TIDM58KN

RNS Number : 5102P

AT & T Inc.

17 November 2016

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 22, 2016

AT&T INC.

(Exact Name of Registrant as Specified in Charter)

 
          Delaware                  1-8610                43-1301883 
-----------------------------  ----------------  ---------------------------- 
(State or Other Jurisdiction   (Commission File  (IRS Employer Identification 
      of Incorporation)             Number)                  No.) 
 
 
                            208 S. Akard St., Dallas, Texas          75202 
-----------------------------------------------------------------  ---------- 
                        (Address of Principal Executive Offices)   (Zip Code) 
 

Registrant's telephone number, including area code (210) 821-4105

__________________________________

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

The registrant announced on October 22, 2016, its results of operations for the third quarter of 2016. The text of the press release and accompanying financial information are attached as exhibits and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are furnished as part of this report:

   (d)          Exhibits 
 
  99.1  Press release and Investor Briefing dated October 
         22, 2016 reporting financial results for the third 
         quarter ended September 30, 2016. 
 
 
  99.2  AT&T Inc. selected financial statements and operating 
         data. 
 
  99.3  Discussion and reconciliation of non-GAAP measures. 
 

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
                        AT&T INC. 
 
 
 
Date: October 22, 2016        By: /s/ Debra L. Dial 
                               Debra L. Dial 
                               Senior Vice President and Controller 
 

Filed by AT&T Inc.

Pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12

of the Securities Exchange Act of 1934

Subject Company: Time Warner Inc.

Commission File No.: 1-15062

AT&T Reports Third-Quarter Results

Increases Quarterly Dividend by 2.1%,

33rd Consecutive Annual Increase

 
  --   Consolidated revenues of $40.9 billion, 
        up 4.6% with DIRECTV acquisition 
 
 
                            --   Operating income up 
                                  8.2% 
 
 
                            --   Net income attributable to 
                                  AT&T up 11.2% 
 
 
                            --   Cash from operations of 
                                  $11.0 billion 
 
 
                            --   Free cash flow of $5.2 
                                  billion 
 
 
                            --   Diluted EPS of $0.54 as reported 
                                  and $0.74 as adjusted, compared 
                                  to $0.50 and $0.74 in the 
                                  year-ago quarter 
 
 
  --   2.3 million wireless net adds driven by 
        connected devices, Mexico and Cricket 
 
 
  --   U.S. wireless postpaid churn of 1.05%, 
        down 11 basis points year over year 
 
 
  --   Strong U.S. wireless operating margin of 29.6%; 
        best-ever U.S. wireless service EBITDA margin of 
        50.1% 
 
 
  --   700,000 branded smartphones added to 
        U.S. subscriber base 
 
 
  --   323,000 U.S. DIRECTV net adds with TV 
        subscriber base stable 
 
 
  --   171,000 IP broadband net adds 
 
 
  --   Full-year guidance on track to meet 
        or exceed expectations 
 

DALLAS, October 22, 2016 - AT&T Inc. (NYSE:T) today reported growing revenues and net income with solid margins and earnings for the third quarter. Detailed results, including financial tables, are included in the accompanying Investor Briefing and SEC Form 8-K. These materials and associated slide presentation of third-quarter results are available on the AT&T Investor Relations website .

AT&T also announced that its board of directors has approved a 2.1% increase in the company's quarterly dividend. AT&T's quarterly dividend will increase from $0.48 to $0.49 per share. The annual dividend will increase from $1.92 to $1.96 per share. The dividend will be payable on Feb. 1, 2017 to common stockholders of record on Jan. 10, 2017.

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of AT&T Intellectual Property.

AT&T will host a webcast presentation on Monday, October 24, 2016, at 8:30 a.m. ET to discuss the Time Warner transaction and third-quarter results. Links to the webcast and accompanying documents will be available on the AT&T Investor Relations website . The third-quarter earnings conference call previously scheduled for Tuesday, October 25, 2016, at 4:30 p.m. ET is cancelled.

AT&T products and services are provided or offered by subsidiaries and affiliates of AT&T Inc. under the AT&T brand and not by AT&T Inc.

About AT&T

AT&T Inc. (NYSE:T) helps millions around the globe connect with leading entertainment, mobile, high speed internet and voice services. We're the world's largest provider of pay TV. We have TV customers in the U.S. and 11 Latin American countries. We offer the best global coverage of any U.S. wireless provider.* And we help businesses worldwide serve their customers better with our mobility and highly secure cloud solutions.

Additional information about AT&T products and services is available at http://about.att.com. Follow our news on Twitter at @ATT, on Facebook at http://www.facebook.com/att and YouTube at http://www.youtube.com/att.

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T, the Globe logo and other marks are trademarks and service marks of AT&T Intellectual Property and/or AT&T affiliated companies. All other marks contained herein are the property of their respective owners.

*Global coverage claim based on offering discounted voice and data roaming; LTE roaming; voice roaming; and world-capable smartphone and tablets in more countries than any other U.S. based carrier. International service required. Coverage not available in all areas. Coverage may vary per country and be limited/restricted in some countries.

Cautionary Language Concerning Forward-Looking Statements

Information set forth in this news release contains financial estimates and other forward-looking statements that are subject to risks and uncertainties, and actual results might differ materially. A discussion of factors that may affect future results is contained in AT&T's filings with the Securities and Exchange Commission. AT&T disclaims any obligation to update and revise statements contained in this news release based on new information or otherwise.

This news release may contain certain non-GAAP financial measures. Reconciliations between the non-GAAP financial measures and the GAAP financial measures are available on the company's website at www.att.com/investor.relations .

The "quiet period" for FCC Spectrum Auction 1000 (also known as the 600 MHz incentive auction) is now in effect. During the quiet period, auction applicants are required to avoid discussions of bids, bidding strategy and post-auction market structure with other auction applicants.

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of

AT&T Intellectual Property.                                               Page 2 

Additional Information and Where to Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. This communication may be deemed to be solicitation material in respect of the proposed merger between AT&T Inc. and Time Warner Inc. In connection with the proposed merger, AT&T Inc. intends to file a registration statement on Form S-4, containing a proxy statement/prospectus with the Securities and Exchange Commission ("SEC"). STOCKHOLDERS OF TIME WARNER INC. ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders will be able to obtain copies of the proxy statement/prospectus as well as other filings containing information about AT&T Inc. and Time Warner Inc., without charge, at the SEC's website, http://www.sec.gov . Copies of documents filed with the SEC by AT&T Inc. will be made available free of charge on AT&T's Investor Relations website, www.att.com/investor.relations . Copies of documents filed with the SEC by Time Warner Inc. will be made available free of charge on Time Warner's Investor Relations website, ir.timewarner.com

Participants in Solicitatio

AT&T Inc. and its directors and executive officers, and Time Warner Inc. and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Time Warner common stock in respect of the proposed merger. Information about the directors and executive officers of AT&T is set forth in the proxy statement for AT&T's 2016 Annual Meeting of Stockholders, which was filed with the SEC on March 11, 2016. Information about the directors and executive officers of Time Warner is set forth in the proxy statement for Time Warner's 2016 Annual Meeting of Stockholders, which was filed with the SEC on April 29, 2016. Investors may obtain additional information regarding the interest of such participants by reading the proxy statement/prospectus regarding the proposed merger when it becomes available.

For more information, contact:

Name: Fletcher Cook

AT&T Corporate Communications

Phone: (214) 757-7629

Email: fletcher.cook@att.com

October 23, 2016

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AT&T Intellectual Property.                                               Page 3 

AT&T Reports Third-Quarter Results

Increases Quarterly Dividend by 2.1%, 33rd Consecutive Annual Increase

 
        --  Consolidated revenues of $40.9 billion, 
             up 4.6% with DIRECTV acquisition 
 
 
        --  Operating income up 8.2% 
 
 
        --  Net income attributable to AT&T 
             up 11.2% 
 
 
        --  Cash from operations of $11.0 
             billion 
 
 
        --  Free cash flow of $5.2 billion 
 
 
        --  Diluted EPS of $0.54 as reported and $0.74 
             as adjusted, compared to $0.50 and $0.74 in 
             the year-ago quarter 
 

HIGHLIGHTS:

 
              --  2.3 million wireless net adds driven by 
                   connected devices, Mexico and Cricket 
 
 
              --  U.S. wireless postpaid churn of 1.05%, 
                   down 11 basis points year over year 
 
 
              --  U.S. wireless operating margin of 29.6%; 
                   best-ever U.S. wireless service EBITDA margin 
                   of 50.1% 
 
 
              --  700,000 branded smartphones added 
                   to U.S. subscriber base 
 
 
            --  323,000 U.S. DIRECTV net adds with TV 
                 subscriber base stable 
 
 
                           o  More than 1.2 million U.S. DIRECTV 
                               net adds since acquisition 
 
 
              --  171,000 IP broadband net 
                   adds 
 
 
              --  More than 390 million North American 
                   4G LTE POPs 
 
 
              --  Year-to-date cash from operations of $29.2 
                   billion; free cash flow $13.3 billion year 
                   to date 
 
 
              --  Full-year guidance on track to meet 
                   or exceed expectations 
 

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of

AT&T Intellectual Property.                                               Page 4 

CONSOLIDATED FINANCIAL RESULTS

AT&T's consolidated revenues for the third quarter totaled $40.9 billion, up 4.6% versus the year-earlier period due to the July 24, 2015 acquisition of DIRECTV. Excluding the impact of the DIRECTV acquisition and foreign exchange, revenues were essentially flat, as growth in video and IP-based services mostly offset pressures from declines in wireless and legacy services. Compared with results for the third quarter of 2015, operating expenses were $34.5 billion versus $33.2 billion; operating income was $6.4 billion versus $5.9 billion; and operating income margin was 15.7% versus 15.2%. When adjusting for $0.14 of amortization, $0.03 in merger- and integration-related costs and $0.03 of employee-separation costs, operating income was $8.3 billion versus $7.9 billion; and operating income margin was 20.3%, consistent with the year-ago quarter.

Third-quarter net income attributable to AT&T totaled $3.3 billion, or $0.54 per diluted share, compared to $3.0 billion, or $0.50 per diluted share, in the year-ago quarter. Adjusting for $0.20 of amortization, merger- and integration-related costs and other expenses, earnings per diluted share was $0.74 compared to an adjusted $0.74 in the year-ago quarter.

Cash from operating activities was $11.0 billion in the third quarter, up 1.8%, and capital investment(1) totaled $5.9 billion. Free cash flow - cash from operating activities minus capital expenditures - was $5.2 billion for the quarter, down 6.5%, and $13.3 billion year to date, up 3.7%.

AT&T also announced that its board of directors has approved a 2.1% increase in the company's quarterly dividend. AT&T's quarterly dividend will increase from $0.48 to $0.49 per share. The annual dividend will increase from $1.92 to $1.96 per share. The dividend will be payable on Feb. 1, 2017 to common stockholders of record on Jan. 10, 2017.

(1) 3Q16 includes $87 million in capital purchases in Mexico with favorable vendor payment terms.

October 23, 2016

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AT&T Intellectual Property.                                               Page 5 

Business Solutions

The Business Solutions segment provides both wireless and wireline services to business customers and to individual subscribers who purchase wireless services through employer-sponsored plans. AT&T's wireless and wired networks provide complete communications solutions to these customers. AT&T's business customer revenues include results from enterprise, public sector, wholesale and small/midsize customers.

