in their understanding of period-to-period operating performance and in identifying historical and prospective trends.
Reconciliations of non-GAAP financial measures to the most comparable GAAP measures are included in the attached financial schedules. Non-GAAP measures are not presented to be replacements or alternatives to the GAAP measures, and investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP. Lumen may present or calculate its non-GAAP measures differently from other companies.
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| Lumen Technologies, Inc. |
| CONSOLIDATED STATEMENTS OF OPERATIONS |
| THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 |
| (UNAUDITED) |
| ($ in millions, except per share amounts; shares in thousands) |
| Three months ended September 30, | (Decrease) / Increase | Nine months ended September 30, | (Decrease) / Increase |
| 2025 | | 2024 | 2025 | | 2024 |
| OPERATING REVENUE | $ | 3,087 | | | 3,221 | | (4) | % | 9,361 | | | 9,779 | | (4) | % |
| OPERATING EXPENSES | | | | | | | | |
| Cost of services and products (exclusive of depreciation and amortization) | 1,700 | | | 1,692 | | — | % | 5,011 | | | 4,997 | | — | % |
| Selling, general and administrative | 829 | | | 696 | | 19 | % | 2,259 | | | 2,261 | | — | % |
Net loss on sale of business | — | | | — | | — | % | — | | | 17 | | nm |
| Depreciation and amortization | 674 | | | 707 | | (5) | % | 2,075 | | | 2,198 | | (6) | % |
Goodwill impairment | — | | | — | | — | % | 628 | | | — | | nm |
| Total operating expenses | 3,203 | | | 3,095 | | 3 | % | 9,973 | | | 9,473 | | 5 | % |
OPERATING (LOSS) INCOME | (116) | | | 126 | | nm | (612) | | | 306 | | nm |
OTHER (EXPENSE) INCOME | | | | | | | | |
| Interest expense | (319) | | | (351) | | (9) | % | (1,004) | | | (1,015) | | (1) | % |
Net (loss) gain on early retirement of debt | (395) | | | (1) | | nm | (666) | | | 277 | | nm |
Other income, net | 17 | | | 54 | | (69) | % | 75 | | | 321 | | (77) | % |
Total other expense, net | (697) | | | (298) | | 134 | % | (1,595) | | | (417) | | nm |
Income tax benefit (expense) | 192 | | | 24 | | nm | 470 | | | (29) | | nm |
NET LOSS | $ | (621) | | | (148) | | nm | (1,737) | | | (140) | | nm |
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BASIC LOSS PER SHARE | $ | (0.62) | | | (0.15) | | nm | (1.75) | | | (0.14) | | nm |
DILUTED LOSS PER SHARE | $ | (0.62) | | | (0.15) | | nm | (1.75) | | | (0.14) | | nm |
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| WEIGHTED AVERAGE SHARES OUTSTANDING | | | | | | | | |
| Basic | 995,998 | | 988,794 | 1 | % | 993,937 | | 986,963 | 1 | % |
| Diluted | 995,998 | | 988,794 | 1 | % | 993,937 | | 986,963 | 1 | % |
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Exclude: Special Items(1) | $ | 424 | | | 15 | | nm | 1,382 | | | (158) | | nm |
NET LOSS EXCLUDING SPECIAL ITEMS | $ | (197) | | | (133) | | 48 | % | (355) | | | (298) | | 19 | % |
DILUTED LOSS PER SHARE EXCLUDING SPECIAL ITEMS | $ | (0.20) | | | (0.13) | | 54 | % | (0.36) | | | (0.30) | | 20 | % |
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(1) Excludes the Special Items described in the accompanying Non-GAAP Special Items table, net of the income tax effect thereof. |
| nm - Percentages greater than 200% and comparisons between positive and negative values are considered not meaningful. |
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| Lumen Technologies, Inc. |
| CONSOLIDATED BALANCE SHEETS |
AS OF SEPTEMBER 30, 2025 AND DECEMBER 31, 2024 |
| (UNAUDITED) |
| ($ in millions) |
| September 30, 2025 | | December 31, 2024 |
| ASSETS | | | |
| CURRENT ASSETS | | | |
| Cash and cash equivalents | $ | 2,401 | | | 1,889 | |
Accounts receivable, less allowance of $53 and $59 | 1,263 | | | 1,231 | |
Assets held for sale | 3,787 | | | 24 | |
| Other | 1,256 | | | 1,250 | |
| Total current assets | 8,707 | | | 4,394 | |
Property, plant and equipment, net of accumulated depreciation of $23,420 and $23,121 | 19,107 | | | 20,421 | |
| GOODWILL AND OTHER ASSETS | | | |
| Goodwill | — | | | 1,964 | |
| Other intangible assets, net | 4,411 | | | 4,806 | |
| Other, net | 2,061 | | | 1,911 | |
| Total goodwill and other assets | 6,472 | | | 8,681 | |
| TOTAL ASSETS | $ | 34,286 | | | 33,496 | |
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | | | |
| CURRENT LIABILITIES | | | |
| Current maturities of long-term debt | $ | 94 | | | 412 | |
| Accounts payable | 1,089 | | | 749 | |
| Accrued expenses and other liabilities | | | |
| Salaries and benefits | 760 | | | 716 | |
| Income and other taxes | 323 | | | 272 | |
| Current operating lease liabilities | 273 | | | 253 | |
| Interest | 133 | | | 197 | |
| Other | 224 | | | 179 | |
Liabilities held for sale | 36 | | | — | |
| Current portion of deferred revenue | 1,000 | | | 861 | |
| Total current liabilities | 3,932 | | | 3,639 | |
| LONG-TERM DEBT | 17,578 | | | 17,494 | |
| DEFERRED CREDITS AND OTHER LIABILITIES | | | |
| Deferred income taxes, net | 2,314 | | | 2,890 | |
| Benefit plan obligations, net | 2,140 | | | 2,205 | |
| Deferred revenue | 6,200 | | | 3,733 | |
| Other | 3,295 | | | 3,071 | |
| Total deferred credits and other liabilities | 13,949 | | | 11,899 | |
STOCKHOLDERS' (DEFICIT) EQUITY | | | |
Common stock | 19,173 | | | 19,149 | |
| Accumulated other comprehensive loss | (647) | | | (723) | |
