−Removed: Financial Statements and Supplementary Data
+Added: Financial Statements
Report of Independent Registered Public Accounting Firm
2 unchanged sentences
We have audited the accompanying consolidated balance sheets of T-Mobile US, Inc.
−Removed: and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of comprehensive income, stockholders' equity, and cash flows, for each of the two years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”).
+Added: and subsidiaries (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "consolidated financial statements").
We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
+Added: In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
6 unchanged sentences
Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
−Removed: Our audit of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks.
+Added: Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
−Removed: Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
+Added: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.
31 unchanged sentences
Seattle, Washington
−Removed: February 2, 2024
+Added: January 31, 2025
We have served as the Company’s auditor since 2022.
Index for Notes to the Consolidated Financial Statements
−Removed: Report of Independent Registered Public Accounting Firm
−Removed: To the Board of Directors and Stockholders of T-Mobile US, Inc.
−Removed: Opinion on the Financial Statements
−Removed: We have audited the consolidated statements of comprehensive income, of stockholders’ equity and of cash flows of T-Mobile US, Inc.
−Removed: and its subsidiaries (the “Company”) for the year ended December 31, 2021, including the related notes (collectively referred to as the “consolidated financial statements”).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the results of operations and cash flows of the Company for the year ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America.
−Removed: Basis for Opinion
−Removed: These consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit.
−Removed: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audit of these consolidated financial statements in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
−Removed: Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
−Removed: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
−Removed: Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
−Removed: /s/ PricewaterhouseCoopers LLP
−Removed: Seattle, Washington
−Removed: February 11, 2022
−Removed: We served as the Company’s auditor from 2001 to 2022.
−Removed: Index for Notes to the Consolidated Financial Statements
T-Mobile US, Inc.
44 unchanged sentences
Accumulated other comprehensive loss ( 857 ) ( 964 )
−Removed: Retained earnings (accumulated deficit) 7,347 ( 223 )
+Added: Retained earnings 14,384 7,347
Total stockholders' equity 61,741 64,715
32 unchanged sentences
Reclassification of loss from cash flow hedges, net of tax effect of $ 60 , $ 56 and $ 52
+Added: Reclassification of loss from fair value hedges, net of unrealized loss on fair value hedges, net of tax effect of $ 5 , $ 0 and $ 0
Unrealized gain (loss) on foreign currency translation adjustment, net of tax effect of $ 0 , $ 0 and $( 1 )
−Removed: 9 ( 9 ) ( 4 )
−Removed: Actuarial (loss) gain, net of amortization, on pension and other postretirement benefits, net of tax effect of $( 31 ), $ 61 and $ 28
+Added: Actuarial (loss) gain, net of amortization and reclassification, on pension and other postretirement benefits, net of tax effect of $( 29 ), $( 31 ) and $ 61
( 85 ) ( 90 ) 177
21 unchanged sentences
Losses from sales of receivables 62 165 214
−Removed: Losses on redemption of debt — — 184
Impairment expense — — 477
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Proceeds related to beneficial interests in securitization transactions 3,579 4,816 4,836
−Removed: Acquisition of companies, net of cash and restricted cash acquired — ( 52 ) ( 1,916 )
+Added: Acquisition of companies, net of cash acquired ( 373 ) — ( 52 )
Other, net 33 154 149
3 unchanged sentences
Repayments of financing lease obligations ( 1,367 ) ( 1,227 ) ( 1,239 )
−Removed: Repayments of short-term debt for purchases of inventory, property and equipment and other financial liabilities — — ( 184 )
Repayments of long-term debt ( 5,073 ) ( 5,051 ) ( 5,556 )
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Tax withholdings on share-based awards ( 269 ) ( 297 ) ( 243 )
−Removed: Cash payments for debt prepayment or debt extinguishment costs — — ( 116 )
Other, net ( 165 ) ( 147 ) ( 127 )
−Removed: Net cash (used in) provided by financing activities ( 12,097 ) ( 6,451 ) 1,709
+Added: Net cash used in financing activities ( 12,815 ) ( 12,097 ) ( 6,451 )
Change in cash and cash equivalents, including restricted cash and cash held for sale 406 633 ( 2,029 )
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Shares withheld related to net share settlement of stock awards and stock options ( 1,900,710 ) — — ( 243 ) — — ( 243 )
+Added: Repurchases of common stock ( 21,361,409 ) 21,361,409 ( 3,000 ) — — — ( 3,000 )
Other, net 132,539 17,572 ( 3 ) 9 — ( 1 ) 5
1 unchanged sentence
Net income — — — — — 8,317 8,317
+Added: Dividends declared ($ 0.65 per share)
+Added: — — — — — ( 747 ) ( 747 )
Other comprehensive income — — — — 82 — 82
4 unchanged sentences
Repurchases of common stock ( 92,925,044 ) 92,925,044 ( 13,255 ) — — — ( 13,255 )
+Added: SoftBank contingent shares settlement (1)
+Added: 48,751,557 ( 48,751,557 ) 6,901 ( 6,849 ) — — 52
Other, net 202,500 6,887 ( 3 ) 13 — — 10
9 unchanged sentences
Repurchases of common stock ( 59,376,922 ) 59,376,922 ( 11,206 ) — — — ( 11,206 )
−Removed: SoftBank contingent shares settlement (1)
−Removed: 48,751,557 ( 48,751,557 ) 6,901 ( 6,849 ) — — 52
+Added: Ka’ena Acquisition upfront consideration 3,264,952 — — 536 — — 536
Other, net 177,003 20,938 ( 5 ) 16 — — 11
8 unchanged sentences
Business Combinations
+Added: Joint Ventures
Receivables and Related Allowance for Credit Losses
1 unchanged sentence
Property and Equipment
−Removed: Goodwill, Spectrum License Transactions and Other Intangibles Assets
+Added: Goodwill, Spectrum License Transactions and Other Intangible Assets
Fair Value Measurements
1 unchanged sentence
Revenue from Contracts with Customers
+Added: Segment Reporting
Employee Compensation and Benefit Plans
11 unchanged sentences
T-Mobile US, Inc.
−Removed: (“T-Mobile,” “we,” “our,” “us” or the “Company”), together with its consolidated subsidiaries, is a leading provider of mobile communications services, including voice, messaging and data, under its flagship brands, T-Mobile and Metro™ by T-Mobile (“Metro by T-Mobile”), in the United States, Puerto Rico and the U.S.
+Added: (“T-Mobile,” “we,” “our,” “us” or the “Company”), together with its consolidated subsidiaries, is a leading provider of wireless communications services, including voice, messaging and data, under its flagship brands, T-Mobile, Metro™ by T-Mobile (“Metro by T-Mobile”) and Mint Mobile, in the United States, Puerto Rico and the U.S.
Virgin Islands.
1 unchanged sentence
Virgin Islands.
−Removed: We provide mobile communications services primarily using our 4G Long Term Evolution (“LTE”) network and our 5G technology network.
+Added: We provide wireless communications services primarily using our 5G technology network and our 4G Long Term Evolution (“LTE”) network.
We also offer a wide selection of wireless devices, including handsets, tablets and other mobile communication devices, and accessories for sale, as well as financing through equipment installment plans (“EIP”).
−Removed: We also provide reinsurance for device insurance policies and extended warranty contracts offered to our mobile communications customers.
+Added: We provide reinsurance for device insurance policies and extended warranty contracts offered to our wireless communications customers.
In addition to our wireless communications services, we offer High Speed Internet utilizing our nationwide 5G network.
1 unchanged sentence
The accompanying consolidated financial statements include the balances and results of operations of T-Mobile and our consolidated subsidiaries.
−Removed: We consolidate majority-owned subsidiaries over which we exercise control, as well as variable interest entities (“VIEs”) for which we are deemed to be the primary beneficiary and VIEs, which cannot be deconsolidated, such as those related to Tower obligations.
+Added: We consolidate majority-owned subsidiaries over which we exercise control, as well as variable interest entities (“VIEs”) for which we are deemed to be the primary beneficiary and VIEs, which cannot be deconsolidated, such as those related to our Tower obligations as discussed in Note 10 – Tower Obligations .
Intercompany transactions and balances have been eliminated in consolidation.
2 unchanged sentences
generally accepted accounting principles (“GAAP”) requires our management to make estimates and assumptions which affect our consolidated financial statements and accompanying notes.
−Removed: Estimates are based on historical experience, where applicable, and other assumptions which our management believes are reasonable under the circumstances, including, but not limited to, the valuation of assets acquired and liabilities assumed through acquisitions and the potential impacts arising from macroeconomic trends.
+Added: Estimates are based on historical experience, where applicable, and other assumptions which our management believes are reasonable under the circumstances.
These estimates are inherently subject to judgment and actual results could differ from those estimates.
−Removed: On September 6, 2022, Sprint Communications LLC, a Kansas limited liability company and wholly owned subsidiary of the Company (“Sprint Communications”), Sprint LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Sprint”), and Cogent Infrastructure, Inc., a Delaware corporation (the “Buyer”) and a wholly owned subsidiary of Cogent Communications Holdings, Inc., entered into a Membership Interest Purchase Agreement (the “Wireline Sale Agreement”), pursuant to which the Buyer agreed to acquire the U.S.
−Removed: long-haul fiber network and operations (including the non-U.S.
−Removed: extensions thereof) of Sprint Communications and its subsidiaries (the “Wireline Business”).
−Removed: Such transactions contemplated by the Wireline Sale Agreement are collectively referred to as the “Wireline Transaction.” On May 1, 2023, the Buyer and the Company completed the Wireline Transaction (the “Closing”).
−Removed: The assets and liabilities of the Wireline Business disposal group were classified as held for sale and presented within Other current assets and Other current liabilities on our Consolidated Balance Sheets as of December 31, 2022.
−Removed: The fair value of the Wireline Business disposal group, less costs to sell, was reassessed during each reporting period it remained classified as held for sale, and any remeasurement to the lower of carrying amount or fair value less costs to sell was reported as an adjustment included within (Gain) loss on disposal group held for sale on our Consolidated Statements of Comprehensive Income.
−Removed: Unless otherwise specified, the amounts and information presented as of December 31, 2022 in the Notes to the Consolidated Financial Statements include assets and liabilities that were classified as held for sale.
Cash and Cash Equivalents
1 unchanged sentence
Treasury securities with remaining maturities of three months or less at the date of purchase.
−Removed: Index for Notes to the Consolidated Financial Statements
Receivables and Related Allowance for Credit Losses
Accounts Receivable
−Removed: Accounts receivable balances are predominantly comprised of amounts currently due from customers (e.g., for wireless communications services and monthly device lease payments), device insurance administrators, wholesale partners, other carriers and third-party retail channels.
+Added: Accounts receivable balances are predominantly comprised of amounts currently due from customers (e.g., for wireless communications services), device insurance administrators, wholesale partners, other carriers and third-party retail channels.
Accounts receivable are presented on our Consolidated Balance Sheets at their amortized cost basis (i.e., the receivables’ unpaid principal balance (“UPB”) as adjusted for any written-off amounts relating to impairment), net of the allowance for credit losses.
7 unchanged sentences
This adjustment results in a discount or reduction in the transaction price of the contract with a customer, which is allocated to the performance obligations of the arrangement such as Service and Equipment revenues on our Consolidated Statements of Comprehensive Income.
−Removed: The imputed discount rate reflects a current market interest rate and includes a component for estimated credit risk underlying the EIP receivable, reflecting the estimated credit worthiness of the customer.
+Added: The imputed discount rate reflects a current market interest rate and includes a component for estimated credit risk underlying the EIP receivable, reflecting the
+Added: Index for Notes to the Consolidated Financial Statements
+Added: estimated credit worthiness of the customer.
The imputed discount on receivables is amortized over the financed installment term using the effective interest method and recognized as Other revenues on our Consolidated Statements of Comprehensive Income.
6 unchanged sentences
We maintain an allowance for credit losses by applying an expected credit loss model.
−Removed: Each period, management assesses the appropriateness of the level of allowance for credit losses by considering credit risk inherent within each portfolio segment as of period end.
+Added: Each period, management assesses the appropriateness of the level of allowance for credit losses by considering credit risk inherent within each portfolio segment (i.e., accounts receivable and EIP receivable portfolio segments) as of period end.
Each portfolio segment is comprised of pools of receivables that are evaluated collectively based on similar risk characteristics.
Our allowance levels consider estimated credit risk over the contractual life of the receivables and are influenced by receivable volumes, receivable delinquency status, historical loss experience and other conditions that affect loss expectations, such as changes in credit and collections policies and forecasts of macroeconomic conditions.
−Removed: While we attribute portions of the allowance to our respective accounts receivable and EIP portfolio segments, the entire allowance is available to credit losses related to the total receivable portfolio.
+Added: While we attribute portions of the allowance to our respective portfolio segments, the entire allowance is available to credit losses related to the total receivable portfolio.
We consider a receivable past due and delinquent when a customer has not paid us by the contractually specified payment due date.
Account balances are written off against the allowance for credit losses if collection efforts are unsuccessful and the receivable balance is deemed uncollectible (customer default), based on factors such as customer credit ratings as well as the length of time the amounts are past due.
−Removed: If there is a deterioration of our customers’ financial condition or if future actual default rates on receivables in general
−Removed: differ from those currently anticipated, we will adjust our allowance for credit losses accordingly.
+Added: If there is a deterioration of our customers’ financial condition or if future actual default rates on receivables in general differ from those currently anticipated, we will adjust our allowance for credit losses accordingly.
Inventories consist primarily of wireless devices and accessories, which are valued at the lower of cost or net realizable value.
1 unchanged sentence
Shipping and handling costs paid to wireless device and accessories vendors as well as costs to refurbish used devices are included in the standard cost of inventory.
−Removed: Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of disposal and
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: transportation.
+Added: Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of disposal and transportation.
We record inventory write-downs to net realizable value for obsolete and slow-moving items based on inventory turnover trends and historical experience.
−Removed: Deferred Purchase Price Assets
−Removed: In connection with the sales of certain service and EIP accounts receivable pursuant to the sale arrangements, we have deferred purchase price assets measured at fair value that are based on a discounted cash flow model using unobservable Level 3 inputs, including estimated customer default rates and credit worthiness.
+Added: Recourse Guarantee Liabilities and Deferred Purchase Price Assets
+Added: In connection with the sales of certain service and EIP accounts receivable pursuant to the sale arrangements, we have recourse guarantee liabilities, beginning on November 1, 2024, and deferred purchase price assets, prior to November 1, 2024, measured at fair value that are based on a discounted cash flow model using unobservable Level 3 inputs, including estimated customer default rates and credit worthiness.
See Note 5 – Sales of Certain Receivables for further information.
2 unchanged sentences
Property and Equipment
−Removed: Property and equipment consists of buildings and equipment, wireless communications systems, leasehold improvements, capitalized software, leased wireless devices and construction in progress.
−Removed: Buildings and equipment include certain network server equipment.
+Added: Property and equipment consists of buildings and equipment, including certain network server equipment, wireless communications systems, leasehold improvements, capitalized software, leased wireless devices and construction in progress.
Wireless communications systems include assets to operate our wireless network and information technology data centers, including tower assets, leasehold improvements and asset retirement costs.
Leasehold improvements include asset improvements other than those related to the wireless network.
+Added: Index for Notes to the Consolidated Financial Statements
Property and equipment are recorded at cost less accumulated depreciation and impairments, if any, in Property and equipment, net on our Consolidated Balance Sheets.
18 unchanged sentences
Costs incurred during the preliminary project stage, as well as maintenance and training costs, are expensed as incurred.
−Removed: Device Leases
−Removed: Our leasing programs (“Leasing Programs”), which include JUMP!
−Removed: On Demand and the Sprint Flex Lease Program, allow customers to lease a device (handset or tablet) generally over an initial period of 18 months and upgrade the device with a new device when eligibility requirements are met.
−Removed: We depreciate leased devices to their estimated residual value, on a group basis,
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: using the straight-line method over the estimated useful life of the device.