FINANCIAL HIGHLIGHTS

Total third-quarter revenues from business customers were $17.8 billion, up 0.4% versus the year-earlier quarter. Growth in mobility and strategic business services offset declines in legacy services and a continuing low-growth economy. When adjusting for the transition of certain hosting operations, total revenues would have been even higher. Business Solutions service revenues were $15.6 billion, essentially stable year over year.

Third-quarter operating expenses were $13.5 billion, up 0.5% versus the third quarter of 2015. Operating income totaled $4.3 billion, up 0.1% year over year. Third-quarter operating income margin was 24.2%, stable year over year with declines in higher-margin legacy services offsetting growth in wireless and IP revenue and cost efficiencies.

BUSINESS WIRELESS FINANCIAL RESULTS

Business wireless revenues were up 4.0% year over year to $9.9 billion driven by wireless service revenue growth and higher equipment revenues. Wireless service revenues were up 4.1% year over year, reflecting smartphone and tablet gains and continued migration from consumer plans.

BUSINESS WIRELINE FINANCIAL RESULTS

In business wireline, declines in legacy products were partially offset by continued growth in strategic business services. Total business wireline revenues were $7.8 billion, down 3.7% year over year. When adjusting for the impact of the transition of certain hosting operations and foreign exchange pressures, wireline revenues would have decreased 2.5%. When adjusting for these same items, data revenues were stable. Data revenues make up nearly 60% of Business Solutions wireline revenues.

October 23, 2016

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AT&T Intellectual Property.                                               Page 6 

Revenues from strategic business services, the next-generation wireline capabilities that lead AT&T's most advanced business solutions - including VPNs, Ethernet, cloud, hosting, IP conferencing, voice over IP, dedicated internet, U-verse and security services - grew by $242 million, or 9.1%, versus the year-earlier quarter. These services represent an annualized revenue stream of more than $11 billion.

SUBSCRIBER METRICS

At the end of the third quarter, AT&T had 79.4 million business wireless subscribers. The company added 191,000 postpaid subscribers and 1.3 million connected devices in the third quarter. Postpaid business wireless subscriber churn was 0.97% versus 1.05% in the year-ago quarter.

During the quarter, the company also added nearly 15,000 high-speed IP broadband business subscribers. Total business broadband had a loss of 18,000 subscribers in the quarter.

BUSINESS INNOVATION

Through its powerful global networks, AT&T provides integrated solutions to business customers and offers a wide variety of wired and wireless products and services to increase businesses' productivity. AT&T serves millions of business customers, from the largest multinational corporations to small businesses, in all major industries. AT&T continually develops products and services to ensure that its business customers have access to the latest technology solutions. In recent business news, AT&T:

 
        --  Announced a multiyear agreement between AT&T 
             and Amazon Web Services (AWS) to deliver integrated 
             solutions that combine the companies' leading 
             cloud and networking capabilities. The collaboration 
             will help customers migrate to and use the 
             AWS Cloud with the AT&T network. The solutions 
             are intended to span cloud networking, mobility, 
             IoT, security and analytics. 
 
 
        --  Teamed up with IBM to help businesses manage 
             their networking services. IBM will take advantage 
             of AT&T FlexWare, which makes it easy to set 
             up and manage virtual network functions on 
             a single device. AT&T will also be able to 
             run applications on IBM's cloud, cognitive, 
             analytics and security infrastructure. In 
             addition to making AT&T FlexWare available 
             to clients, IBM is rolling out the solution 
             in many of its own sites. 
 
 
        --  Introduced a trial with Qualcomm Technologies 
             Inc. to test how drones can connect more safely 
             and securely on commercial 4G LTE. The research 
             will look at coverage, signal strength and 
             how drones function in flight. 
 
 
        --  Collaborated with VeloCloud to deliver AT&T 
             Software-defined Wide Area Network (AT&T SD-WAN), 
             a key step in helping businesses evolve their 
             networks from hardware to software. The AT&T 
             SD-WAN portfolio will include a network-based 
             solution combining hybrid networking with 
             multiple types of network access. The network-based 
             solution will be available in 2017. The AT&T 
             SD-WAN premises-based, over-the-top solution 
             will be available later this year. 
 
 
        --  Closed significant business deals with Live 
             Nation, State of Wisconsin and Waste Management. 
 

October 23, 2016

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AT&T Intellectual Property.                                               Page 7 

Entertainment Group

AT&T's Entertainment Group provides entertainment, high-speed internet and communications services predominantly to residential customers in the United States.

FINANCIAL HIGHLIGHTS

Total revenues were $12.7 billion, up 17.1% versus the year-earlier quarter mostly due to the acquisition of DIRECTV. Also contributing to the gain was continued growth in consumer IP services.

Broadband revenues were up 5% in the quarter with IP broadband growing by 12%. AdWorks has grown to a $1.5 billion annualized revenue stream with double-digit revenue growth year to date and strong margins.

Third-quarter operating expenses were $11.2 billion, up 14.2% from a year ago due to the acquisition of DIRECTV and higher content costs. Operating income totaled $1.5 billion, up from the year-ago $1.0 billion. Third-quarter operating income margin was 11.7%, up from 9.4% in the year-earlier quarter with satellite and IP revenue growth and cost efficiencies offsetting TV content cost pressure and declines in legacy services. In the fourth quarter, on a sequential basis, margins will be pressured by a full quarter of NFL Sunday Ticket costs, annual content cost increases and start-up costs for DIRECTV NOW.

SUBSCRIBER METRICS

Total video subscribers were essentially flat in the quarter as competition increases. The company added 323,000 satellite subscribers in the third quarter. U-verse TV subscribers declined 326,000 as the company continued to focus on profitability and increasingly emphasized satellite sales. For the second straight quarter, gross additions increased on a year-over-year basis even when excluding IPTV customers transitioning to DIRECTV.

The Entertainment Group ended the quarter with 25.3 million video subscribers. While the company expects positive video net adds in the fourth quarter, it expects total video net adds for the year to decline slightly. At the end of the third quarter, about 100,000 pending video customers had the capability to watch TV on their mobile devices; however, these customers were not included in third-quarter subscriber numbers since the video service had not yet been installed at their homes.

The Entertainment Group had a net gain of 156,000 IP broadband subscribers in the third quarter. Total Entertainment Group broadband subscribers decreased 5,000 in the quarter. IP broadband subscribers at the end of the quarter totaled 12.8 million.

October 23, 2016

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AT&T Intellectual Property.                                               Page 8 

ENTERTAINMENT GROUP INNOVATION

In recent news, the company:

 
              --  Launched an updated DIRECTV App that allows 
                   customers to watch live and recorded programs 
                   virtually anywhere. 
 
 
              --  Premiered a new "Data Free TV" feature that 
                   lets AT&T wireless customers stream AT&T 
                   DIRECTV and U-verse (SM) content without 
                   counting it against their data allowance. 
 
 
              --  Entered into 10 key DIRECTV NOW content agreements 
                   with program providers whose premium brands 
                   will be part of the company's new streaming 
                   platform, planned to launch in the fourth 
                   quarter of 2016. As publicly announced HBO, 
                   , Disney, Turner, Discovery Networks, NBCU, 
                   Scripps Networks, STARZ, AMCN (AMC Networks), 
                   AETN (A+E Networks) and Viacom will be among 
                   the more than 100 channels included on DIRECTV 
                   NOW. 
 
 
              --  Since the end of the second quarter, announced 
                   the launch of our 100% fiber network under 
                   the AT&T Fiber brand in 14 additional metro 
                   areas - Augusta, Ga.; Bakersfield, Calif.; 
                   Cleveland; Columbus, Ohio; Detroit; Greater 
                   New Orleans; Huntsville, Ala.; Indianapolis; 
                   Louisville, Ky.; Lubbock, Texas; Memphis, 
                   Tenn.; Mobile, Ala.; Sacramento, Calif. and 
                   St. Louis - bringing the total to 39 major 
                   metros where AT&T's gigabit connection is 
                   available. 
 
 
              --  Expanded live 4K broadcast offerings with 
                   premier content from the Olympics, MLB, UFC, 
                   PGA, College Football and the World Series 
                   of Beach Volleyball. 
 
 
              --  Received top honors in several 
                   J.D. Power studies: 
 
 
                           o  AT&T outscored all other full-service 
                               wireless providers for the top overall 
                               ranking in the J.D. Power 2016 Full-Service 
                               Wireless Purchase Experience Study 
                               (SM) Volume 2. 
 
 
                           o  AT&T also earned the top ranking 
                               among full-service wireless providers 
                               in the J.D. Power 2016 Full Service 
                               Wireless Customer Performance Care 
                               Study (SM) Volume 2. AT&T scored 
                               significantly higher than the industry 
                               average - by 16 points - and increased 
                               its overall score by 20 points over 
                               the prior 6-month period. 
 
 
                           o  AT&T ranked "Highest In Customer 
                               Satisfaction with Small/Medium Business 
                               Wireline Service, 2 Years in a Row" 
                               in the J.D. Power 2016 Business Wireline 
                               Satisfaction Study. 
 

October 23, 2016

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AT&T Intellectual Property.                                               Page 9 

Consumer Mobility

The Consumer Mobility segment provides nationwide wireless service to consumer and wholesale subscribers located in the United States or in U.S. territories. The company's wireless network powers voice and data services, including high-speed internet, video entertainment and home monitoring services.

FINANCIAL HIGHLIGHTS

Total revenues from Consumer Mobility customers totaled $8.3 billion, down 5.9% versus the year-earlier quarter, reflecting declines in equipment revenues from lower handset sales and in postpaid service revenues due to the success of Mobile Share plans and migrations to business plans. Third-quarter operating expenses were $5.7 billion, down 5.7% versus the third quarter of 2015, reflecting lower equipment and commission costs as well as increased operational efficiencies.

AT&T's Consumer Mobility operating income totaled $2.6 billion, down 6.2% versus the third quarter of 2015. Third-quarter operating income margin was 31.1%, down slightly from the year-earlier quarter with lower volumes, fewer subsidized sales and cost efficiencies mostly offsetting service-revenue pressure from customers choosing Mobile Share plans. Consumer Mobility EBITDA margin was 42.5%, compared to 42.3% in the third quarter of 2015. (EBITDA margin is operating income before depreciation and amortization, divided by total wireless revenues.) EBITDA service margin was 50.9%, up from 50.5% in the year-ago quarter. (EBITDA service margin is operating income before depreciation and amortization, divided by total service revenues.)

SUBSCRIBER METRICS

At the end of the third quarter, AT&T had 53.9 million Consumer Mobility subscribers. In the quarter, Consumer Mobility gained 50,000 total subscribers with 21,000 postpaid, 304,000 prepaid and 41,000 connected device net adds offsetting a loss of 316,000 reseller subscribers. Consumer Mobility postpaid churn was 1.19%, compared to 1.33% in the year-ago quarter.

October 23, 2016

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AT&T Intellectual Property.                                               Page 10 

CONSUMER MOBILITY INNOVATION

AT&T is a leader in mobile internet, delivering expanded choice in devices, services and applications. In recent weeks, AT&T:

 
        --  Introduced Mobile Share Advantage (MSA) plans, 
             which offer more data at a lower cost per 
             megabyte than some of the plans previously 
             offered by AT&T. With the new MSA plans, customers 
             get unlimited talk and text, rollover data 
             and shareable data with no overage charges. 
             In place of overage charges, once a customer 
             uses the data in a plan, data speeds are reduced 
             for the remainder of the billing cycle. 
 