Accumulated deficit | (19,699) | | | (17,962) | |
Total stockholders' (deficit) equity | (1,173) | | | 464 | |
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | $ | 34,286 | | | 33,496 | |
| | | | | | | | | | | |
| Lumen Technologies, Inc. |
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
| NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 |
| (UNAUDITED) |
| ($ in millions) |
| Nine months ended September 30, |
| 2025 | | 2024 |
| OPERATING ACTIVITIES | | | |
Net loss | $ | (1,737) | | | (140) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | |
| Depreciation and amortization | 2,075 | | | 2,198 | |
Net loss on sale of business | — | | | 17 | |
Goodwill impairment | 628 | | | — | |
| Deferred income taxes | (597) | | | (6) | |
| Provision for uncollectible accounts | 47 | | | 54 | |
Net loss (gain) on early retirement and modification of debt | 666 | | | (277) | |
Debt modification costs and related fees | — | | | (80) | |
Gain on sale of investment | — | | | (205) | |
| Stock-based compensation | 35 | | | 21 | |
| Changes in current assets and liabilities, net | 330 | | | 531 | |
| Retirement benefits | 14 | | | (185) | |
Changes in deferred revenue | 2,468 | | | 1,572 | |
| Changes in other noncurrent assets and liabilities, net | 102 | | | 185 | |
| Other, net | 145 | | | (40) | |
Net cash provided by operating activities | 4,176 | | | 3,645 | |
| INVESTING ACTIVITIES | | | |
| Capital expenditures | (2,723) | | | (2,316) | |
Proceeds from sale of property, plant and equipment, and other assets | 44 | | | 283 | |
| Other, net | 10 | | | 34 | |
Net cash used in investing activities | (2,669) | | | (1,999) | |
| FINANCING ACTIVITIES | | | |
| Net proceeds from issuance of long-term debt | 6,920 | | | 1,325 | |
| Payments of long-term debt | (7,259) | | | (2,069) | |
Net payments of revolving line of credit | — | | | (200) | |
Debt issuance and extinguishment costs and related fees | (641) | | | (282) | |
| Other, net | (15) | | | (15) | |
Net cash used in financing activities | (995) | | | (1,241) | |
Net decrease in cash, cash equivalents and restricted cash | 512 | | | 405 | |
| Cash, cash equivalents and restricted cash at beginning of period | 1,900 | | | 2,248 | |
| Cash, cash equivalents and restricted cash at end of period | $ | 2,412 | | | 2,653 | |
| | | |
| Cash, cash equivalents and restricted cash: | | | |
| Cash and cash equivalents | $ | 2,401 | | | 2,640 | |
| Restricted cash | 11 | | | 13 | |
| Total | $ | 2,412 | | | 2,653 | |
| | | | | | | | | | | |
| Lumen Technologies, Inc. |
| OPERATING METRICS |
| (UNAUDITED) |
| | | |
| Operating Metrics | 3Q25 | 2Q25 | 3Q24 |
| Mass Markets broadband subscribers | | | |
| (in thousands) | | | |
| Fiber broadband subscribers | 1,190 | | 1,150 | | 1,035 | |
Other broadband subscribers(1) | 1,227 | | 1,308 | | 1,566 | |
Mass Markets total broadband subscribers(2) | 2,417 | | 2,458 | | 2,601 | |
| | | |
Mass Markets broadband enabled units(3) | | | |
| (in millions) | | | |
| Fiber broadband enabled units | 4.5 | | 4.4 | | 4.1 | |
| Other broadband enabled units | 17.5 | | 17.6 | | 17.9 | |
| Mass Markets total broadband enabled units | 22.0 | | 22.0 | | 22.0 | |
| | | |
(1) Other broadband subscribers are customers that primarily subscribe to lower speed copper-based broadband services marketed under the CenturyLink brand. |
(2) Mass Markets broadband subscribers are customers that purchase broadband connection service through their existing telephone lines, stand-alone telephone lines, or fiber-optic cables. Our methodology for counting our Mass Markets broadband subscribers includes only those lines that we use to provide services to external customers and excludes lines used solely by us and our affiliates. It also excludes unbundled loops and includes stand-alone Mass Markets broadband subscribers. We count lines when we install the service. Other companies may use different methodologies. |
(3) Represents the total number of units capable of receiving our broadband services at period end. Other companies may use different methodologies to count their broadband enabled units. |
Description of Non-GAAP Metrics
Pursuant to Regulation G and Item 10(e) of Regulation S-K, the Company is hereby providing definitions of non-GAAP financial metrics and reconciliations to the most directly comparable GAAP measures.
The following describes and reconciles those financial measures as reported under accounting principles generally accepted in the United States (GAAP) with those financial measures as adjusted by the items detailed below and presented in the accompanying news release. These calculations are not prepared in accordance with GAAP and should not be viewed as alternatives to GAAP. In keeping with its historical financial reporting practices, the Company believes that the supplemental presentation of these calculations provides meaningful non-GAAP financial measures to help investors understand and compare business trends among different reporting periods on a consistent basis.
We use the term Special Items as a non-GAAP measure to describe items that impacted a period’s statement of operations for which investors may want to give special consideration due to their magnitude, nature or both. We do not call these items non-recurring because, while some are infrequent, others may recur in future periods.