−Removed: The estimated useful life reflects the period for which we estimate the group of leased devices will provide utility to us, which may be longer than the initial lease term based on customer options in the Sprint Flex Lease Program to renew the lease on a month-to-month basis after the initial lease term concludes.
−Removed: In determining the estimated useful life, we consider the lease term (e.g., 18 months and month-to-month renewal options for the Sprint Flex Lease Program), trade-in activity and write-offs for lost and stolen devices.
−Removed: Lost and stolen devices are incorporated into the estimates of depreciation expense and recognized as an adjustment to accumulated depreciation when the loss event occurs.
−Removed: Revenues associated with the leased devices, net of lease incentives, are generally recognized on a straight-line basis over the lease term.
−Removed: In 2021, we discontinued offering the Sprint Flex Lease Program and shifted customer device financing to EIP plans.
−Removed: For arrangements in which we are the lessor of devices, we separate lease and non-lease components.
−Removed: Upon device upgrade or at lease end, customers in the JUMP!
−Removed: On Demand Lease Program must return or purchase their device, and customers in the Sprint Flex Lease Program have the option to return or purchase their device or to renew their lease on a month-to-month basis.
−Removed: The purchase price of the device is established at lease commencement and is based on the type of device leased and any down payment made.
−Removed: The Leasing Programs do not contain any residual value guarantees or variable lease payments, and there are no restrictions or covenants imposed by these leases.
−Removed: Returned devices, including those received upon device upgrade, are transferred from Property and equipment, net to Inventory on our Consolidated Balance Sheets and are valued at the lower of cost or net realizable value, with any write-down recognized as Cost of equipment sales on our Consolidated Statements of Comprehensive Income.
Other Intangible Assets
Intangible assets that do not have indefinite useful lives are amortized over their estimated useful lives.
−Removed: We have lease agreements (the “Agreements”) with various educational and non-profit institutions that provide us with the right to use Federal Communications Commission (“FCC”) spectrum licenses (known as “Educational Broadband Services” or “EBS” spectrum) in the 2.5 GHz band.
−Removed: The Agreements are typically for terms of five to 10 years with automatic renewal provisions, bringing the total term of the Agreements up to 30 years.
−Removed: A majority of the Agreements include a right of first refusal to acquire, lease or otherwise use the license at the end of the automatic renewal periods.
−Removed: Leased FCC spectrum licenses are recorded as executory contracts, and contractual lease payments are recognized on a straight-line basis over the remaining term of the arrangement, including renewals, and are presented in Costs of services on our Consolidated Statements of Comprehensive Income.
Customer relationships are amortized using the sum-of-the-years digits method.
The remaining finite-lived intangible assets are amortized using the straight-line method.
+Added: See Note 7 - Goodwill, Spectrum License Transactions and Other Intangible Assets for further information.
We assess potential impairments to our long-lived assets when events or changes in circumstances indicate the carrying amount of the asset may not be recoverable.
1 unchanged sentence
The carrying value of a long-lived asset or asset group is not recoverable if the carrying value exceeds the sum of the estimated undiscounted future cash flows expected to be generated from the use and eventual disposition of the asset or asset group.
−Removed: If the estimated undiscounted future cash flows do not exceed the asset or asset group’s carrying amount, then an impairment loss is recorded, measured as the amount by which the carrying amount of a long-lived asset or asset group exceeds its estimated fair value.
+Added: If the estimated undiscounted future cash flows do not exceed the asset or asset group’s carrying amount, then an impairment loss is recorded, measured as the amount by which the carrying amount of a long-lived asset or asset group exceeds its estimated fair valu e.
Business Combinations
2 unchanged sentences
Determining fair value of identifiable assets, particularly intangibles, and liabilities acquired requires management to make estimates, which are based on all available information and in some cases assumptions with respect to the timing and amount of future revenues and expenses associated with an asset or liability.
−Removed: See Note 2 – Business Combinations for further discussion of the acquisition of the wireless telecommunications assets (the “Wireless Assets”) of Shenandoah Personal Communications Company LLC (“Shentel”) used to provide Sprint PCS’s wireless mobility communications network products in certain parts of Maryland, North Carolina, Virginia, West Virginia Kentucky, Ohio and Pennsylvania.
+Added: See Note 2 – Business Combinations for further discussion of our acquisitions.
Index for Notes to the Consolidated Financial Statements
11 unchanged sentences
At times, we enter into agreements to sell or exchange spectrum licenses.
−Removed: Upon entering into the arrangement, if the transaction has been deemed to have commercial substance and the spectrum licenses meet the held for sale criteria, the licenses are classified as held for sale at their carrying value, as adjusted for any impairment recognized, included in Other current assets on our Consolidated Balance Sheets until approval and completion of the exchange or sale.
−Removed: Upon closing of the transaction, spectrum licenses acquired as part of an exchange of nonmonetary assets are recorded at fair value and the difference between the fair value of the spectrum licenses obtained, carrying value of the spectrum licenses transferred and cash paid, if any, is recognized as a gain or loss on disposal of spectrum licenses included in Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income.
+Added: Upon entering into a sale or exchange arrangement, if the transaction has been deemed to have commercial substance and the spectrum licenses meet the held for sale criteria, the licenses are classified as held for sale at their carrying value, as adjusted for any impairment recognized, included in Other current assets or Other assets on our Consolidated Balance Sheets until approval and completion of the sale or an exchange.
+Added: Upon closing of the transaction, spectrum licenses acquired as part of an exchange of nonmonetary assets are recorded at fair value and the difference between the fair value of the spectrum licenses obtained, carrying value of the spectrum licenses transferred and cash paid, if any, is recognized as a gain or loss on disposal of spectrum licenses included in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
Our fair value estimates of spectrum licenses are based on information for which there is little or no observable market data.
If the transaction lacks commercial substance or the fair value is not measurable, the acquired spectrum licenses are recorded at our carrying value of the spectrum assets transferred or exchanged.
+Added: We have lease agreements (the “Agreements”) with various educational and non-profit institutions that provide us with the right to use Federal Communications Commission (“FCC”) spectrum licenses (known as “Educational Broadband Services” or “EBS” spectrum) in the 2.5 GHz band.
+Added: The Agreements are typically for terms of five to 10 years with automatic renewal provisions, bringing the total term of the Agreements up to 30 years.
+Added: A majority of the Agreements include a right of first refusal to acquire, lease or otherwise use the license at the end of the automatic renewal periods.
+Added: Leased FCC spectrum licenses are recorded as executory contracts, and contractual lease payments are recognized on a straight-line basis over the remaining term of the arrangement, including renewals, and are presented in Cost of services on our Consolidated Statements of Comprehensive Income.
The spectrum licenses we hold plus the spectrum leases enhance the overall value of our spectrum licenses as the collective value is higher than the value of individual bands of spectrum within a specific geography.
7 unchanged sentences
The wireless reporting unit consists of all the assets and liabilities of T-Mobile US, Inc.
+Added: Index for Notes to the Consolidated Financial Statements
When assessing goodwill for impairment we may elect to first perform a qualitative assessment to determine if the quantitative impairment test is necessary.
2 unchanged sentences
however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit.
−Removed: In 2023, we employed a qualitative approach to assess the wireless reporting unit.
+Added: We employ a qualitative approach to assess the wireless reporting unit.
The fair value of the wireless reporting unit is determined using a market approach, which is based on market capitalization.
We recognize that market capitalization is subject to volatility and will monitor changes in market capitalization to determine whether declines, if any, necessitate an interim impairment review.
−Removed: In the event market capitalization does decline below its book value, we will consider the length, severity and reasons for the decline when assessing whether potential impairment exists, including considering whether a control premium should be added
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: to the market capitalization.
+Added: In the event market capitalization does decline below its book value, we will consider the length, severity and reasons for the decline when assessing whether potential impairment exists, including considering whether a control premium should be added to the market capitalization.
We believe short-term fluctuations in share price may not necessarily reflect the underlying aggregate fair value.
4 unchanged sentences
If the estimated fair value of the spectrum licenses is lower than their carrying amount, an impairment loss is recognized for the difference.
−Removed: In 2023, we employed the qualitative method.
+Added: We employ the qualitative method.
We estimate fair value of spectrum licenses using the Greenfield methodology.
The Greenfield methodology values the spectrum licenses by calculating the cash flow generating potential of a hypothetical start-up company that goes into business with no assets except for the asset to be valued (in this case, spectrum licenses) and makes investments required to build an operation comparable to current use.
−Removed: The value of the spectrum licenses can be considered as equal to the present value of the cash flows of this hypothetical start-up company.
+Added: The value of the spectrum licenses is the present value of the cash flows of this hypothetical start-up company.
We base the assumptions underlying the Greenfield methodology on a combination of market participant data and our historical results, trends and business plans.
2 unchanged sentences
No events or change in circumstances have occurred that indicate the fair value of the Spectrum licenses may be below their carrying amount at December 31, 2024.
−Removed: The valuation approaches utilized to estimate fair value for the purposes of the impairment tests of goodwill and spectrum licenses require the use of assumptions and estimates, which involve a degree of uncertainty.
+Added: The valuation approaches utilized to estimate fair value for the purposes of the impairment tests of goodwill and spectrum licenses may require that management make difficult, subjective and complex judgements about matters that are inherently uncertain.
If actual results or future expectations are not consistent with the assumptions used in our estimate of fair value, it may result in the recording of significant impairment charges on goodwill or spectrum licenses.
10 unchanged sentences
Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement of assets and liabilities being measured within the fair value hierarchy.
+Added: Index for Notes to the Consolidated Financial Statements
The carrying values of Cash and cash equivalents, Accounts receivable and Accounts payable and accrued liabilities approximate fair value due to the short-term maturities of these instruments.
2 unchanged sentences
See Note 8 – Fair Value Measurements for a comparison of the carrying values and fair values of our short-term and long-term debt.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: Derivative Financial Instruments
−Removed: Derivative financial instruments are recognized as either assets or liabilities and are measured at fair value.
−Removed: We do not use derivatives for trading or speculative purposes.
−Removed: For derivative instruments designated as cash flow hedges associated with forecasted debt issuances, changes in fair value are reported as a component of Accumulated other comprehensive loss until reclassified into Interest expense, net in the same period the hedged transaction affects earnings.
−Removed: Unrealized gains on derivatives designated in qualifying cash flow hedge relationships are recorded at fair value as assets, and unrealized losses are recorded at fair value as liabilities.
−Removed: We did not have any significant derivative instruments outstanding as of December 31, 2023 or 2022.
+Added: Foreign Currency Transactions
+Added: On May 8, 2024, we issued € 2.0 billion of euro (“EUR”) denominated debt.
+Added: T-Mobile’s functional currency is the U.S.
+Added: dollar (“USD”).
+Added: Each period, we convert activity and balances in EUR into USD using average exchange rates for the period for income statement amounts and using end-of-period or spot exchange rates for assets and liabilities.
+Added: We record transaction gains and losses resulting from the conversion of transaction currency to functional currency as a component of Other income (expense), net on our Consolidated Statements of Comprehensive Income.
+Added: Derivative and Hedging Instruments
+Added: The Company manages its exposure to foreign exchange rates and interest rates through a risk management program that includes the use of derivative financial instruments, including cross-currency swaps.
+Added: We designate certain derivatives as accounting hedge relationships.
+Added: We do not hold derivatives for trading or speculative purposes.
+Added: We record derivatives on our Consolidated Balance Sheets and recognize them as either assets or liabilities at fair value.
+Added: Fair value is derived primarily from observable market data, and our derivatives are classified as Level 2 in the fair value hierarchy.
+Added: Cash flows associated with qualifying hedge derivative instruments are presented in the same category on our Consolidated Statements of Cash Flows as the item being hedged.
+Added: For fair value hedges, other than foreign currency hedges, the change in the fair value of the derivative instruments is recognized in earnings through the same income statement line item as the change in the fair value of the hedged item.
+Added: For cash flow hedges, as well as fair value foreign currency hedges, the change in the fair value of the derivative instruments is reported in Accumulated other comprehensive loss and recognized in earnings when the hedged item is recognized in earnings, again, through the same income statement line item.
Revenue Recognition
−Removed: We primarily generate our revenue from providing wireless communications services and selling or leasing devices and accessories to customers.
+Added: We primarily generate our revenue from providing wireless communications services and selling devices and accessories to customers.
Our contracts with customers may involve more than one performance obligation, which include wireless services, wireless devices or a combination thereof, and we allocate the transaction price between each performance obligation based on its relative standalone selling price.
2 unchanged sentences
Service revenues also include revenues earned for providing premium services to customers, such as device insurance services.
−Removed: Service contracts are billed monthly either in advance or arrears, or are prepaid.
−Removed: Generally, service revenue is recognized as we satisfy our performance obligation to transfer service to our customers.
−Removed: We typically satisfy our stand-ready performance obligations, including unlimited wireless services, evenly over the contract term.
−Removed: For usage-based and prepaid wireless services, we satisfy our performance obligations when services are rendered.
−Removed: The enforceable duration of our contracts with customers is typically one month .
+Added: Generally, service contracts are billed monthly in advance of services being transferred or are prepaid.
+Added: Service revenue is recognized as we satisfy our performance obligation to transfer service to our customers.
+Added: We typically satisfy our stand-ready performance obligations, including unlimited wireless services, evenly over the contract term as services are transferred to our customers.
+Added: The enforceable duration of our postpaid service contracts with customers is typically one month .
However, promotional EIP bill credits offered to a customer on an equipment sale that are paid over time and are contingent on the customer maintaining a service contract may result in an extended service contract based on whether a substantive penalty is deemed to exist.
−Removed: Revenue is recorded net of costs paid to another party for performance obligations where we arrange for the other party to transfer goods or services to the customer (i.e., when we are acting as an agent).
−Removed: For example, performance obligations relating to services provided by third-party content providers where we neither control a right to the content provider’s service nor control the underlying service itself are presented net because we are acting as an agent.
+Added: Revenue is recorded net of costs paid to a third party for performance obligations where we facilitate an arrangement for the other party to transfer goods or services to our customer (i.e., when we are acting as an agent).
+Added: For example, performance obligations relating to services provided by third-party content providers where we neither control a right to the content provider’s service nor control the underlying service itself are presented net.
Consideration payable to a customer is treated as a reduction of the total transaction price, unless the payment is in exchange for a distinct good or service, such as certain commissions paid to dealers, in which case the payment is treated as a purchase of that distinct good or service.
−Removed: Federal Universal Service Fund (“USF”) and state USF fees are assessed by various governmental authorities in connection with the services we provide to our customers and are included in Cost of services.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: Federal Universal Service Fund (“USF”) and state USF fees are assessed to T-Mobile by various governmental authorities in connection with the services we provide to our customers and are included in Cost of services.
When we separately bill and collect these regulatory fees from customers, they are recorded gross in Total service revenues on our Consolidated Statements of Comprehensive Income.
For the years ended December 31, 2024, 2023 and 2022, we recorded approximately $ 386 million, $ 317 million and $ 185 million, respectively, of USF fees on a gross basis.
−Removed: We have made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by us from a customer (e.g., sales, use, value added, and some excise taxes).
+Added: We have made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed to the customer by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by us from a customer on behalf of the taxing agency (e.g., sales, use, value added, and some excise taxes).
Equipment Revenues
−Removed: We generate equipment revenues from the sale or lease of mobile communication devices and accessories.
+Added: We generate equipment revenues from the sale of mobile communication devices and accessories.
Equipment revenues related to device and accessory sales are typically recognized at a point in time when control of the device or accessory is transferred to the customer or dealer.
−Removed: We have elected to account for shipping and handling activities that occur after control of the related good transfers as fulfillment activities instead of assessing such activities as performance obligations.
+Added: We have elected to account for shipping and handling activities that occur after control of the related good transfers as fulfillment activities, as opposed to performance obligations.
We estimate variable consideration (e.g., device returns or certain payments to indirect dealers) primarily based on historical experience.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: Equipment sales not probable of collection are generally recorded as payments are received.