 
        --  Reached agreements with Empresa De Telecomunicaciones 
             De Cuba to allow AT&T wireless customers to 
             roam in Cuba and to enable direct interconnection 
             between the U.S. and Cuba. The deal continues 
             to enhance AT&T's global coverage for customers. 
 
 
        --  Enhanced the AT&T THANKS program by adding 
             priority presale ticket access to popular 
             Live Nation concerts. The first two presales 
             gave customers early access to tickets to 
             see Panic! At the Disco and Thomas Rhett. 
             The company also introduced new tiers with 
             benefits and offers to complement customers' 
             needs. 
 
 
        --  Launched a new smartphone plan for Cricket 
             customers starting at $30/month that includes 
             unlimited talk and text, plus 1GB of high-speed 
             data. 
 

October 23, 2016

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AT&T Intellectual Property.                                               Page 11 

International

The International segment includes wireless services in Mexico and satellite entertainment services in Latin America.

Total International revenues totaled $1.9 billion. Third-quarter operating expenses were $1.9 billion. AT&T's International operating loss totaled $54 million. Third-quarter operating income margin was (2.9)%.

MEXICO

AT&T owns and operates a wireless network in Mexico. AT&T covered about 74 million people in Mexico with 4G LTE at the end of the third quarter and expects to cover 100 million POPs by the end of 2018.

Total wireless revenues from Mexico totaled $582 million, up 0.2% versus the year-earlier quarter, largely due to subscriber growth offset by foreign exchange and competitive pressures. Third-quarter operating loss was $148 million compared to a loss of $134 million in the year-ago quarter, reflecting continued investment in operations, network and subscriber acquisition. Third-quarter operating expenses benefitted from a few one-time items. Margins in the fourth quarter are expected to be consistent with prior quarters.

In the quarter, AT&T added 163,000 postpaid subscribers and 606,000 prepaid subscribers to reach 10.7 million total wireless subscribers in Mexico, a 32% increase from a year ago.

DIRECTV LATIN AMERICA

AT&T is a leading provider of pay television services in Latin America with satellite operations serving Argentina, Brazil, Chile, Colombia, Ecuador, Peru, Uruguay, Venezuela and parts of the Caribbean. It also owns 41% of Sky Mexico. Sky Mexico financial results are accounted for as an equity method investment.

DIRECTV Latin America revenues reflect macroeconomic pressure with weakening local currencies. Total revenues from Latin America were $1.3 billion. Operating income was $94 million.

Third-quarter subscriber net losses were 48,000, driven by declines in Colombia, Argentina and Brazil. Total subscribers at the end of the quarter were 12.5 million. Sky Mexico had approximately 7.8 million subscribers as of June 30, 2016.

October 23, 2016

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AT&T Intellectual Property.                                               Page 12 

INTERNATIONAL HIGHLIGHTS

In recent weeks AT&T:

 
        --  Continued to make significant progress in 
             building the company's customer base and deploying 
             a 4G LTE network in Mexico, while expanding 
             distribution to match this expanded network 
             reach. 
 
 
        --  Opened additional points of sale throughout 
             the country. The company also completed the 
             rebrand of nearly 2,900 Nextel and Iusacell 
             points of sale to AT&T. 
 

October 23, 2016

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AT&T Intellectual Property.                                               Page 13 

AT&T Mobility

AT&T's U.S. mobility operations are divided between the Business Solutions and Consumer Mobility segments. For comparison purposes, the company is providing supplemental information for its total domestic mobility operations.

FINANCIAL HIGHLIGHTS

Wireless revenues reflected lower service revenues from the continued adoption of Mobile Share plans and lower equipment revenues primarily from fewer handset upgrades and higher bring-your-own-device subscribers.

 
        --  Total wireless revenues were $18.2 billion, 
             down 0.7% year over year, due to decreases 
             in service and equipment revenues. Wireless 
             service revenues of $15.0 billion were down 
             0.9% year over year but were up sequentially. 
             Continued growth of smartphones and tablets 
             partially offset adoption of Mobile Share 
             plans. Wireless equipment revenues decreased 
             0.2% to $3.2 billion. 
 
 
        --  Third-quarter wireless operating expenses 
             totaled $12.8 billion, down 0.8% year over 
             year, reflecting operating efficiencies and 
             lower sales volumes, which offset higher promotional 
             costs. Wireless operating income was $5.4 
             billion, down 0.5% year over year, reflecting 
             continued adoption of Mobile Share plans and 
             increased promotional activity. 
 
 
        --  Wireless margins reflect adoption of AT&T 
             Next(SM) , increases in BYOD customers, lower 
             smartphone upgrade volumes and continued efforts 
             to drive operating costs out of the business. 
             AT&T's reported third-quarter wireless operating 
             income margin was 29.6%, consistent with the 
             year-earlier quarter. 
 
 
        --  Wireless EBITDA margin was 41.2%, compared 
             to 40.7% in the third quarter of 2015. Wireless 
             EBITDA service margin was a best-ever 50.1%, 
             up from 49.4% in the year-ago quarter. 
 

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of

AT&T Intellectual Property.                                               Page 14 

ARPU

The continued adoption of AT&T Next is reflected in postpaid service ARPU (average revenues per user).

 
        --  Phone-only postpaid ARPU decreased 1.9% versus 
             the year-earlier quarter; however, phone-only 
             postpaid ARPU with AT&T Next monthly billings 
             increased 1.7% year over year. This growth 
             comes even with lower upgrade volumes, promotional 
             offers and an increasing number of customers 
             holding onto their devices after completing 
             Next payments. 
 

SUBSCRIBER METRICS

In the third quarter, AT&T posted a net increase in total wireless subscribers of 1.5 million to reach more than 133 million in service, up 6.9 million over the past year.

 
        --  The company added 212,000 postpaid subscribers 
             and 304,000 prepaid subscribers with gains 
             in both Cricket and GoPhone. 
 
 
        --  AT&T also added 1.3 million connected devices. 
             It lost 315,000 reseller subscribers in the 
             quarter, largely due to disconnects from the 
             company's 2G network. The company added 299,000 
             postpaid tablet and computing devices in the 
             quarter and lost 268,000 postpaid phone subscribers 
             with the majority of the losses in lower-ARPU 
             feature phones. 
 
 
        --  The company had 516,000 branded net adds (both 
             postpaid and prepaid) in the quarter, including 
             165,000 branded smartphone net adds. About 
             700,000 total branded smartphones were added 
             to the base. 
 
 
        --  The company expects to shut down its 2G 
             network on or around Jan. 1, 2017. At 
             the end of the third quarter, the company 
             had about 4 million 2G subscribers. This 
             includes 2.8 million connected devices, 
             673,000 reseller, 335,000 postpaid and 
             210,000 prepaid. This compares to more 
             than 6 million 2G subscribers at the end 
             of the second quarter. The company has 
             had success migrating these subscribers 
             and will continue those efforts in the 
             fourth quarter; however, the 2G shutdown 
             is expected to impact net adds and churn 
             in the fourth quarter. 
 

CHURN

Improvements in postpaid and prepaid churn helped offset higher connected device and reseller churn.

 
        --  Postpaid churn was 1.05%, compared to 1.16% 
             in the year-ago quarter, an 11 basis point 
             improvement. That includes about 2 basis points 
             of pressure from the 2G network shutdown. 
             Postpaid phone churn was 0.90%, a 14 basis 
             point improvement from the year-ago quarter. 
             Branded churn was 1.63%, compared to 1.68% 
             in the year-ago quarter. Total churn was 1.45%, 
             up from 1.33% in the year-ago quarter driven 
             by churn from the shutdown of the 2G network. 
             The planned shutdown of the 2G network contributed 
             more than 20 basis points of pressure to total 
             churn. 
 

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of

AT&T Intellectual Property.                                               Page 15 

SMARTPHONES

The company's branded smartphone base continued to grow in the quarter, and even more customers moved off the subsidy model - either choosing AT&T Next or bringing their own devices.

 
        --  The company had 7.0 million branded smartphone 
             gross adds and upgrades in the quarter, including 
             1.9 million from prepaid. The postpaid upgrade 
             rate in the quarter was 5.1%. 
 
 
        --  Sales on AT&T Next were 4.3 million, or 83% 
             of all postpaid smartphone gross adds and 
             upgrades. The company also had 595,000 BYOD 
             gross adds, the second most ever. That means 
             about 94% of postpaid smartphone transactions 
             in the quarter were non-subsidy. 
 
 
                     o  About 50% of the company's postpaid 
                         smartphone base is currently on AT&T 
                         Next, with almost 80% of postpaid smartphone 
                         subscribers on no-device-subsidy plans. 
 
 
        --  At the end of the quarter, 90%, or 58.7 million, 
             of AT&T's postpaid phone subscribers had smartphones. 
             Smartphones accounted for 96% of postpaid 
             phone sales during the quarter. 
 

DATA PLANS

Customers continue to choose Mobile Share and unlimited wireless with TV plans.

 
        --  The total number of Mobile Share connections 
             was 57.1 million with an average of about 
             3 devices per account. Nearly 40% of Mobile 
             Share accounts are on 15 gigabyte or larger 
             data plans. 
 
 
        --  About 6.7 million postpaid subscribers are 
             on unlimited wireless with TV plans. 
 

October 23, 2016

(c) 2016 AT&T Intellectual Property. All rights reserved. AT&T and the Globe logo are registered trademarks of

AT&T Intellectual Property.                                               Page 16 
 
AT&T Inc. 
Financial Data 
 
 
                          Consolidated Statements of Income 
-------------------------------------------------------------------------------------- 
Dollars in millions     Three Months                     Nine Months 
except per share            Ended                           Ended 
amounts 
Unaudited               September 30,      Percent      September 30,        Percent 
                      -----------------              ------------------- 
                       2016      2015      Change      2016       2015      Change 
-------------------   -------   -------   ---------  --------   --------   --------- 
Operating Revenues 
  Service             $37,272   $35,539     4.9%     $111,515   $ 94,042    18.6% 
  Equipment             3,618     3,552     1.9%       10,430     10,640    -2.0% 
--------------------   ------    ------               -------    ------- 
    Total Operating 
     Revenues          40,890    39,091     4.6%      121,945    104,682    16.5% 
--------------------   ------    ------               -------    ------- 
 
Operating Expenses 
   Cost of services 
   and 
   sales 
    Equipment           4,455     4,501    -1.0%       13,090     13,400    -2.3% 
    Broadcast, 
     programming 
     and operations     4,909     4,081    20.3%       14,239      6,351       -% 
    Other cost of 
     services 
     (exclusive of 
     depreciation 
     and 
     amortization 
     shown 
     separately 
     below)             9,526     9,214     3.4%       28,436     27,604     3.0% 
   Selling, general 
    and 
    administrative      9,013     9,107    -1.0%       26,363     24,535     7.5% 
   Depreciation and 
    amortization        6,579     6,265     5.0%       19,718     15,539    26.9% 
    Total Operating 
     Expenses          34,482    33,168     4.0%      101,846     87,429    16.5% 
--------------------   ------    ------               -------    ------- 
Operating Income        6,408     5,923     8.2%       20,099     17,253    16.5% 
--------------------   ------    ------               -------    ------- 
Interest Expense        1,224     1,146     6.8%        3,689      2,977    23.9% 
Equity in Net Income 
 of Affiliates             16        15     6.7%           57         48    18.8% 
Other Income 
 (Expense) 
 - Net                     (7)      (57)   87.7%          154         61       -% 
--------------------   ------    ------               -------    ------- 
Income Before Income 
 Taxes                  5,193     4,735     9.7%       16,621     14,385    15.5% 
Income Tax Expense      1,775     1,657     7.1%        5,803      4,784    21.3% 
--------------------   ------    ------               -------    ------- 
Net Income              3,418     3,078    11.0%       10,818      9,601    12.7% 
--------------------   ------    ------               -------    ------- 
 Less: Net Income 
  Attributable 
  to 
  Noncontrolling 
  Interest                (90)      (84)   -7.1%         (279)      (262)   -6.5% 
--------------------   ------    ------               -------    ------- 
Net Income 
 Attributable 
 to AT&T              $ 3,328   $ 2,994    11.2%     $ 10,539   $  9,339    12.8% 
====================   ======    ======               =======    ======= 
 
