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Deutsche Telekom reports stable development in operations in the third quarter of 2012 at the same time as a considerable book loss(ENP Newswire Via Acquire Media NewsEdge) ENP Newswire - 09 November 2012 Release date- 08112012 - Deutsche Telekom showed an extremely positive development in operations in the third quarter of 2012. On the other hand, a considerable book loss had to be reported following an accounting-relevant special factor. Revenue from operations amounted to EUR 14.7 billion, the same level as in the previous year. Adjusted EBITDA declined by 2.6 percent to EUR 4.8 billion. By contrast, free cash flow increased by 37.4 percent to EUR 2.3 billion. For the first nine months of the year, adjusted EBITDA decreased slightly by 0.9 percent to EUR 14.0 billion, while free cash flow increased by 13.2 percent to EUR 5.1 billion. The Group reiterated its guidance and dividend statement for the full year 2012. Adjusted net profit totaled EUR 0.9 billion, 28.3 percent less than in the prior year. However, taking into account the fact that depreciation and amortization were discontinued in the United States in the prior year due to the agreement in place at the time with AT&T, adjusted net profit remained stable on a like-for-like basis. In unadjusted terms, there was a net loss in the third quarter of EUR 6.9 billion. This was due to the asset impairments, including on goodwill, at T-Mobile USA. This non-cash special accounting factor of EUR 7.4 billion resulted from an impairment test in connection with the agreement on the merger with MetroPCS. 'We made a forward-looking decision for our U.S. business in full awareness of the accounting consequences,' said Rene Obermann, CEO of Deutsche Telekom. 'Anyone seeing only the clear net loss is overlooking the fact that our operating business is completely on track. Unlike many of our competitors, we offer reliability.' CFO Timotheus Hottges explained the impact of the impairment test: 'The only reason why we had to recognize the impairment loss was that IFRS requires us to take the MetroPCS share price as valuation basis. The impairment loss, however, is not attributable to a change in management's assessment of the development in operations in the United States. Any future increase in value of the larger and more powerful newly combined entity is not taken into account in the carrying amount determined at this point in time.' Deutsche Telekom reduced its net debt by more than 10 percent year-on-year to EUR 39 billion. In the third quarter of 2012 alone, debt repayment amounted to EUR 2 billion. In light of its solid balance sheet ratios and stable operating performance, Deutsche Telekom can benefit from excellent conditions on the debt markets. In October alone, it succeeded in placing bonds with a total volume of more than EUR 1 billion at very favorable conditions. Regardless of this, investments in the future remained high. At EUR 2.2 billion, cash capex increased by 1.0 percent against the prior-year quarter. Germany - positive trends continue In Germany, the positive trend among users of the Internet-based television service Entertain, mobile contract customers, and VDSL lines continued in the third quarter of 2012. The number of Entertain customers reached 1.9 million by the end of September, 39 percent more than in the prior-year period. Year-on-year growth in fast VDSL lines even reached 55 percent. At the same time, line losses in Deutsche Telekom's traditional fixed network decreased by 12 percent compared with the same quarter in the prior year. Mobile contract net additions reached 555,000 in the third quarter. 171,000 of these new customers were added in branded business under the Deutsche Telekom and Congstar brands, while the rest were added in the fast-growing, but much lower-revenue reseller segment (service providers). At EUR 5.7 billion, revenue in the Germany operating segment was just 1.3 percent down on the prior-year level in the third quarter. At the same time, adjusted EBITDA declined 2.5 percent to EUR 2.4 billion due to increased market investments. The adjusted EBITDA margin therefore decreased slightly year-on-year, but at 41.9 percent, reached the high level of the second quarter. The trend in mobile service revenues has improved over the course of the year. While declining by 1.8 percent and 1.0 percent respectively in the first two quarters of the year, the decrease was at just 0.5 percent in the third quarter. This is the first sign of