+Added: Equipment sales for which we determine it is not probable that we will collect substantially all of the transaction price are generally recorded as payments are received.
Our assessment of collectibility considers contract terms such as down payments that reduce our exposure to credit risk.
We offer certain customers the option to pay for devices and accessories in installments using an EIP.
−Removed: Generally, we recognize as a reduction of the total transaction price the effects of a financing component in contracts where customers purchase their devices and accessories on an EIP with a term of more than one year, including those financing components that are not considered to be significant to the contract.
+Added: This financing option is provided at a stated interest of zero and is typically over a 24 -month period.
+Added: We recognize as a reduction of the total transaction price the effects of a financing component in contracts via the imputation of interest when customers purchase their devices and accessories on an EIP, including those financing components that are not considered to be significant to the contract.
However, we have elected the practical expedient of not recognizing the effects of a significant financing component for contracts where we expect, at contract inception, that the period between the transfer of a performance obligation to a customer and the customer’s payment for that performance obligation will be one year or less.
−Removed: Our Leasing Programs allow customers to lease a device over a period of up to 18 months and upgrade the device with a new device when eligibility requirements are met.
−Removed: To date, substantially all of our leased wireless devices are accounted for as operating leases and estimated contract consideration is allocated between lease and non-lease elements (such as service and equipment performance obligations) based on the relative standalone selling price of each performance obligation in the contract.
−Removed: Lease revenues are recorded as equipment revenues and recognized as earned on a straight-line basis over the lease term.
−Removed: Lease revenues on contracts not probable of collection are limited to the amount of payments received.
−Removed: See “Property and Equipment” above for further information.
Imputed Interest on EIP Receivables
−Removed: For EIP greater than 12 months, we record the effects of financing on all EIP receivables regardless of whether or not the financing is considered to be significant.
+Added: For EIP with a duration greater than one year, we record the effects of financing via the imputation of interest.
+Added: This is performed on all such EIP receivables regardless as to whether or not the financing is considered to be significant.
The imputation of interest results in a discount of the EIP receivable, thereby adjusting the transaction price of the contract with the customer, which is then allocated to the performance obligations of the arrangement.
−Removed: For transactions where we recognize a significant financing component, judgment is required to determine the discount rate.
−Removed: For EIP sales, the discount rate used to adjust the transaction price primarily reflects current market interest rates and the estimated credit risk of the customer.
+Added: Judgment is required to determine the imputed interest rate.
+Added: For EIP sales, the imputed rate used to adjust the transaction price reflects current market interest rates, including the estimated credit risk of the underlying customers.
Customer credit behavior is inherently uncertain.
−Removed: See “Receivables and Allowance for Credit Losses” above, for additional discussion on how we assess credit risk.
−Removed: For receivables associated with an end service customer in which the sale of the device was not directly to the end customer (sell-in model or devices sourced directly from OEM), the effect of imputing interest is recognized as a reduction to service revenue over the service contract period.
−Removed: In these transactions, the provision of wireless communications services is the only performance obligation as the device sale was recognized when transferred to the dealer.
+Added: See “Receivables and Related Allowance for Credit Losses” above, for additional discussion on how we assess credit risk.
Contract Balances
1 unchanged sentence
For contracts that involve more than one product or service that are identified as separate performance obligations, the transaction price is allocated to the performance obligations based on their relative standalone selling prices.
−Removed: The standalone selling price is the price at which we would sell the good or service separately to a customer and is most commonly evidenced by the price at which we sell that good or service separately in similar circumstances and to similar customers.
+Added: The standalone selling price is the price at which we would sell the good or service separately, on a standalone basis, to similar customers in similar circumstances.
A contract asset is recorded when revenue is recognized in advance of our right to receive consideration (i.e., we must perform additional services in order to receive consideration).
2 unchanged sentences
The transaction price can include non-refundable upfront fees, which are allocated to the identifiable performance obligations.
+Added: Index for Notes to the Consolidated Financial Statements
Contract assets are included in Other current assets and Other assets and contract liabilities are included in Deferred revenue on our Consolidated Balance Sheets.
2 unchanged sentences
Our service contracts allow customers to frequently modify their contracts without incurring penalties, in many cases.
−Removed: For contract modifications, we evaluate the change in scope or price of the contract to determine if the modification should be
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: treated as a separate contract, as if there is a termination of the existing contract and creation of a new contract, or if the modification should be considered a change associated with the existing contract.
+Added: For contract modifications, we evaluate the change in scope or price of the contract to determine if the modification should be treated as a separate contract, as if there is a termination of the existing contract and creation of a new contract, or if the modification should be considered a change associated with the existing contract.
We typically do not have significant impacts from contract modifications.
3 unchanged sentences
We capitalize postpaid sales commissions for service activation as costs to acquire a contract and amortize them on a straight-line basis over the estimated period of benefit, currently 24 months.
−Removed: For capitalized contract costs, determining the amortization period over which such costs are recognized as well as assessing the indicators of impairment may require judgment.
+Added: For capitalized contract costs, determining the amortization period over which such costs are recognized as well as assessing the indicators of impairment requires judgment.
Prepaid commissions are expensed as incurred as their estimated period of benefit does not extend beyond 12 months.
2 unchanged sentences
See Note 1 1 – Revenue from Contracts with Customers for further information.
+Added: Wireline Business
+Added: On September 6, 2022, Sprint Communications LLC, a Kansas limited liability company and wholly owned subsidiary of the Company (“Sprint Communications”), Sprint LLC, a Delaware limited liability company and wholly owned subsidiary of the Company, and Cogent Infrastructure, Inc., a Delaware corporation (the “Buyer”) and a wholly owned subsidiary of Cogent Communications Holdings, Inc., entered into a Membership Interest Purchase Agreement (the “Wireline Sale Agreement”), pursuant to which Cogent Infrastructure, Inc.
+Added: agreed to acquire the U.S.
+Added: long-haul fiber network and operations (including the non-U.S.
+Added: extensions thereof) of Sprint Communications and its subsidiaries (the “Wireline Business”).
+Added: Such transactions contemplated by the Wireline Sale Agreement are collectively referred to as the “Wireline Transaction.” On May 1, 2023, Cogent Infrastructure, Inc.
+Added: and the Company completed the Wireline Transaction.
+Added: Under the terms of the Wireline Sale Agreement, the Company agreed to make payments pursuant to an IP transit services agreement totaling $ 700 million, consisting of (i) $ 350 million in equal monthly installments during the first year after the closing and (ii) $ 350 million in equal monthly installments over the subsequent 42 months.
+Added: The present value of the $ 700 million liability for fees payable for IP transit services was recognized and treated as part of the consideration exchanged with the Buyer to complete the disposal transaction, as there is a remote likelihood we will use any more than a de minimis amount of the services under the IP transit services agreement.
+Added: Therefore, we concluded the cash payment obligations under the IP transit services agreement were part of the consideration paid to the Buyer to facilitate the sale of the Wireline Business, and therefore, included in measuring the fair value less costs to sell of the Wireline Business disposal group.
+Added: As of December 31, 2024 and 2023, $ 100 million and $ 183 million of the liability associated with the IP transit services agreement, including accrued interest, is presented within Other current liabilities, respectively, and $ 168 million and $ 255 million of this liability, including accrued interest, is presented within Other long-term liabilities, respectively, on our Consolidated Balance Sheets.
+Added: During the year ended December 31, 2022, we recognized a pre-tax loss of $ 1.1 billion within (Gain) loss on disposal group held for sale and a non-cash expense of $ 477 million within Impairment expense on our Consolidated Statements of Comprehensive Income related to the disposition of the Wireline Business.
+Added: Index for Notes to the Consolidated Financial Statements
Cell Site, Retail Store and Office Facility Leases
20 unchanged sentences
Generally, we elected the practical expedient to not separate lease and non-lease components in arrangements.
−Removed: For arrangements in which we are the lessor of wireless handset devices, we did not elect this practical expedient.
We did not elect the short-term lease recognition exemption;
2 unchanged sentences
See Note 1 7 – Leases for further information.
−Removed: Index for Notes to the Consolidated Financial Statements
Cell Tower Monetization Transactions
In 2012, we entered into a prepaid master lease arrangement in which we as the lessor provided the rights to utilize tower sites and we leased back space on certain of those towers.
−Removed: Prior to the Merger, Sprint entered into a similar lease-out and leaseback arrangement that we assumed in the Merger.
+Added: Prior to our merger (the “Merger”) with Sprint Corporation (“Sprint”), Sprint entered into a similar lease-out and leaseback arrangement that we assumed in the Merger.
These arrangements are treated as failed sale leasebacks in which the proceeds received are reported as a financing obligation.
3 unchanged sentences
Sprint Retirement Pension Plan
−Removed: We provide the Sprint Retirement Pension Plan (the “Pension Plan”), which is a defined benefit pension plan providing post-retirement benefits to certain employees.
+Added: We provide the Sprint Retirement Pension Plan (the “Pension Plan”), which is a defined benefit pension plan providing postretirement benefits to certain employees.
As of December 31, 2005, the Pension Plan was amended to freeze benefit plan accruals for participants.
+Added: Index for Notes to the Consolidated Financial Statements
The investments in the Pension Plan are measured at fair value on a recurring basis each quarter using quoted market prices or the net asset value per share as a practical expedient.
3 unchanged sentences
We expense the cost of advertising and other promotional expenditures to market our services and products as incurred.
−Removed: For the years ended December 31, 2023, 2022 and 2021, advertising expenses included in Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income were $ 2.5 billion, $ 2.3 billion and $ 2.2 billion, respectively.
+Added: For the years ended December 31, 2024, 2023 and 2022, advertising expenses included in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income were $ 3.1 billion, $ 2.5 billion and $ 2.3 billion, respectively.
Deferred tax assets and liabilities are recognized based on temporary differences between the consolidated financial statements and tax bases of assets and liabilities using enacted tax rates expected to be in effect when these differences are realized.
4 unchanged sentences
Other Comprehensive Income
−Removed: Other comprehensive income primarily consists of adjustments, net of tax, related to reclassification of loss from cash flow hedges and pension and other postretirement benefits.
+Added: Other comprehensive income primarily consists of adjustments, net of tax, related to reclassification of loss from cash flow hedges, fair value hedges, foreign currency translation, pension and other postretirement benefits.
This is reported in Accumulated other comprehensive loss as a separate component of stockholders’ equity until realized in earnings.
4 unchanged sentences
PRSUs are recognized as expense following a graded vesting schedule with their performance reassessed and updated on a quarterly basis, or more frequently as changes in facts and circumstances warrant.
−Removed: Index for Notes to the Consolidated Financial Statements
Stockholder Return Programs
−Removed: On September 8, 2022, our Board of Directors authorized a stock repurchase program for up to $ 14.0 billion of our common stock through September 30, 2023 (the “2022 Stock Repurchase Program”), which was utilized as of September 30, 2023.
−Removed: On September 6, 2023, our Board of Directors authorized a stockholder return program of up to $ 19.0 billion that will run through December 31, 2024 (the “2023-2024 Stockholder Return Program”).
−Removed: The 2023-2024 Stockholder Return Program consists of additional repurchases of shares of our common stock and the payment of cash dividends.
−Removed: The amount available under the 2023-2024 Stockholder Return Program for share repurchases will be reduced by the amount of any cash dividends declared by us.
−Removed: The cost of repurchased shares, including equity reacquisition costs, is included in Treasury stock on our Consolidated Balance Sheets.
+Added: On September 8, 2022, our Board of Directors authorized a stock repurchase program for up to $ 14.0 billion of our common stock through September 30, 2023 (the “2022 Stock Repurchase Program”).
+Added: On September 6, 2023, our Board of Directors authorized a stockholder return program of up to $ 19.0 billion through December 31, 2024 (the “2023-2024 Stockholder Return Program”).
+Added: The 2023-2024 Stockholder Return Program consisted of additional repurchases of shares of our common stock and the payment of cash dividends.
+Added: On December 13, 2024, we announced that our Board of Directors authorized our 2025 Stockholder Return Program of up to $ 14.0 billion that will run through December 31, 2025 (“2025 Stockholder Return Program”).
+Added: The 2025 Stockholder Return Program is expected to consist of additional repurchases of shares of our common stock and the payment of cash dividends.
+Added: The amount available under the 2025 Stockholder Return Program for share repurchases will be reduced by the amount of any cash dividends declared and paid by us.
+Added: The cost of repurchased shares, including equity reacquisition costs and related taxes, is included in Treasury stock on our Consolidated Balance Sheets.
We accrue the cost of repurchased shares and exclude such shares from the calculation of basic and diluted earnings per share, as of the trade date.
We recognize a liability for share repurchases which have not settled and for which cash has not been paid in Other current liabilities on our Consolidated Balance Sheets.
−Removed: Cash payments to reacquire our shares, including equity reacquisition costs, are included in Repurchases of common stock on our Consolidated Statements of Cash Flows.
+Added: Cash payments to reacquire our shares, including equity reacquisition costs and related taxes, are included in Repurchases of common stock on our Consolidated Statements of Cash Flows.
+Added: Index for Notes to the Consolidated Financial Statements
Dividends declared are included as a reduction to Retained earnings on our Consolidated Balance Sheets.
1 unchanged sentence
Dividend cash payments to stockholders are included in Net cash provided by (used in) financing activities on our Consolidated Statements of Cash Flows.
−Removed: See Note 13 - Stockholder Return Programs for more information about our 2022 Stock Repurchase Program and 2023-2024 Stockholder Return Program.
+Added: See Note 1 5 - Stockholder Return Programs for further information.
Earnings Per Share
8 unchanged sentences
SPEs are generally structured to insulate investors from claims on the SPEs’ assets by creditors of other entities, including the creditors of the seller of the assets, these SPEs are commonly referred to as being bankruptcy remote.
−Removed: The primary beneficiary is required to consolidate the assets and liabilities of the VIE.
+Added: The primary beneficiary is required to consolidate the assets and liabilities of a VIE.
The primary beneficiary is the party which has both the power to direct the activities of an entity that most significantly impact the VIE's economic performance, and through its interests in the VIE, the obligation to absorb losses or the right to receive benefits from the VIE which could potentially be significant to the VIE.
5 unchanged sentences
See Note 5 – Sales of Certain Receivables , Note 9 – Debt and Note 10 – Tower Obligations for further information.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: Device Purchases Cash Flow Presentation
−Removed: We classify all device purchases, whether acquired for sale or lease, as operating cash outflows as our predominant strategy is to sell devices to customers rather than lease them.
−Removed: See Note 19 – Additional Financial Information for disclosures of Leased devices transferred from inventory to property and equipment and Returned leased devices transferred from property and equipment to inventory.
Accounting Pronouncements Adopted During the Current Year
−Removed: Troubled Debt Restructurings and Vintage Disclosures
−Removed: In March 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-02, “Financial Instruments—Credit Losses (Topic 326):
−Removed: Troubled Debt Restructurings and Vintage Disclosures.” The standard eliminates the accounting guidance within ASC 310-40 for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.
−Removed: Additionally, for public business entities, the standard requires disclosure of current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of ASC 326-20.
−Removed: As of January 1, 2023, we have adopted this standard, and it was applied prospectively after this date.
−Removed: This standard did not have a material impact on our consolidated financial statements as of and for the year ended December 31, 2023.
−Removed: Accounting Pronouncements Not Yet Adopted
Segment Reporting Disclosures
−Removed: In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures.” The standard improves reportable segment disclosure requirements for public business entities primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit (referred to as the “significant expense principle”).
−Removed: The standard will become effective for us for our fiscal year 2024 annual financial statements and interim financial statements thereafter and will be applied retrospectively for all prior periods presented in the financial statements, with early adoption permitted.
−Removed: We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2024 annual financial statements, and we are currently evaluating the impact this guidance will have on the disclosures included in the Notes to the Consolidated Financial Statements.
+Added: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures.” The standard expands reportable segment disclosure requirements for public business entities primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit (referred to as the “significant expense principle”).