 
Basic Earnings Per 
 Share Attributable 
 to AT&T              $  0.54   $  0.50     8.0%     $   1.70   $   1.71    -0.6% 
   Weighted Average 
    Common 
    Shares 
    Outstanding 
    (000,000)           6,168     5,924     4.1%        6,171      5,447    13.3% 
 
Diluted Earnings Per 
 Share Attributable 
 to AT&T              $  0.54   $  0.50     8.0%     $   1.70   $   1.71    -0.6% 
   Weighted Average 
    Common 
    Shares 
    Outstanding 
    with Dilution 
    (000,000)           6,189     5,943     4.1%        6,191      5,463    13.3% 
--------------------   ------    ------   -----       -------    -------   ----- 
 
 
AT&T Inc. 
Financial Data 
 
 
                        Consolidated Balance Sheets 
--------------------------------------------------------------------------- 
Dollars in millions 
Unaudited                                              Sep.       Dec. 
                                                        30,        31, 
                                                       2016       2015 
--------------------------------------------------   --------   -------- 
Assets 
Current Assets 
Cash and cash equivalents                            $  5,895   $  5,121 
Accounts receivable - net of allowances for 
 doubtful accounts of $650 and $704                    16,855     16,532 
Prepaid expenses                                        1,333      1,072 
Other current assets                                   13,291     13,267 
---------------------------------------------------   -------    ------- 
Total current assets                                   37,374     35,992 
---------------------------------------------------   -------    ------- 
Property, Plant and Equipment - Net                   123,922    124,450 
Goodwill                                              105,271    104,568 
Licenses                                               94,241     93,093 
Customer Lists and Relationships - Net                 15,227     18,208 
Other Intangible Assets - Net                           8,734      9,409 
Investments in Equity Affiliates                        1,679      1,606 
Other Assets                                           16,527     15,346 
---------------------------------------------------   -------    ------- 
Total Assets                                         $402,975   $402,672 
===================================================   =======    ======= 
 
Liabilities and Stockholders' Equity 
Current Liabilities 
Debt maturing within one year                        $  7,982   $  7,636 
Accounts payable and accrued liabilities               28,849     30,372 
Advanced billing and customer deposits                  4,637      4,682 
Accrued taxes                                           2,686      2,176 
Dividends payable                                       2,948      2,950 
---------------------------------------------------   -------    ------- 
Total current liabilities                              47,102     47,816 
---------------------------------------------------   -------    ------- 
Long-Term Debt                                        117,239    118,515 
---------------------------------------------------   -------    ------- 
Deferred Credits and Other Noncurrent Liabilities 
Deferred income taxes                                  59,649     56,181 
Postemployment benefit obligation                      33,483     34,262 
Other noncurrent liabilities                           20,899     22,258 
---------------------------------------------------   -------    ------- 
Total deferred credits and other noncurrent 
 liabilities                                          114,031    112,701 
---------------------------------------------------   -------    ------- 
Stockholders' Equity 
Common stock                                            6,495      6,495 
Additional paid-in capital                             89,536     89,763 
Retained earnings                                      35,319     33,671 
Treasury stock                                        (12,589)   (12,592) 
Accumulated other comprehensive income                  4,850      5,334 
Noncontrolling interest                                   992        969 
---------------------------------------------------   -------    ------- 
Total stockholders' equity                            124,603    123,640 
---------------------------------------------------   -------    ------- 
Total Liabilities and Stockholders' Equity           $402,975   $402,672 
===================================================   =======    ======= 
 
 
 
AT&T Inc. 
Financial Data 
 
 
                    Consolidated Statements of Cash Flows 
------------------------------------------------------------------------------ 
Dollars in millions                                          Nine Months 
                                                                 Ended 
Unaudited                                                   September 30, 
                                                        ---------------------- 
                                                          2016        2015 
-----------------------------------------------------   ---------  ----------- 
Operating Activities 
Net income                                              $ 10,818   $  9,601 
Adjustments to reconcile net income to net 
 cash provided by operating activities: 
Depreciation and amortization                             19,718     15,539 
Undistributed earnings from investments in 
 equity affiliates                                           (22)       (36) 
Provision for uncollectible accounts                       1,036        895 
Deferred income tax expense                                3,011      1,539 
Net gain from sale of investments, net of 
 impairments                                                 (88)       (46) 
Changes in operating assets and liabilities: 
Accounts receivable                                       (1,108)       737 
Other current assets                                       1,805        546 
Accounts payable and accrued liabilities                  (1,173)     1,332 
Equipment installment plan receivables and 
 securitizations                                             207     (1,682) 
Deferred fulfillment costs                                (1,883)      (884) 
Retirement benefit funding                                  (770)      (595) 
Other - net                                               (2,349)      (251) 
------------------------------------------------------   -------    ------- 
Total adjustments                                         18,384     17,094 
------------------------------------------------------   -------    ------- 
Net Cash Provided by Operating Activities                 29,202     26,695 
------------------------------------------------------   -------    ------- 
 
Investing Activities 
Capital expenditures: 
Purchase of property and equipment                       (15,283)   (13,356) 
Interest during construction                                (669)      (566) 
Acquisitions, net of cash acquired                        (2,922)   (30,694) 
Dispositions                                                 184         79 
Sales of securities, net                                     501      1,490 
------------------------------------------------------   -------    ------- 
Net Cash Used in Investing Activities                    (18,189)   (43,047) 
------------------------------------------------------   -------    ------- 
 
Financing Activities 
Net change in short-term borrowings with original 
 maturities of three months or less                            -         (1) 
Issuance of long-term debt                                10,140     33,967 
Repayment of long-term debt                              (10,688)    (9,962) 
Purchase of treasury stock                                  (444)         - 
Issuance of treasury stock (excluding acquisition 
 of DIRECTV)                                                 137        133 
Dividends paid                                            (8,850)    (7,311) 
Other                                                       (534)    (2,875) 
------------------------------------------------------   -------    ------- 
Net Cash (Used in) Provided by Financing Activities      (10,239)    13,951 
------------------------------------------------------   -------    ------- 
Net increase (decrease) in cash and cash equivalents         774     (2,401) 
Cash and cash equivalents beginning of year                5,121      8,603 
------------------------------------------------------   -------    ------- 
Cash and Cash Equivalents End of Period                 $  5,895   $  6,202 
======================================================   =======    ======= 
 
 
 
AT&T Inc. 
Consolidated Supplementary Data 
 
 
                                 Supplementary Financial Data 
---------------------------------------------------------------------------------------------- 
Dollars in millions       Three Months                        Nine Months 
except per share              Ended                               Ended 
amounts 
Unaudited                  September      Percent            September 30,          Percent 
                               30, 
                        ----------------               -------------------------- 
                         2016     2015    Change         2016          2015         Change 
---------------------   ------   ------   -------      --------      --------      --------- 
Capital expenditures 
   Purchase of 
    property 
    and equipment       $5,581   $5,028      11.0%     $ 15,283      $ 13,356       14.4% 
   Interest during 
    construction        $  232   $  227       2.2%     $    669      $    566       18.2% 
 
Dividends Declared 
 per Share              $ 0.48   $ 0.47       2.1%     $   1.44      $   1.41        2.1% 
 
End of Period Common 
 Shares Outstanding 
 (000,000)                                                6,141         6,152       -0.2% 
Debt Ratio                                                 50.1%         50.8%       -70  BP 
Total Employees                                         273,140       281,240       -2.9% 
----------------------   -----    -----   -------       -------       -------      ----- 
 
 
 
                                 Supplementary Operating Data 
---------------------------------------------------------------------------------------------- 
Subscribers and 
connections 
in thousands 
Unaudited                                                    September 30,          Percent 
                                                       -------------------------- 
                                                           2016          2015       Change 
---------------------    -----    -----   -------       -------       -------      --------- 
Wireless Subscribers 
   Domestic                                             133,338       126,406        5.5% 
    Mexico                                               10,698         8,091       32.2% 
----------------------   -----    -----   -------       -------       ------- 
Total Wireless 
 Subscribers                                            144,036       134,497        7.1% 
----------------------   -----    -----   -------       -------       ------- 
 
Total Branded Wireless 
 Subscribers                                            100,821        95,305        5.8% 
 
Video Connections 
   Domestic                                              25,321        25,450       -0.5% 
   PanAmericana                                           7,139         7,006        1.9% 
   Brazil                                                 5,337         5,538       -3.6% 
----------------------   -----    -----   -------       -------       ------- 
Total Video 
 Connections                                             37,797        37,994       -0.5% 
----------------------   -----    -----   -------       -------       ------- 
 
Broadband Connections 
   IP                                                    13,715        13,076        4.9% 
   DSL                                                    1,903         2,756      -31.0% 
----------------------   -----    -----   -------       -------       ------- 
Total Broadband 
 Connections                                             15,618        15,832       -1.4% 
----------------------   -----    -----   -------       -------       ------- 
 
Voice Connections 
   Network Access 
    Lines                                                14,603        17,352      -15.8% 
   U-verse VoIP 
    Connections                                           5,707         5,443        4.9% 
----------------------   -----    -----   -------       -------       ------- 
Total Retail Consumer 
 Voice Connections                                       20,310        22,795      -10.9% 
======================   =====    =====   =======       =======       =======      ===== 
 
 
 
 
                          Three Months                        Nine Months 
                              Ended                               Ended 
                           September      Percent            September 30,          Percent 
                               30, 
                        ----------------               -------------------------- 
                          2016     2015   Change           2016          2015       Change 
---------------------    -----    -----   -------       -------       -------      --------- 
Wireless Net 
Additions 
   Domestic              1,532    2,513     -39.0%        4,674         5,825      -19.8% 
   Mexico                  743     (231)        -%        2,014          (689)         -% 
Total Wireless Net 
 Additions               2,275    2,282      -0.3%        6,688         5,136       30.2% 
----------------------   -----    -----                 -------       ------- 
 
Total Branded Wireless 
 Net Additions           1,285      125         -%        3,881         1,405          -% 
 
Video Net Additions 
   Domestic                 (2)     (65)     96.9%         (103)          (37)         -% 
   PanAmericana            (36)      16         -%           73            16          -% 
  Brazil                   (12)    (129)     90.7%         (107)         (129)      17.1% 
----------------------   -----    -----                 -------       ------- 
Total Video Net 
 Additions                 (50)    (178)     71.9%         (137)         (150)       8.7% 
----------------------   -----    -----                 -------       ------- 
 
Broadband Net 
Additions 
   IP                      171      192     -10.9%          447           871      -48.7% 
   DSL                    (194)    (321)     39.6%         (607)       (1,067)      43.1% 
----------------------   -----    -----                 -------       ------- 
Total Broadband Net 
 Additions                 (23)    (129)     82.2%         (160)         (196)      18.4% 
----------------------   -----    -----   -------       -------       -------      ----- 
 
 
BUSINESS SOLUTIONS 
 
The Business Solutions segment provides services to business 
 customers, including multinational companies; governmental 
 and wholesale customers; and individual subscribers who 
 purchase wireless services through employer-sponsored 
 plans. We provide advanced IP-based services including 
 Virtual Private Networks (VPN); Ethernet-related products 
 and broadband, collectively referred to as strategic business 
 services; as well as traditional data and voice products. 
 We utilize our wireless and wired networks (referred to 
 as "wired" or "wireline") to provide a complete communications 
 solution to our business customers. 
 