success on the way to winning back market leadership in mobile service revenues. Mobile data revenues increased by 21.2 percent compared with the third quarter of 2011 to EUR 498 million. Europe - good performance in a still challenging environment The national companies included in the Europe operating segment recorded robust development overall in the third quarter of 2012, despite an increasingly challenging environment. Economic development deteriorated once again and regulatory interventions such as the reduction in mobile termination rates in 9 out of 13 countries had a negative impact on revenue development quarter-on-quarter. In combination with special taxes imposed in a number of countries, the negative impact on revenue in the third quarter amounted to more than EUR 100 million compared with the prior-year period. In Hungary, for example, telecommunications companies have been subject to an additional special levy since July. This is already the second special levy to hit earnings in the industry in Hungary. Total revenue in the Europe segment declined 5.7 percent year-on-year to EUR 3.7 billion. At the same time, adjusted EBITDA decreased by 4.3 percent to EUR 1.3 billion. This results in an adjusted EDITDA margin for the third quarter of 2012 of 36.3 percent, 0.5 percentage points higher than one year before. Adjusted for the impact of exchange rate fluctuations, regulatory decisions in mobile communications and special levies, the decrease in revenue in the third quarter amounted to 3.1 percent and the drop in adjusted EBITDA to 1.7 percent. Successful calling plans increased profit at T-Mobile Netherlands. The Dutch company increased its adjusted EBITDA margin to 34.6 percent - 6.3 percentage points higher than in the prior-year quarter. Romania also recorded an encouraging performance, with adjusted EBITDA up by 8.3 percent. The mobile contract customer base for the whole segment increased by a million within a year, to 27.8 million. In the fixed-network segment, Internet-based television (IPTV) business performed well, with a 17.3 percent increase in the customer base. In Greece, OTE put a halt to losses in broadband customers, recording an increase of 3 percent. United States - total number of customers increased At T-Mobile USA, events were dominated by the announcement of the merger with MetroPCS and the appointment of the new CEO John Legere. The development of operations between July and September, however, showed a mixed picture, with encouraging trends and ongoing challenges. T-Mobile USA recorded 160,000 net additions in the third quarter. This was thanks to the strong performance in the branded prepay segment, with 365,000 branded prepay net additions. The contract customer segment recorded a loss of 492,000 customers in the past quarter, which was better than in the second quarter, but is still unsatisfactory. The churn rate for branded contract customers stood at 2.3 percent, a year-on-year decline of 0.3 percentage points. Against the second quarter, it increased slightly. One reason for this was the launch of iPhone 5 by other mobile operators. Revenue in the third quarter decreased by 5.9 percent year-on-year to USD 4.9 billion. Simultaneously, adjusted EBITDA decreased as expected by 14.2 percent to USD 1.2 billion as a result of increased spending on advertising. In euro terms, the strong development of the U.S. dollar exchange rate had a positive impact: Revenue increased by 6.3 percent and adjusted EBITDA declined by 3.0 percent. Systems Solutions - continued growth in external revenues In the third quarter of 2012, T-Systems used a new reporting logic for the first time. All internal IT activities in Germany, which had previously been distributed across the Germany, GHS, and T-Systems segments, were pooled within the Systems Solutions operating segment in the Telekom IT unit. As a milestone on the road to an efficient IT function, Telekom IT was launched as a cost center without margin charging as of July 1 of this year. This has a particularly substantial impact on earnings, since earnings attributable to revenues generated within the Group are eliminated. For better comparability, the prior-year figures were adjusted accordingly. External revenues in the Systems Solutions operating segment increased by 0.8 percent in the third quarter to EUR 1.6 billion. Revenue development is negatively impacted by persistently high competitive and price pressure in the industry. As far as internal revenues are concerned, T-Systems aims to scale