+Added: We have adopted this standard for our fiscal year 2024 annual financial statements and interim financial statements thereafter and have applied this standard retrospectively for all prior periods presented in the financial statements.
+Added: See Note 12 – Segment Reporting for further information.
+Added: Accounting Pronouncements Not Yet Adopted
Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures.” The standard enhances income tax disclosure requirements for all entities by requiring specified categories and greater disaggregation within the rate reconciliation table, disclosure of income taxes paid by jurisdiction, and providing clarification on uncertain tax positions and related financial statement impacts.
+Added: Improvements to Income Tax Disclosures.” The standard enhances income tax disclosure requirements for all entities by requiring specified categories and greater disaggregation within the rate reconciliation table, disclosure of income taxes paid by jurisdiction, and providing clarification
+Added: Index for Notes to the Consolidated Financial Statements
+Added: on uncertain tax positions and related financial statement impacts.
The standard will be effective for us for our fiscal year 2025 annual financial statements with early adoption permitted.
We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2025 annual financial statements, and we expect the adoption of the standard will impact certain of our income tax disclosures.
+Added: Disaggregation of Income Statement Expenses
+Added: In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses.” The standard requires that public business entities disclose additional information about specific expense categories in the notes to financial statements for interim and annual reporting periods.
+Added: The standard will become effective for us for our fiscal year 2027 annual financial statements and interim financial statements thereafter and may be applied prospectively to periods after the adoption date or retrospectively for all prior periods presented in the financial statements, with early adoption permitted.
+Added: We plan to adopt the standard when it becomes effective for us beginning in our fiscal year 2027 annual financial statements, and we are currently evaluating the impact this guidance will have on the disclosures included in the Notes to the Consolidated Financial Statements.
Note 2 – Business Combinations
−Removed: Shenandoah Personal Communications Company Affiliate Relationship
−Removed: Sprint PCS (specifically Sprint Spectrum L.P.) was party to a variety of publicly filed agreements with Shentel, pursuant to which Shentel was the exclusive provider of Sprint PCS’s wireless mobility communications network products in certain parts of Maryland, North Carolina, Virginia, West Virginia, Kentucky, Ohio and Pennsylvania.
−Removed: Pursuant to one such agreement, the Sprint PCS Management Agreement, dated November 5, 1999 (as amended, supplemented and modified from time to time, the “Management Agreement”), Sprint PCS was granted an option to purchase Shentel’s Wireless Assets used to provide services pursuant to the Management Agreement.
−Removed: On August 26, 2020, Sprint, now our indirect subsidiary, on behalf of and as the direct or indirect owner of Sprint PCS, exercised its option by delivering a binding notice of exercise to Shentel.
+Added: Acquisition of Ka’ena Corporation
+Added: On March 9, 2023, we entered into a merger and unit purchase agreement (the “Merger and Unit Purchase Agreement”) for the acquisition of 100 % of the outstanding equity of Ka’ena Corporation and its subsidiaries, including, among others, Mint Mobile LLC (collectively, “Ka’ena”), for a maximum purchase price of $ 1.35 billion to be paid out 39 % in cash and 61 % in shares of T-Mobile common stock (the “Ka’ena Acquisition”).
+Added: On March 13, 2024, we entered into Amendment No.
+Added: 1 to the Merger and Unit Purchase Agreement, which amended, among other things, certain mechanics of the payment of the purchase consideration for the Ka’ena Acquisition, which resulted in a nominal increase in the percentage of cash compared to shares of T-Mobile common stock to be paid out as part of the total purchase price.
+Added: Upon the completion of certain customary closing conditions, including the receipt of certain regulatory approvals, on May 1, 2024 (the “Acquisition Date”), we completed the Ka’ena Acquisition, and as a result, Ka’ena became a wholly owned subsidiary of T-Mobile.
+Added: Concurrently and as agreed upon through the Merger and Unit Purchase Agreement, T-Mobile and Ka’ena entered into certain separate transactions, including the effective settlement of the preexisting wholesale arrangement between T-Mobile and Ka’ena and agreements with certain of the sellers to provide services to T-Mobile during the post-acquisition period.
+Added: Ka’ena is a provider of prepaid mobile services in the U.S.
+Added: through its primary brands, Mint Mobile and Ultra Mobile, and also offers a selection of wireless devices, including handsets and other mobile communication devices.
+Added: Prior to the Ka’ena Acquisition, Ka’ena was a wholesale partner of the Company for which we recognized service revenues within Wholesale and other service revenues on our Consolidated Statements of Comprehensive Income, and for which Ka’ena incurred related expenses for the use of our network.
+Added: On the Acquisition Date, this relationship was effectively terminated, and the Company acquired Ka’ena’s prepaid customer relationships and began to recognize service revenues associated with these customers within Prepaid revenues and operating expenses primarily within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income subsequent to the Acquisition Date.
+Added: The Ka’ena Acquisition enhances the Company’s position as a leading prepaid wireless carrier by diversifying our brand identities, enhancing our distribution footprint and preserving the value of our relationship with Ka’ena through its acquisition, including the acquisition of its prepaid customer relationships.
+Added: The financial results of Ka’ena from the Acquisition Date through December 31, 2024, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.
+Added: Costs related to the Ka’ena Acquisition were not material to our Consolidated Statements of Comprehensive Income.
+Added: Consideration Transferred
+Added: In accordance with the terms of the Merger and Unit Purchase Agreement, the total purchase price is variable, dependent upon specified performance indicators of Ka’ena, and consists of an upfront payment on the Acquisition Date and an earnout payable on August 1, 2026.
+Added: On the Acquisition Date and in satisfaction of the upfront payment, we transferred $ 420 million in cash and 3,264,952 shares of T-Mobile common stock valued at $ 536 million as determined based on its closing market price on April 30, 2024, for a total
Index for Notes to the Consolidated Financial Statements
−Removed: On May 28, 2021, T-Mobile USA, Inc., a Delaware corporation and our direct wholly owned subsidiary, entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Shentel, for the acquisition of the Wireless Assets for an aggregate purchase price of approximately $ 1.9 billion in cash, subject to certain adjustments prescribed by the Management Agreement and such additional adjustments agreed by the parties.
−Removed: Closing of Shentel Wireless Assets Acquisition
−Removed: On July 1, 2021, upon the completion of certain customary conditions, including the receipt of certain regulatory approvals, we closed on the acquisition of the Wireless Assets pursuant to the Purchase Agreement, and as a result, T-Mobile became the legal owner of the Wireless Assets.
−Removed: Through this transaction, we reacquired the exclusive rights to deliver Sprint’s wireless network services in Shentel’s former affiliate territory and simplified our operations.
−Removed: Concurrently, and as agreed to through the Purchase Agreement, T-Mobile and Shentel entered into certain separate transactions, including the effective settlement of the pre-existing arrangements between T-Mobile and Shentel under the Management Agreement.
−Removed: In exchange, T-Mobile transferred cash of approximately $ 2.0 billion, approximately $ 1.9 billion of which was determined to be consideration transferred for the Wireless Assets and the remainder of which was determined to relate to separate transactions, primarily associated with the effective settlement of pre-existing arrangements between T-Mobile and Shentel.
−Removed: Accordingly, these separate transactions are not included in the calculation of the consideration transferred in exchange for the Wireless Assets, and the settlement of pre-existing arrangements between T-Mobile and Shentel did not result in material gains or losses.
−Removed: Prior to the acquisition of the Wireless Assets, revenues generated from our affiliate relationship with Shentel were presented as Wholesale and other service revenues.
−Removed: Upon the close of the transaction, revenues generated from postpaid customers within the reacquired territory are presented as Postpaid revenues on our Consolidated Statements of Comprehensive Income.
−Removed: The financial results of the Wireless Assets since the closing through December 31, 2021, were not material to our Consolidated Statements of Comprehensive Income, nor were they material to our prior period consolidated results on a pro forma basis.
+Added: payment fair value of $ 956 million.
+Added: An additional amount of the upfront payment payable to certain sellers was deferred and may be paid through January 2026.
+Added: As of the Acquisition Date, we recognized a liability of $ 27 million for the fair value of this deferred amount, which is included in the fair value of consideration transferred in the Ka’ena Acquisition.
+Added: Furthermore, a portion of the upfront payment made on the Acquisition Date was for the settlement of the preexisting wholesale relationship with Ka’ena and excluded from the fair value of consideration transferred in the Ka’ena Acquisition.
+Added: The amount of the upfront payment was subject to customary adjustments and as a result of such adjustments, $ 17 million of the upfront payment was returned to T-Mobile during the fourth quarter of 2024, which resulted in a commensurate increase in the maximum amount payable in satisfaction of the earnout.
+Added: Based on the amount of the adjusted upfront payment, up to an additional $ 420 million in future cash and T-Mobile common stock is payable in satisfaction of the earnout, dependent upon Ka’ena’s achievement of specified performance indicators.
+Added: • $ 251 million of the potential earnout amount is payment for the acquired Ka’ena business, and we recognized a liability of $ 191 million for the fair value of such contingent consideration.
+Added: This liability is adjusted to fair value at each future reporting date until settled, with a corresponding offset recorded to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
+Added: • $ 169 million of the potential earnout amount is payment for services to be provided to T-Mobile by certain of the sellers during the post-acquisition period, as well as the replacement of equity awards of certain Ka’ena employees.
+Added: We recognize expenses as such services are provided during the post-acquisition period within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income, with a corresponding offset to Other current liabilities and Other long-term liabilities on our Consolidated Balance Sheets.
+Added: The acquisition-date fair value of consideration transferred in the Ka’ena Acquisition totaled $ 1.1 billion, comprised of the following:
+Added: (in millions) May 1, 2024
+Added: Fair value of T-Mobile common stock issued to Ka’ena stockholders related to the adjusted upfront payment $ 527
+Added: Fair value of cash paid to Ka’ena stockholders related to the adjusted upfront payment 396
+Added: Fair value of contingent consideration 191
+Added: Fair value of deferred consideration 27
+Added: Total fair value of consideration exchanged $ 1,141
+Added: The fair value of contingent consideration related to the earnout was estimated using the income approach, a probability-weighted discounted cash flow model, whereby a Monte Carlo simulation method estimated the probability of different outcomes.
+Added: This fair value measurement is based on significant inputs not observable in the market and, therefore, represents a Level 3 measurement as defined in ASC 820.
+Added: The key assumptions in applying the income approach for the contingent consideration include forecasted Ka’ena financial information, primarily revenue, marketing costs and customer metrics, the probability of achieving the forecasted financial information and the discount rate.
+Added: As of December 31, 2024, $ 202 million of liabilities for contingent consideration and $ 80 million of liabilities for post-acquisition services were presented within Other long-term liabilities on our Consolidated Balance Sheets.
Fair Value of Assets Acquired and Liabilities Assumed
−Removed: We accounted for the acquisition of the Wireless Assets as a business combination.
−Removed: The identifiable assets acquired and liabilities assumed were recorded at their fair values as of the acquisition date and consolidated with those of T-Mobile.
−Removed: Assigning fair market values to the assets acquired and liabilities assumed at the date of an acquisition requires the use of significant judgment regarding estimates and assumptions.
−Removed: For the fair values of the assets acquired and liabilities assumed, we used the cost, income and market approaches, including market participant assumptions.
−Removed: The following table summarizes the fair values for each major class of assets acquired and liabilities assumed at the acquisition date.
−Removed: We retained the services of certified valuation specialists to assist with assigning values to certain acquired assets and assumed liabilities.
−Removed: (in millions) July 1, 2021
−Removed: Inventory $ 2
+Added: We have accounted for the Ka’ena Acquisition as a business combination.
+Added: The identifiable assets acquired and liabilities assumed from Ka’ena were recorded at their provisionally assigned fair values as of the Acquisition Date and consolidated with those of T-Mobile.
+Added: Assigning fair values to the assets acquired and liabilities assumed at the Acquisition Date requires the use of judgment regarding estimates and assumptions.
+Added: For the provisionally assigned fair values of the assets acquired and liabilities assumed, we used the cost and income approaches.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: The following table summarizes the provisionally assigned fair values for each class of assets acquired and liabilities assumed at the Acquisition Date.
+Added: We retained the services of certified valuation specialists to assist with assigning values to certain acquired assets.
+Added: We are in the process of finalizing the valuation of the assets acquired and liabilities assumed, including income tax-related amounts.
+Added: Therefore, the provisionally assigned fair values set forth below are subject to adjustment as additional information is obtained and the valuations are completed.
+Added: (in millions) May 1, 2024
+Added: Cash and cash equivalents $ 24
+Added: Accounts receivable 34
+Added: Prepaid expenses 5
+Added: Other current assets 10
Property and equipment 1
Operating lease right-of-use assets 2
−Removed: Goodwill 1,035
Other intangible assets 740
1 unchanged sentence
Total assets acquired 1,641
+Added: Accounts payable and accrued liabilities 42
+Added: Deferred revenue 297
Short-term operating lease liabilities 1
+Added: Deferred tax liabilities 86
Operating lease liabilities 2
2 unchanged sentences
Total consideration transferred $ 1,141
−Removed: Intangible Assets and Liabilities
−Removed: Goodwill with an assigned value of $ 1.0 billion, substantially all of which is deductible for tax purposes, represents the anticipated cost savings from the operations of the combined company resulting from the planned integration of network infrastructure and facilities, the assembled workforce hired concurrently with the acquisition of Wireless Assets, and the
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: intangible assets that do not qualify for separate recognition.
+Added: Intangible Assets
+Added: Goodwill with a provisionally assigned value of $ 771 million represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed.
+Added: The provisionally assigned goodwill recognized includes expected growth in customers and service revenues to be achieved from the operations of the combined company, the assembled workforce of Ka’ena and intangible assets that do not qualify for separate recognition.
+Added: Of the total provisionally assigned amount of goodwill resulting from the Ka’ena Acquisition of $ 771 million, the preliminary amount deductible for tax purposes is $ 90 million.
All of the goodwill acquired is allocated to the Wireless reporting unit.
−Removed: Other intangible assets include $ 770 million of reacquired rights to provide services in Shentel’s former affiliate territory, which is being amortized on a straight-line basis over a useful life of approximately nine years in line with the remaining term of the Management Agreement upon the acquisition of the Wireless Assets, which represents the period of expected economic benefits associated with the reacquisition of such rights.
+Added: Other intangible assets acquired primarily include $ 545 million of customer relationships with an estimated weighted-average useful life of six years , $ 70 million of tradenames with an estimated weighted-average useful life of eight years and $ 125 million of other intangible assets with an estimated weighted-average useful life of four years .
+Added: The customer relationships are being amortized using the sum-of-the-years digits method over their estimated useful lives, and the tradenames are being amortized on a straight-line basis over their estimated useful lives.
+Added: The preliminary fair value of customer relationships was estimated using the income approach.
This fair value measurement is based on significant inputs not observable in the market, and, therefore, represents a Level 3 measurement as defined in ASC 820.
−Removed: The key assumptions in applying the income approach include forecasted subscriber growth rates, revenue over an estimated period of time, the discount rate, estimated capital expenditures, estimated income taxes and the long-term growth rate, as well as forecasted earnings before interest, taxes, depreciation and amortization (“EBITDA”) margins.
−Removed: Acquisition of Ka’ena Corporation
−Removed: On March 9, 2023, we entered into a Merger and Unit Purchase Agreement (the “Merger and Purchase Agreement”) for the acquisition of 100 % of the outstanding equity of Ka’ena Corporation and its subsidiaries including, among others, Mint Mobile LLC (collectively, “Ka’ena” and the “Ka’ena Acquisition”), for a maximum purchase price of $ 1.35 billion to be paid out 39 % in cash and 61 % in shares of T-Mobile common stock.
−Removed: The purchase price is variable dependent upon specified performance indicators of Ka’ena during certain periods before and after closing and consists of an upfront payment at closing of the transaction, subject to certain agreed-upon working capital and other adjustments, and a variable earnout payable 24 months after closing of the transaction.
