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Investors Media SUPPORT 5G FOR ALL English ENGLISH Disclaimer Important Additional Information In connection with the proposed transaction,
T-Mobile
US, Inc.
(T-Mobile)
has filed a registration statement on Form
S-4,
which contains a preliminary joint consent solicitation statement of
T-Mobile
and Sprint Corporation (Sprint), that also constitutes a preliminary prospectus of
T-Mobile
(the joint consent solicitation
statement/prospectus), and each party will file other documents regarding the proposed transaction with the U.S. Securities and Exchange Commission (the SEC). INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT CONSENT
SOLICITATION STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. When final, a definitive copy of the joint consent solicitation statement/prospectus will
be sent to
T-Mobile
and Sprint stockholders. Investors and security holders may obtain these documents free of charge from the SECs website or from
T-Mobile
or
Sprint. The documents filed by
T-Mobile
may be obtained free of charge at
T-Mobiles
website, at
www.t-mobile.com,
or at the
SECs website, at www.sec.gov, or from
T-Mobile
by requesting them by mail at
T-Mobile
US, Inc., Investor Relations, 1 Park Avenue, 14th Floor, New York, NY 10016,
or by telephone at
212-358-3210.
The documents filed by Sprint may be obtained free of charge at Sprints website, at www.sprint.com, or at the SECs website,
at www.sec.gov, or from Sprint by requesting them by mail at Sprint Corporation, Shareholder Relations, 6200 Sprint Parkway, Mailstop KSOPHF0302-3B679, Overland Park, Kansas 66251, or by telephone at
913-794-1091.
Participants in the Solicitation
T-Mobile
and Sprint and their respective directors and executive officers and other members of management and employees
may be deemed to be participants in the solicitation of consents in respect of the proposed transaction. Information about
T-Mobiles
directors and executive officers is available in
T-Mobiles
proxy statement dated April 26, 2018, for its 2018 Annual Meeting of Stockholders. Information about Sprints directors and executive officers is available in Sprints proxy statement
dated June 26, 2018, for its 2018 Annual Meeting of Stockholders, and in Sprints subsequent Current Report on Form
8-K
filed with the SEC on July 2, 2018. Other information regarding the
participants in the consent solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint consent solicitation statement/prospectus and other relevant materials filed with
the SEC regarding the transaction when they become available. Investors should read the joint consent solicitation statement/prospectus carefully before making any voting or investment decisions. You may obtain free copies of these documents from
T-Mobile
or Sprint as indicated above. No Offer or Solicitation This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. Cautionary Statement Regarding Forward-Looking Statements This communication contains certain forward-looking statements concerning
T-Mobile,
Sprint and the proposed transaction between
T-Mobile
and Sprint. All statements other than statements of fact, including information concerning future results, are
forward-looking statements. These forward-looking statements are generally identified by the words anticipate, believe, estimate, expect, intend, may, could or
similar expressions. Such forward-looking statements include, but are not limited to, statements about the benefits of the proposed transaction, including anticipated future financial and operating results, synergies, accretion and growth rates,
T-Mobiles,
Sprints and the combined companys plans, objectives, expectations and intentions, and the expected timing of completion of the proposed transaction. There are several factors which could
cause actual plans and results to differ materially from those expressed or implied in forward-looking statements. Such factors include, but are not limited to, the failure to obtain, or delays in obtaining, required regulatory approvals, and the
risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed transaction, or the failure to satisfy any of the other conditions to the proposed
transaction on a timely basis or at all; the occurrence of events that may give rise to a right of one or both of the parties to terminate the business combination agreement; adverse effects on the market price of
T-Mobiles
or Sprints common stock and on
T-Mobiles
or Sprints operating results because of a failure to complete the proposed transaction in the
anticipated timeframe or at all; inability to obtain the financing contemplated to be obtained in connection with the proposed transaction on the expected terms or timing or at all; the ability of
T-Mobile,
Sprint and the combined company to make payments on debt or to repay existing or future indebtedness when due or to comply with the covenants contained therein; adverse changes in the ratings of
T-Mobiles
or Sprints debt securities or adverse conditions in the credit markets; negative effects of the announcement, pendency or consummation of the transaction on the market price of
T-Mobiles
or Sprints common stock and on
T-Mobiles
or Sprints operating results, including as a result of changes in key customer, supplier, employee
or other business relationships; significant transaction costs, including financing costs, and unknown liabilities; failure to realize the expected benefits and synergies of the proposed transaction in the expected timeframes or at all; costs or
difficulties related to the integration of Sprints network and operations into
T-Mobile;
the risk of litigation or regulatory actions; the inability of
T-Mobile,
Sprint or the combined company to retain and hire key personnel; the risk that certain contractual restrictions contained in the business combination agreement during the pendency of the proposed transaction could adversely affect
T-Mobiles
or Sprints ability to pursue business opportunities or strategic transactions; effects of changes in the regulatory environment in which
T-Mobile
and
Sprint operate; changes in global, political, economic, business, competitive and market conditions; changes in tax and other laws and regulations; and other risks and uncertainties detailed in the Form
S-4,
as well as in
T-Mobiles
Annual Report on Form
10-K
for the fiscal year ended December 31, 2017 and in its subsequent reports on Form
10-Q,
including in the sections thereof captioned Risk Factors and Cautionary Statement Regarding Forward-Looking Statements, as well as in its subsequent reports on Form
8-K,
all of which are filed with the SEC and available at www.sec.gov and
www.t-mobile.com,
and in Sprints Annual Report on Form
10-K
for the fiscal year ended March 31, 2017 and in its subsequent reports on Form
10-Q,
including in the sections thereof captioned Risk Factors and
MD&A Forward-Looking Statements, as well as in its subsequent reports on Form
8-K,
all of which are filed with the SEC and available at www.sec.gov and www.sprint.com. Forward-looking
statements are based on current expectations and assumptions, which are subject to risks and uncertainties that may cause actual results to differ materially from those expressed in or implied by such forward-looking statements. Given these risks
and uncertainties, persons reading this communication are cautioned not to place undue reliance on such forward-looking statements.
T-Mobile
and Sprint assume no obligation to update or revise the information
contained in this communication (whether as a result of new information, future events or otherwise), except as required by applicable law.
T-Mobile
Contacts Media Contact Tara Darrow
MediaRelations@t-mobile.com
Investor Contact Nils Paellmann
Investor.relations@t-mobile.com Sprint
Contacts Media Contact Dave Tovar
David.Tovar@sprint.com Investor Contact Jud Henry Investor.Relations@sprint.com Filings | Disclaimer Spanish