                                         Segment Results 
-------------------------------------------------------------------------------------------------- 
Dollars in millions           Three Months                      Nine Months Ended 
                                  Ended 
Unaudited                    September 30,         Percent        September 30,          Percent 
                        ------------------------             ------------------------ 
                            2016         2015      Change        2016         2015      Change 
---------------------    ----------   ----------  ---------   ----------   ----------  --------- 
Segment Operating 
 Revenues 
   Wireless service     $ 8,049      $ 7,732        4.1%     $23,867      $23,003        3.8% 
   Fixed strategic 
    services              2,888        2,646        9.1%       8,447        7,745        9.1% 
   Legacy voice and 
    data services         4,046        4,616      -12.3%      12,567       14,081      -10.8% 
   Other service and 
    equipment               908          885        2.6%       2,652        2,585        2.6% 
   Wireless equipment     1,876        1,813        3.5%       5,422        5,499       -1.4% 
----------------------   ------       ------                  ------       ------ 
    Total Segment 
     Operating 
     Revenues            17,767       17,692        0.4%      52,955       52,913        0.1% 
----------------------   ------       ------                  ------       ------ 
 
Segment Operating 
 Expenses 
Operations and 
 support expenses        10,925       10,921          -%      32,584       32,966       -1.2% 
Depreciation and 
 amortization             2,539        2,474        2.6%       7,568        7,276        4.0% 
----------------------   ------       ------                  ------       ------ 
    Total Segment 
     Operating 
     Expenses            13,464       13,395        0.5%      40,152       40,242       -0.2% 
----------------------   ------       ------                  ------       ------ 
Segment Operating 
 Income                   4,303        4,297        0.1%      12,803       12,671        1.0% 
Equity in Net Income 
 of Affiliates                -            -          -%           -            -          -% 
---------------------    ------       ------                  ------       ------ 
Segment Contribution    $ 4,303      $ 4,297        0.1%     $12,803      $12,671        1.0% 
======================   ======       ======                  ======       ====== 
 
Segment Operating 
 Income Margin             24.2%        24.3%                   24.2%        23.9% 
----------------------   ------       ------      -----       ------       ------      ----- 
 
 
 
                                   Supplementary Operating Data 
-------------------------------------------------------------------------------------------------- 
Subscribers and 
 connections in 
 thousands 
Unaudited                                                         September 30,          Percent 
                                                             ------------------------ 
                                                                2016         2015       Change 
---------------------    ------       ------      -----       ------       ------      --------- 
Business Solutions 
 Wireless Subscribers 
   Postpaid/Branded                                           50,014       47,414        5.5% 
   Reseller                                                       58           83      -30.1% 
   Connected Devices                                          29,355       24,064       22.0% 
----------------------   ------       ------      -----       ------       ------ 
Total Business 
 Solutions Wireless 
 Subscribers                                                  79,427       71,561       11.0% 
----------------------   ------       ------      -----       ------       ------ 
 
Business Solutions IP Broadband 
 Connections                                                     963          891        8.1% 
============================================      =====       ======       ======      ===== 
 
 
 
                              Three Months                      Nine Months Ended 
                                  Ended 
                             September 30,         Percent        September 30,          Percent 
                        ------------------------             ------------------------ 
                            2016         2015      Change        2016         2015      Change 
---------------------    ----------   ----------  ---------   ----------   ----------  --------- 
Business Solutions 
Wireless Net 
Additions 
   Postpaid/Branded         191          265      -27.9%         509          850      -40.1% 
   Reseller                   1            8      -87.5%         (34)          14          -% 
   Connected Devices      1,290        1,602      -19.5%       4,067        4,104       -0.9% 
----------------------   ------       ------                  ------       ------ 
Total Business 
 Solutions Wireless 
 Net Additions            1,482        1,875      -21.0%       4,542        4,968       -8.6% 
----------------------   ------       ------                  ------       ------ 
 
Business Solutions 
 Wireless Postpaid 
 Churn                     0.97%        1.05%        -8  BP     0.97%        0.95%         2  BP 
----------------------   ------       ------                  ------       ------ 
 
Business Solutions 
 IP Broadband 
 Net Additions               15           20      -25.0%          52           70      -25.7% 
----------------------   ------       ------      -----       ------       ------      ----- 
 
 
ENTERTAINMENT GROUP 
 
The Entertainment Group segment provides video, internet, 
 voice communication, and interactive and targeted advertising 
 services to customers located in the U.S. or in U.S. territories. 
 We utilize our copper and IP-based wired network and/or 
 our satellite technology. 
 
 
                                         Segment Results 
-------------------------------------------------------------------------------------------------- 
Dollars in millions        Three Months Ended                      Nine Months 
                                                                       Ended 
Unaudited                    September 30,         Percent          September            Percent 
                                                                        30, 
                        ------------------------             ------------------------ 
                           2016         2015       Change       2016         2015       Change 
---------------------   -----------  -----------  ---------  -----------  -----------  --------- 
Segment Operating 
 Revenues 
   Video entertainment  $ 9,026      $ 7,162       26.0%     $26,893      $11,024          -% 
   High-speed internet    1,892        1,685       12.3%       5,562        4,861       14.4% 
   Legacy voice and 
    data services         1,168        1,419      -17.7%       3,725        4,547      -18.1% 
   Other service and 
    equipment               634          592        7.1%       1,909        1,868        2.2% 
----------------------   ------       ------                  ------       ------ 
    Total Segment 
     Operating 
     Revenues            12,720       10,858       17.1%      38,089       22,300       70.8% 
----------------------   ------       ------                  ------       ------ 
 
Segment Operating 
 Expenses 
Operations and 
 support expenses         9,728        8,450       15.1%      28,875       18,222       58.5% 
Depreciation and 
 amortization             1,504        1,389        8.3%       4,481        3,519       27.3% 
----------------------   ------       ------                  ------       ------ 
    Total Segment 
     Operating 
     Expenses            11,232        9,839       14.2%      33,356       21,741       53.4% 
----------------------   ------       ------                  ------       ------ 
Segment Operating 
 Income                   1,488        1,019       46.0%       4,733          559          -% 
Equity in Net Income 
 (Loss) of Affiliates         -            2          -%           1          (16)         -% 
----------------------   ------       ------                  ------       ------ 
Segment Contribution    $ 1,488      $ 1,021       45.7%     $ 4,734      $   543          -% 
======================   ======       ======                  ======       ====== 
 
Segment Operating 
 Income Margin             11.7%         9.4%                   12.4%         2.5% 
----------------------   ------       ------      -----       ------       ------      ----- 
 
 
 
                                   Supplementary Operating Data 
-------------------------------------------------------------------------------------------------- 
Subscribers and 
 connections in 
 thousands 
Unaudited                                                           September           Percent 
                                                                        30, 
                                                             ------------------------ 
                                                                 2016         2015      Change 
---------------------    ------       ------      -----       ----------   ----------  --------- 
Video Connections 
   Satellite                                                  20,777       19,570        6.2% 
   U-verse                                                     4,515        5,854      -22.9% 
----------------------   ------       ------      -----       ------       ------ 
Total Video 
 Connections                                                  25,292       25,424       -0.5% 
----------------------   ------       ------      -----       ------       ------ 
 
Broadband Connections 
   IP                                                         12,752       12,185        4.7% 
   DSL                                                         1,424        2,137      -33.4% 
----------------------   ------       ------      -----       ------       ------ 
Total Broadband 
 Connections                                                  14,176       14,322       -1.0% 
----------------------   ------       ------      -----       ------       ------ 
 
Voice Connections 
   Retail Consumer 
    Switched Access 
    Lines                                                      6,155        7,675      -19.8% 
   U-verse Consumer 
    VoIP Connections                                           5,378        5,216        3.1% 
----------------------   ------       ------      -----       ------       ------ 
Total Retail Consumer 
 Voice Connections                                            11,533       12,891      -10.5% 
======================   ======       ======      =====       ======       ======      ===== 
 
 
 
                           Three Months Ended                      Nine Months 
                                                                       Ended 
                             September 30,         Percent          September            Percent 
                                                                        30, 
                        ------------------------             ------------------------ 
                            2016         2015      Change        2016         2015      Change 
---------------------    ----------   ----------  ---------   ----------   ----------  --------- 
Video Net Additions 
   Satellite                323           26          -%         993           26          -% 
   U-verse                 (326)         (92)         -%      (1,099)         (66)         -% 
----------------------   ------       ------                  ------       ------ 
Total Video Net 
 Additions                   (3)         (66)      95.5%        (106)         (40)         -% 
----------------------   ------       ------                  ------       ------ 
 
Broadband Net 
Additions 
   IP                       156          172       -9.3%         396          802      -50.6% 
   DSL                     (161)        (278)      42.1%        (506)        (922)      45.1% 
----------------------   ------       ------                  ------       ------ 
Total Broadband 
 Net Additions               (5)        (106)      95.3%        (110)        (120)       8.3% 
----------------------   ------       ------      -----       ------       ------      ----- 
 
 
CONSUMER MOBILITY 
 
The Consumer Mobility segment provides nationwide wireless 
 service to consumers and wholesale and resale wireless 
 subscribers located in the U.S. or in U.S. territories. 
 We utilize our U.S. wireless network to provide voice 
 and data services, including high-speed internet, video, 
 and home monitoring services. 
 