−Removed: Our estimate of the upfront payment is subject to Ka’ena’s underlying business performance and the timing of transaction close, and has been updated to $ 1.2 billion, before working capital and other adjustments.
−Removed: The acquisition is subject to certain customary closing conditions, including certain regulatory approvals, and is expected to close by the end of the first quarter of 2024.
+Added: The key assumptions in applying the income approach include forecasted subscriber churn rates, revenue over an estimated period of time, the discount rate and estimated income taxes.
+Added: Acquisition of UScellular Wireless Operations
+Added: On May 24, 2024, we entered into a securities purchase agreement with United States Cellular Corporation (“UScellular”), Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire substantially all of UScellular’s wireless operations and select AWS, PCS, 600 MHz, 700 MHz and other spectrum assets for an aggregate purchase price of approximately $ 4.4 billion, payable in cash and the assumption of up to $ 2.0 billion of debt through an exchange offer to be made to certain UScellular debtholders prior to closing.
+Added: To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.
+Added: The transaction is expected to close in mid-2025, subject to customary closing conditions and receipt of certain regulatory approvals.
+Added: Upon closing of the transaction, we expect to account for the UScellular transaction as a business combination and to consolidate the acquired operations.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: Following the closing of the transaction, UScellular will retain ownership of its other spectrum, as well as its towers.
+Added: Subject to the closing of the transaction, we will enter into a 15-year master license agreement to lease space on at least 2,100 towers being retained and to extend our tenancy term on approximately 600 towers where we are already leasing space from UScellular for 15 years post-closing.
+Added: We estimate the incremental future minimum lease payments associated with the master license agreement will be $ 1.4 billion over 15 years post-closing.
+Added: Acquisition of Vistar Media Inc.
+Added: On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100 % of the outstanding capital stock of Vistar Media Inc., a provider of technology solutions for digital-out-of-home advertisements, for a purchase price of approximately $ 625 million.
+Added: The purchase price is subject to certain agreed-upon working capital and other adjustments.
+Added: The acquisition is subject to certain customary closing conditions, including certain regulatory approvals, and is expected to close in the first quarter of 2025.
+Added: Note 3 – Joint Ventures
+Added: Lumos and Metronet Joint Ventures
+Added: On April 24, 2024, we entered into a definitive agreement with a fund operated by EQT, Infrastructure VI fund (“Fund VI”), to establish a joint venture between us and Fund VI to acquire Lumos (“Lumos”), a fiber-to-the-home platform, from EQT’s predecessor fund, EQT Infrastructure III.
+Added: The arrangement is expected to close in the first half of 2025, subject to customary closing conditions and regulatory approvals.
+Added: At closing, we expect to invest approximately $ 950 million in the joint venture to acquire a 50 % equity interest and all existing Lumos fiber customers.
+Added: The funds invested by us will be used by the joint venture to fund future fiber builds.
+Added: In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $ 500 million in 2027 or 2028 under the existing business plan.
+Added: On July 18, 2024, we entered into a definitive agreement with KKR & Co.
+Added: (“KKR”) to establish a joint venture to acquire Metronet Holdings, LLC and certain of its affiliates (collectively, “Metronet”), a fiber-to-the-home platform.
+Added: This arrangement is expected to close in 2025, subject to customary closing conditions and regulatory approvals.
+Added: At closing, we expect to invest approximately $ 4.9 billion in the joint venture to acquire a 50 % equity interest and all existing residential fiber customers, as well as funding the joint venture.
+Added: We do not anticipate making further capital contributions following the closing under the existing business plan.
+Added: Upon closing of the transactions, we expect to account for the Lumos and Metronet joint ventures under the equity method of accounting and recognize service revenues for the acquired Lumos and Metronet fiber customers and wholesale costs paid to the joint ventures for network access within Cost of services on our Consolidated Statements of Comprehensive Income.
Note 4 – Receivables and Related Allowance for Credit Losses
4 unchanged sentences
Our portfolio of receivables is comprised of two portfolio segments:
−Removed: accounts receivable and EIP receivables.
+Added: accounts receivable and equipment installment plan receivables.
Accounts Receivable Portfolio Segment
Accounts receivable balances are predominately comprised of amounts currently due from customers (e.g., for wireless communications services), device insurance administrators, wholesale partners, other carriers and third-party retail channels.
−Removed: We estimate credit losses associated with our accounts receivable portfolio segment using an expected credit loss model, which utilizes an aging schedule methodology based on historical information and adjusted for asset-specific considerations, current economic conditions and reasonable and supportable forecasts.
+Added: We estimate credit losses associated with our accounts receivable portfolio segment using an expected credit loss model, which utilizes an aging schedule methodology based on historical information and is adjusted for asset-specific considerations, current economic conditions and reasonable and supportable forecasts.
+Added: Index for Notes to the Consolidated Financial Statements
Our approach considers a number of factors, including our overall historical credit losses and payment experience, as well as current collection trends such as write-off frequency and severity.
3 unchanged sentences
gross domestic product and forecasts of consumer credit behavior for comparable credit exposures.
−Removed: Index for Notes to the Consolidated Financial Statements
EIP Receivables Portfolio Segment
3 unchanged sentences
To determine a customer’s credit profile and assist in determining their credit class, we use a proprietary credit scoring model that measures the credit quality of a customer leveraging several factors, such as credit bureau information and consumer credit risk scores, as well as service and device plan characteristics.
−Removed: As of December 31, 2023, we enhanced our proprietary credit scoring model to more fully reflect current payment performance in the assigned credit score by enabling migration between the Prime and Subprime credit class categories, which aligns with our expected credit loss model methodology.
−Removed: The impact of this change was a net migration of approximately 12 % of the EIP receivables from Subprime to the Prime credit class category.
−Removed: As our credit loss model already captured current payment performance, this change did not have a significant impact on our estimated expected credit losses.
EIP receivables had a combined weighted-average effective interest rate of 11.1 % and 10.6 % as of December 31, 2024 and 2023, respectively.
11 unchanged sentences
EIP receivables, net of allowance for credit losses and imputed discount $ 6,588 $ 6,498
−Removed: Many of our loss estimation techniques rely on delinquency-based models;
+Added: Many of our loss estimation techniques rely on delinquency-based models categorized by customer credit class;
therefore, delinquency is an important indicator of credit quality in the establishment of our allowance for credit losses for EIP receivables.
9 unchanged sentences
EIP receivables, net of unamortized imputed discount $ 4,244 $ 1,172 $ 1,133 $ 303 $ 19 $ 7 $ 5,396 $ 1,482 $ 6,878
−Removed: We estimate credit losses on our EIP receivables segment by applying an expected credit loss model, which relies on historical loss data adjusted for current conditions to calculate default probabilities or an estimate for the frequency of customer default.
−Removed: Our assessment of default probabilities or frequency includes receivables delinquency status, historical loss experience, how
Index for Notes to the Consolidated Financial Statements
−Removed: long the receivables have been outstanding and customer credit ratings, as well as customer tenure.
+Added: We estimate credit losses on our EIP receivables segment by applying an expected credit loss model, which relies on historical loss data adjusted for current conditions to calculate default probabilities or an estimate for the frequency of customer default.
+Added: Our assessment of default probabilities or frequency includes receivables delinquency status, historical loss experience, how long the receivables have been outstanding and customer credit ratings, as well as customer tenure.
We multiply these estimated default probabilities by our estimated loss given default, which is the estimated amount of default or the severity of loss.
1 unchanged sentence
The following table presents write-offs of our EIP receivables by year of origination for the year ended December 31, 2024:
−Removed: (in millions) Originated in 2023 Originated in 2022 Originated prior to 2022 Total Write-offs
+Added: (in millions) Originated in 2024 Originated in 2023 Originated prior to 2023 Total
Write-offs $ 201 $ 309 $ 68 $ 578
10 unchanged sentences
We do not have material off-balance-sheet credit exposures as of December 31, 2024.
−Removed: In connection with the sales of certain service accounts receivable and EIP receivables pursuant to the sale arrangements, we have deferred purchase price assets included on our Consolidated Balance Sheets measured at fair value that are based on a discounted cash flow model using Level 3 inputs, including customer default rates and credit worthiness, dilutions and recoveries.
+Added: In connection with the sales of certain service accounts receivable and EIP receivables pursuant to the sale arrangements, we provide guarantees of credit performance (prior to November 1, 2024, this was deferred purchase price assets) included on our Consolidated Balance Sheets measured at fair value that are based on a discounted cash flow model using Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.
See Note 5 – Sales of Certain Receivables for further information.
6 unchanged sentences
The maximum funding commitment of the sale arrangement is $ 1.3 billion.
−Removed: On November 14, 2023, we extended the scheduled expiration date of the EIP sale arrangement to November 18, 2024.
+Added: On October 22, 2024, we extended the scheduled expiration date of the EIP Sale Arrangement to November 18, 2025.
+Added: Index for Notes to the Consolidated Financial Statements
As of both December 31, 2024 and 2023, the EIP Sale Arrangement provided funding of $ 1.3 billion.
Sales of EIP receivables occur daily and are settled on a monthly basis.
−Removed: Index for Notes to the Consolidated Financial Statements
In connection with this EIP Sale Arrangement, we formed a wholly owned subsidiary, which qualifies as a bankruptcy remote entity (the “EIP BRE”).
3 unchanged sentences
We determined that the EIP BRE is a VIE, as its equity investment at risk lacks the obligation to absorb a certain portion of its expected losses.
−Removed: We have a variable interest in the EIP BRE and have determined that we are the primary beneficiary based on our ability to direct the activities which most significantly impact the EIP BRE’s economic performance.
+Added: We have a variable interest in the EIP BRE and have determined that we are the primary beneficiary based on our ability to direct the activities that most significantly impact the EIP BRE’s economic performance.
Those activities include selecting which receivables are transferred into the EIP BRE and sold in the EIP Sale Arrangement and funding of the EIP BRE.
Additionally, our equity interest in the EIP BRE obligates us to absorb losses and gives us the right to receive benefits from the EIP BRE that could potentially be significant to the EIP BRE.
−Removed: Accordingly, we include the balances and results of operations of the EIP BRE on our consolidated financial statements.
−Removed: The following table summarizes the carrying amounts and classification of assets, which consist primarily of the deferred purchase price, included on our Consolidated Balance Sheets with respect to the EIP BRE:
+Added: Accordingly, we include the balances and results of operations of the EIP BRE in our consolidated financial statements.
+Added: The following table summarizes the carrying amounts and classification of assets, which consist primarily of the deferred purchase price, and liabilities, which consist of the recourse guarantee, included on our Consolidated Balance Sheets with respect to the EIP BRE:
(in millions) December 31,
2 unchanged sentences
Other assets — 103
+Added: Other current liabilities 81 —
+Added: Other long-term liabilities 32 —
In addition, the EIP BRE is a separate legal entity with its own separate creditors who will be entitled, prior to any liquidation of the EIP BRE, to be satisfied prior to any value in the EIP BRE becoming available to us.
−Removed: Accordingly, the assets of the EIP BRE may not be used to settle our general obligations and creditors of the EIP BRE have limited recourse to our general credit.
+Added: Accordingly, the assets of the EIP BRE may not be used to settle our general obligations, and creditors of the EIP BRE have no recourse to our general credit.
Sales of Service Accounts Receivable
13 unchanged sentences
Additionally, our equity interest in the Service BRE obligates us to absorb losses and gives us the right to receive benefits from the Service BRE that could potentially be significant to the Service BRE.
−Removed: Accordingly, we include the balances and results of operations of the Service BRE on our consolidated financial statements.
+Added: Accordingly, we include the balances and results of operations of the Service BRE in our consolidated financial statements.
Index for Notes to the Consolidated Financial Statements
−Removed: The following table summarizes the carrying amounts and classification of assets, which consist primarily of the deferred purchase price, and liabilities included on our Consolidated Balance Sheets with respect to the Service BRE:
+Added: The following table summarizes the carrying amounts and classification of assets, which consists primarily of the deferred purchase price, and liabilities included on our Consolidated Balance Sheets with respect to the Service BRE:
(in millions) December 31,
3 unchanged sentences
In addition, the Service BRE is a separate legal entity with its own separate creditors who will be entitled, prior to any liquidation of the Service BRE, to be satisfied prior to any value in the Service BRE becoming available to us.
−Removed: Accordingly, the assets of the Service BRE may not be used to settle our general obligations, and creditors of the Service BRE have limited recourse to our general credit.
+Added: Accordingly, the assets of the Service BRE may not be used to settle our general obligations, and creditors of the Service BRE have no recourse to our general credit.
Sales of Receivables
2 unchanged sentences
Upon sale, we derecognize the net carrying amount of the receivables.
−Removed: We recognize the cash proceeds received upon sale in Net cash provided by operating activities on our Consolidated Statements of Cash Flows.
−Removed: We recognize proceeds net of the deferred purchase price, consisting of a receivable from the purchasers that entitles us to certain collections on the receivables.
−Removed: We recognize the collection of the deferred purchase price in Net cash used in investing activities on our Consolidated Statements of Cash Flows as Proceeds related to beneficial interests in securitization transactions.
−Removed: The deferred purchase price represents a financial asset that is primarily tied to the creditworthiness of the customers and which can be settled in such a way that we may not recover substantially all of our recorded investment, due to default by the customers on the underlying receivables.
−Removed: At inception, we elected to measure the deferred purchase price at fair value with changes in fair value included in Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income.
−Removed: The fair value of the deferred purchase price is determined based on a discounted cash flow model which uses primarily Level 3 inputs, including customer default rates.
−Removed: As of December 31, 2023 and 2022, our deferred purchase price related to the sales of service receivables and EIP receivables was $ 658 million and $ 692 million, respectively.
+Added: We recognized the cash proceeds received upon sale in Net cash provided by operating activities on our Consolidated Statements of Cash Flows.
+Added: On October 22, 2024, we executed an amendment to the EIP Sale Arrangement and an amendment to the Service Receivable Sale Arrangement (together, the “Pledge Amendments”).
+Added: Prior to the effective date of the Pledge Amendments, the credit enhancement feature of each of the EIP Sale Arrangement and the Service Receivable Sale Arrangement was in the form of a deferred purchase price.
+Added: Pursuant to the Pledge Amendments, effective on November 1, 2024, the credit enhancement feature of each arrangement is replaced by a recourse guarantee liability, which is collateralized by pledged but unsold receivables.
+Added: On November 1, 2024, we re-recognized $ 193 million of gross service accounts receivables and $ 604 million of gross EIP receivables.
+Added: Prior to the effective date of the Pledge Amendments, cash proceeds related to beneficial interests in securitization transactions in the form of the deferred purchase price were presented within Net cash used in investing activities on our Consolidated Statements of Cash Flows.
+Added: Following the effective date of the Pledge Amendments, all cash proceeds associated with sold receivables are recognized within Net cash provided by operating activities on our Consolidated Statements of Cash Flows.
+Added: The recourse guarantee, and prior to the effective date of the Pledge Amendments, the deferred purchase price, represents a financial instrument that is primarily tied to the creditworthiness of our customers.
+Added: At inception, we elected to measure the recourse guarantee liabilities at fair value with changes in fair value included in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
+Added: The fair value of the recourse guarantee liabilities is determined based on a discounted cash flow model which uses primarily Level 3 inputs, including customer default rates.
+Added: As of December 31, 2024, our recourse guarantee liabilities related to the sales of service receivables and EIP receivables was $ 148 million, as collateralized by $ 286 million of gross service receivables and $ 505 million of gross EIP receivables pledged but unsold, which represent our maximum exposure under the recourse guarantee.
+Added: As of December 31, 2023, our deferred purchase price assets related to the sales of service receivables and EIP receivables was $ 658 million.
