Operator
Operator
Ladies and gentlemen, thank you for standing by and welcome to the 2016 AT&T's three quarter earnings call. At this time, all participants are in a listen-only mode. Later we will conduct a question-and-answer session, and instructions will be given at that time. I would now like to turn the conference over to our host, Michael Viola, Senior Vice President, Investor Relations. Please go ahead. Michael J. Viola - AT&T, Inc.: Thank you, Roxanne. Good morning, everyone, and welcome. As you know, on Saturday we announced an agreement for AT&T to acquire Time Warner. And the purpose of today's call is to provide additional background and perspective. AT&T also announced its third quarter results on Saturday, and we'll briefly go over those highlights as well. With me on the call today are Randall Stephenson, AT&T's Chairman and CEO; Jeff Bewkes, Chairman and CEO of Time Warner; John Stephens, AT&T's Chief Financial Officer. And also on the call is David McAtee, AT&T's Chief Counsel, who will take part in the Q&A portion of this call. Before we begin, I need to call your attention to the Safe Harbor statement. It says some of our comments today may be forward-looking, and as such they're subject to risks and uncertainties. Results may differ materially, and additional information is available on AT&T and Time Warner's SEC filings and on the Investor Relations page of AT&T and Time Warner's websites. As you know, we are in the quiet period for the FCC spectrum auction, so we cannot address any questions about spectrum today. I also need to – want to direct your attention to page 4, as that has information regarding SEC filings and now I'd like to turn the call over to AT&T Chairman and CEO, Randall Stephenson. Randall L. Stephenson - AT&T, Inc.: Okay. Thanks, Mike, and good morning, everybody. What we're going to do is Jeff and I are going to provide some color on the business combination, and then we'll spend our time addressing whatever questions you might have. Look, we're convinced this combination, Time Warner and AT&T, is a perfect match for our two companies. Vertically integrated, we'll be able to bring a fresh approach to how the media and communication industry works for customers, for content creators, for distributors, as well as advertisers. We'll be uniquely positioned to lead and even accelerate the next wave of innovation in terms of how people enjoy video entertainment. Time Warner is the global leader in media and entertainment with terrific brands and their brands we all know and love, from Game of Thrones to CNN and Superman, just to name a few. It is a vast content library and we believe it's the best on the planet, and hands down, Time Warner has the best creative talent and journalists in the industry. When you combine Time Warner's content with our scale and distribution, we have 100 million plus TV, mobile, and broadband subscribers. You put that with our customer insights and the addressable advertising opportunities that flow from that, we think we build something here that's really special and it creates significant strategic as well as financial benefits. With content distribution and customer insights, we'll be able to deliver new subscription, as well as adverting models and new content formats that traditional programmers have been hesitant to adopt, particularly for content, this design for mobile consumption and sharing on social media. Only content will help us innovate on new advertising options, which combined with subscriptions will help pay for the cost of content creation. And this two-sided business model, advertising and subscription-based, helps pay for creators to develop more great content and gives customers more choices in terms of how they get their content. And only AT&T will have the world's best premium content with the networks to deliver on every screen. We expect to close this transaction by the end of 2017, and I've been asked a lot why now. It comes at a time when the media and communication industries are converging, and Jeff and I sat down back in August to talk about where we saw the industry headed and how a combination between our companies would really remove a lot of the friction in the industry and help accelerate innovation in terms of content that's mobile, customized, and social. The next wave of innovation in this business takes vertical integration of premium content and distribution, and I suspect the rest of the industry is going to innovate right with us. And by the time our Time Warner deal closes at the end of next year, we'll be nearly two and a half years into integrating DIRECTV and that work is going to be essentially behind us. Our Time Warner deal is more of a bolt-on acquisition. It's not a normal full-blown integration like you've seen in past deals. The big part of the value of this transaction is Time Warner's outstanding leadership team and the amazing creative talent, the journalists that they put together. That's why we plan to run Time Warner the same way that it's run today. If you would turn to slide 6 in the deck and let's talk about the capabilities this business is going to have. First, we'll be the leader in premium content. Time Warner has an amazing portfolio of content creation and aggregation and some iconic brands across programming and TV and film production. HBO is the number one global leader in premium content subscriptions, producing hit shows like Game of Thrones, Silicon Valley and Veep for its HBO and Cinemax networks. Warner Brothers is the largest film and studio in the world, hit franchises like Harry Potter, Superman and The Voice, and box office hits like American Sniper, and it has the best and biggest entertainment library on the planet. Turner has top-rated basic cable network, TNT, TBS and Cartoon Network, Adult Swim, and Tuner's premium sports rights, including the NBA, March Madness, Major League Baseball. And that combined with our rights of the NFL SUNDAY TICKET is going to create a very strong sports programming portfolio. And Turner has great digital assets like Bleacher Report, CNN.com. If you look at slide 7, we'll have unmatched scale in distribution and customer relationships. 144 million mobile subscribers in the U.S. and Mexico, 45 million subscribers in the U.S. and throughout Latin America, make us the world's largest pay-TV provider. We have about 16 million U.S. broadband subscribers, and we have a growing OTT business with HBO NOW and soon DIRECTV Now. And also our joint venture with The Chernin Group, Otter Media has 1.2 million subscribers on its various SVOD services. And we have more than 88,000 retail points-of-sale across North America. And third, all that will give us some robust viewership insights, and we'll use those insights from our TV, mobile and broadband subscribers to inform what content we create. We'll develop content that's better tailored to what specific audience segments want to watch, when, where, and on which device. And we'll use the insights to expand the market for addressable advertising. And addressable advertising is far more effective and more valuable both to the advertisers and to our customer. Owning content will help us innovate on new advertising options, which combined with subscriptions will allow us to grow two-sided business models, help pay for the cost of content creation. And this two-sided business model, advertising and subscription-based, helps to pay for creators to develop more great content and gives customers more choices on how they get their content. If you move to slide 8, I want to walk you through the highlights of the transaction. Then later John Stephens is going to dive a little deeper into this. So we're paying $107.50 per share. It's half stock and half cash, and the stock portion is subject to a collar. And we believe this is the optimal capital structure for a deal of this size. The financial benefits are straightforward and we think they're significant. In the first year after closing it's accretive to margins and adjusted EPS and free cash flow on a per share basis. It improves our dividend coverage. It enhances and diversifies our revenue and earnings growth profile. And the structure of the deal allows us to maintain a strong balance sheet and strong investment-grade credit metric. The approvals are fairly straightforward. Time Warner shareholders will vote on it. And then we'll have regulatory reviews in the U.S., the EU, and a few other countries. And so that's the structure of the deal. What I'd like to do now is hand it over to Jeff Bewkes, the Chairman and CEO of Time Warner, and let him take you through his slides.