AT&T Mergers and Acquisitions Presentation Deck

Transaction Summary 5 Resulting Structure AT&T Shareholders 100% AT&T All assets ex WarnerMedia¹ Debt $43B 71% Discovery Shareholders 29% New Company WarnerMedia¹ + 43B of Debt 100% of Discovery ($15B of Debt) 1 Excludes certain assets including Xandr and Crunchyroll ● ● ● ● Structured as Reverse Morris Trust transaction, AT&T to spin/split out WarnerMedia¹ which will merge into Discovery Discovery to contribute 100% of its business and receive 29% of common equity AT&T will receive $43B (subject to adjustment) in a combination of cash, debt securities, and WarnerMedia's retention of certain debt AT&T shareholders to receive 71% of common equity distributed via shares of stock Unlocks value in WarnerMedia; shareholders can participate in potential upside of New Company AT&T Discovery

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