                                         Segment Results 
-------------------------------------------------------------------------------------------------- 
Dollars in millions         Three Months                           Nine Months 
                                Ended                                 Ended 
Unaudited                   September 30,        Percent          September 30,         Percent 
                       -----------------------              ------------------------- 
                          2016         2015       Change        2016         2015       Change 
--------------------   -----------  ----------  ----------  ------------  -----------  --------- 
Segment Operating 
 Revenues 
   Service             $6,914       $7,363       -6.1%      $20,805       $22,019       -5.5% 
 
   Equipment            1,353        1,421       -4.8    %    3,976         4,298       -7.5% 
---------------------   -----  ---   -----                   ------  ---   ------ 
    Total Segment 
     Operating 
     Revenues           8,267        8,784       -5.9    %   24,781        26,317       -5.8% 
---------------------   -----  ---   -----                   ------  ---   ------ 
 
Segment Operating 
 Expenses 
Operations and 
 support 
 expenses               4,751        5,065       -6.2    %   14,343        15,808       -9.3% 
Depreciation and 
 amortization             944          976       -3.3    %    2,798         2,912       -3.9% 
---------------------   -----  ---   -----                   ------  ---   ------ 
    Total Segment 
     Operating 
     Expenses           5,695        6,041       -5.7    %   17,141        18,720       -8.4% 
---------------------   -----  ---   -----                   ------  ---   ------ 
Segment Operating 
 Income                 2,572        2,743       -6.2    %    7,640         7,597        0.6% 
Equity in Net Income 
 of Affiliates              -            -          -    %        -             -          -% 
--------------------    -----  ---   -----                   ------  ---   ------ 
 
Segment Contribution   $2,572       $2,743       -6.2    %  $ 7,640       $ 7,597        0.6% 
=====================   =====  ===   =====                   ======  ===   ====== 
 
Segment Operating 
 Income Margin           31.1    %    31.2%                    30.8    %     28.9% 
---------------------   -----  ---   -----      -----  ---   ------  ---   ------      ----- 
 
 
 
                                   Supplementary Operating Data 
-------------------------------------------------------------------------------------------------- 
Subscribers and 
connections 
in thousands 
Unaudited                                                         September 30,         Percent 
                                                            ------------------------- 
                                                                2016          2015      Change 
--------------------    -----  ---   -----      -----  ---   -----------   ----------  --------- 
Consumer Mobility 
 Subscribers 
   Postpaid                                                  27,374        29,257       -6.4% 
   Prepaid                                                   13,035        10,988       18.6% 
---------------------   -----  ---   -----      -----  ---   ------  ---   ------ 
Branded                                                      40,409        40,245        0.4% 
Reseller                                                     12,566        13,647       -7.9% 
Connected Devices                                               936           953       -1.8% 
---------------------   -----  ---   -----      -----  ---   ------  ---   ------ 
Total Consumer 
 Mobility 
 Subscribers                                                 53,911        54,845       -1.7% 
=====================   =====  ===   =====      =====  ===   ======  ===   ======      ===== 
 
 
 
                            Three Months                           Nine Months 
                                Ended                                 Ended 
                            September 30,        Percent          September 30,         Percent 
                       -----------------------              ------------------------- 
                           2016        2015       Change        2016          2015      Change 
--------------------    ----------   ---------  ----------   -----------   ----------  --------- 
Consumer Mobility 
 Net Additions 
   Postpaid                21           23       -8.7%           89           289      -69.2% 
   Prepaid                304          466      -34.8%        1,169           895       30.6% 
---------------------   -----  ---   -----      -----        ------  ---   ------      ----- 
Branded                   325          489      -33.5%        1,258         1,184        6.3% 
Reseller                 (316)         149          -%       (1,140)         (218)         -% 
Connected Devices          41            -          -%           14          (109)         -% 
---------------------   -----  ---   -----      -----        ------  ---   ------      ----- 
Total Consumer 
 Mobility 
 Net Additions             50          638      -92.2%          132           857      -84.6% 
---------------------   -----  ---   -----      -----        ------  ---   ------      ----- 
 
Total Churn              2.11%        1.90%        21  BP      2.06%         1.93%        13  BP 
Postpaid Churn           1.19%        1.33%       -14  BP      1.17%         1.23%        -6  BP 
---------------------   -----        -----      -----  ---   ------        ------      ----- 
 
 
INTERNATIONAL 
 
The International segment provides entertainment services 
 in Latin America and wireless services in Mexico. Video 
 entertainment services are provided to primarily residential 
 customers using satellite technology. We utilize our 
 regional and national wireless networks in Mexico to 
 provide consumer and business customers with wireless 
 data and voice communication services. Our international 
 subsidiaries conduct business in their local currency 
 and operating results are converted to U.S. dollars 
 using official exchange rates. 
 
                                      Segment Results 
--------------------------------------------------------------------------------------------  ---- 
Dollars in                Three Months                         Nine Months Ended 
millions                      Ended 
Unaudited                September 30,        Percent            September 30,           Percent 
                    ------------------------               -------------------------- 
                       2016         2015      Change           2016          2015        Change 
-----------------   -----------  -----------  -------      ------------  ------------  ----------- 
Segment Operating 
 Revenues 
   Video 
    entertainment   $1,297       $  945          37.2%     $ 3,649       $   945           -% 
   Wireless 
    service            484          494          -2.0%       1,428         1,153        23.9% 
   Wireless 
    equipment           98           87          12.6%         297           155        91.6% 
 
    Total Segment 
     Operating 
     Revenues        1,879        1,526          23.1%       5,374         2,253           -% 
 
 
Segment Operating 
Expenses 
Operations and 
 support expenses    1,640        1,384          18.5%       4,951         2,131           -% 
Depreciation and 
 amortization          293          225          30.2%         868           346           -% 
 
    Total Segment 
     Operating 
     Expenses        1,933        1,609          20.1%       5,819         2,477           -% 
 
Segment Operating 
 Income (Loss)         (54)         (83)         34.9%        (445)         (224)      -98.7% 
Equity in Net 
 Income (Loss) of 
 Affiliates              1           (4)            -%          24            (4)          -% 
 
Segment 
 Contribution       $  (53)      $  (87)         39.1%     $  (421)      $  (228)      -84.6% 
 
 
Segment Operating 
 Income Margin        (2.9)  %     (5.4)   %                  (8.3)  %      (9.9)  % 
 
 
 
 
                                Supplementary Operating Data 
--------------------------------------------------------------------------------------------  ---- 
Subscribers and 
connections in 
thousands 
Unaudited                                                        September 30,           Percent 
                                                               2016          2015       Change 
-----------------                                           ----------- 
Mexican Wireless 
Subscribers 
   Postpaid                                                  4,733         4,159        13.8% 
   Prepaid                                                   5,665         3,487        62.5% 
 
Branded                                                     10,398         7,646        36.0% 
Reseller                                                       300           445       -32.6% 
 
Total Mexican 
 Wireless 
 Subscribers                                                10,698         8,091        32.2% 
 
 
Latin America 
Satellite 
Subscribers 
   PanAmericana                                              7,139         7,006         1.9% 
   SKY Brazil                                                5,337         5,538        -3.6% 
 
Total Latin 
 America Satellite 
 Subscribers                                                12,476        12,544        -0.5% 
 
 
 
                       Three Months Ended                      Nine Months Ended 
                         September 30,          Percent          September 30,           Percent 
                    ------------------------               -------------------------- 
                        2016         2015       Change         2016          2015        Change 
 
Mexican Wireless 
 Net Additions 
   Postpaid            163           15             -%         444            47           -% 
   Prepaid             606         (210)            -%       1,670          (677)          -% 
 
Branded                769         (195)            -%       2,114          (630)          -% 
Reseller               (26)         (36)         27.8%        (100)          (59)      -69.5% 
 
Total Mexican 
 Wireless Net 
 Additions             743         (231)            -%       2,014          (689)          -% 
 
 
Latin America 
Satellite Net 
Additions 
   PanAmericana        (36)          16             -%          73            16           -% 
   SKY Brazil          (12)        (129)         90.7%        (107)         (129)       17.1% 
 
Total Latin 
 America Satellite 
 Net Additions         (48)        (113)         57.5%         (34)         (113)       69.9% 
 
 
 
SUPPLEMENTAL OPERATING INFORMATION - AT&T MOBILITY 
 
As a supplemental discussion of our operating results, for comparison purposes, we are providing 
 a view of our combined domestic wireless operations (AT&T Mobility). 
 
                                        Operating Results 
-------------------------------------------------------------------------------------------------- 
Dollars in                                                     Nine Months Ended 
millions               Three Months Ended 
Unaudited                  September 30,         Percent          September 30,         Percent 
 
                       2016           2015       Change        2016          2015       Change 
Operating 
Revenues 
   Service        $    14,963      $15,095       -0.9%     $ 44,673      $ 45,022       -0.8% 
   Equipment            3,229        3,234       -0.2%        9,398         9,797       -4.1% 
                      -------       ------ 
    Total 
     Operating 
     Revenues          18,192       18,329       -0.7%       54,071        54,819       -1.4% 
                      -------       ------ 
 
Operating 
Expenses 
Operations and 
 support 
 expenses              10,696       10,865       -1.6%       31,822        33,310       -4.5% 
Depreciation and 
 amortization           2,107        2,046        3.0%        6,244         6,082        2.7% 
                      -------       ------ 
    Total 
     Operating 
     Expenses          12,803       12,911       -0.8%       38,066        39,392       -3.4% 
                      -------       ------ 
Operating Income        5,389        5,418       -0.5%       16,005        15,427        3.7% 
Equity in Net 
Income of 
Affiliates                  -            -          -%            -             -          -% 
                      -------       ------ 
Operating 
 Contribution     $     5,389      $ 5,418       -0.5%     $ 16,005      $ 15,427        3.7% 
                      =======       ====== 
 
Operating Income 
 Margin                  29.6%        29.6%                    29.6%         28.1% 
                      =======       ====== 
 
 
 
                                   Supplementary Operating Data 
-------------------------------------------------------------------------------------------------- 
Subscribers and 
connections in 
thousands 
Unaudited                                                        September 30,          Percent 
                                                               2016          2015       Change 
                      -------       ------ 
AT&T Mobility 
Subscribers 
   Postpaid                                                  77,388        76,671        0.9% 
   Prepaid                                                   13,035        10,988       18.6% 
                      -------       ------ 
Branded                                                      90,423        87,659        3.2% 
Reseller                                                     12,624        13,729       -8.0% 
Connected 
 Devices                                                     30,291        25,018       21.1% 
                      -------       ------ 
Total AT&T 
 Mobility 
 Subscribers                                                133,338       126,406        5.5% 
                      -------       ------ 
 
Domestic 
 Licensed POPs 
 (000,000)                                                      323           321        0.6% 
 
 
 
 
                       Three Months Ended                      Nine Months Ended 
                         September 30,           Percent         September 30,          Percent 
                         2016         2015       Change        2016          2015       Change 
                      -------       ------ 
AT&T Mobility 
Net Additions 
   Postpaid               212          289      -26.6%          598         1,140      -47.5% 
   Prepaid                304          466      -34.8%        1,169           895       30.6% 
                      -------       ------ 
Branded                   516          755      -31.7%        1,767         2,035      -13.2% 
Reseller                 (315)         156          -%       (1,174)         (205)         -% 
Connected 
 Devices                1,331        1,602      -16.9%        4,081         3,995        2.2% 
                      -------       ------ 
Total AT&T 
 Mobility Net 
 Additions              1,532        2,513      -39.0%        4,674         5,825      -19.8% 
                      -------       ------ 
M&A Activity, 
 Partitioned 
 Customers and 
 Other 
 Adjustments                1           (9)         -%           24            27      -11.1% 
 
Total Churn              1.45%        1.33%        12  BP      1.41%         1.35%         6  BP 
Postpaid Churn           1.05%        1.16%       -11  BP      1.04%         1.06%        -2  BP 
                      -------       ------ 
 
 
SUPPLEMENTAL SEGMENT RECONCILIATION 
 
 
 
Dollars in millions 
Unaudited 
 
September 30, 2016 
 
                                                                                       Equity in 
                                  Operations              Depreciation   Operating    Net Income 
                                  and Support                  and         Income      (Loss) of       Segment 
                       Revenues    Expenses     EBITDA    Amortization     (Loss)     Affiliates    Contribution 
Business Solutions     $ 17,767   $    10,925   $ 6,842   $       2,539  $    4,303   $         -   $       4,303 
Entertainment Group      12,720         9,728     2,992           1,504       1,488             -           1,488 
Consumer Mobility         8,267         4,751     3,516             944       2,572             -           2,572 
International             1,879         1,640       239             293         (54)            1             (53  ) 
 
