Indraneel Dev
Analyst · Mike Rollins, with Citi. Please go ahead
I think, if I can add, Jeff (ph.). I think the big ones are like Jeff (ph.) said in the purchase agreement that has been filed, so feel free to look through it. So, there's $1.4 billion of EMBARQ debt. We provided debt adjustments, so that's another $100 million. Between pension and OPEB liabilities, that's another $300 million. So that's the bulk of it. So, like Jeff (ph.) said just to underline that point, that's a liability [Indiscernible] and the rest of it is basically transaction costs and taxes that we incur on the transaction. I'll keep in mind these assets are very low tax basis. If you think about, we will be using NOLs. But at the same time, we are also using NOLs for our operating income. So, it depends on. The timing of the deal. And so, it is an estimate to 7 billion is an estimate the key work there is that's discretionary cash flow that we can decide on how we support our capital priorities, whether to invest in the business, pay down debt, and we will do that as we go along. So, from a cash flow perspective. That's something to keep in mind. Also, keep in mind that we are generating strong free cash flow today. So, if you just look at our fourth quarter guidance based on our updated guidance, we'll generate strong free cash flow there, even after factoring in the dividend. So, we feel pretty good about supporting all the capital priorities that Jeff laid out. Nothing specific to highlight in terms of 2022. I think we've already talked about CAF. You need to make sure you factored in the capital reduction there as well, and then we'll have more to say when we provide next year's guidance. In terms of the pension liability transport, I won't get into the specifics, but like we said on the 8-K, it doesn't materially change our funded status.