The largest components of our Special Items reflected in this release are one-time or unusual charges, including charges for goodwill impairment and gains or losses associated with the early retirement of debt or sale of investments. The other main components of our Special Items include Modernization and Simplification costs, Transaction and Separation costs, and Income from Transition and Separation Services. Modernization and Simplification costs are associated with a multi-year transformation initiative to streamline our network infrastructure, product portfolio, and IT systems, and to modernize our workforce to deliver $1 billion in annualized cost savings on a run-rate basis exiting 2027. Transaction and Separation costs are primarily associated with providing certain transition services in connection with our divestitures and costs related to certain debt transactions which were unusual and infrequent. Income from Transition and Separations Services includes charges we have billed for certain services provided to the purchasers in connection with our recent divestitures. Other primarily includes the recognition of previously deferred gain on our sale of select CDN contracts and the recognition of losses on disposal of certain operating assets.
Adjusted EBITDA ($) is defined as net income (loss) from the Statements of Operations before income tax (expense) benefit, total other income (expense), depreciation and amortization, stock-based compensation expense and impairments.
Adjusted EBITDA Margin (%) is defined as Adjusted EBITDA divided by total revenue.
Management believes that Adjusted EBITDA and Adjusted EBITDA Margin are relevant and useful metrics to provide to investors, as they are an important part of our internal reporting and are key measures used by management to evaluate profitability and operating performance of Lumen and to make resource allocation decisions. Management believes such measures are especially important in a capital-intensive industry such as telecommunications. Management also uses Adjusted EBITDA and Adjusted EBITDA Margin (and similarly uses these terms excluding Special Items) to compare our performance to that of our competitors and to eliminate certain non-cash and non-operating items in order to consistently measure from period to period our ability to fund capital expenditures, fund growth, service debt and determine bonuses. Adjusted EBITDA excludes non-cash stock compensation expense and impairments because of the non-cash nature of these items. Adjusted EBITDA also excludes interest income, interest expense and income taxes. Adjusted EBITDA also excludes depreciation and amortization expense because these non-cash expenses primarily reflect the impact of historical capital investments, as opposed to the cash impacts of capital expenditures made in recent periods, which may be evaluated through cash flow measures. Adjusted EBITDA further excludes the gain (or loss) on
extinguishment and modification of debt and other income (expense), net, because none of these items are related to the primary business operations of Lumen.
There are material limitations to using Adjusted EBITDA as a financial measure, including the difficulty associated with comparing companies that use similar performance measures whose calculations may differ from our calculations. Additionally, by excluding the above-listed items, Adjusted EBITDA may exclude items that investors believe are important components of our performance. Adjusted EBITDA and Adjusted EBITDA Margin (either with or without Special Items) should not be considered a substitute for other measures of financial performance reported in accordance with GAAP.
Unlevered Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures, plus cash interest paid and less interest income, all as disclosed in the Statements of Cash Flows. Management believes that Unlevered Cash Flow is a relevant metric to provide to investors, because it reflects the operational performance of Lumen and, measured over time, enables management and investors to monitor the underlying business’ growth pattern and ability to generate cash. Unlevered Cash Flow (either with or without Special Items) excludes cash used or received for acquisitions, divestitures and debt service and the impact of exchange rate changes on cash and cash equivalents balances.
There are material limitations to using Unlevered Cash Flow to measure our cash performance as it excludes certain material items that investors may believe are important components of our cash flows. Comparisons of our Unlevered Cash Flow to that of some of our competitors may be of limited usefulness. Additionally, this financial measure is subject to variability quarter over quarter as a result of the timing of payments related to accounts receivable, accounts payable, payroll and capital expenditures. Unlevered Cash Flow should not be used as a substitute for net change in cash, cash equivalents and restricted cash in the Consolidated Statements of Cash Flows.
Free Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures as disclosed in the Statements of Cash Flows. Management believes that Free Cash Flow is a relevant metric to provide to investors, as it is an indicator of our ability to generate cash to service our debt. Free Cash Flow excludes cash used or received for acquisitions, divestitures, principal repayments and the impact of exchange rate changes on cash and cash equivalents balances.
There are material limitations to using Free Cash Flow to measure our performance as it excludes certain material items that investors may believe are important components of our cash flows. Comparisons of our Free Cash Flow to that of some of our competitors may be of limited usefulness since until recently we did not pay a significant amount of income taxes due to net operating loss carryforwards, and therefore generated higher cash flow than a comparable business that does pay income taxes. Additionally, this financial measure is subject to variability quarter over quarter as a result of the timing of payments related to interest expense, accounts receivable, accounts payable, payroll and capital expenditures. Free Cash Flow (either with or without Special Items) should not be used as a substitute for net change in cash, cash equivalents and restricted cash on the Consolidated Statements of Cash Flows.