+Added: Index for Notes to the Consolidated Financial Statements
The following table summarizes the impact of the sales of certain service receivables and EIP receivables on our Consolidated Balance Sheets:
4 unchanged sentences
of which, deferred purchase price — 555
−Removed: Other long-term assets 103 136
+Added: Other assets — 103
of which, deferred purchase price — 103
Other current liabilities 409 373
+Added: of which, recourse guarantee 116 —
+Added: Other long-term liabilities 32 —
+Added: of which, recourse guarantee 32 —
Net cash proceeds since inception 1,468 1,583
1 unchanged sentence
Net cash proceeds funded by reinvested collections 1,583 1,697
−Removed: We recognized losses from sales of receivables, including changes in fair value of the deferred purchase price, of $ 165 million, $ 214 million and $ 15 million for the years ended December 31, 2023, 2022 and 2021, respectively, in Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income.
−Removed: As of both December 31, 2023 and 2022, the total principal balance of outstanding transferred service receivables and EIP receivables was $ 1.0 billion.
+Added: We recognized losses from sales of receivables, including changes in fair value of the deferred purchase price assets as well as the recourse guarantee liabilities beginning on November 1, 2024, of $ 62 million, $ 165 million and $ 214 million for the years ended December 31, 2024, 2023 and 2022, respectively, in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
Continuing Involvement
−Removed: Pursuant to the sale arrangements described above, we have continuing involvement with the service accounts receivable and EIP receivables we sell as we service the receivables, are required to repurchase certain receivables, including ineligible
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: receivables, aged receivables and receivables where a write-off is imminent, and may be responsible for absorbing credit losses through reduced collections on our deferred purchase price assets.
+Added: Pursuant to the EIP Sale Arrangement and Service Receivable Sale Arrangement described above, we have continuing involvement with the service accounts receivable and EIP receivables we sell, as we service the receivables, are required to replace certain receivables, including ineligible receivables, aged receivables and receivables where a write-off is imminent, and may be responsible for absorbing credit losses through performance under our recourse guarantee liabilities.
We continue to service the customers and their related receivables, including facilitating customer payment collection, in exchange for a monthly servicing fee.
17 unchanged sentences
Total depreciation expense relating to property and equipment and financing lease right-of-use assets was $ 12.1 billion, $ 12.0 billion and $ 12.7 billion for the years ended December 31, 2024, 2023 and 2022, respectively.
−Removed: These amounts include depreciation expense related to leased wireless devices of $ 170 million, $ 1.1 billion and $ 3.1 billion for the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: These amounts include depreciation expense related to leased wireless devices of $ 54 million, $ 170 million and $ 1.1 billion for the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: Index for Notes to the Consolidated Financial Statements
We capitalize interest associated with the acquisition or construction of certain property and equipment and spectrum intangible assets.
10 unchanged sentences
Changes in estimated cash flows 36 164
−Removed: Transfers to held for sale — ( 35 )
Asset retirement obligations, end of period $ 1,535 $ 1,716
2 unchanged sentences
Other long-term liabilities 1,426 1,583
−Removed: The corresponding assets, net of accumulated depreciation and excluding amounts transferred to held for sale, related to asset retirement obligations were $ 462 million and $ 546 million as of December 31, 2023 and 2022, respectively.
−Removed: Wireline Impairment
−Removed: Previously, the operation of the legacy Sprint CDMA and LTE wireless networks was supported by the legacy Sprint Wireline network.
−Removed: During the second quarter of 2022, we retired the legacy Sprint CDMA network and began the orderly shut-down of the LTE network.
−Removed: We determined that the retirement of the legacy Sprint CDMA and LTE wireless networks triggered the need to assess the Wireline long-lived assets for impairment, as these assets no longer supported our wireless network and the
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: associated customers and cash flows in a significant manner.
−Removed: The results of this assessment indicated that certain Wireline long-lived assets were impaired.
−Removed: See Note 14 – Wireline for further information.
+Added: The corresponding assets, net of accumulated depreciation, related to asset retirement obligations were $ 423 million and $ 462 million as of December 31, 2024 and 2023, respectively.
Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets
−Removed: The changes in the carrying amount of goodwill for the years ended December 31, 2023 and 2022, are as follows:
+Added: The change in the carrying amount of goodwill for the years ended December 31, 2024 and 2023, is as follows:
(in millions) Goodwill
Balance as of December 31, 2022, net of accumulated impairment losses of $ 10,984
−Removed: Goodwill from acquisitions in 2022 46
Balance as of December 31, 2023 12,234
−Removed: Balance as of December 31, 2023 $ 12,234
−Removed: Accumulated impairment losses at December 31, 2023 $ ( 10,984 )
+Added: Preliminary goodwill from the Ka’ena Acquisition in 2024 771
+Added: Balance as of December 31, 2024, net of accumulated impairment losses of $ 10,984
Goodwill Impairment Assessment
6 unchanged sentences
In addition to performing an assessment under the market approach we also considered any events or change in circumstances that occurred, noting no indication that the fair value of the wireless reporting unit may be below its carrying amount at December 31, 2024.
−Removed: Intangible Assets
−Removed: Identifiable Intangible Assets Acquired in the Shentel Acquisition
−Removed: We reacquired certain rights under the Management Agreement in connection with the acquisition of the Wireless Assets that provided us the ability to fully do business in Shentel’s former affiliate territories.
−Removed: We recognized an intangible asset for these reacquired rights at its fair value of $ 770 million as of July 1, 2021.
−Removed: The reacquired rights intangible asset is being amortized on a straight-line basis over a useful life of approximately nine years in line with the remaining term of the Management Agreement upon the acquisition of the Wireless Assets.
+Added: Index for Notes to the Consolidated Financial Statements
Spectrum Licenses
6 unchanged sentences
Spectrum licenses, end of year $ 100,558 $ 96,707 $ 95,798
−Removed: Spectrum Transactions
−Removed: In March 2021, the FCC announced that we were the winning bidder of 142 licenses in Auction 107 (C-band spectrum) for an aggregate purchase price of $ 9.3 billion.
+Added: Cash payments to acquire spectrum licenses and payments for costs to clear spectrum are included in Purchases of spectrum licenses and other intangible assets, including deposits, on our Consolidated Statements of Cash Flows.
+Added: Spectrum Auctions
In January 2022, the FCC announced that we were the winning bidder of 199 licenses in Auction 110 (3.45 GHz spectrum) for an aggregate purchase price of $ 2.9 billion.
−Removed: Index for Notes to the Consolidated Financial Statements
In September 2022, the FCC announced that we were the winning bidder of 7,156 licenses in Auction 108 (2.5 GHz spectrum) for an aggregate price of $ 304 million.
1 unchanged sentence
We paid the FCC the remaining $ 239 million for the licenses won in the auction in September 2022.
−Removed: The aggregate cash payments made to the FCC are included in Other assets on our Consolidated Balance Sheets as of December 31, 2023, and will remain there until the corresponding licenses are received.
−Removed: The timing of when the licenses will be issued will be determined by the FCC after all post-auction procedures have been completed, which has been delayed due to the suspension of auction authority to the FCC by Congress.
−Removed: In December 2023, Congress passed the 5G Spectrum Authority Licensing Enforcement (SALE) Act, which gives the FCC temporary authority to grant licenses from previous auctions.
−Removed: As a result, the Auction 108 licenses are expected to be issued in the first quarter of 2024.
−Removed: As of December 31, 2023, the activities that are necessary to get the 3.45 GHz and 2.5 GHz spectrum acquired pursuant to FCC Auctions 110 and 108, respectively, ready for its intended use have not begun;
−Removed: as such, capitalization of the interest associated with the costs of deploying these spectrum licenses has not begun.
−Removed: During the year ended December 31, 2023, we capitalized interest on the costs of our C-band spectrum licenses, acquired pursuant to FCC Auction 107, during the period that development activities occurred.
+Added: On February 29, 2024, the FCC issued to us the licenses won in Auction 108, and substantially all of these licenses were deployed in March 2024.
+Added: The licenses are included in Spectrum licenses on our Consolidated Balance Sheets as of December 31, 2024.
+Added: Spectrum Exchange Transactions
+Added: During the year ended December 31, 2024, we recognized non-cash spectrum license acquisitions associated with the closing of certain spectrum exchange transactions of $ 1.2 billion, including $ 985 million associated with the closing of an agreement with a third party for the exchange of certain of our 39 GHz spectrum licenses for certain of their 24 GHz spectrum license on October 15, 2024.
+Added: During the year ended December 31, 2024, we recognized gains associated with the closing of certain spectrum exchange transactions of $ 202 million, including a $ 137 million gain associated with the closing of an agreement with a third party for the exchange of certain of our 39 GHz spectrum licenses for certain of their 24 GHz spectrum license on October 15, 2024, as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
+Added: There were no gains or losses associated with spectrum exchange transactions during the years ended December 31, 2023 and 2022.
License Purchase Agreements
1 unchanged sentence
On July 1, 2020, we and DISH Network Corporation (“DISH”) entered into a License Purchase Agreement (the “DISH License Purchase Agreement”) pursuant to which DISH agreed to purchase certain 800 MHz spectrum licenses for a total of approximately $ 3.6 billion.
−Removed: The closing of the sale of spectrum under the DISH License Purchase Agreement remains subject to FCC approval.
On October 15, 2023, we and DISH entered into an amendment (the “LPA Amendment”) to the DISH License Purchase Agreement pursuant to which, among other things, the parties agreed that (1) DISH will pay us a $ 100 million non-refundable extension fee (in lieu of the approximately $ 72 million termination fee that had previously been agreed to), (2) the closing for the purchase of the spectrum licenses by DISH will occur no later than April 1, 2024, (3) if DISH has not purchased the spectrum licenses by such date for any reason (including failure to receive the required FCC approval prior to such date), then the DISH License Purchase Agreement will automatically terminate, and we will retain the $ 100 million extension fee, (4) if DISH does purchase the spectrum by April 1, 2024, the $ 100 million extension fee will be credited against the $ 3.6 billion purchase price, and (5) we are permitted to commence auction of the spectrum prior to April 1, 2024 at our discretion (and subject to DISH’s purchase right).
1 unchanged sentence
On October 25, 2023, we received a payment of $ 100 million from DISH for the extension fee and recorded a corresponding liability within Other current liabilities on our Consolidated Balance Sheets.
−Removed: If DISH does not, by April 1, 2024, purchase the 800 MHz spectrum licenses, we are required, unless otherwise approved by the U.S.
−Removed: Department of Justice under the final judgment agreed to by us, Deutsche Telekom AG (“DT”), Sprint, SoftBank Group Corp.
+Added: DISH did not purchase the 800 MHz spectrum by April 1, 2024.
+Added: As such, we recognized a gain for the $ 100 million extension fee previously paid by DISH during the year ended December 31, 2024, within Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income and relieved the liability that was initially recorded upon receipt of the
+Added: Index for Notes to the Consolidated Financial Statements
+Added: On October 1, 2024, we concluded the auction process for the disposition of the spectrum as required under the final judgment agreed to by us, Deutsche Telekom AG (“DT”), Sprint LLC, SoftBank Group Corp.
(“SoftBank”) and DISH with the U.S.
−Removed: District Court for the District of Columbia, which was approved by the Court on April 1, 2020, to offer the licenses for sale through an auction.
−Removed: If the specified minimum price of $ 3.6 billion is not met in the auction, we would be relieved of the obligation to sell the licenses.
+Added: District Court for the District of Columbia, which was approved by the Court on April 1, 2020, to offer the licenses for sale.
+Added: We did not receive a qualifying bid and have been relieved of the obligation to sell the spectrum licenses.
+Added: We are currently exploring alternatives to sell or utilize the spectrum licenses.
Channel 51 License Co LLC and LB License Co, LLC
5 unchanged sentences
Together, the licenses with closings deferred into the second closing tranche represent $ 1.1 billion of the aggregate $ 3.5 billion cash consideration.
−Removed: The licenses being acquired by us, and the total consideration being paid for the licenses, remains the same under the original License Purchase Agreements and subsequent amendments.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: The FCC approved the purchase of the first tranche on December 29, 2023, and we expect the closing of the first tranche to occur in the second quarter of 2024.
−Removed: We anticipate that the second closing (on the deferred licenses) will occur in late 2024 or early 2025.
+Added: The licenses being acquired by us, and the total consideration being paid for the licenses, remain the same under the original License Purchase Agreements and subsequent amendments.
+Added: The FCC approved the purchase of the first tranche on December 29, 2023.
+Added: The first tranche closed on June 24, 2024, and the associated payment of $ 2.4 billion was made on August 5, 2024.
+Added: The FCC approved the purchase of the Dallas licenses included in the second tranche on October 22, 2024.
+Added: The purchase of the Dallas licenses closed on December 6, 2024, and the associated payment of $ 541 million was made on the same day.
+Added: We anticipate that the remaining deferred licenses from the second tranche of $ 604 million will close in 2025.
The parties have agreed that each of the closings will occur within 180 days after the receipt of the applicable required regulatory approvals, and payment of each portion of the aggregate $ 3.5 billion purchase price will occur no later than 40 days after the date of each respective closing.
6 unchanged sentences
The removal of any Optional Sale Licenses would reduce the final purchase price by the assigned value of each such license, from the maximum purchase price of $ 3.3 billion.
−Removed: The licenses are subject to an exclusive leasing arrangement between us and Comcast entered into contemporaneously with the License Purchase Agreement.
+Added: The licenses are subject to an exclusive leasing arrangement between us and Comcast, which were entered into contemporaneously with the License Purchase Agreement.
If Comcast elects to remove an Optional Sale License from the License Purchase Agreement, the associated lease for such Optional Sale License will terminate, but no sooner than two years from the date of the License Purchase Agreement (with us having a minimum period of time after any such termination to cease transmitting on such license’s associated spectrum).
+Added: On January 13, 2025, we and Comcast entered into an amendment to the License Purchase Agreement pursuant to which we will acquire additional spectrum.
+Added: Subsequent to the amendment, the total cash consideration for the transaction is between $ 1.2 billion and $ 3.4 billion.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: N77 License Co LLC
+Added: On September 10, 2024, we entered into a License Purchase Agreement with N77 License Co LLC (“Buyer”), pursuant to which Buyer has the option to purchase all or a portion of our remaining 3.45 GHz spectrum licenses in exchange for a range of cash consideration, with the specific licenses sold to be determined based upon the amount of committed financing raised by Buyer.
+Added: As of December 31, 2024 and 2023, the licenses subject to the License Purchase Agreement were held at cost of $ 2.7 billion in Spectrum licenses on our Consolidated Balance Sheets.
+Added: We maintain the right to terminate the License Purchase Agreement no later than February 7, 2025, as we did not receive written notice of committed financing as of December 9, 2024, from the Buyer at or above a certain target level of cash consideration.
+Added: The transaction is subject to FCC approval.
+Added: We do not expect the transaction to have a material impact on our Consolidated Statements of Comprehensive Income.
Impairment Assessment
5 unchanged sentences
(in millions) Gross Amount Accumulated Amortization Net Amount Gross Amount Accumulated Amortization Net Amount
−Removed: Customer relationships Up to 8 years
+Added: Customer relationships (1)
+Added: Up to 8 years
$ 5,427 $ ( 4,123 ) $ 1,304 $ 4,883 $ ( 3,451 ) $ 1,432
1 unchanged sentence
770 ( 323 ) 447 770 ( 231 ) 539
−Removed: Tradenames and patents Up to 19 years
+Added: Tradenames and patents (1)
+Added: Up to 19 years
338 ( 157 ) 181 208 ( 134 ) 74
1 unchanged sentence
620 ( 169 ) 451 686 ( 148 ) 538
−Removed: Other Up to 10 years
+Added: Up to 10 years
478 ( 349 ) 129 353 ( 318 ) 35
Other intangible assets $ 7,633 $ ( 5,121 ) $ 2,512 $ 6,900 $ ( 4,282 ) $ 2,618
−Removed: Amortization expense for intangible assets subject to amortization was $ 888 million, $ 1.2 billion and $ 1.3 billion for the years ended December 31, 2023, 2022 and 2021, respectively.
−Removed: Index for Notes to the Consolidated Financial Statements
+Added: (1) Includes intangible assets acquired in the Ka’ena Acquisition.