Segment Total            40,633        27,044    13,589           5,280       8,309   $         1   $       8,310 
 
Corporate and Other         270           270         -              17         (17) 
Acquisition-related 
 items                        -           290      (290)          1,282      (1,572) 
Certain Significant 
 items                      (13)          299      (312)              -        (312) 
AT&T Inc.              $ 40,890   $    27,903   $12,987   $       6,579  $    6,408 
 
 
 
September 30, 2015 
 
                                                                                       Equity in 
                                  Operations              Depreciation   Operating    Net Income 
                                  and Support                  and         Income      (Loss) of       Segment 
                       Revenues    Expenses     EBITDA    Amortization     (Loss)     Affiliates    Contribution 
Business Solutions     $ 17,692   $    10,921   $ 6,771   $       2,474  $    4,297   $         -   $       4,297 
Entertainment Group      10,858         8,450     2,408           1,389       1,019             2           1,021 
Consumer Mobility         8,784         5,065     3,719             976       2,743             -           2,743 
International             1,526         1,384       142             225         (83)           (4)            (87  ) 
 
Segment Total            38,860        25,820    13,040           5,064       7,976   $        (2)  $       7,974 
 
Corporate and Other         316           315         1               3          (2) 
Acquisition-related 
 items                      (85)          611      (696)          1,198      (1,894) 
Certain Significant 
 items                        -           157      (157)              -        (157) 
AT&T Inc.              $ 39,091   $    26,903   $12,188   $       6,265  $    5,923 
 
 
 
 
 
                                                Nine Months Ended 
Dollars in millions 
Unaudited 
 
September 30, 2016 
 
                                                                                       Equity in 
                                  Operations              Depreciation   Operating    Net Income 
                                  and Support                  and         Income      (Loss) of       Segment 
                       Revenues    Expenses     EBITDA    Amortization     (Loss)     Affiliates    Contribution 
Business Solutions     $ 52,955   $    32,584   $20,371   $       7,568  $   12,803   $         -   $      12,803 
Entertainment Group      38,089        28,875     9,214           4,481       4,733             1           4,734 
Consumer Mobility        24,781        14,343    10,438           2,798       7,640             -           7,640 
International             5,374         4,951       423             868        (445)           24            (421  ) 
 
Segment Total           121,199        80,753    40,446          15,715      24,731   $        25   $      24,756 
 
Corporate and Other         759           940      (181)             54        (235) 
Acquisition-related 
 items                        -           818      (818)          3,949      (4,767) 
Certain Significant 
 items                      (13)         (383)      370               -         370 
AT&T Inc.              $121,945   $    82,128   $39,817   $      19,718  $   20,099 
 
 
 
September 30, 2015 
 
                                                                                       Equity in 
                                  Operations              Depreciation   Operating    Net Income 
                                  and Support                  and         Income      (Loss) of       Segment 
                       Revenues    Expenses     EBITDA    Amortization     (Loss)     Affiliates    Contribution 
Business Solutions     $ 52,913   $    32,966   $19,947   $       7,276  $   12,671   $         -   $      12,671 
Entertainment Group      22,300        18,222     4,078           3,519         559           (16)            543 
Consumer Mobility        26,317        15,808    10,509           2,912       7,597             -           7,597 
International             2,253         2,131       122             346        (224)           (4)           (228  ) 
 
Segment Total           103,783        69,127    34,656          14,053      20,603   $       (20)  $      20,583 
 
Corporate and Other         984           785       199              47         152 
Acquisition-related 
 items                      (85)        1,604    (1,689)          1,439      (3,128) 
Certain Significant 
 items                        -           374      (374)              -        (374) 
AT&T Inc.              $104,682   $    71,890   $32,792   $      15,539  $   17,253 
 
 
 
 

Exhibit 99.3

Discussion and Reconciliation of Non-GAAP Measures

We believe the following measures are relevant and useful information to investors as they are part of AT&T's internal management reporting and planning processes and are important metrics that management uses to evaluate the operating performance of AT&T and its segments. Management also uses these measures as a method of comparing performance with that of many of our competitors.

Free Cash Flow

Free cash flow is defined as cash from operations minus Capital expenditures. Free cash flow after dividends is defined as cash from operations minus Capital expenditures and dividends. Free cash flow dividend payout ratio is defined as the percentage of dividends paid to free cash flow. We believe these metrics provide useful information to our investors because management views free cash flow as an important indicator of how much cash is generated by routine business operations, including Capital expenditures, and makes decisions based on it. Management also views free cash flow as a measure of cash available to pay debt and return cash to shareowners.

 
                 Free Cash Flow and Free Cash Flow Dividend Payout Ratio 
----------------------------------------------------------------------------------------- 
Dollars in millions                           Three Months Ended     Nine Months Ended 
                                                September 30,           September 30, 
                                               2016        2015       2016       2015 
Net cash provided by operating activities   $   10,995  $  10,797  $  29,202  $  26,695 
Less: Capital expenditures                     (5,813)    (5,255)   (15,952)   (13,922) 
Free Cash Flow                                   5,182      5,542     13,250     12,773 
 
Less: Dividends paid                           (2,951)    (2,438)    (8,850)    (7,311) 
Free Cash Flow after Dividends              $    2,231  $   3,104  $   4,400  $   5,462 
Free Cash Flow Dividend Payout Ratio             56.9%      44.0%      66.8%      57.2% 
 

Capital Investment

Capital Investment is a non-GAAP financial measure that adds to Capital expenditures the amount of vendor financing arrangements for capital improvements to our wireless network in Mexico. These favorable payment terms are considered vendor financing arrangements and are reported as repayments of debt instead of Capital expenditures. Management believes that Capital Investment provides relevant and useful information to investors and other users of our financial data in evaluating long-term investment in our business.

 
                         Capital Investment 
--------------------------------------------------------------------- 
Dollars in millions      Three Months Ended      Nine Months Ended 
                           September 30,             September 30, 
                          2016        2015         2016      2015 
Capital Expenditures   $    5,813  $   5,255  $    15,952  $ 13,922 
Vendor Financing               87          -          225         - 
Capital Investment     $    5,900  $   5,255  $    16,177  $ 13,922 
 

EBITDA

Our calculation of EBITDA, as presented, may differ from similarly titled measures reported by other companies. For AT&T, EBITDA excludes other income (expense) - net, and equity in net income (loss) of affiliates, as these do not reflect the operating results of our subscriber base or operations that are not under our control. Equity in net income (loss) of affiliates represents the proportionate share of the net income (loss) of affiliates in which we exercise significant influence, but do not control. Because we do not control these entities, management excludes these results when evaluating the performance of our primary operations. EBITDA also excludes interest expense and the provision for income taxes. Excluding these items eliminates the expenses associated with our capital and tax structures. Finally, EBITDA excludes depreciation and amortization in order to eliminate the impact of capital investments. EBITDA does not give effect to cash used for debt service requirements and thus does not reflect available funds for distributions, reinvestment or other discretionary uses. EBITDA is not presented as an alternative measure of operating results or cash flows from operations, as determined in accordance with U.S. generally accepted accounting principles (GAAP).

EBITDA service margin is calculated as EBITDA divided by service revenues.

When discussing our segment results, EBITDA excludes equity in net income (loss) of affiliates, and depreciation and amortization from segment contribution. For our supplemental presentation of our combined domestic wireless operations (AT&T Mobility), EBITDA excludes depreciation and amortization from Operating Income.

These measures are used by management as a gauge of our success in acquiring, retaining and servicing subscribers because we believe these measures reflect AT&T's ability to generate and grow subscriber revenues while providing a high level of customer service in a cost-effective manner. Management also uses these measures as a method of comparing segment performance with that of many of its competitors. The financial and operating metrics which affect EBITDA include the key revenue and expense drivers for which segment managers are responsible and upon which we evaluate their performance.

We believe EBITDA Service Margin (EBITDA as a percentage of service revenues) to be a more relevant measure than EBITDA Margin (EBITDA as a percentage of total revenue) for our Consumer Mobility segment operating margin and our supplemental AT&T Mobility operating margin. For the periods covered by this report, we subsidized a portion of some of our wireless handset sales, which are recognized in the period in which we sell the handset. Management views this equipment subsidy as a cost to acquire or retain a subscriber, which is recovered through the ongoing service revenue that is generated by the subscriber. We also use wireless service revenues to calculate margin to facilitate comparison, both internally and externally with our wireless competitors, as they calculate their margins using wireless service revenues as well.

There are material limitations to using these non-GAAP financial measures. EBITDA, EBITDA margin and EBITDA service margin, as we have defined them, may not be comparable to similarly titled measures reported by other companies. Furthermore, these performance measures do not take into account certain significant items, including depreciation and amortization, interest expense, tax expense and equity in net income (loss) of affiliates. Management compensates for these limitations by carefully analyzing how its competitors present performance measures that are similar in nature to EBITDA as we present it, and considering the economic effect of the excluded expense items independently as well as in connection with its analysis of net income as calculated in accordance with GAAP. EBITDA, EBITDA margin and EBITDA service margin should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with GAAP.

 
                    EBITDA, EBITDA Margin and EBITDA Service Margin 
Dollars in millions                         Three Months Ended      Nine Months Ended 
                                              September 30,             September 30, 
                                             2016        2015         2016      2015 
 
Net Income                                $    3,418  $   3,078  $    10,818  $  9,601 
Additions: 
   Income Tax Expense                          1,775      1,657        5,803     4,784 
   Interest Expense                            1,224      1,146        3,689     2,977 
   Equity in Net (Income) of Affiliates         (16)       (15)         (57)      (48) 
   Other (Income) Expense - Net                    7         57        (154)      (61) 
   Depreciation and amortization               6,579      6,265       19,718    15,539 
EBITDA                                        12,987     12,188       39,817    32,792 
 
 
Total Operating Revenues                      40,890     39,091      121,945   104,682 
Service Revenues                              37,272     35,539      111,515    94,042 
 
EBITDA Margin                                  31.8%      31.2%        32.7%     31.3% 
EBITDA Service Margin                          34.8%      34.3%        35.7%     34.9% 
 
 
               Segment EBITDA, EBITDA Margin and EBITDA Service Margin 
Dollars in millions                      Three Months Ended     Nine Months Ended 
                                           September 30,            September 30, 
                                          2016        2015         2016      2015 
Business Solutions Segment 
Segment Contribution                   $    4,303  $   4,297  $    12,803  $ 12,671 
Additions: 
Depreciation and amortization               2,539      2,474        7,568     7,276 
EBITDA                                      6,842      6,771       20,371    19,947 
 
Total Segment Operating Revenues           17,767     17,692       52,955    52,913 
 
Segment Operating Income Margin             24.2%      24.3%        24.2%     23.9% 
EBITDA Margin                               38.5%      38.3%        38.5%     37.7% 
 
Entertainment Group Segment 
Segment Contribution                   $    1,488  $   1,021  $     4,734  $    543 
Additions: 
Equity in Net (Income) of Affiliates            -        (2)          (1)        16 
Depreciation and amortization               1,504      1,389        4,481     3,519 
EBITDA                                      2,992      2,408        9,214     4,078 
 
Total Segment Operating Revenues           12,720     10,858       38,089    22,300 
 