| | | | | | | | | | | | | | | | | |
| Lumen Technologies, Inc. |
| Non-GAAP Special Items |
| (UNAUDITED) |
| ($ in millions) |
| Actual QTD | | Actual YTD |
| Special Items Impacting Adjusted EBITDA | 3Q25 | 3Q24 | | 3Q25 | 3Q24 |
| Severance | $ | 6 | | 12 | | | 12 | | 119 | |
| Consumer and other litigation | 50 | | — | | | 52 | | (1) | |
Net loss on sale of business | — | | — | | | — | | 17 | |
Transaction and separation costs(1) | 79 | | 41 | | | 187 | | 232 | |
Modernization and simplification(2) | 73 | | — | | | 164 | | — | |
Other(3) | 5 | | (1) | | | 49 | | (9) | |
Real estate transactions | 3 | | 4 | | | 3 | | 4 | |
| Total Special Items impacting Adjusted EBITDA | $ | 216 | | 56 | | | 467 | | 362 | |
| Actual QTD | | Actual YTD |
Special Items Impacting Net Income (Loss) | 3Q25 | 3Q24 | | 3Q25 | 3Q24 |
| Severance | $ | 6 | | 12 | | | 12 | | 119 | |
| Consumer and other litigation | 50 | | — | | | 52 | | (1) | |
Net loss on sale of business | — | | — | | | — | | 17 | |
| | | | | |
Transaction and separation costs(1) | 79 | | 41 | | | 187 | | 232 | |
Modernization and simplification(2) | 73 | | — | | | 164 | | — | |
Other(3) | 5 | | (1) | | | 49 | | (9) | |
Real estate transactions | 3 | | 4 | | | 3 | | 4 | |
Goodwill impairment | — | | — | | | 628 | | — | |
Net loss (gain) on early retirement of debt(4) | 395 | | 1 | | | 666 | | (277) | |
Income from transition and separation services(5) | (38) | | (37) | | | (114) | | (107) | |
Gain on sale of investment | — | | — | | | — | | (205) | |
Total Special Items impacting Net Income (Loss) | 573 | | 20 | | | 1,647 | | (227) | |
Income tax effect of Special Items(6) | (149) | | (5) | | | (265) | | 69 | |
Total Special Items impacting Net Income (Loss), net of tax | $ | 424 | | 15 | | | 1,382 | | (158) | |
| Actual QTD | | Actual YTD |
| Special Items Impacting Cash Flows | 3Q25 | 3Q24 | | 3Q25 | 3Q24 |
| Severance | $ | 2 | | 14 | | | 16 | | 115 | |
| Consumer and other litigation | 17 | | 1 | | | 20 | | — | |
Transaction and separation costs(1) | 44 | | 31 | | | 70 | | 198 | |
Modernization and simplification(2) | 162 | | — | | | 362 | | — | |
Income from transition and separation services(5) | (34) | | (30) | | | (115) | | (82) | |
Total Special Items impacting Cash Flows | $ | 191 | | 16 | | | 353 | | 231 | |
(1) Reflects transaction and separation costs associated with (i) the Q2 2025 expense of $49 million for fees related to the voluntary relinquishment of our funding received under the FCC's Rural Digital Opportunity Fund, (ii) the pending sale of our Mass Markets fiber-to-the-home business, including approximately 95% of Quantum Fiber, in 11 states to AT&T, (iii) our 2022 and 2023 divestitures, (iv) our March 22, 2024 debt transaction support agreement and our September 24, 2024 exchange offer and (v) our evaluation of other potential transactions. |
(2) Includes costs incurred related to network infrastructure, product portfolio, IT systems, and workforce modernization designed to deliver $1 billion annualized in cost savings on a run-rate basis exiting 2027. |
(3) Includes primarily (i) the recognition of Q1 2024 previously deferred gain on sale of select CDN contracts in October 2023, based on the transfer of remaining customer contracts as of March 31, 2024 and (ii) the recognition of a loss on disposal of certain operating assets in Q2 2024 and Q1 2025. |
(4) Reflects primarily net loss (gain) as a result of (i) refinancing of certain debt instruments and credit facilities in Q3, Q2 and Q1 2025, (ii) repurchase of $75 million aggregate principal amount of outstanding debt in Q2 2024 and (iii) the debt transaction support agreement and resulting debt extinguishment in Q1 2024. |
(5) Reflects income from transition, separation and IT professional services provided to the purchasers in connection with our divestitures. |
(6) Tax effect calculated using the annualized effective statutory tax rate, excluding any non-recurring discrete items, which was 26.0% for Q3 2025, Q2 2025 Q1 2025 and Q3 2024 and 30.0% for Q2 2024 and Q1 2024.. |
| | | | | | | | | | | | | | | | | |
| Lumen Technologies, Inc. |
| Non-GAAP Cash Flow Reconciliation |
| (UNAUDITED) |
| ($ in millions) |
| Actual QTD | | Actual YTD |
| 3Q25 | 3Q24 | | 3Q25 | 3Q24 |
Net cash provided by operating activities(1) | $ | 2,511 | | 2,032 | | | 4,176 | | 3,645 | |
| Capital expenditures | (1,041) | | (850) | | | (2,723) | | (2,316) | |
Free Cash Flow(1) | 1,470 | | 1,182 | | | 1,453 | | 1,329 | |
| Cash interest paid | 308 | | 306 | | | 984 | | 877 | |
| Interest income | (18) | | (18) | | | (60) | | (90) | |
Unlevered Cash Flow(1) | $ | 1,760 | | 1,470 | | | 2,377 | | 2,116 | |
| | | | | |
Free Cash Flow(1) | $ | 1,470 | | 1,182 | | | 1,453 | | 1,329 | |
Add back: Severance(2) | 2 | | 14 | | | 16 | | 115 | |
Add back: Consumer and other litigation(2) | 17 | | 1 | | | 20 | | — | |
Add back: Transaction and separation costs(2) | 44 | | 31 | | | 70 | | 198 | |
Add back: Modernization and Simplification(2) | 162 | | — | | | 362 | | — | |
