AT&T Completes Acquisition of Dobson Communications to Enhance Wireless Coverage

[blsemp]

Transition to Begin by Dec. 9; Customer Benefits to Include Improved Network Coverage and Access to Innovative Products and Services

San Antonio, Texas, November 15, 2007

AT&T Inc. (NYSE:T) today announced that it has completed its acquisition of Dobson Communications Corporation (NasdaqCEL), a provider of rural and suburban wireless communications services under the Cellular One brand. The combination of the two companies' wireless networks will allow AT&T to deliver broader wireless coverage to customers, including to nearly 1.7 million Dobson subscribers.1

"We remain committed to providing our wireless customers the best and broadest network to help them stay connected whenever, wherever and however they want," said Randall L. Stephenson, AT&T chairman and CEO. "This transaction will produce substantial benefits for customers of both AT&T and Dobson. AT&T's customers will enjoy deeper coverage in rural and suburban areas. Dobson's customers will have access to AT&T's full portfolio of innovative products and services."

"This transaction also creates value for AT&T stockholders," said Stephenson. "We expect to realize significant synergies and believe Dobson's customer base will provide considerable opportunities for continued growth."

The two companies have a long-standing relationship as roaming partners, and AT&T expects a smooth transition. AT&T will immediately begin to implement a carefully planned process to integrate the Dobson and AT&T wireless networks, combine product portfolios and merge customer care initiatives.

Enhanced Network Coverage and Service
The merger extends AT&T's coverage and services into a number of primarily rural and suburban areas in Alaska, Arizona, Illinois, Kansas, Kentucky, Maryland, Michigan, Minnesota, Missouri, New York, Ohio, Oklahoma, Pennsylvania, Texas, Virginia, West Virginia and Wisconsin.

Dobson customers will experience a number of benefits as a result of joining AT&T, including access to the nation's largest digital voice and data network, offering maximum convenience and flexibility wherever subscribers are. Dobson customers in AT&T's traditional 22-state wireline footprint, including subscribers in Illinois, Kansas, Kentucky, Michigan, Missouri, Ohio, Oklahoma, Texas and Wisconsin, will have the opportunity to join the nation's largest unlimited calling community — through AT&T UnitySM plans — with unlimited calling to more than 120 million AT&T home, business and wireless customers. Dobson customers traveling abroad will also have the advantage of access to lower-cost service in more than 190 countries.

With the addition of Dobson, AT&T's fully integrated GSM network now covers more than 290 million people in 13,000 U.S. cities and towns. The addition of Dobson's 850 MHz spectrum will also provide the opportunity for further expansion of third-generation (3G) GSM technology throughout the United States.

Brand Transition
AT&T will move quickly to rebrand Dobson as AT&T and to make AT&T's innovative products and services available to Dobson customers. By Dec. 9, virtually the full portfolio of AT&T products and services will be available at more than 200 Dobson retail locations2. By that same date, temporary signage will be installed in all Dobson locations. AT&T expects to complete the rebranding process, with permanent signage in all retail locations, by the end of second quarter 2008.

AT&T will honor the current rate plans of Dobson customers. However, Dobson customers will have the opportunity to migrate to AT&T rates plans without activation or upgrade fees. Dobson customers who choose AT&T calling plans will also benefit from Rollover ® Minutes, a feature exclusive to AT&T. Dobson Mobile-to-Mobile customers will also be able to reach AT&T's 65.7 million wireless customers. AT&T customer contracts will not change.

Merger Synergies and Financials
AT&T expects to realize significant synergies as a result of the transaction. The net present value of these potential synergies is approximately $2.5 billion and includes enhanced control over the customer experience through the reduction of roaming and savings in overhead and operations.

As previously reported, AT&T expects Year 1 dilution to earnings per share (EPS) from this transaction to be minimal — between $0.03 and $0.04 on a reported basis — and that the transaction will have a positive and growing impact on EPS and free cash flow starting in the second year after the acquisition closes. AT&T's financial outlook remains unchanged, with expected double-digit adjusted EPS growth in both 2007 and 2008. AT&T continues to expect strong growth in free cash flow after dividends — $6 billion to $7 billion in 2007.

