EBITDA(1)

Sections

that have been made regarding, among other things, the timing of certain occurrences or impacts, may have changed since such date. In particular, the unaudited prospective financial information set forth below does not give effect to the merger transactions, nor does it take into account the effect of any failure of the merger transactions to occur, and should not be viewed as accurate in those contexts.

The inclusion of the unaudited prospective financial information herein should not be deemed an admission or representation by Sprint, T-Mobile, SoftBank, Deutsche Telekom or any of their respective affiliates that it or they view it as material information of Sprint, and in fact, none of the foregoing view the unaudited prospective financial information as material because of the inherent risks and uncertainties associated with such long-term projections. The unaudited prospective financial information should be evaluated in conjunction with the historical financial statements and other information regarding Sprint contained in this joint consent solicitation statement/prospectus and Sprint’s public filings with the SEC.

The following table presents selected unaudited prospective financial data of Sprint made available to the Sprint board of directors and the financial advisors to the Sprint independent committee and Sprint, as well as to T-Mobile and the financial advisors to the T-Mobile independent committee and T-Mobile (which we refer to as the “Sprint management Sprint forecasts”):

     Year Ended December 31,  

(in millions)

   2018E     2019E     2020E     2021E     2022E  

Service revenues

   $ 22,168     $ 23,136     $ 24,173     $ 25,253     $ 26,529  

Wireline, corporate and other revenues

     1,585       1,699       1,823       1,892       1,995  

Total revenues

     32,952       34,825       37,177       39,262       41,476  

EBITDA(1)

     11,737       14,032       16,010       17,676       19,458  

Adjusted EBITDA(2)

     11,890       14,132       16,080       17,728       19,509  

Cash capital expenditures(3)

     (5,636     (5,570     (5,451     (4,522     (4,683

Levered free cash flow(4)

     (2,444     545       620       2,938       4,281  
(1)

EBITDA is a non-GAAP measure, which is calculated as earnings before interest expense, net of interest income, income tax expense, depreciation and amortization expense and includes non-cash stock-based compensation as an expense.

(2)

Adjusted EBITDA is a non-GAAP measure, which is calculated as earnings before interest expense, net of interest income, income tax expense, depreciation and amortization expense and does not include non-cash stock-based compensation as an expense.

(3)

Calculated as cash capital expenditures related to the purchase of tangible assets.

(4)

Levered free cash flow is a non-GAAP measure, which is calculated as cash provided by operating activities less cash used in investing activities.

In addition to the Sprint management Sprint forecasts, at the request of the Sprint board of directors, Sprint management began in January 2018 the preparation of unaudited prospective financial data reflecting certain adjustments to the Sprint management Sprint forecasts, taking into account certain Sprint-specific and overall industry challenges (which Sprint management Sprint forecasts, as so adjusted, we refer to as the “adjusted Sprint management Sprint forecasts”). The adjusted Sprint management Sprint forecasts were initially discussed with the Sprint board of directors in January 2018, after which they were further refined and ultimately shared with the Sprint board of directors and the financial advisors to the Sprint independent committee and Sprint in April 2018. The following table presents the adjusted Sprint management Sprint forecasts:

     Year Ended December 31,  

(in millions)

   2018E     2019E     2020E     2021E     2022E  

Service revenues

   $ 22,170     $ 22,820     $ 23,343     $ 24,051     $ 25,106  

Wireline, corporate and other revenues

     1,583       1,699       1,823       1,892       1,995  

Total revenues

     32,952       34,462       36,142       37,719       39,589  

EBITDA(1)

     11,737       13,384       14,617       15,691       16,937  

Adjusted EBITDA(2)

     11,890       13,484       14,687       15,742       16,988  

Cash capital expenditures(3)

     (5,636     (5,570     (5,600     (5,700     (5,750

Levered free cash flow(4)

     (2,444     127       (663     (9     784  
(1)

EBITDA is a non-GAAP measure, which is calculated as earnings before interest expense, net of interest income, income tax expense, depreciation and amortization expense and includes non-cash stock-based compensation as an expense.

(2)

Adjusted EBITDA is a non-GAAP measure, which is calculated as earnings before interest expense, net of interest income, income tax expense, depreciation and amortization expense and does not include non-cash stock-based compensation as an expense.

(3)

Calculated as cash capital expenditures related to the purchase of tangible assets.

(4)

Levered free cash flow is a non-GAAP measure, which is calculated as cash provided by operating activities less cash used in investing activities.

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