back Telekom IT revenue for the long term because this type of income translates directly into IT costs for the Deutsche Telekom Group. Seasonal effects in the project business and cost-cutting measures meant that Telekom IT's revenues decreased substantially. Total revenue in the Systems Solutions segment decreased by 10.7 percent in the third quarter to EUR 2.2 billion. The segment's adjusted EBIT margin stood at 1.2 percent in the past quarter, compared with -0.1 percent on a like-for-like basis in the third quarter of 2011. For the first nine months of 2012, this profitability indicator amounted to 0.6 percent, compared with -0.4 percent between January and September 2011. Order entry declined by 5.8 percent compared with the prior-year quarter to EUR 1.6 billion.This reflects the ongoing trend towards smaller, cloud-based deals where the calculation of volumes is based on minimum purchase quantities. Contracts signed with the Catalan government, the chemicals company Clariant, and the oil company BP were some of the largest deals in the third quarter of 2012. The Deutsche Telekom Group at a glance*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Net revenue 14,651 14,670 (0.1) 43,462 43,742 (0.6) 58,653 Of which: domestic 6,438 6,550 (1.7) 19,185 19,738 (2.8) 26,361 Of which: international 8,213 8,120 1.1 24,277 24,004 1.1 32,292 Profit (loss) from operations (EBIT) (8,580) 2,391 n.a. (5,753) 5,619 n.a. 5,586 Adjusted EBIT 1,967 2,656 (25.9) 5,610 6,946 (19.2) 7,606 EBITDA 4,819 4,652 3.6 13,180 12,757 3.3 20,022 Adjusted EBITDA 4,777 4,907 (2.6) 13,951 14,074 (0.9) 18,685 Adjusted EBITDA margin 32.6% 33.4% (0.8p) 32.1% 32.2% (0.1p) 31.8% Net profit/ (loss) (6,900) 1,069 n.a. (6,048) 1,897 n.a. 557 Adjusted net profit 926 1,291 (28.3) 2,326 2,943 (21.0) 2,851 Free cash flowa 2,344 1,706 37.4 5,134 4,534 13.2 6,421 Cash capexb 2,198 2,177 1.0 5,993 6,176 (3.0) 8,406 Net debt 39,001 43,368 (10.1) 40,121 Number of employees at the reporting date 230,392 237,815 (3.1) 235,132 Comments on the table: a Before dividend payments and investments in spectrum, and before the effects of the PTC and AT&T transactions. b Cash outflows for investments in property, plant, and equipment, and intangible assets (excluding goodwill). Germany operating segment*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Total revenue 5,736 5,810 (1.3) 17,005 17,396 (2.2) 23,206 Net revenue 5,394 5,453 (1.1) 15,998 16,339 (2.1) 21,783 Profit (loss) from operations (EBIT) 1,302 1,356 (4.0) 3,454 3,494 (1.1) 4,520 Adjusted EBIT 1,318 1,374 (4.1) 3,806 4,051 (6.0) 5,209 EBITDA 2,385 2,445 (2.5) 6,740 6,702 0.6 8,864 Adjusted EBITDA 2,401 2,463 (2.5) 7,092 7,259 (2.3) 9,553 Adjusted EBITDA margin 41.9% 42.4% (0.5p) 41.7% 41.7% (0.0p) 41.1% Number of employees(average) 67,882 70,499 (3.7) 68,996 70,714 (2.4) 70,525 Comments on the table: The activities and functions of the Digital Services growth area and of the Internet service provider STRATO (Consumers) that were previously reported under the Germany operating segment have been consolidated under Group Headquarters & Shared Services from January 1, 2012, and reported as part of the DBU (Digital Business Unit). As of July 1, 2012, Deutsche Telekom reorganized the Group's IT infrastructure and pooled the existing units from the Germany operating segment and Group Headquarters & Shared Services into the Systems Solution operating segment as the new Telekom IT unit. The prior-year figures have been adjusted for better comparability. Europe operating segment*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Total revenue 3,654 3,873 (5.7) 10,813 11,352 (4.7) 15,124 Greece 825 930 (11.3) 2,472 2,679 (7.7) 3,546 Romania 260 268 (3.0) 784 799 (1.9) 1,072 Hungary 363 366 (0.8) 1,031 1,088 (5.2) 1,438 Poland 422 438 (3.7) 1,253 1,331 (5.9) 1,740 Czech Republic 273 272 0.4 787 822 (4.3) 1,092 Croatia 269 296 (9.1) 753 821 (8.3) 1,084 Netherlands 413 428 (3.5) 1,253 1,282 (2.3) 1,747 Slovakia 205 223 (8.1) 613 655 (6.4) 886 Austria 219 234 (6.4) 663 690 (3.9) 924 Bulgaria 86 108 (20.4) 285 306 (6.9) 413 Othera 377 373 1.1 1,082 1,057 2.4 1,414 Net revenue 3,479 3,695 (5.8) 10,295 10,836 (5.0) 14,431 Profit (loss) from operations (EBIT) 617 551 12.0 1,529 1,381 10.7 780 Adjusted EBIT 621 588 5.6 1,574 1,549 1.6 2,066 EBITDA 1,324 1,351 (2.0) 3,659 3,762 (2.7) 4,995 Adjusted EBITDA 1,328 1,388 (4.3) 3,701 3,930 (5.8) 5,241 Greece 310 349 (11.2) 920 979 (6.0) 1,300 Romania 78 72 8.3 216 201 7.5 274 Hungary 131 143 (8.4) 368 432 (14.8) 542 Poland 160 156 2.6 