+Added: See Note 2 - Business Combinations for more information.
+Added: Amortization expense for intangible assets subject to amortization was $ 857 million, $ 888 million and $ 1.2 billion for the years ended December 31, 2024, 2023 and 2022, respectively.
The estimated aggregate future amortization expense for intangible assets subject to amortization is summarized below:
3 unchanged sentences
Total $ 2,512
−Removed: Substantially all of the estimated future amortization expense is associated with intangible assets acquired in the Merger and through our acquisitions of affiliates.
+Added: Substantially all of the estimated future amortization expense is associated with intangible assets acquired through our business combinations.
+Added: Index for Notes to the Consolidated Financial Statements
Note 8 – Fair Value Measurements
2 unchanged sentences
Derivative Financial Instruments
−Removed: Periodically, we use derivatives to manage exposure to market risk, such as interest rate risk.
−Removed: We designate certain derivatives as hedging instruments in a qualifying hedge accounting relationship to help minimize significant, unplanned fluctuations in cash flows or fair values caused by designated market risks, such as interest rate volatility.
+Added: We use derivatives to manage exposure to market risk, such as exposure to fluctuations in foreign currency exchange rates and interest rates.
+Added: We designate certain derivatives as hedging instruments in a qualifying hedge accounting relationship to mitigate fluctuations in values or cash flows related to such risks caused by foreign currency or interest rate volatility.
We do not use derivatives for trading or speculative purposes.
Cash flows associated with qualifying hedge derivative instruments are presented in the same category on our Consolidated Statements of Cash Flows as the item being hedged.
−Removed: For fair value hedges, the change in the fair value of the derivative instruments is recognized in earnings through the same income statement line item as the change in the fair value of the hedged item.
−Removed: For cash flow hedges, the change in the fair value of the derivative instruments is reported in Other comprehensive income and recognized in earnings when the hedged item is recognized in earnings, again, through the same income statement line item.
−Removed: We did not have any significant derivative instruments outstanding as of December 31, 2023 and 2022.
+Added: For fair value hedges, other than foreign currency hedges, the change in the fair value of the derivative instruments is recognized in earnings through the same income statement line item as the change in the fair value of the hedged item.
+Added: For cash flow hedges, as well as fair value foreign currency hedges, the change in the fair value of the derivative instruments is reported in Accumulated other comprehensive loss and recognized in earnings when the hedged item is recognized in earnings, again, through the same income statement line item.
+Added: We record derivatives on our Consolidated Balance Sheets at fair value that is derived primarily from observable market data, including exchange rates, interest rates and forward curves.
+Added: These market inputs are utilized in the discounted cash flow calculation considering the instrument's term, notional amount, discount rate and credit risk.
+Added: Significant inputs to derivative valuations are generally observable in active markets and, as such, are classified as Level 2 in the fair value hierarchy.
+Added: Cross-Currency Swaps
+Added: We enter into cross-currency swaps to offset changes in value of our payments on foreign-denominated debt in USD and to mitigate the impact of foreign currency transaction gains and losses.
+Added: On April 30, 2024, we entered into cross-currency swap agreements, with the same notional amounts as the EUR-denominated debt issuance on May 8, 2024, to effectively convert € 2.0 billion to USD borrowings, with the same maturities of five , eight and 12 years.
+Added: The swaps qualify and have been designated as fair value hedges of our EUR-denominated debt, mitigating our exposure to foreign currency transaction gains and losses.
+Added: Accordingly, all changes in the fair value of the swaps will be initially recorded through Accumulated other comprehensive loss on our Consolidated Balance Sheets and reclassified to earnings in an amount that exactly offsets the periodic transaction gain or loss on remeasuring the debt, such that there will be no earnings volatility due to changes in foreign-currency exchange rates.
+Added: Transaction gains or losses on remeasuring the EUR-denominated debt, as well as the offsetting swap amounts, are recorded within Other income (expense), net on our Consolidated Statements of Comprehensive Income.
+Added: Changes in the fair value of the swaps may be different from the current period transaction gain or loss on remeasurement of the debt, in which case the difference will remain in Accumulated other comprehensive loss on our Consolidated Balance Sheets.
+Added: These differences generally represent credit or liquidity risk, referred to as a basis spread, and the time value of money (“excluded components”).
+Added: The value of the excluded components is recognized in earnings using a systematic and rational method by accruing the current-period swap settlements into Interest expense, net, on our Consolidated Statements of Comprehensive Income.
+Added: If an amount remains in Accumulated other comprehensive loss on our Consolidated Balance Sheets upon settlement of the derivative, those amounts will be reclassified to earnings at that time.
+Added: The following table summarizes the activity of our cross-currency swaps:
+Added: (in millions) Year Ended
+Added: December 31, 2024
+Added: Other income (expense), net
+Added: Pre-tax transaction gain on remeasurement of EUR-denominated debt $ 79
+Added: Amount recognized in Other income (expense), net reclassified from Accumulated other comprehensive loss
+Added: Accumulated other comprehensive loss
+Added: Amount recognized in Accumulated other comprehensive loss reclassified to Other income (expense), net
+Added: Loss associated with the change in fair value of cross-currency swaps recognized in Accumulated other comprehensive loss
+Added: Index for Notes to the Consolidated Financial Statements
Interest Rate Lock Derivatives
In April 2020, we terminated our interest rate lock derivatives entered into in October 2018.
−Removed: Aggregate changes in the fair value of the interest rate lock derivatives, net of tax and amortization, of $ 1.1 billion and $ 1.3 billion are presented in Accumulated other comprehensive loss on our Consolidated Balance Sheets as of December 31, 2023 and 2022, respectively.
+Added: Aggregate changes in the fair value of our interest rate lock derivatives, which were terminated in April 2020, of $ 960 million and $ 1.1 billion are presented in Accumulated other comprehensive loss on our Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.
For the years ended December 31, 2024, 2023 and 2022, $ 236 million, $ 219 million and $ 203 million, respectively, were amortized from Accumulated other comprehensive loss into Interest expense, net, on our Consolidated Statements of Comprehensive Income.
We expect to amortize $ 254 million of the Accumulated other comprehensive loss associated with the derivatives into Interest expense, net, over the 12 months ending December 31, 2025.
−Removed: Deferred Purchase Price Assets
−Removed: In connection with the sales of certain service and EIP accounts receivable pursuant to the sale arrangements, we have deferred purchase price assets measured at fair value that are based on a discounted cash flow model using unobservable Level 3 inputs, including customer default rates.
+Added: Recourse Guarantee Liabilities and Deferred Purchase Price Assets
+Added: In connection with the sales of certain service and EIP accounts receivable, we have recourse guarantee liabilities, and prior to the effective date of the Pledge Amendments, deferred purchase price assets, measured at fair value on a recurring basis that are based on a discounted cash flow model using unobservable Level 3 inputs, including estimated customer default rates and credit worthiness, dilutions and recoveries.
See Note 5 – Sales of Certain Receivables for further information.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: The carrying amounts of our deferred purchase price assets, which are measured at fair value on a recurring basis and are included on our Consolidated Balance Sheets, were $ 658 million and $ 692 million as of December 31, 2023 and 2022, respectively.
−Removed: The fair value of our Senior Notes and spectrum-backed Senior Secured Notes to third parties was determined based on quoted market prices in active markets, and therefore were classified as Level 1 within the fair value hierarchy.
−Removed: The fair value of our Senior Notes to affiliates was determined based on a discounted cash flow approach using market interest rates of instruments with similar terms and maturities and an estimate for our standalone credit risk.
+Added: The carrying amount of our recourse guarantee liabilities was $ 148 million as of December 31, 2024.
+Added: The carrying amount of our deferred purchase price assets was $ 658 million as of December 31, 2023.
+Added: Both of which are included on our Consolidated Balance Sheets for the periods indicated.
+Added: The fair values of our Senior Notes and spectrum-backed Senior Secured Notes to third parties were determined based on quoted market prices in active markets.
+Added: Accordingly, our Senior Notes and spectrum-backed Senior Secured Notes to third parties were classified as Level 1 within the fair value hierarchy.
+Added: The fair value of our Senior Notes to affiliates was determined based on market interest rates of instruments with similar terms and maturities.
Accordingly, our Senior Notes to affiliates were classified as Level 2 within the fair value hierarchy.
−Removed: The fair value of our asset-backed notes (“ABS Notes”) was primarily based on quoted prices in inactive markets for identical instruments and observable changes in market interest rates, both of which are Level 2 inputs.
−Removed: Accordingly, our ABS Notes were classified as Level 2 within the fair value hierarchy.
−Removed: Although we have determined the estimated fair values using available market information and commonly accepted valuation methodologies, judgment was required in interpreting market data to develop fair value estimates for the Senior Notes to affiliates and ABS Notes.
+Added: The fair value of our Senior Notes to third parties (EUR-denominated) and asset-backed notes (“ABS Notes”) was primarily based on quoted prices in inactive markets for identical instruments and observable changes in market interest rates, both of which are Level 2 inputs.
+Added: Accordingly, our Senior Notes to third parties (EUR-denominated) and ABS Notes were classified as Level 2 within the fair value hierarchy.
+Added: Although we have determined the estimated fair values using available market information and commonly accepted valuation methodologies, judgment was required in interpreting market data to develop fair value estimates for the Senior Notes to third parties (EUR-denominated), Senior Notes to affiliates and ABS Notes.
The fair value estimates were based on information available as of December 31, 2024 and 2023.
2 unchanged sentences
(in millions) Level within the Fair Value Hierarchy December 31, 2024 December 31, 2023
−Removed: Carrying Amount Fair Value Carrying Amount (1)
−Removed: Fair Value (1)
+Added: Carrying Amount Fair Value Carrying Amount Fair Value
Senior Notes to third parties 1 $ 71,783 $ 65,631 $ 70,493 $ 65,962
+Added: Senior Notes to third parties (EUR-denominated) 2 2,058 2,125 — —
Senior Notes to affiliates 2 1,497 1,491 1,496 1,499
1 unchanged sentence
ABS Notes to third parties 2 1,566 1,570 748 748
−Removed: (1) Excludes $ 20 million as of December 31, 2022, in other financial liabilities as the carrying values approximate fair value, primarily due to the short-term maturities of these instruments.
Index for Notes to the Consolidated Financial Statements
5 unchanged sentences
3.500 % Senior Notes due 2025
−Removed: 3.500 % Senior Notes due 2025
4.738 % Series 2018-1 A-1 Notes due 2025
17 unchanged sentences
3.375 % Senior Notes due 2029
+Added: 3.550 % Senior Notes due 2029 (EUR-denominated)
4.200 % Senior Notes due 2029
+Added: 4.250 % Class A Senior ABS Notes due 2029
4.850 % Senior Notes due 2029
+Added: 5.050 % Class A Senior ABS Notes due 2029
3.875 % Senior Notes due 2030
4 unchanged sentences
2.700 % Senior Notes due 2032
+Added: 3.700 % Senior Notes due 2032 (EUR-denominated)
8.750 % Senior Notes due 2032
4 unchanged sentences
4.700 % Senior Notes due 2035
+Added: 3.850 % Senior Notes due 2036 (EUR-denominated)
4.375 % Senior Notes due 2040
4 unchanged sentences
5.650 % Senior Notes due 2053
−Removed: Other debt — 20
+Added: 5.750 % Senior Notes due 2054
+Added: 6.000 % Senior Notes due 2054
+Added: 5.250 % Senior Notes due 2055
+Added: 5.500 % Senior Notes due 2055
+Added: 3.600 % Senior Notes due 2060
+Added: 5.800 % Senior Notes due 2062
Unamortized premium on debt to third parties 775 1,011
2 unchanged sentences
Total debt 78,265 75,018
−Removed: Current portion of Senior Notes to affiliates — —
−Removed: Current portion of Senior Notes and other debt to third parties 3,619 5,164
+Added: Current portion of Senior Notes 4,068 3,619
Total long-term debt $ 74,197 $ 71,399
−Removed: Classified on the consolidated balance sheets as:
+Added: Index for Notes to the Consolidated Financial Statements
+Added: Long-term debt was classified as follows:
+Added: (in millions) December 31,
+Added: 2024 December 31,
Long-term debt $ 72,700 $ 69,903
1 unchanged sentence
Total long-term debt $ 74,197 $ 71,399
−Removed: Index for Notes to the Consolidated Financial Statements
Our effective interest rate, excluding the impact of derivatives and capitalized interest, was approximately 4.1 % and 4.0 % on weighted-average debt outstanding of $ 78.3 billion and $ 75.4 billion for the years ended December 31, 2024 and 2023, respectively.
−Removed: The weighted-average debt outstanding was calculated by applying an average of the monthly ending balances of total short-term and long-term debt and short-term and long-term debt to affiliates, net of unamortized premiums, discounts, debt issuance costs and consent fees.
+Added: The weighted-average debt outstanding was calculated by applying an average of the monthly ending balances of total short-term and long-term debt to third parties and short-term and long-term debt to affiliates, net of unamortized premiums, discounts, debt issuance costs and consent fees.
The Senior Notes are guaranteed on a senior unsecured basis by the Company and certain of our consolidated subsidiaries.
They are redeemable at our discretion, in whole or in part, at any time.
−Removed: The redemption price is calculated by reference to date on which such notes are redeemed and generally includes a premium that steps down gradually as the Senior Notes approach their par call date, on or after which they are redeemable at par.
−Removed: The amount of time by which the par call date precedes the maturity date of the respective series of Senior Notes varies from one to three years .
+Added: The redemption price is calculated by reference to the date on which such notes are redeemed and generally includes a premium that steps down gradually as the Senior Notes approach their par call date, on or after which they are redeemable at par.
+Added: The amount of time by which the par call date precedes the maturity date of the respective series of Senior Notes varies from one month to three years .
Issuances and Borrowings
−Removed: During the year ended December 31, 2023, we issued the following Senior Notes:
−Removed: (in millions) Principal Issuances Premiums/Discounts and Issuance Costs Net Proceeds from Issuance of Long-Term Debt Issue Date
−Removed: 4.950 % Senior Notes due 2028
−Removed: $ 1,000 $ ( 6 ) $ 994 February 9, 2023
+Added: During the year ended December 31, 2024, we issued the following Senior Notes and ABS Notes:
+Added: (in millions) Principal Issuances Discounts and Issuance Costs Net Proceeds from Issuance of Long-Term Debt Issue Date
4.850 % Senior Notes due 2029
−Removed: 1,250 ( 9 ) 1,241 February 9, 2023
+Added: $ 1,000 $ ( 6 ) $ 994 January 12, 2024
5.150 % Senior Notes due 2034
−Removed: 750 26 776 February 9, 2023
+Added: 1,250 ( 11 ) 1,239 January 12, 2024
5.500 % Senior Notes due 2055
+Added: 750 ( 7 ) 743 January 12, 2024
+Added: 3.550 % Senior Notes due 2029 (EUR-denominated)
645 ( 3 ) 642 May 8, 2024
−Removed: 5.050 % Senior Notes due 2033
+Added: 3.700 % Senior Notes due 2032 (EUR-denominated)
806 ( 4 ) 802 May 8, 2024
−Removed: 5.750 % Senior Notes due 2054
+Added: 3.850 % Senior Notes due 2036 (EUR-denominated)
699 ( 7 ) 692 May 8, 2024
3 unchanged sentences
900 ( 6 ) 894 September 26, 2024
+Added: 5.250 % Senior Notes due 2055
+Added: 900 ( 10 ) 890 September 26, 2024
Total of Senior Notes issued $ 7,650 $ ( 58 ) $ 7,592
−Removed: Subsequent to December 31, 2023, on January 12, 2024, we issued $ 1.0 billion of 4.850 % Senior Notes due 2029, $ 1.3 billion of 5.150 % Senior Notes due 2034 and $ 750 million of 5.500 % Senior Notes due 2055.