Remove: Income from transition and separation services(2) | (34) | | (30) | | | (115) | | (82) | |
Free Cash Flow excluding cash Special Items(1) | $ | 1,661 | | 1,198 | | | 1,806 | | 1,560 | |
| | | | | |
Unlevered Cash Flow(1) | $ | 1,760 | | 1,470 | | | 2,377 | | 2,116 | |
Add back: Severance(2) | 2 | | 14 | | | 16 | | 115 | |
Add back: Consumer and other litigation(2) | 17 | | 1 | | | 20 | | — | |
Add back: Transaction and separation costs(2) | 44 | | 31 | | | 70 | | 198 | |
Add back: Modernization and Simplification | 162 | | — | | | 362 | | — | |
Remove: Income from transition and separation services(2) | (34) | | (30) | | | (115) | | (82) | |
Unlevered Cash Flow excluding cash Special Items(1) | $ | 1,951 | | 1,486 | | | 2,730 | | 2,347 | |
| | | | | |
(1) Includes the impact of (i) $170 million voluntary pension contribution in Q3 2024 and (ii) $700 million in cash tax refund received in Q1 2024. |
(2) Refer to Non-GAAP Special Items table for details of the Special Items impacting cash included above. |
| | | | | | | | | | | | | | | | | |
| Lumen Technologies, Inc. |
| Adjusted EBITDA Non-GAAP Reconciliation |
| (UNAUDITED) |
| ($ in millions) |
| Actual QTD | | Actual YTD |
| 3Q25 | 3Q24 | | 3Q25 | 3Q24 |
Net loss | $ | (621) | | (148) | | | (1,737) | | (140) | |
Income tax (benefit) expense | (192) | | (24) | | | (470) | | 29 | |
Total other expense, net | 697 | | 298 | | | 1,595 | | 417 | |
| Depreciation and amortization expense | 674 | | 707 | | | 2,075 | | 2,198 | |
Stock-based compensation expense | 13 | | 10 | | | 35 | | 21 | |
| Goodwill impairment | — | | — | | | 628 | | — | |
Adjusted EBITDA | $ | 571 | | 843 | | | 2,126 | | 2,525 | |
| | | | | |
Add back: Severance(1) | 6 | | 12 | | | 12 | | 119 | |
Add back: Consumer and other litigation(1) | 50 | | — | | | 52 | | (1) | |
Add back: Net loss on sale of business(1) | — | | — | | | — | | 17 | |
| | | | | |
Add back: Transaction and separation costs(1) | 79 | | 41 | | | 187 | | 232 | |
Add back: Modernization and simplification(1) | 73 | | — | | | 164 | | — | |
Add back (remove): Other(1) | 5 | | (1) | | | 49 | | (9) | |
Add back: Real estate transaction costs(2) | 3 | | 4 | | | 3 | | 4 | |
Adjusted EBITDA excluding Special Items | $ | 787 | | 899 | | | 2,593 | | 2,887 | |
| | | | | |
Net loss excluding Special Items(1) | $ | (197) | | (133) | | | (355) | | (298) | |
| | | | | |
| Total revenue | $ | 3,087 | | 3,221 | | | 9,361 | | 9,779 | |
| | | | | |
Net loss margin | (20.1) | % | (4.6) | % | | (18.6) | % | (1.4) | % |
Net loss margin, excluding special items | (6.4) | % | (4.1) | % | | (3.8) | % | (3.0) | % |
Adjusted EBITDA margin | 18.5 | % | 26.2 | % | | 22.7 | % | 25.8 | % |
Adjusted EBITDA margin excluding special items | 25.5 | % | 27.9 | % | | 27.7 | % | 29.5 | % |
| | | | | |
(1) Refer to Non-GAAP Special Items table for details of the Special Items included above. |
Outlook
To enhance the information in our outlook with respect to non-GAAP metrics, we are providing a range for certain GAAP measures that are components of the reconciliation of the non-GAAP metrics. The provision of these ranges is in no way meant to indicate that Lumen is explicitly or implicitly providing an outlook on those GAAP components of the reconciliation. In order to reconcile each non-GAAP financial metric to GAAP, Lumen has to use ranges for the GAAP components that arithmetically add up to the non-GAAP financial metric. While Lumen believes that it has used reasonable assumptions in connection with developing the outlook for its non-GAAP financial metrics, it fully expects that the ranges used for the GAAP components will vary from actual results. We will consider our outlook of non-GAAP financial metrics to be accurate if the specific non-GAAP metric is met or exceeded, even if the GAAP components of the reconciliation are different from those provided in an earlier reconciliation.
| | | | | | | | | | | |
| Lumen Technologies, Inc. |
2025 OUTLOOK (1) (2) |
| (UNAUDITED) |
| ($ in millions) |
| | | |
| Adjusted EBITDA Outlook | | | |
Twelve Months Ended December 31, 2025 | | | |
| Range |
| Low | | High |
Net loss | $ | (1,455) | | | (650) | |
| Income tax expense | 215 | | | 30 | |
| Total other expense, net | 1,500 | | | 1,300 | |
| Depreciation and amortization expense | 2,900 | | | 2,700 | |
| Stock-based compensation expense | 40 | | | 20 | |
| Adjusted EBITDA | $ | 3,200 | | | 3,400 | |
| | | |
| Free Cash Flow Outlook | | | |
Twelve Months Ended December 31, 2025 | | | |
| Range |
| Low | | High |
| Net cash provided by operating activities | $ | 5,300 | | | 5,700 | |
| Capital expenditures | (4,100) | | | (4,300) | |
| Free Cash Flow | $ | 1,200 | | | 1,400 | |
(1) For definitions of non-GAAP metrics and reconciliation to GAAP figures, see the above schedules and our Investor Relations website.
(2) Outlook measures in this chart (i) exclude the effects of Special Items, goodwill impairments, future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of Oct 30, 2025. See “Forward-Looking Statements.”