426 476 (10.5) 629 Czech Republic 136 116 17.2 375 391 (4.1) 509 Croatia 133 151 (11.9) 347 377 (8.0) 508 Netherlands 143 121 18.2 391 331 18.1 505 Slovakia 89 102 (12.7) 259 297 (12.8) 388 Austria 65 69 (5.8) 178 197 (9.6) 253 Bulgaria 33 42 (21.4) 106 118 (10.2) 158 Othera 49 68 (27.9) 118 132 (10.6) 181 Adjusted EBITDA margin 36.3% 35.8% 0.5p 34.2% 34.6% (0.4)p 34.6% Number of employees (average) 58,259 59,229 (1.6) 58,083 60,701 (4.3) 60,105 Comments on the table: The contributions of the national companies generally correspond to their respective unconsolidated financial statements and do not take consolidation effects at operating segment level into account. a Other: national companies of Albania, the F.Y.R.O. Macedonia, and Montenegro, as well as ICSS and Europe Headquarters. United States operating segment*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Total revenue 3,915 3,683 6.3 11,578 10,963 5.6 14,811 Net revenue 3,913 3,680 6.3 11,573 10,954 5.7 14,801 Profit (loss) from operations (EBIT) (10,108) 976 n.a. (9,368) 2,245 n.a. (710) Adjusted EBIT 342 1,025 (66.6) 1,182 2,325 (49.2) 1,721 EBITDA 1,133 976 16.1 3,074 2,708 13.5 3,697 Adjusted EBITDA 994 1,025 (3.0) 3,035 2,788 8.9 3,831 Adjusted EBITDA margin 25.4% 27.8% (2.4p) 26.2% 25.4% 0.8p 25.9% Number of employees(average) 28,586 34,005 (15.9) 30,367 35,121 (13.5) 34,518 Systems Solutions operating segment*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Total revenue 2,245 2,513 (10.7) 7,187 7,259 (1.0) 9,953 Net revenue 1,600 1,587 0.8 4,838 4,841 (0.1) 6,567 Order entry 1,614 1,713 (5.8) 5,115 5,468 (6.5) 7,396 EBIT (39) (118) 66.9 (239) (228) (4.8) (290) Adjusted EBIT 27 (2) n.a. 43 (31) n.a. 23 Adjusted EBIT margin 1.2% (0.1%) 1.3p 0.6% (0.4%) 1.0p 0.2% EBITDA 119 49 n.a. 225 265 (15.1) 379 Adjusted EBITDA 185 155 19.4 507 452 12.2 672 Adjusted EBITDA margin 8.2% 6.2% 2.0p 7.1% 6.2% 0.9p 6.8% Number of employees (average) 52,816 52,248 1.1 52,659 52,250 0.8 52,241 Comment on the table: As of July 1, 2012, Deutsche Telekom reorganized the Group's IT infrastructure and pooled the existing units from the Germany operating segment and Group Headquarters & Shared Services into the Systems Solution operating segment as the new Telekom IT unit. The prior-year figures have been adjusted for better comparability. Group Headquarters & Shared Services*: Q3 2012 millions of EUR Q3 2011 millions of EUR Change % Q1-Q3 2012 millions of EUR Q1-Q3 2011 millions of EUR Change % FY 2011 millions of EUR Total revenue 727 743 (2.2) 2,176 2,219 (1.9) 2,977 Net revenue 265 255 3.9 758 772 (1.8) 1,071 Profit (loss) from operations (EBIT) (362) (362) 0.0 (1,120) (1,269) 11.7 1,274 Adjusted EBIT (352) (318) (10.7) (986) (945) (4.3) (1,424) EBITDA (152) (156) 2.6 (511) (675) 24.3 2,081 Adjusted EBITDA (142) (112) (26.8) (377) (351) (7.4) (617) Number of employees (average) 23,156 23,004 0.7 22,821 23,058 (1.0) 22,980 Comments on the table: As of July 1, 2012, Deutsche Telekom reorganized the Group's IT infrastructure and pooled the existing units from the Germany operating segment and Group Headquarters & Shared Services into the Systems Solution operating segment as the new Telekom IT unit. The prior-year figures have been adjusted for better comparability. The activities and functions of the Digital Services growth area and of the Internet service provider STRATO (Consumers) that were previously reported under the Germany operating segment have been consolidated under Group Headquarters & Shared Services from January 1, 2012, and reported as part of the DBU (Digital Business Unit). The prior-year figures have been adjusted for better comparability. Deutsche Telekom defines EBITDA as profit/loss from operations before depreciation, amortization, and impairment losses. Development of customer numbers in the third quarter of 2012 Germany operating segment: Sept. 30, 2012 thousands Sept. 30, 2011 thousands Change thousands Change % Fixed network Fixed-network lines 22,620 23,694 (1,074) (4.5) Retail broadband lines 12,424 12,201 223 1.8 TV 1,906 1,375 531 38.6 Unbundled local loop lines (ULLs) 9,453 9,570 (117) (1.2) Wholesale unbundled lines 1,283 1,198 85 7.1 Wholesale bundled lines 562 757 (195) (25.8) Mobile communications Mobile customers 35,994 34,905 1,089 3.1 Europe operating segment: Sept. 30, 2012 thousands Sept. 30, 2011 thousands Change thousands Change % Europe total Fixed-network lines 10,089 10,751 (662) (6.2) Retail broadband lines 4,688 4,530 158 3.5 Unbundled local loop lines (ULLs) 1,925 1,720 205 