What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-07-24 compared with 2025-04-29 · 50 added, 33 removed, 68 unchanged (55% of the section changed)

1 unchanged sentence

Dollars in millions except per share amounts

We actively manage the timing of our supplier payments for operating items to optimize the use of our cash.

Among other things, we seek to make payments on 90-day or greater terms, while providing the suppliers with access to bank facilities that permit earlier payments at their cost (referred to as supplier financing program).

In addition, for payments to suppliers of handset inventory, as part of our working capital initiatives, we have arrangements that allow us to extend the stated payment terms by up to 90 days at an additional cost to us (referred to as direct supplier financing).

The net impact of direct supplier financing, including principal and interest payments, was to decrease cash from operating activities approximately $2,146 and $2,120 for the six months ended June 30, 2025 and 2024, respectively.

All supplier financing payments are due within one year.

(See Note 10)

Cash Used in Investing Activities

For the first three months of 2025, cash used in investing activities totaled $4,958 and consisted primarily of $4,277 (including interest during construction) for capital expenditures.

During the first three months of 2025, investing activities also included $95 of FirstNet sustainability payments net of reinvestment, and approximately $560 for our investment in a new strategic partner related to wireline network transformation accounted for under the equity method of accounting.

For the first six months of 2025, cash used in investing activities totaled $11,044 and consisted primarily of $9,174 (including interest during construction) for capital expenditures.

During the first six months of 2025, investing activities also included $38 of FirstNet sustainability payments net of reinvestment, and $620 for our investment in a new strategic partner related to wireline network transformation accounted for under the equity method of accounting.

We enter into multi-year software licensing arrangements, which are typically paid over the license terms of two to five years and referred to as vendor financing.

1 unchanged sentence

Vendor financing is excluded from capital expenditures and reported as financing activities.

For the first three months of 2025, vendor financing payments were $203, compared to $841 for the first three months of 2024.

Capital expenditures for the first three months of 2025 were $4,277, and when including $203 cash paid for vendor financing, capital investment was $4,480 ($119 lower than the prior-year comparable period).

For the first six months of 2025, vendor financing payments were $423, compared to $1,391 for the first six months of 2024.

Capital expenditures for the first six months of 2025 were $9,174, and when including $423 cash paid for vendor financing, capital investment was $9,597 ($88 higher than the prior-year comparable period).

The vast majority of our capital expenditures are spent on our networks, including product development and related support systems.

During the first three months of 2025, we placed $378 of productive assets (primarily software) in service under vendor financing arrangements (compared to $99 in the prior-year comparable period).

During the first six months of 2025, we placed $831 of productive assets in service under vendor financing arrangements (compared to $523 in the prior-year comparable period).

The amount of capital expenditures is influenced by demand for services and products, capacity needs and network enhancements.

On July 2, 2025, we completed the sale of our interest in DIRECTV to TPG.

Upon close, we will record a current note receivable of approximately $3,600, which we expect to receive the majority of by the end of 2025, and a long-term note receivable of $500.

Cash Provided by or Used in Financing Activities

For the first three months of 2025, cash used in financing activities totaled $553 and was primarily comprised of debt repayments, dividend payments, preferred stock repurchase and vendor financing payments, offset by issuances of long-term debt and preferred interests.

A tabular summary of our debt activities for the three months ended March 31, 2025 is as follows:

Three months ended

March 31, 2025

For the first six months of 2025, cash used in financing activities totaled $598 and was primarily comprised of dividend payments, preferred and common stock repurchases, debt repayments and vendor financing payments, offset by issuances of long-term debt and preferred interests.

A tabular summary of our debt activities for the six months ended June 30, 2025 is as follows:

Quarter Second

Quarter Six months ended

June 30, 2025

Issuance of Notes and Debentures:

EUR notes $ 2,956 $ — $ 2,956

— 3,473 3,473

Debt Issuances $ 2,956 $ 3,473 $ 6,429

EUR notes $ 1,321 $ 32 $ 1,353

Other 205 62 267

Repayments of long-term debt $ 1,526 $ 94 $ 1,620

The weighted average interest rate of our long-term debt portfolio, including credit agreement borrowings and the impact of derivatives, was approximately 4.2% as of March 31, 2025 and as of December 31, 2024.

We had $124,790 of total notes and debentures outstanding at March 31, 2025.

The weighted average interest rate of our long-term debt portfolio, including credit agreement borrowings and the impact of derivatives, was approximately 4.2% as of June 30, 2025 and as of December 31, 2024.

We had $130,929 of total notes and debentures outstanding at June 30, 2025.

This also included Euro, British pound sterling, Canadian dollar, Swiss franc and Australian dollar denominated debt that totaled approximately $36,181.

At March 31, 2025, we had $8,902 of long-term debt maturing within one year.

We had no outstanding commercial paper or other short-term borrowings on March 31, 2025.

For the first three months of 2025, we paid $203 of cash under our vendor financing program, compared to $841 in the prior-year comparable period.

Total vendor financing payables included in our March 31, 2025 consolidated balance sheet were $1,694, with $1,078 due within one year (in “Accounts payable and accrued liabilities”) and the remainder predominantly due within five years (in “Other noncurrent liabilities”).

At March 31, 2025, we had approximately $10,000 remaining from our common stock repurchase authorization approved by the Board of Directors in December 2024.

We paid dividends on common and preferred shares of $2,091 during the first three months of 2025, compared with $2,034 for the first three months of 2024.

MARCH 31, 2025

JUNE 30, 2025

Management’s Discussion and Analysis of Financial Condition and Results of Operations- Continued

Dollars in millions except per share amounts

Dividends on common stock declared by our Board of Directors totaled $0.2775 per share in the first three months of 2025 and 2024.