As previously announced, under terms of the agreement, Dobson stockholders will receive $13.00 per share. In the coming days, AT&T's transfer agent will contact Dobson shareholders to provide instructions for completing the cash-for-stock exchange.

Approval Process
The completion of the Dobson acquisition comes after an extensive review process, which included approval by or filings with two states, the U.S. Department of Justice (DOJ) and the Federal Communications Commission (FCC).

As a result of the review process, AT&T will divest Dobson operations in four primarily rural areas — one in western Oklahoma, one in Texas and two in Kentucky. In addition, AT&T will divest the Cellular One name to a buyer that will continue to make it available for use by wireless carriers and will exit from its minority interests in Mid-Tex Cellular Ltd. and Northwest Missouri Cellular Limited Partnership. AT&T currently owns 1 percent or less in each of these entities.

AT&T will also voluntarily commit to an interim cap on federal eligible telecommunications carrier (ETC) support. This cap will be set at twelve times the level of support that AT&T and Dobson were collectively eligible to receive as competitive ETCs for the month of June 2007. This commitment by AT&T serves the public interest by minimizing pressure on the federal universal service fund caused by rapidly increasing demand for high-cost universal service support.

[walkguru]

Wirelessly posted (Walkguru's: Opera/8.01 (J2ME/MIDP; Opera Mini/3.1.8295/1724; en; U; ssr))

so it just gets better.

[blsemp]

I do hope so.

[Alienware_51]

So does this mean that Cellular One customers can call At&t customers as mobile to mobile now??? or do you have to switch over to an At&t plan?

[clock3687]

Originally Posted by blsemp

AT&T will honor the current rate plans of Dobson customers. However, Dobson customers will have the opportunity to migrate to AT&T rates plans without activation or upgrade fees. Dobson customers who choose AT&T calling plans will also benefit from Rollover ® Minutes, a feature exclusive to AT&T. Dobson Mobile-to-Mobile customers will also be able to reach AT&T's 65.7 million wireless customers. AT&T customer contracts will not change.

Originally Posted by Alienware_51

So does this mean that Cellular One customers can call At&t customers as mobile to mobile now??? or do you have to switch over to an At&t plan?

Yea, you've got 66 million new buddies that you can call for free. ATT is making dobson transition fairly quickly. Im surprised at how quickly its gone. Verizon is going to have a much tougher time integrating RCC.

[Alienware_51]

Originally Posted by clock3687

Yea, you've got 66 million new buddies that you can call for free. ATT is making dobson transition fairly quickly. Im surprised at how quickly its gone. Verizon is going to have a much tougher time integrating RCC.

Lol, ok, sweet. clock that is a sweet picture! i might have to put that as my background on my phone

[RadioFoneGuy]

Originally Posted by clock3687

Yea, you've got 66 million new buddies that you can call for free. ATT is making dobson transition fairly quickly. Im surprised at how quickly its gone. Verizon is going to have a much tougher time integrating RCC.

Dobson and The old ATT have been pretty close over the years and ATT was Dobsons primary roaming partner. Dobson pretty much followed in ATT footsteps to ensure the stable income.
ATT went TDMA, Dobson went TDMA. ATT went GSM, Dobson went GSM and so on. Dobson already had existing handoff back in forth between the old ATT and Cingular so merging to two will not be to bad.

[coalminer]

But if you are on one of the unlimited statewide plans, why would you want to switch to an AT&T plan? I wonder if they are going to force people on the unlimited plans to switch.

[SmArTeStChIlD421]

Originally Posted by Alienware_51

So does this mean that Cellular One customers can call At&t customers as mobile to mobile now??? or do you have to switch over to an At&t plan?

it said that mobile-to-mobile was a benefit of switching to an AT&T plans so no.....current Dobson customers who have not switched will not enjoy M2M to AT&Ts customer base unless they switch...