11.9 Wholesale unbundled lines 67 48 19 39.6 Wholesale bundled lines 155 156 (1) (0.6 Mobile customers 61,536 59,467 2,065 3.5 Greece Fixed-network lines Broadband lines Mobile customers 3,078 1,170 7,778 3,433 1,136 7,873 (355) 34 (95) (10.3) 3.0 (1.2) Romania Fixed-network lines Broadband lines Mobile customers 2,443 1,114 6,470 2,523 1,052 6,540 (80) 62 (70) (3.2) 5.9 (1.1) Hungary Fixed-network lines Broadband lines Mobile customers 1,419 868 4,820 1,506 832 4,790 (87) 36 30 (5.8) 4.3 0.6 Poland Mobile customers 15,575 13,406 2,169 16.2 Czech Republic Fixed-network lines Broadband lines Mobile customers 105 105 5,415 93 93 5,399 12 12 16 12.9 12.9 0.3 Croatia Fixed-network lines Broadband lines Mobile customers 1,322 652 2,443 1,395 648 2,485 (73) 4 (42) (5.2) 0.6 (1.7) Netherlands Fixed-network lines Broadband lines Mobile customers 288 280 4,761 297 287 4,935 (9) (7) (174) (3.0) (2.4) (3.5) Slovakia Fixed-network lines Broadband lines Mobile customers 977 473 2,313 1,029 457 2,318 (52) 16 (5) (5.1) 3.5 (0.2) Austria Mobile customers 4,076 3,934 142 3.6 Bulgaria Mobile customers 4,441 4,166 275 6.6 Othera Fixed-network lines Broadband lines Mobile customers 457 249 3,445 476 230 3,621 (19) 19 (176) (4.0) 8.3 (4.9) Comment on the table: a Other: national companies of Albania, the F.Y.R.O. Macedonia, and Montenegro. United States operating segment: Sept. 30, 2012 thousands Sept. 30, 2011 thousands Change thousands Change % Mobile customers 33,327 33,711 (384) (1.1) This media information contains forward-looking statements that reflect the current views of Deutsche Telekom management with respect to future events. These forward-looking statements include statements with regard to the expected development of revenue, earnings, profits from operations, depreciation and amortization, cash flows, and personnel-related measures. They should therefore be considered with caution. Such statements are subject to risks and uncertainties, most of which are difficult to predict and are generally beyond Deutsche Telekom's control. Among the factors that might influence our ability to achieve our objectives are the progress of our workforce reduction initiative and other cost-saving measures, and the impact of other significant strategic, labor, or business initiatives, including acquisitions, dispositions, business combinations, and our network upgrade and expansion initiatives. In addition, stronger than expected competition, technological change, legal proceedings, and regulatory developments, among other factors, may have a material adverse effect on our costs and revenue development. Further, the economic downturn in our markets and changes in interest and currency exchange rates, may also have an impact on our business development and the availability of financing on favorable conditions. Changes to our expectations concerning future cash flows may lead to impairment write downs of assets carried at historical cost, which may materially affect our results at the group and operating segment levels. If these or other risks and uncertainties materialize, or if the assumptions underlying any of these statements prove incorrect, our actual performance may materially differ from the performance expressed or implied by forward-looking statements. We can offer no assurance that our estimates or expectations will be achieved. Without prejudice to existing obligations under capital market law, we do not assume any obligation to update forward-looking statements to take new information or future events into account or otherwise. In addition to figures prepared in accordance with IFRS, Deutsche Telekom alsopresents non-GAAP financial performance measures, including, among others, EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, adjusted EBIT, adjusted net income, free cash flow, gross debt, and net debt. These non-GAAP measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with IFRS. Non-GAAP financial performance measures are not subject to IFRS or any other generally accepted accounting principles. Other companies may define these terms in different ways. Safe Harbor Statement Additional Information and Where to Find It This document also relates to a proposed transaction between MetroPCS Communications, Inc.('MetroPCS') and Deutsche Telekom AG ('Deutsche Telekom') in connection with T-Mobile USA, Inc.