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AT&T COMPLETES ACQUISITION OF TIME WARNER INC . * AT&T PURCHASED TIME WARNER, THE C ABLE TELEVISION COMPANY, FOR $85 BILLION .

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AT&T COMPLETES ACQUISITION OF TIME WARNER INC. AT&T purchased Time Warner, the cable television company, for $85 billion

AT&T Inc. (NYSE:T) has completed its acquisition of Time Warner Inc., bringing together global media and entertainment leaders Warner Bros., HBO and Turner with AT&T’s leadership in technology and its video, mobile and broadband customer relationships.

Premium Content: Broadly distributed, robust premium content portfolio that combines leading movies and shows from Warner Bros., HBO and Turner, along with more targeted digital content from Bleacher Report, FilmStruck and AT&T’s investment in Otter Media, among others.

OBJECTIVE FOR ACQUISTIONS

Direct to Consumer Distribution (D2C): AT&T has more than 170 million D2C relationships across its TV, video streaming, mobile and broadband services in the U.S., mobile in Mexico, TV in Latin America, in addition to D2C digital properties such as HBO NOW, Boomerang, FilmStruck and CNN.com.

High-Speed Networks: AT&T‘s leading wireless and fiber network, including investments in new technology such as 5G, will provide the network bandwidth required as customers increase engagement with premium video and emerging 4K and virtual reality content.

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• AT&T Communications provides mobile, broadband, video and other communications services to U.S.-based consumers and nearly 3.5 million companies – from the smallest business to nearly all the Fortune 1000 – with highly secure, smart solutions. Revenues from these services totaled more than $150 billion in 2017. • AT&T’s media business consists of HBO, Turner and Warner Bros. Together, these businesses had revenues of more than $31 billion in 2017. A new name for this business will be announced later.

• AT&T’s advertising and analytics business provides marketers with advanced advertising solutions using valuable customer insights from AT&T’s TV, mobile and broadband services, combined with extensive ad inventory from Turner and AT&T’s pay-TV services. A name for this company will be announced in the future.

CHALLENGES TO THIS DEAL

MARKET REACTION

Under the terms of the merger, Time Warner Inc. shareholders received 1.437 shares of AT&T common stock, in addition to $53.75 in cash, per share of Time Warner Inc.1 As a result, AT&T issued 1,185M shares of common stock and paid $42.5B in cash. Including net debt from Time Warner, we now have $180.4B in net debt. • We will begin consolidating Time Warner Inc. results effective June 15, 2018. • The company expects the acquisition to provide significant financial benefits: • -Accretive year-one adjusted earnings per share and free cash flow; strengthened dividend coverage • -Increased synergies to $2.5 billion • $1.5 billion in annualized cost synergies by end of year 3 following close • $1 billion of annualized revenue synergies by end of year 3 • -Maintain solid balance sheet and improved credit metrics • Net debt to adjusted EBITDA 2.9x at close • 2.5x at end of year 1; return to historical levels by end of year 4

S U B M I T T E D B Y: 1 . A D I T YA T R I PAT H I ( 1 5 / I E C / 0 7 5 ) 2 . C H I R AG B H AT I ( 1 5 / I E C / 0 6 8 ) 3.SHUBHANSHU KUMAR(15/ICS/050)