Third Quarter 2025 Results October 30, 2025
© 2025 Lumen Technologies. All Rights Reserved. 1 Forward-Looking Statements Except for historical and factual information, the matters set forth in this presentation and other of our oral or written statements identified by words such as “estimates,” “expects,” “anticipates,” “believes,” “plans,” “intends,” “will,” and similar expressions with respect to the future are forward-looking statements as defined by the federal securities laws, and are subject to the “safe harbor” protections thereunder. The forward-looking statements in this presentation, include, without limitation, statements regarding our future financial results and financials condition, our transformation strategy, our completed, pending, or proposed transactions, including with respect to the anticipated sale of our consumer fiber business, our modernization efforts and our competitive position, and the assumptions on which they are based, are not guarantees of future results and are based on current expectations only, are inherently speculative, and are subject to a number of risks and uncertainties, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected, or implied by us in those statements if one or more of these risks or uncertainties materialize, or if our underlying assumptions prove incorrect. Factors that could cause our actual results to differ materially from those anticipated, estimated, projected or implied by us in those forward-looking statements include but are not limited to: the effects of intense competition from a wide variety of competitive providers, including decreased demand for our more mature service offerings and increased pricing pressures; the effects of new, emerging, or competing technologies, including those that could make our products less desirable or obsolete; our ability to successfully and timely attain our key operating imperatives, including attaining projected cost savings, simplifying and consolidating our network, simplifying, and automating our service support systems, attaining our infrastructure buildout targets, replacing aging or obsolete plant and equipment, and strengthening our relationships with customers; our ability to successfully and timely monetize our network related assets through leases, commercial service arrangements or similar transactions (including as part of our Private Connectivity FabricSM solutions), including the possibility that the benefits of or demand for these transactions may be less than anticipated, that the costs thereof may be more than anticipated, or that we may be unable to satisfy any conditions of any such transactions in a timely manner, or at all; our ability to safeguard our network, and to avoid the adverse impact of cyber-attacks, security breaches, service outages, system failures, or similar events impacting our network or the availability and quality of our services; the effects of ongoing changes in the regulation of the communications industry, including the outcome of legislative, regulatory, or judicial proceedings relating to content liability standards, intercarrier compensation, universal service, service standards and obligations, broadband deployment, data protection, network security, privacy, and net neutrality; our ability to generate cash flows sufficient to fund our financial commitments and objectives, including our capital expenditures, operating costs, debt obligations, taxes, and pension contributions and other benefits payments; our ability to effectively retain and hire key personnel and to successfully negotiate collective bargaining agreements on reasonable terms without work stoppages; our ability to successfully adjust to changes in customer demand for our products and services, including increased demand for high-speed data transmission services, low-latency connectivity, and scalable infrastructure driven largely by the growth of artificial intelligence applications and workloads, and the risk that we may misjudge the timing, scale, or nature of such demand, leading to potential misalignment of our investments or strategic priorities; our ability to enhance our growth products and manage the decline of our legacy products, including by maintaining the quality and profitability of our existing offerings, introducing profitable new offerings on a timely and cost-effective basis, and transitioning customers from our legacy products to our newer offerings; our ability to successfully and timely implement our corporate strategies, including our transformation, modernization and simplification, buildout and deleveraging strategies; our ability to successfully consummate and timely realize the anticipated benefits from the pending sale of our Mass Markets fiber-to-the-home business in 11 states to AT&T; our ability to successfully and timely realize the anticipated benefits from our 2022 and 2023 divestitures, our 2024 debt modification and extinguishment transactions ,and our 2025 debt refinancing transactions, in each case as described in our prior reports fi led with the U.S. Securities and Exchange Commission (the "SEC"); changes in our operating plans, corporate strategies, or capital allocation plans, whether based upon changes in our cash flows, cash requirements, financial performance, financial position, market or regulatory conditions, or otherwise; the impact of any future material acquisitions or divestitures that we may transact, including our pending sale of our Mass Markets fiber-to-the-home business in 11 states; the negative impact of increases in the costs of our pension, healthcare, post-employment, or other benefits, including those caused by changes in capital markets, interest rates, mortality rates, demographics, or regulations; the impact of events that harm our reputation or brands, including the potential negative impact of customer or shareholder complaints, government investigations, security breaches, or service outages impacting us or our industry; adverse changes in our access to credit markets on acceptable terms, whether caused by unstable markets, debt covenant restrictions, changes in our financial position, lower credit ratings, or otherwise; our ability to meet the terms and conditions of our debt obligations and covenants, including our ability to make transfers of cash in compliance therewith; our ability to maintain favorable relations with our security holders, key business partners, suppliers, vendors, landlords, or lenders; our ability to timely obtain necessary hardware, software, equipment, services, governmental permits, and other items on favorable terms; the potential adverse effects arising out of allegations regarding the release of hazardous materials into the environment from network assets owned or operated by us or our predecessors, including any resulting governmental actions, removal costs, litigation, compliance costs, or penalties; our ability to collect our receivables from, or continue to do business with, financially-troubled customers; our ability to continue to use intellectual property necessary to conduct our operations; any adverse developments in legal or regulatory proceedings involving us; changes in tax, trade, tariff, pension, healthcare, or other laws or regulations, in governmental support programs, or in general government funding levels, including any adverse impact of a prolonged shutdown of the U.S. government; our ability to use our net operating loss carryforwards in the amounts projected and to fully realize any anticipated benefits from recently-enacted federal tax legislation; the effects of changes in accounting policies, practices, or assumptions, including changes that could potential ly require additional future impairment charges; the effects of adverse weather, terrorism, epidemics, pandemics, war, rioting, vandalism, societal unrest, political discord, or other natural or man-made disasters or disturbances; the potential adverse effects if our internal controls over financial reporting have weaknesses or deficiencies, or otherwise fail to operate as intended; the effects of changes in interest rates or inflation; the effects of more general factors such as changes in exchange rates, in operating costs, in public policy, in the views of financial analysts, or in general market, labor, economic, public health, or geopolitical conditions; and other risks referenced in our filings with the SEC. You are cautioned not to unduly rely upon our forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update or revise any forward-looking statements for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise. Furthermore, any information about our intentions contained in any of our forward-looking statements reflects our intentions as of the date of such forward-looking statement, and is based upon, among other things, our assessment of regulatory, technological, industry, competitive, economic. and market conditions as of such date. We may change our intentions, strategies or plans (including our capital allocation plans) at any time and without notice, based upon any changes in such factors or otherwise.
© 2025 Lumen Technologies. All Rights Reserved. 2 Non-GAAP Measures This presentation includes certain historical and forward-looking non-GAAP financial measures, including but not limited to adjusted EBITDA, adjusted EBITDA margin, and free cash flow, each excluding the effects of special items, and adjustments to GAAP and other non-GAAP measures to exclude the effect of special items. In addition to providing key metrics for management to evaluate the company’s performance, we believe these measurements assist investors in their understanding of period-to-period operating performance and in identifying historical and prospective trends. Reconciliations of non-GAAP financial measures to the most comparable GAAP measures are included in the financial schedules to the Company’s accompanying earnings release. Reconciliation of information and additional non-GAAP historical financial measures that may be discussed during the call, along with further descriptions of non-GAAP financial measures, will be available in the Investor Relations portion of the company’s website at http://ir.lumen.com. Non-GAAP measures are not presented to be replacements or alternatives to the GAAP measures, and investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP. Lumen may present or calculate its non-GAAP measures differently from other companies.