('T-Mobile'). The proposed transaction will become the subject of a proxy statement to be filed by MetroPCS with the Securities and Exchange Commission (the 'SEC'). This document is not a substitute for the proxy statement or any other document that MetroPCS may file with the SEC or send to its stockholders in connection with the proposed transaction. MetroPCS' investors and security holders are urged to read the proxy statement (including all amendments and supplements thereto) and all other relevant documents regarding the proposed transaction filed with the SEC or sent to MetroPCS' stockholders as they become available, because they will contain important information about the proposed transaction. All documents, when filed, will be available free of charge at the SEC's website (www.sec.gov). You may also obtain these documents by contacting MetroPCS' Investor Relations department at +1 (214) 570-4641, or via e-mail at [email protected]. This communication does not constitute a solicitation of any vote or approval. Participants in the Solicitation MetroPCS and its directors and executive officers will be deemed to be participants in any solicitation of proxies in connection with the proposed transaction, and Deutsche Telekom and its directors and executive officers may be deemed to be participants in such solicitation. Information about MetroPCS' directors and executive officers is available in MetroPCS' proxy statement dated April 16, 2012, for its 2012 Annual Meeting of Stockholders. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC regarding the proposed transaction when they become available. Investors should read the proxy statement carefully when it becomes available before making any voting or investment decisions. Cautionary Statement Regarding Forward-Looking Statements This document includes 'forward-looking statements' for the purpose of the 'safe harbor' provisions within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Any statements made in this document that are not statements of historical fact, including statements about our beliefs, opinions, projections, and expectations, are forward-looking statements and should be evaluated as such. These forward-looking statements often include words such as 'anticipate,' 'expect,' 'suggests,' 'plan,' 'believe,' 'intend,' 'estimates,' 'targets,' 'views,' 'projects,' 'should,' 'would,' 'could,' 'may,' 'become,' 'forecast,' and other similar expressions. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of MetroPCS, Deutsche Telekom, and T-Mobile and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to, the possibility that the proposed transaction is delayed or does not close, including due to the failure to receive the required MetroPCS stockholder approvals or required regulatory approvals, the taking of governmental action (including the passage of legislation) to block the transaction, the failure to satisfy other closing conditions, the possibility that the expected synergies will not be realized, or will not be realized within the expected time period, the significant capital commitments of MetroPCS and T-Mobile, global economic conditions, disruptions to the credit and financial markets, fluctuations in exchange rates, competitive actions taken by other companies, natural disasters, difficulties in integrating the two companies, disruption from the transaction making it more difficult to maintain business and operational relationships, possible disruptions or intrusions of MetroPCS' or T-Mobile's network, billing, operational support, and customer care systems which may limit or disrupt their ability to provide service, actions taken or conditions imposed by governmental or other regulatory authorities, and the exposure to litigation. Additional factors that could cause results to differ materially from those described in the forward-looking statements can be found in the MetroPCS' 2011 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, and other filings with the SEC available at the SEC's website (www.sec.gov). The forward-looking statements speak only as to the date made, are based on current assumptions and expectations, and are subject to the factors above, among others, and involve risks, uncertainties, and assumptions, many of which are beyond our ability to control or ability to predict. Neither MetroPCS' investors and security holders nor any other person should place undue reliance on these forward-looking statements. Neither MetroPCS, Deutsche Telekom, nor any other party undertake any duty to update any forward-looking statement to reflect events after the date of this document, except as required by law. 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