BellSouth unit Cingular/AT&T
Bellsouth Corp
26 October 2004
CONTACT: CLAY OWEN
Cingular Wireless
404-236-6153
clay.owen@cingular.com
JENNIFER BOWCOCK
Cingular Wireless
404-236-6319
jennifer.bowcock@cingular.com
Cingular Completes Merger With at&t wireless;
creates Nation's Largest carrier
New Cingular to serve 46 Million Customers
With Largest Digital Voice and Data Wireless Network in U.S.
Leadership Team Announced
ATLANTA - Oct. 26, 2004 - Cingular Wireless LLC, a joint venture between SBC
Communications Inc. (NYSE: SBC) and BellSouth Corp. (NYSE: BLS), said it has
completed its previously announced merger with AT&T Wireless Services Inc.,
creating the nation's biggest wireless carrier with the largest digital voice
and data network in the country. The newly combined company, with more than 46
million customers and an extensive nationwide network, will offer consumers
maximum convenience and flexibility, improved reliability, enhanced call quality
and the widest array of new and advanced services.
"It's a new day for wireless customers in America. We are committed to improving
the wireless experience and giving customers the coverage, the phones, the
capabilities and the call clarity they deserve," said Stan Sigman, president and
CEO of Cingular. "We are also committed to expanding our high-speed Third
Generation services to the ever-growing community of mobile data users. And
Cingular is laying the foundation to enable rural carriers to bring 3G services
to rural America."
All required federal regulatory authorities, including the U.S. Department of
Justice and the Federal Communications Commission, have approved the
transaction. Under terms of the agreement, AT&T Wireless shareholders will
receive $15 per common share, or approximately $41 billion.
Customer Benefits
Cingular will now start opening access to both the Cingular and AT&T Wireless
GSM networks to further improve coverage, allowing customers of both companies
to use the new, combined network without roaming charges. Customers also will
have the ability to make unlimited mobile-to-mobile calls to any Cingular or AT&
T Wireless customer.
"Cingular itself is the result of a merger of major wireless providers, so we
know a lot about successfully combining companies, networks and operations,"
said Sigman. "We'll use our employees' experience and expertise to bring the
full benefit of the combined company to our customers."
Cingular and AT&T Wireless customers will benefit from the new company's
enhanced spectrum position and combined network assets. This strong combination
will pave the way for a true 3G wireless network - UMTS (Universal Mobile
Telecommunications System) - to be delivered to customers in major urban and
suburban markets across the United States, making possible an even greater range
of new and advanced wireless services. Customers will have the widest choice of
handsets and devices in the industry and unmatched services for business
customers, including high-speed wireless connectivity for PCs and wireless email
devices.
The combined company will also greatly expand its global capabilities,
ultimately offering customers the largest international coverage of any U.S.
carrier. Customers can use their "world phones" to make calls on six continents
and in more than 100 countries. In addition, GPRS (General Packet Radio
Service) data roaming will be available in more than 50 countries for laptops,
PDAs and other data devices.
Seamless Transition
Customers of both companies will continue to enjoy the benefits of their current
phones, rate plans and features, without any service interruption. Customers
with questions or looking for more information should log on to www.cingular.com
for answers about the new company. Cingular will soon start communicating with
customers through advertising, and direct communications channels.
"We are working to make this transition as seamless as possible for customers of
AT&T Wireless," continued Sigman. "They can continue using their existing phones
and rate plans - but now have access to the largest digital voice and data
network in the country. And it's only going to get better from here - as we add
more capabilities and services our customers want."
Corporate Leadership Named
The new company's key leadership and organizational structure are now in place.
Stan Sigman will continue to serve as the president and CEO of the new company
and Ralph de la Vega will continue his current role as chief operating officer.
Pete Ritcher will be the chief financial officer, Thaddeus Arroyo will be chief
information officer and Joaquin Carbonell will serve as executive vice president
- general counsel. Rick Bradley will be executive vice president - human
resources, and Marc Lefar will be the chief marketing officer. The company will
continue to be headquartered in Atlanta.
"From the start, we have seen deep synergies between our two companies - in
compatible technologies, operations and systems; rich histories of product
innovation and more importantly, a management team with unmatched wireless
experience," continued Sigman. "We have taken some of the best talent from both
companies and brought them together to drive the next wave of innovation and
growth in the wireless industry."
ABOUT CINGULAR WIRELESS
Cingular Wireless is the largest wireless carrier in the United States, serving
more than 46 million customers. Cingular, a joint venture between SBC
Communications (NYSE: SBC) and BellSouth (NYSE: BLS), has the largest digital
voice and data network in the nation. Cingular is the only U.S. wireless carrier
to offer RolloverSM, the wireless plan that lets customers keep their unused
monthly minutes. Details of the company are available at www.cingular.com. Get
Cingular Wireless press releases e-mailed to you automatically. Sign up at
www.cingular.com/newsroom.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
In addition to historical information, this press release contains
forward-looking statements regarding matters that may affect our future
operating results, financial position and cash flows. These statements are based
on assumptions and estimates and are subject to risks and uncertainties.
There are possible developments that could cause our actual results to differ
materially from those forecasted or implied by our forward-looking statements.
You are cautioned not to place undue reliance on these forward-looking
statements, which are current only as of the date of this press release. We
disclaim any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
While the below list of cautionary statements is not exhaustive, some factors
that could affect future operating results, financial position and cash flows
and could cause actual results to differ materially from those expressed or
implied in the forward-looking statements are:
• the pervasive and intensifying competition in all markets where we operate;
• failure to quickly realize capital and expense synergies from, and possible
dispositions associated with, the acquisition of AT&T Wireless as a result
of technical, logistical, regulatory, business and other factors;
• problems associated with the transition of our network to higher speed
technologies;
• slow growth of our data services due to lack of popular applications,
terminal equipment, advanced technology and other factors;
• sluggish economic and employment conditions in the markets we serve;
• the final outcome of FCC proceedings, including rulemakings, and judicial
review, if any, of such proceedings;
• enactment and impact of state and federal laws, regulations and
requirements pertaining to our operations; and
• the outcome of pending or threatened complaints and litigation.
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