KATE JOHNSON President & CEO
© 2025 Lumen Technologies. All Rights Reserved. 4 3Q25 Highlights Reached over $10B in PCF Deals Signed to Date $2.4B in Debt Refi and Term Loan Repricing Extends Maturities and Reduces Cash Interest Connected Ecosystem off to a great start with partners like Palantir, Digital Realty, QTS, and Commvault Beat Revenue, aEBITDA, and FCF expectations PCF builds ahead of schedule and on budget Over 1,500 Customers Adopted Lumen NaaS Since Launch 3Q’25
Data Center Interconnect (DCI) foundational element – Power the multi-cloud fabric Extreme bandwidth and low latency – Scale from 400G toward 1.6T to use GPUs most cost-effectively Programmable, API-first networks – Deliver on-demand fabrics, integrated into marketplaces Expansion into AI corridors – Extend fiber and optical into areas where power exists and Data Centers planned Distributed on-ramps – Programmable, high-bandwidth cloud, AI on-ramps, landing stations pre-lit to Lumen Lumen Powers Cloud 2.0 Because AI Won’t Run on Yesterday’s Internet 1 2 3 4 5 © 2025 Lumen Technologies. All Rights Reserved. Five essential Cloud 2.0 networking requirements:
© 2025 Lumen Technologies. All Rights Reserved. 6 Utilization (EOY) 2022 (Actuals) 2025 (Plan) 2028 (Vision) Total Intercity Fiber Miles* 12M 17M 47M Hyperscaler Utilization 30% 45% 57% Enterprise Channels Utilization** 27% 19% 13% Overall Network Utilization 57% 64% 70% Available Capacity for Growth 5M 6M 14M Building the Backbone for AI Balancing Capacity and Utilization for Optimal Return on Investment Unmatched Room for Growth: • New routes, in addition to new fiber in existing routes, increase fiber miles 3.9x • Innovation driving increased fiber density adds up to 4x fiber into each conduit • Photonics innovation adds up to 2x fiber efficiency *Total Intercity Fiber Miles excludes ~22M expanding metro fiber miles today **Enterprise Channels include Commercial Enterprise, Public Sector, Wholesale, and Services - Conduit colors depict 2028 utilization and #conduits varies by route - Business rules in place to reserve capacity for all segments on each route Stronger Overall Network Utilization
© 2025 Lumen Technologies. All Rights Reserved. 7 Investing in Lumen Connectivity Fabric Infrastructure to Support Cloud 2.0 Needs of Enterprise Customers Data Center Expansion Enabling up to 400G Ethernet-IP services and cloud on-ramp services at key data centers. RapidRoutes Expanding 400G capacity on key growth routes to reduce service delivery activation lead time. Enabling high speed Ethernet services in key metro markets and reducing Ethernet service delivery cost. Metro Expansion
© 2025 Lumen Technologies. All Rights Reserved. 8 NaaS Customers Services Sold Fabric Ports 3Q25 Adoption Rate (Q/Q%) +32% +36% +30% Number of customers that purchase and use one or more ports in quarter Number of fabric ports deployed by customers to support multi-cloud networking Number of unique services sold across all fabric ports Lumen NaaS Adoption Remains Strong
© 2025 Lumen Technologies. All Rights Reserved. 9 Fabric Ports Are Lumen’s New PxQ Engine One digital port carries many services across on-prem, clouds, and data centers On ramps to Public clouds (AWS, GCP, Azure) VPN on Demand Lumen Defender Other 3rd-party services via ecosystem partners Internet on Demand (IoD) Voice Project “Berkeley” (Early 2026) • On-prem fabric port with cross-carrier mesh • Pre-provisioned 1st and 3rd-party services Fabric port “Q” Total Active Ports1 “P” is the Avg. Selling Price of 1st & 3rd party services (1) “Total Active Ports” = Active revenue generating ports in the quarter
© 2025 Lumen Technologies. All Rights Reserved. 10 Internet on Demand now available Off-net “As we modernize our grid and expand digital operations, our collaboration with Lumen is enabling the digital foundation for the future of energy. Lumen’s Internet On- Demand offers the agility and reliability we need to simplify off-net connectivity—enabling faster site turn-ups, real- time monitoring, and scalable infrastructure. This flexibility supports smarter, more resilient operations and accelerates our ability to deploy advanced grid analytics across our service areas.” Tim Peterson, Chief Technology Officer, Xcel Energy
© 2025 Lumen Technologies. All Rights Reserved. 11 Physical Network Best backbone, unique routes, state of the art fiber Lumen Digital Platform Quick, secure, effortless CX with direct fiber access & NaaS Commercial & Public Sector Data Centers Technology Partnerships Hyperscalers Connected EcosystemThe Helping Technology Companies Gain Competitive Advantage with Critical Infrastructure The Lumen Connected Ecosystem
© 2025 Lumen Technologies. All Rights Reserved. 12 Physical Network Best backbone, unique routes, state of the art fiber Lumen Digital Platform Quick, secure, effortless CX with direct fiber access & NaaS Commercial & Public Sector Data Centers Technology Partnerships Hyperscalers Connected EcosystemThe Helping Technology Companies Gain Competitive Advantage with Critical Infrastructure The Lumen Connected Ecosystem
CHRIS STANSBURY EVP & CFO