At June 30, 2025, we had $9,254 of long-term debt maturing within one year.

We had no outstanding commercial paper or other short-term borrowings on June 30, 2025.

For the first six months of 2025, we paid $423 of cash under our vendor financing program, compared to $1,391 in the prior-year comparable period.

Total vendor financing payables included in our June 30, 2025 consolidated balance sheet were $1,916, with $1,193 due within one year (in “Accounts payable and accrued liabilities”) and the remainder predominantly due within five years (in “Other noncurrent liabilities”).

During the first six months of 2025, we repurchased approximately 34 million shares totaling $958 under our $10,000 common stock repurchase authorization approved by the Board of Directors in December 2024, excluding brokerage fees and the one percent excise tax imposed by the Inflation Reduction Act of 2022.

At June 30, 2025, we had approximately $9,042 remaining under this repurchase authorization.

We paid dividends on common and preferred shares of $4,135 during the first six months of 2025, compared with $4,133 for the first six months of 2024.

Dividends on common stock declared by our Board of Directors totaled $0.5550 per share in the first six months of 2025 and 2024.

Our dividend policy considers the expectations and requirements of stockholders, capital funding requirements of AT&T and long-term growth opportunities.

Financing activities in the first three months of 2025 also included the issuance of $2,250 of nonconvertible cumulative preferred interests in Telco LLC, with the funds used to redeem all outstanding Series B preferred stock for $2,075 (see Note 11).

Financing activities in the first six months of 2025 also included the issuance of $2,250 of nonconvertible cumulative preferred interests in Telco LLC, with the funds used to redeem all outstanding Series B preferred stock for $2,075 (see Note 11).

We also received approximately $850 in upfront cash proceeds from a structured sale-leaseback of real estate.

3 unchanged sentences

We currently have one $12,000 revolving credit agreement that terminates on November 18, 2029 (Revolving Credit Agreement).

No amount was outstanding under the Revolving Credit Agreement as of March 31, 2025.

No amount was outstanding under the Revolving Credit Agreement as of June 30, 2025.

We also utilize other external financing sources, which include various credit arrangements supported by government agencies to support network equipment purchases as well as a commercial paper program.

Our Revolving Credit Agreement contains covenants that are customary for an issuer with investment grade senior debt credit rating as well as a net debt-to-EBITDA financial ratio covenant requiring AT&T to maintain, as of the last day of each fiscal quarter, a ratio of not more than 3.75-to-1.

As of March 31, 2025, we were in compliance with the covenants for our credit facilities.

As of June 30, 2025, we were in compliance with the covenants for our credit facilities.

Collateral Arrangements

1 unchanged sentence

Under these arrangements, which cover the majority of our approximate $36,499 derivative portfolio, counterparties are still required to post collateral.

During the first three months of 2025, we posted $8 of cash collateral, on a net basis.

During the first six months of 2025, we received $237 of cash collateral, on a net basis.

Cash postings under these arrangements vary with changes in credit ratings and netting agreements.

1 unchanged sentence

Our capital structure does not include debt issued by our equity method investments.

At March 31, 2025, our debt ratio was 50.9%, compared to 52.4% at March 31, 2024 and 50.7% at December 31, 2024.

At June 30, 2025, our debt ratio was 51.7%, compared to 51.8% at June 30, 2024 and 50.7% at December 31, 2024.

The debt ratio is affected by the same factors that affect total capital, and reflects our recent debt issuances, repayments and reclassifications related to redemption of noncontrolling interests.

MARCH 31, 2025

JUNE 30, 2025

Management’s Discussion and Analysis of Financial Condition and Results of Operations- Continued

6 unchanged sentences

EBITDA and EBITDA margin, as we have defined them, may not be comparable to similarly titled measures reported by other companies.

First Quarter

2025 2024 Change

Second Quarter Six-Month Period

Percent Percent

2025 2024 Change 2025 2024 Change

Communications Segment

1 unchanged sentence

$ 7,065 $ 7,005 0.9 % $ 14,056 $ 13,750 2.2 %

Depreciation and amortization expense

Depreciation and amortization

5,035 4,776 5.4 10,008 9,506 5.3

5 unchanged sentences

Operating income $ 6,931 $ 6,719 3.2 % $ 13,671 $ 13,187 3.7 %

Depreciation and amortization expense 2,526 2,487 1.6

Depreciation and amortization

2,556 2,476 3.2 5,082 4,963 2.4

EBITDA $ 9,487 $ 9,195 3.2 % $ 18,753 $ 18,150 3.3 %

3 unchanged sentences

Operating income (loss) $ (201) $ 102 — % $ (299) $ 166 — %

Depreciation and amortization expense 1,498 1,362 10.0

Depreciation and amortization

1,521 1,386 9.7 3,019 2,748 9.9

EBITDA $ 1,320 $ 1,488 (11.3) % $ 2,720 $ 2,914 (6.7) %

3 unchanged sentences

Operating income $ 335 $ 184 82.1 % $ 684 $ 397 72.3 %

Depreciation and amortization expense 949 881 7.7

Depreciation and amortization

958 914 4.8 1,907 1,795 6.2

EBITDA $ 1,293 $ 1,098 17.8 % $ 2,591 $ 2,192 18.2 %

3 unchanged sentences

Operating income $ 46 $ 6 — % $ 89 $ 9 — %

Depreciation and amortization expense 150 177 (15.3)

Depreciation and amortization

155 172 (9.9) 305 349 (12.6)

EBITDA $ 201 $ 178 12.9 % $ 394 $ 358 10.1 %

1 unchanged sentence

EBITDA margin 19.1 % 16.1 % 19.5 % 16.5 %

MARCH 31, 2025

JUNE 30, 2025

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis