SBC/AT&T Merger Receives Clearance from U.S. Department of Justice
Combined Company to Divest Certain Assets;
Decision Underscores Competitive Realities of Marketplace
San Antonio, Texas, Bedminster, New Jersey, October 27, 2005
SBC Communications Inc. (NYSE: SBC) and AT&T (NYSE: T) today announced that the United States Department of Justice (DOJ) has cleared the merger of the two companies after an exhaustive review of the merger's potential impact on the market, requiring that the combined company permit competitors access to facilities in certain specified commercial buildings across the SBC 13-state region.
SBC and AT&T have agreed to provide access to certain buildings in SBC's operating territory where AT&T has fiber and the two companies are the only providers with facilities serving those buildings. The Department of Justice found no other competitive concerns that would warrant seeking to preclude the merger from being completed.
"The Justice Department has a comprehensive view of the state of the communications industry, and its decision reflects a fair and impartial determination that, with these narrowly tailored conditions, the merger of SBC and AT&T will not harm competition," said James D. Ellis, SBC senior executive vice president and general counsel. "We applaud the DOJ staff for conducting such a thorough analysis and for recognizing the competitive nature of today's marketplace in reaching its decision."
"After a tough but fair process, we are pleased to have reached this major milestone in the approvals of our merger," said Jim Cicconi, AT&T executive vice president and general counsel. "We expect to gain FCC approval shortly, secure approval from the remaining states and, after that, to close the merger as quickly as possible."
Since the two companies announced plans to merge in January, approvals have been received from 33 of 36 states with clearance processes and from the District of Columbia.
Reviews are pending with the Federal Communications Commission and in Arizona, California and Ohio.
The companies expect that the approval process will be completed this fall and that the merger will close later this year. Until that time, SBC and AT&T will operate as separate and independent companies and continue to serve their respective customers.
SBC Communications Inc. is a Fortune 50 company whose subsidiaries, operating under the SBC brand, provide a full range of voice, data, networking, e-business, directory publishing and advertising, and related services to businesses, consumers and other telecommunications providers. SBC holds a 60 percent ownership interest in Cingular Wireless, which serves more than 52 million wireless customers. SBC companies provide high-speed DSL Internet access lines to more American consumers than any other provider and are among the nation's leading providers of Internet services. SBC companies also offer satellite TV service. Additional information about SBC and SBC products and services is available at www.sbc.com.
For more than 125 years, AT&T (NYSE 'T') has been known for unparalleled quality and reliability in communications. Backed by the research and development capabilities of AT&T Labs, the company is a global leader in local, long distance, Internet and transaction-based voice and data services.
Cautionary Language Concerning Forward-Looking Statements
Information set forth in this news release contains forward-looking statements that are subject to risks and uncertainties, and actual results may differ materially. A discussion of factors that may affect future results is contained in SBC's filings with the Securities and Exchange Commission. SBC disclaims any obligation to update or revise statements contained in this news release based on new information or otherwise.