© 2025 Lumen Technologies. All Rights Reserved. 14 Evolution of Lumen’s Debt Maturity Profile ($ in millions) $125 $1,826 $462 $9,366 $1,519 $3,131 $1,023 $116 $0 $0 $0 $2,283 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035+ Pre TSA: As of 12/31/2023 Total Debt: $19.9B Gross Leverage: 4.3x 1 $373 $60 $230 $718 $7,183 $6,072 $568 $789 $0 $0 $2,271 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035+ Post TSA: As of 12/31/2024 Total Debt: $18.3B Gross Leverage: 4.6x 2 $13 $52 $119 $695 $3,741$3,270 $568 $2,839 $2,000$2,425$2,271 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035+ Impact of LVLT Refinancings: As of 9/30/2025 Total Debt: $18.0B Gross Leverage: 4.9x 3 $0 $0 $0 $362 $1,853 $1,268 $568 $2,400$2,000$2,425$2,271 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035+ Pro Forma TL Paydown & Lumen SP Debt Paydown(1)(2): As of 9/30/2025 Total Debt: $13.1B Gross Leverage: <3.8x 4 (1) Includes planned paydown of LVLT TLB due 2027 and LUMN TLB due 2027 (2) Lumen SP paydown of $4.8 billion following closing of announced sale of our Mass Markets FTTH business; Gross leverage calculated based on trailing 12-month aEBITDA as of 9/30/2025 which includes aEBITDA being sold in business sale Note: Adjusted EBITDA excluding SI utilized for Leverage; Includes only funded long-term debt
© 2025 Lumen Technologies. All Rights Reserved. 15 ($ in millions) 3Q25 Y/Y% Change Q/Q% Change Large Enterprise $752 (1.2%) 2.7% Mid-Market Enterprise $488 (10.0%) (2.4%) Public Sector $478 11.2% (1.6%) N.A. Enterprise $1,718 (0.9%) 0.0% Wholesale $658 (7.6%) (4.6%) N.A. Total Business $2,376 (2.8%) (1.3%) International & Other $80 (13.0%) (2.4%) Total Business $2,456 (3.2%) (1.4%) Total Mass Markets $631 (7.7%) 4.8% Total Revenue $3,087 (4.2%) (0.2%) ($ in millions) 3Q25 Y/Y% Change Q/Q% Change % Total Grow $862 10.5% 4.2% 50% Nurture $417 (17.8%) (2.8%) 24% Harvest $255 (5.6%) (11.8%) 15% Subtotal $1,534 (1.5%) (0.7%) 89% Other $184 4.5% 6.4% 11% N.A. Enterprise $1,718 (0.9%) 0.0% 100% 3Q25 Total Reported Revenue Maintained Growth in N.A. Enterprise Grow Products
© 2025 Lumen Technologies. All Rights Reserved. 16 3Q25 Mass Markets Revenue 40% 42% 45% 47% 49% 3Q24 4Q24 1Q25 2Q25 3Q25 Fiber Revenue Contribution to Total Broadband Revenue ($ in millions) 3Q25 Y/Y% Change % Total Fiber Broadband $225 18.4% 36% Other Broadband $230 (18.7%) 36% Voice & Other $176 (16.6%) 28% Total Mass Markets(1) $631 (7.7%) 100% (1) Other Broadband revenue primarily includes revenue from lower speed copper-based broadband services marketed under the CenturyLink brand. Sustained Fiber Broadband Revenue Growth
© 2025 Lumen Technologies. All Rights Reserved. 17 3Q25 Adjusted EBITDA excl. special items ($ in millions) 3Q25 Y/Y% Change Total Revenue $3,087 (4.2%) Adjusted EBITDA $787 (12.5%) Adjusted EBITDA Margin 25.5% (240 bps) Adjusted EBITDA $571 3Q25 Special Items: (+) Severance $6 (+) Consumer and other litigation $50 (+) Transaction and separation costs(1) $79 (+) Modernization and simplification(2) $73 (+) Other(3) $5 (+) Real Estate Transaction Costs(4) $3 Adjusted EBITDA excl. Special Items $787 3Q25 EBITDA Special Items ($ in millions) (1) Transact ion and separation cos ts associated with (i) the Q2 202 5 expense of $49 million f or fees related to the voluntary relinquishment of our fun ding received under the FCC's Rural Digital Opportunity Fund, (ii) our recently announced plan to s ell ou r Mass Markets fiber-to-th e-home bus in ess, (iii) our 202 2 an d 2023 divest itures, ( iv) our March 22 , 20 24 debt transact ion support agreement an d our September 24, 2024 exchange offer and (v) our evaluat ion of other poten tial t ransactions. (2) Includes costs incurred related to network infrastructure, product portf olio, IT systems, an d workforce modernization designed to deliver $1 billion an nualiz ed in cost savings on a ru n-rate basis exit in g 2027 . (3) Includes primarily (i) the recognition of Q1 2024 previously deferred gain on sale of select CDN con tracts in October 202 3, based on the transfer of remaining cus tomer contracts as of March 31, 2024 and (ii) the recognition of a loss on dis pos al of certain operating assets in Q2 2024 and Q1 2 025. (4) Real estate tran sactions include primarily th e Q4 2 024 impairment loss for real estate held f or sale, net of a gain associated our real es tate rat ionaliz at ion program. For definitions of non-GAAP metrics and reconciliations to GAAP figures, see Lumen’s Investor Relations website.
© 2025 Lumen Technologies. All Rights Reserved. 18 Consolidated Cash Flow Summary ($ in millions) 3Q25 Cash Flow from Operations $2,511 Capital Expenditures $1,041 Free Cash Flow $1,661 Net Cash Interest $290 Key Metrics
© 2025 Lumen Technologies. All Rights Reserved. 19 2025 Financial Outlook Metric(1)(2)(3) Outlook Adjusted EBITDA $3.2 to $3.4 billion Free Cash Flow $1.2 to $1.4 billion Net Cash Interest $1.2 to $1.3 billion Capital Expenditures $4.1 to $4.3 billion Cash Income Taxes (Refunded) ($400) to ($300) million (1) For definitions of non-GAAP metrics and reconciliations to GAAP figures, see Lumen’s Investor Relations website. (2) Outlook measures in this presentation and the accompanying schedules (i) exclude the effects of Special Items or future changes in our operating or capital allocation plans, unforeseen changes in regulation, laws or litigation, and other unforeseen events or circumstances impacting our financial performance and (ii) speak only as of October 30, 2025. See “Forward Looking Statements” at the beginning of this presentation. (3) Reflects our expectation of receiving a $400 million refund from recent tax legislation and assumes receipt thereof in 2025 ( which could be delayed by a prolonged shutdown of the U.S. government).
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