Segment Operating Income Margin             11.7%       9.4%        12.4%      2.5% 
EBITDA Margin                               23.5%      22.2%        24.2%     18.3% 
 
Consumer Mobility Segment 
Segment Contribution                   $    2,572  $   2,743  $     7,640  $  7,597 
Additions: 
Depreciation and amortization                 944        976        2,798     2,912 
EBITDA                                      3,516      3,719       10,438    10,509 
 
Total Segment Operating Revenues            8,267      8,784       24,781    26,317 
Service Revenues                            6,914      7,363       20,805    22,019 
 
Segment Operating Income Margin             31.1%      31.2%        30.8%     28.9% 
EBITDA Margin                               42.5%      42.3%        42.1%     39.9% 
EBITDA Service Margin                       50.9%      50.5%        50.2%     47.7% 
 
International Segment 
Segment Contribution                   $     (53)  $    (87)  $     (421)  $  (228) 
Additions: 
Equity in Net (Income) of Affiliates          (1)          4         (24)         4 
Depreciation and amortization                 293        225          868       346 
EBITDA                                        239        142          423       122 
 
Total Segment Operating Revenues            1,879      1,526        5,374     2,253 
 
Segment Operating Income Margin             -2.9%      -5.4%        -8.3%     -9.9% 
EBITDA Margin                               12.7%       9.3%         7.9%      5.4% 
 
 
           Supplemental AT&T Mobility EBITDA, EBITDA Margin and EBITDA Service Margin 
Dollars in millions                                 Three Months Ended      Nine Months Ended 
                                                      September 30,             September 30, 
                                                    2016          2015         2016      2015 
 
AT&T Mobility 
Operating Contribution                        $       5,389  $     5,418  $    16,005  $ 15,427 
   Add: Depreciation and amortization                 2,107        2,046        6,244     6,082 
 
EBITDA                                                7,496        7,464       22,249    21,509 
 
Total Segment Operating Revenues                     18,192       18,329       54,071    54,819 
Service Revenues                                     14,963       15,095       44,673    45,022 
 
Segment Operating Income Margin                       29.6%        29.6%        29.6%     28.1% 
EBITDA Margin                                         41.2%        40.7%        41.1%     39.2% 
EBITDA Service Margin                                 50.1%        49.4%        49.8%     47.8% 
 

Adjusting Items

Adjusting items include revenues and costs we consider nonoperational in nature, such as items arising from asset acquisitions or dispositions. We also adjust for net actuarial gains or losses associated with our pension and postemployment benefit plans due to the often significant impact on our fourth-quarter results (we immediately recognize this gain or loss in the income statement, pursuant to our accounting policy for the recognition of actuarial gains and losses.) Consequently, our adjusted results reflect an expected return on plan assets rather than the actual return on plan assets, as included in the GAAP measure of income.

The tax impact of adjusting items is calculated using the effective tax rate during the quarter except for (1) adjustments related to Mexico operations, which are taxed at the 30% marginal rate for Mexico and (2) adjustments that, given their magnitude can drive a change in the effective tax rate, reflect the actual tax expense or combined marginal rate of approximately 38%.

 
                                               Adjusting Items 
-------------------------------------------------------------------------------------------------------------- 
Dollars in millions                                               Three Months Ended     Nine Months Ended 
                                                                    September 30,            September 30, 
                                                                    2016       2015         2016      2015 
 
Operating Revenues 
   Merger related deferred revenue                           $            -  $     85  $         -  $     85 
   Storm revenue credits                                                 13         -           13         - 
Adjustments to Operating Revenues                                        13        85           13        85 
 
Operating Expenses 
   DIRECTV and other video merger integration costs                     189       173          495       337 
   Mexico merger integration costs                                       84        42          231        83 
   Wireless merger integration costs                                     17       146           92       570 
  Leap network decommissioning                                            -       250            -       614 
   New cell site abandonment                                              -        35            -        35 
   Storm costs                                                           17         -           17         - 
   Employee separation costs                                            260       122          314       339 
   (Gain) loss on transfer of wireless spectrum                          22         -        (714)         - 
Adjustments to Operations and Support Expenses                          589       768          435     1,978 
 
   Amortization of intangible assets                                  1,282     1,171        3,949     1,284 
Adjustments to Operating Expenses                                     1,871     1,939        4,384     3,262 
 
Other 
   DIRECTV-related interest expense and exchange fees (1)                 -        38           16       142 
   (Gain) loss on sale of investments (2)                                 -         -            4         - 
Adjustments to Income Before Income Taxes                             1,884     2,062        4,417     3,489 
 
   Tax impact of adjustments                                            640       705        1,521     1,202 
   Tax-related items                                                      -      (34)            -       228 
 
Adjustments to Net Income                                    $        1,244  $  1,391  $     2,896  $  2,059 
(1) Includes interest expense incurred on the debt issued prior to the close of the DIRECTV 
 transaction and fees 
 associated with the exchange of DIRECTV notes for AT&T notes. 
(2) Residual effect of previously adjusted item. 
 

Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBITDA service margin and Adjusted diluted EPS are non-GAAP financial measures calculated by excluding from operating revenues, operating expenses and income tax expense certain significant items that are non-operational or non-recurring in nature, including dispositions and merger integration and transaction costs. Management believes that these measures provide relevant and useful information to investors and other users of our financial data in evaluating the effectiveness of our operations and underlying business trends.

Adjusted Operating Revenues, Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBITDA service margin and Adjusted diluted EPS should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with GAAP. AT&T's calculation of Adjusted items, as presented, may differ from similarly titled measures reported by other companies.

 
                 Adjusted Operating Income, Adjusted Operating Income Margin, 
           Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted EBITDA Service Margin 
Dollars in millions                                Three Months Ended     Nine Months Ended 
                                                     September 30,            September 30, 
                                                    2016        2015         2016      2015 
 
Operating Income                                 $    6,408  $   5,923  $    20,099  $ 17,253 
Adjustments to Operating Revenues                        13         85           13        85 
Adjustments to Operating Expenses                     1,871      1,939        4,384     3,262 
Adjusted Operating Income                             8,292      7,947       24,496    20,600 
 
EBITDA                                               12,987     12,188       39,817    32,792 
Adjustments to Operating Revenues                        13         85           13        85 
Adjustments to Operations and Support Expenses          589        768          435     1,978 
Adjusted EBITDA                                      13,589     13,041       40,265    34,855 
 
Total Operating Revenues                             40,890     39,091      121,945   104,682 
Adjustments to Operating Revenues                        13         85           13        85 
Total Adjusted Operating Revenues                    40,903     39,176      121,958   104,767 
Service Revenues                                     37,272     35,539      111,515    94,042 
Adjustments to Operating Revenues                        13         85           13        85 
Adjusted Service Revenues                            37,285     35,624      111,528    94,127 
 
Operating Income Margin                               15.7%      15.2%        16.5%     16.5% 
Adjusted Operating Income Margin                      20.3%      20.3%        20.1%     19.7% 
Adjusted EBITDA Margin                                33.2%      33.3%        33.0%     33.3% 
Adjusted EBITDA Service Margin                        36.4%      36.6%        36.1%     37.0% 
 
 
                                               Adjusted Diluted EPS 
------------------------------------------------------------------------------------------------------------------ 
                                                                     Three Months Ended      Nine Months Ended 
                                                                       September 30,             September 30, 
                                                                     2016          2015         2016      2015 
Diluted Earnings Per Share (EPS)                               $        0.54  $      0.50  $      1.70  $   1.71 
   Amortization of intangible assets                                    0.14         0.13         0.42      0.16 
   Merger integration and other costs(1)                                0.03         0.09         0.09      0.22 
   Employee separations                                                 0.03         0.01         0.03      0.04 
   Gain (loss) on transfer of wireless spectrum                            -            -       (0.07)         - 
   Tax-related items                                                       -         0.01            -    (0.04) 
Adjusted EPS                                                   $        0.74  $      0.74  $      2.17  $   2.09 
Year-over-year growth - Adjusted                                        0.0%                      3.8% 
Weighted Average Common Shares Outstanding 
 with Dilution (000,000)                                               6,189        5,943        6,191     5,463 
(1) Includes combined merger integration costs, Leap network decommissioning, DIRECTV-related 
 interest 
 expense and exchange fees, abandonments and other costs. 
 

Entertainment Group Segment

Adjusted Operating Revenues includes the external operating revenues from DIRECTV U.S. as reported in the DIRECTV Form 10-Q/A dated June 30, 2015 adjusted to (1) include operations reported in other DIRECTV operating segments that AT&T has chosen to manage in our Entertainment Group segment, (2) conform DIRECTV's practice of recognizing revenue to be received under contractual commitments on a straight line basis over the minimum contract period to AT&T's method of limiting the revenue recognized to the monthly amounts billed and (3) eliminate intercompany transactions from DIRECTV U.S. and the Entertainment Group segment. Adjusting Entertainment Group segment operating revenues provides for comparability between periods.

 
                        Entertainment Group Adjusted Operating Revenues 
------------------------------------------------------------------------------------------------ 
Dollars in millions                                 Three Months Ended     Nine Months Ended 
                                                      September 30,            September 30, 
                                                      2016       2015         2016      2015 
 
Segment Operating Revenues                     $       12,720  $ 10,858  $    38,089  $ 22,300 
DIRECTV Operating Revenues(1)                                     1,700                 14,864 
Adjustments: 
   Other DIRECTV operations                                           -                    182 
   Revenue recognition                                               35                    229 
   Intercompany eliminations                                        (6)                   (40) 
 
Adjusted Segment Operating Revenues            $       12,720  $ 12,587  $    38,089  $ 37,535 
Year-over-year growth - Adjusted                         1.1%                   1.5% 
(1) Includes results from July 1, 2015 through July 24, 2015 acquisition date. 
 

Net Debt to Adjusted EBITDA

Net Debt to EBITDA ratios are non-GAAP financial measures frequently used by investors and credit rating agencies and management believes these measures provide relevant and useful information to investors and other users of our financial data. The Net Debt to Adjusted EBITDA ratio is calculated by dividing the Net Debt by annualized Net Debt Adjusted EBITDA. Annualized Net Debt Adjusted EBITDA excludes severance-related adjustments as described in our credit agreements. Net Debt is calculated by subtracting cash and cash equivalents and certificates of deposit and time deposits that are greater than 90 days, from the sum of debt maturing within one year and long-term debt. Annualized Adjusted EBITDA is calculated by annualizing the year-to-date Net Debt Adjusted EBITDA.

 
                              Net Debt to Adjusted EBITDA 
Dollars in millions 
                                                   Three Months Ended 
                                             Mar. 31,   Jun. 30      Sep. 30   YTD 2016 
                                               2016      2016         2016 
Adjusted EBITDA                             $  13,279  $ 13,397   $   13,589  $  40,265 
   Add back severance                            (25)      (29)        (260)      (314) 
Net Debt Adjusted EBITDA                       13,254    13,368       13,329     39,951 
Annualized Net Debt Adjusted EBITDA                                              53,268 
   End-of-period current debt                                                     7,982 
   End-of-period long-term debt                                                 117,239 
Total End-of-Period Debt                                                        125,221 
   Less: Cash and Cash Equivalents                                                5,895 
Net Debt Balance                                                                119,326 
Annualized Net Debt Adjusted EBITDA Ratio                                          2.24 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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November 17, 2016 12:33 ET (17:33 GMT)

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