AT&T will honor the current rate plans of Dobson customers. However, Dobson customers will have the opportunity to migrate to AT&T rates plans without activation or upgrade fees. Dobson customers who choose AT&T calling plans will also benefit from Rollover ® Minutes, a feature exclusive to AT&T. Dobson Mobile-to-Mobile customers will also be able to reach AT&T's 65.7 million wireless customers. AT&T customer contracts will not change.

Originally Posted by coalminer

But if you are on one of the unlimited statewide plans, why would you want to switch to an AT&T plan? I wonder if they are going to force people on the unlimited plans to switch.

i dont think they will need to force people to switch.....just the benefits i quoted should be enough....

[budney]

I just signed up with Dobson a couple of days ago (knowing of the buy out) to take advantage of Dobson's $20 100 minute statewide plan and $15 unlimited data. AT&T has nothing close to this plan at this price point for post paid customers. This plan is perfect for me for for backup/emergency/network testing. I could care less about rollover or M2M, so AT&T is going to have to really entice me if they want me to switch to one of their plans.

[SmArTeStChIlD421]

yeah cuz they wont deny legacty Dobson customers the AT&T coverage and network........could they deny Dobson customers the 3G network???

[Katt505]

So, when are they integrating the towers? I'm debating on who to stick with (I have the Iphone, and I LOVE IT)...but I live in the boonies. Dobson was good in rural areas, so...why does my service remain shoddy? Sometimes I have to reboot the phone to get it from no service to 4 bars!!! I can be in the same area with no service, shut off the phone, turn it on, and get bars. It makes no sense. Is my phone bugging, or is it the service.

[SmArTeStChIlD421]

thats a good question.......they never really tell you all the technical details in the press releases........thats always internal

[Jay2TheRescue]

Originally Posted by Katt505

So, when are they integrating the towers? I'm debating on who to stick with (I have the Iphone, and I LOVE IT)...but I live in the boonies. Dobson was good in rural areas, so...why does my service remain shoddy? Sometimes I have to reboot the phone to get it from no service to 4 bars!!! I can be in the same area with no service, shut off the phone, turn it on, and get bars. It makes no sense. Is my phone bugging, or is it the service.

Its in the phone software. I ran into that problem with my phones briefly durring the Orange/Blue integration. The phone will not go to the other network as long as it can detect its home network. It does not matter that the signal is so weak you can't make a call, if the network is detected it will not roam. I had to either manually select my network, or disable 850 to make my phones go onto the Blue network. ATT has a full plate with their 3G rollout, but should get the networks integrated in the next few months.

-Jay

[budney]

If I remember right, AT&T was saying by the end of Q2 next year everything would be integrated.

[RadioFoneGuy]

Originally Posted by Jay2TheRescue

Its in the phone software. I ran into that problem with my phones briefly durring the Orange/Blue integration. The phone will not go to the other network as long as it can detect its home network. It does not matter that the signal is so weak you can't make a call, if the network is detected it will not roam. I had to either manually select my network, or disable 850 to make my phones go onto the Blue network. ATT has a full plate with their 3G rollout, but should get the networks integrated in the next few months.

-Jay

Att is going to set their network as the priority on the handset in the overlap areas, so if you have an ATT flashed sim it will prefere the ATT network over Dobsons similiar to the existing roaming set up. This is only suppose to be until next year then there will be network to network handoffs which there were already a few before the aquisiton.

I am in a Blue (ATTWS) market where there is alittle overlap where there are a few towers that have both ATT and Dobson sites. ATT calls the Cingular markets Orange the ATTWS blue and now they are calling Dobson RED.

[Jay2TheRescue]

Originally Posted by RadioFoneGuy

Att is going to set their network as the priority on the handset in the overlap areas, so if you have an ATT flashed sim it will prefere the ATT network over Dobsons similar to the existing roaming set up. This is only suppose to be until next year then there will be network to network handoffs which there were already a few before the acquisition.

I am in a Blue (ATTWS) market where there is alittle overlap where there are a few towers that have both ATT and Dobson sites. ATT calls the Cingular markets Orange the ATTWS blue and now they are calling Dobson RED.

So now we're Orange, Blue, and Red? Does Dobson primarily favor 850, 1900, or do they use both equally?

-Jay