−Removed: We intend to use the net proceeds of $ 3.0 billion for general corporate purposes, which may include among other things, share repurchases, any dividends declared by our Board of Directors and refinancing of existing indebtedness on an ongoing basis.
+Added: 5.050 % Class A Senior ABS Notes due 2029
+Added: $ 500 $ ( 3 ) $ 497 February 14, 2024
+Added: 4.250 % Class A Senior ABS Notes due 2029
+Added: 500 ( 2 ) 498 October 9, 2024
+Added: Total of ABS Notes issued $ 1,000 $ ( 5 ) $ 995
Credit Facilities
−Removed: On October 17, 2022, we entered into an Amended and Restated Credit Agreement (the “October 2022 Credit Agreement”) with certain financial institutions named therein.
−Removed: The October 2022 Credit Agreement amends and restates in its entirety the Credit Agreement originally dated April 1, 2020, and provides for a $ 7.5 billion revolving credit facility, including a letter of credit sub-facility of up to $ 1.5 billion, and a swingline loan sub-facility of up to $ 500 million.
−Removed: Commitments under the October 2022 Credit Agreement will mature on October 17, 2027, except as otherwise extended or replaced.
−Removed: Borrowings under the October 2022 Credit Agreement will bear interest based upon the applicable benchmark rate, depending on the type of loan and, in some cases, at our election, plus a margin that is determined by reference to the credit rating of T-Mobile USA’s senior unsecured long-term debt.
−Removed: The October 2022 Credit Agreement contains customary representations, warranties and covenants, including a financial maintenance covenant of 4.5 x with respect to T-Mobile USA, Inc.’s Leverage Ratio (as defined therein) commencing with the period ended December 31, 2022.
−Removed: As of December 31, 2023 and 2022, we did not have an outstanding balance under this facility.
+Added: We maintain a revolving credit facility (the “Revolving Credit Facility”) with an aggregate commitment amount of $ 7.5 billion, including a letter of credit sub-facility of up to $ 1.5 billion and a swingline loan sub-facility of up to $ 500 million.
+Added: As of December 31, 2024 and 2023, we did not have an outstanding balance under the Revolving Credit Facility.
Index for Notes to the Consolidated Financial Statements
−Removed: Note Redemption and Repayments
−Removed: During the year ended December 31, 2023, we made the following note redemption and repayments:
−Removed: (in millions) Principal Amount Redemption or Repayment Date
+Added: Note Redemptions and Repayments
+Added: During the year ended December 31, 2024, we made the following note redemptions and repayments:
+Added: (in millions) Principal Amount Payment Date
7.125 % Senior Notes due 2024
−Removed: $ 4,250 September 15, 2023
+Added: $ 2,500 June 15, 2024
+Added: 7.625 % Senior Notes due 2025
+Added: 1,500 November 15, 2024
Total Redemptions $ 4,000
2 unchanged sentences
5.152 % Series 2018-1 A-2 Notes due 2028
+Added: 4.910 % Class A Senior ABS Notes due 2028
Total Repayments $ 1,073
Asset-backed Notes
−Removed: On October 12, 2022, we issued $ 750 million of 4.910 % Class A Senior ABS Notes to third-party investors in a private placement transaction.
−Removed: Our ABS Notes are secured by $ 982 million of gross EIP receivables and future collections on such receivables.
−Removed: The ABS Notes issued and the assets securing this debt are included on our Consolidated Balance Sheets.
In connection with issuing the ABS Notes, we formed a wholly owned subsidiary, which qualifies as a bankruptcy remote entity (the “ABS BRE”), and a trust (the “ABS Trust” and together with the ABS BRE, the “ABS Entities”), in which the ABS BRE holds a residual interest.
8 unchanged sentences
However, T-Mobile does not guarantee any principal or interest on the ABS Notes or any payments on the underlying EIP receivables.
−Removed: The ABS Notes became redeemable, in whole but not in part, in November 2023.
−Removed: If redeemed on or after November 20, 2024, or if the aggregate principal balance of the transferred EIP receivables is equal to or less than 10% of the aggregate principal balance of the EIP receivables transferred upon issuance of the ABS Notes, we can redeem the ABS Notes without incurring a Make-Whole Payment;
−Removed: otherwise, a Make-Whole Payment applies.
Cash collections on the EIP receivables are required at certain specified times to be placed into segregated accounts.
Deposits to the segregated accounts are considered restricted cash and are included in Other current assets on our Consolidated Balance Sheets.
−Removed: The expected maturities of our ABS Notes are as follows:
−Removed: Expected Maturities
−Removed: (in millions) 2024 2025
−Removed: 4.910 % Class A Senior ABS Notes due 2028
+Added: As of December 31, 2024, $ 1.6 billion of our ABS Notes were secured in total by $ 2.0 billion of gross EIP receivables and future collections on such receivables.
+Added: Our ABS Notes and the assets securing this debt are included on our Consolidated Balance Sheets.
+Added: The expected maturities of our ABS Notes as of December 31, 2024, were as follows:
+Added: (in millions) Expected Maturities
+Added: Total $ 1,570
Index for Notes to the Consolidated Financial Statements
2 unchanged sentences
Those activities include selecting which receivables are transferred into the ABS Entities, servicing such receivables, and funding of the ABS Entities.
−Removed: Additionally, our equity interest and residual interest in the ABS BRE and the ABS Trust, respectively, obligate us to absorb losses and gives us the right to receive benefits from the ABS Entities that could potentially be significant to the ABS Entities.
+Added: Additionally, our equity interest and residual interest in the ABS BRE and the ABS Trust, respectively, obligate us to absorb losses and give us the right to receive benefits from the ABS Entities that could potentially be significant to the ABS Entities.
Accordingly, we include the balances and results of operations of the ABS Entities in our consolidated financial statements.
11 unchanged sentences
On April 1, 2020, in connection with the closing of the Merger, we assumed Sprint’s spectrum-backed notes, which are collateralized by the acquired, directly held and third-party leased Spectrum licenses (collectively, the “Spectrum Portfolio”) transferred to wholly owned bankruptcy-remote special purpose entities (collectively, the “Spectrum Financing SPEs”).
−Removed: As of December 31, 2023 and 2022, the total outstanding obligations under these Notes was $ 2.2 billion and $ 3.0 billion, respectively.
+Added: As of December 31, 2024 and 2023, the total outstanding obligations under these Notes were $ 1.3 billion and $ 2.2 billion, respectively.
In October 2016, certain subsidiaries of Sprint Communications, Inc.
26 unchanged sentences
This program supplements our other available external financing arrangements, and proceeds are expected to be used for general corporate purposes.
−Removed: As of December 31, 2023, there was no outstanding balance under this program.
+Added: As of December 31, 2024 and 2023, there was no outstanding balance under this program.
Standby Letters of Credit
1 unchanged sentence
Our outstanding standby letters of credit were $ 152 million and $ 238 million as of December 31, 2024 and 2023, respectively.
+Added: Subsequent to December 31, 2024, on January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into a credit agreement with certain financial institutions, backed by an Export Credit Agency (the “ECA Facility”), providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases.
+Added: The obligations under the ECA Facility are also guaranteed by us and by all of our wholly owned domestic restricted subsidiaries (subject to customary exceptions).
+Added: Any borrowing under the ECA Facility will mature on March 15, 2036.
+Added: As of January 31, 2025, the ECA Facility is undrawn.
Note 10 – Tower Obligations
10 unchanged sentences
We have a variable interest in the Lease Site SPEs but are not the primary beneficiary as we lack the power to direct the activities that most significantly impact the Lease Site SPEs’ economic performance.
−Removed: These activities include managing tenants and underlying ground leases, performing repair and maintenance on the towers, the obligation to absorb expected losses and the right to receive the expected future residual returns from the purchase option to acquire the CCI Lease Sites.
+Added: These activities include managing tenants and underlying ground leases, performing repair and maintenance on the towers, the obligation to absorb expected losses and the right to receive the expected future residual returns from the purchase option to acquire the CCI Lease
+Added: Index for Notes to the Consolidated Financial Statements
As we determined that we are not the primary beneficiary and do not have a controlling financial interest in the Lease Site SPEs, the Lease Site SPEs are not included on our consolidated financial statements.
3 unchanged sentences
We recorded long-term financial obligations in the amount of the net proceeds received and recognize interest on the tower obligations.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: obligations are increased by interest expense and amortized through contractual leaseback payments made by us to CCI and through net cash flows generated and retained by CCI from the operation of the tower sites.
+Added: The tower obligations are increased by interest expense and amortized through contractual leaseback payments made by us to CCI and through net cash flows generated and retained by CCI from the operation of the tower sites.
Acquired CCI Tower Lease Arrangements
11 unchanged sentences
On January 3, 2022, we entered into an agreement (the “Crown Agreement”) with CCI.
−Removed: The Crown Agreement extends the current term of the leasebacks by up to 12 years and modifies the leaseback payments for both the Existing CCI Tower Lease Arrangement and the Acquired CCI Tower Lease Arrangement.
+Added: The Crown Agreement extends the current term of the leasebacks by up to 12 years and modifies the leaseback payments for both the Existing CCI Tower Lease Arrangements and the Acquired CCI Tower Lease Arrangements.
As a result of the Crown Agreement, there was an increase in our financing obligation as of the effective date of the Crown Agreement of approximately $ 1.2 billion, with a corresponding decrease to Other long-term liabilities associated with unfavorable contract terms.
The modification resulted in a revised interest rate under the effective interest method for the tower obligations:
−Removed: 11.6 % for the Existing CCI Tower Lease Arrangement and 5.3 % for the Acquired CCI Tower Lease Arrangement.
+Added: 11.6 % for the Existing CCI Tower Lease Arrangements and 5.3 % for the Acquired CCI Tower Lease Arrangements.
There were no changes made to either of our master prepaid leases with CCI.
8 unchanged sentences
These contingent obligations are not included in Operating lease liabilities, as any amount due is contractually owed by CCI based on the subleasing arrangement.
−Removed: Under the arrangement, we remain primarily liable for ground lease payments on approximately 900 sites and have included lease liabilities of $ 241 million in our Operating lease liabilities as of December 31, 2023.
+Added: Under the arrangement, we remain primarily liable for ground lease
Index for Notes to the Consolidated Financial Statements
+Added: payments on approximately 900 sites and have included lease liabilities of $ 251 million in our Operating lease liabilities as of December 31, 2024.
Note 11 – Revenue from Contracts with Customers
11 unchanged sentences
Total postpaid service revenues $ 52,340 $ 48,692 $ 45,919
−Removed: We operate as a single operating segment.
The balances presented in each revenue line item on our Consolidated Statements of Comprehensive Income represent categories of revenue from contracts with customers disaggregated by type of product and service.
9 unchanged sentences
Contract assets primarily represent revenue recognized for equipment sales with promotional bill credits offered to customers that are paid over time and are contingent on the customer maintaining a service contract.
−Removed: Contract asset balances increased primarily due to an increase in promotions with an extended service contract, partially offset by billings on existing contracts and impairment, which is recognized as bad debt expense.
−Removed: The current portion of our contract assets of approximately $ 495 million and $ 356 million as of December 31, 2023, and 2022, respectively, was included in Other current assets on our Consolidated Balance Sheets.
+Added: The change in the contract asset balance reflects customer activity related to new promotions, offset by billings on existing contracts and impairment, which is recognized as bad debt expense.
+Added: The current portion of our contract assets of $ 492 million and $ 495 million as of December 31, 2024 and 2023, respectively, was included in Other current assets on our Consolidated Balance Sheets.
Contract liabilities are recorded when fees are collected, or we have an unconditional right to consideration (a receivable) in advance of delivery of goods or services.
−Removed: Changes in contract liabilities are primarily related to the activity of prepaid customers.
+Added: Changes in contract liabilities are primarily related to the activity of prepaid customers, including customers acquired through the Ka’ena Acquisition.
Contract liabilities are primarily included in Deferred revenue on our Consolidated Balance Sheets.
+Added: Index for Notes to the Consolidated Financial Statements
Revenues for the years ended December 31, 2024, 2023 and 2022, include the following:
2 unchanged sentences
Amounts included in the beginning of year contract liability balance $ 787 $ 747 $ 760
−Removed: Index for Notes to the Consolidated Financial Statements
Remaining Performance Obligations
−Removed: As of December 31, 2023, the aggregate amount of transaction price allocated to remaining service performance obligations for postpaid contracts with subsidized devices and promotional bill credits that result in an extended service contract is $ 1.5 billion.
+Added: As of December 31, 2024, the aggregate amount of the transaction price allocated to remaining service performance obligations for postpaid contracts with subsidized devices and promotional bill credits that result in an extended service contract is $ 1.5 billion.
We expect to recognize revenue as the service is provided on these postpaid contracts over an extended contract term of 24 months from the time of origination.
3 unchanged sentences
As of December 31, 2024, the aggregate amount of the contractual minimum consideration for wholesale, roaming and service contracts is $ 1.4 billion, $ 1.4 billion and $ 1.7 billion for 2025, 2026 and 2027 and beyond, respectively.
−Removed: These contracts have a remaining duration ranging from less than one year to eight years .
+Added: These contracts have a remaining duration ranging from less than one year to seven years .
Contract Costs
−Removed: The balance of deferred incremental costs to obtain contracts with customers was $ 2.1 billion and $ 1.9 billion as of December 31, 2023, and December 31, 2022, respectively, and is included in Other assets on our Consolidated Balance Sheets.
+Added: The balance of deferred incremental costs to obtain contracts with customers was $ 2.0 billion and $ 2.1 billion for December 31, 2024 and 2023, respectively, and is included in Other assets on our Consolidated Balance Sheets.
Deferred contract costs incurred to obtain postpaid service contracts are amortized over a period of 24 months.
The amortization period is monitored to reflect any significant change in assumptions.
−Removed: Amortization of deferred contract costs included in Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income were $ 1.8 billion, $ 1.5 billion and $ 1.1 billion for the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: Amortization of deferred contract costs included in Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income were $ 2.0 billion, $ 1.8 billion and $ 1.5 billion for the years ended December 31, 2024, 2023 and 2022, respectively.
The deferred contract cost asset is assessed for impairment on a periodic basis.
There were no impairment losses recognized on deferred contract cost assets for the years ended December 31, 2024, 2023 and 2022.
+Added: Note 12 – Segment Reporting
+Added: We manage our business activities on a consolidated basis and operate as a single operating segment:
+Added: We primarily derive our revenue in the United States by providing wireless communications services to customers using our wireless networks and selling devices that provide customers access to our wireless networks.
+Added: The accounting policies of the Wireless segment are the same as those described in Note 1 – Summary of Significant Accounting Policies .
+Added: Our CODM is our President and Chief Executive Officer, G.
+Added: Michael Sievert.
+Added: The CODM uses Net income, as reported on our Consolidated Statements of Comprehensive Income, in evaluating performance of the Wireless segment and determining how to allocate resources of the Company as a whole, including investing in our networks and customers, stockholder return programs and acquisition strategy.
+Added: The CODM does not review assets in evaluating the results of the Wireless segment, and therefore, such information is not presented.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: The following table provides the operating financial results of our Wireless segment:
+Added: Year Ended December 31,
+Added: (in millions) 2024 2023 2022
+Added: Total revenues $ 81,400 $ 78,558 $ 79,571
+Added: Significant and other segment expenses
+Added: Cost of equipment sales 18,882 18,533 21,540
+Added: Employee expenses 7,041 7,629 7,626
+Added: Lease expense 5,066 5,398 6,998
+Added: Advertising expense 3,067 2,515 2,306
+Added: Bad debt expense 1,192 898 1,026
+Added: Other segment items (1)
+Added: 15,223 16,526 18,317
+Added: Impairment expense — — 477
+Added: (Gain) loss on disposal group held for sale — ( 25 ) 1,087
+Added: Depreciation and amortization 12,919 12,818 13,651
+Added: Interest expense, net 3,411 3,335 3,364
+Added: Other (income) expense, net ( 113 ) ( 68 ) 33
+Added: Income tax expense 3,373 2,682 556
+Added: Segment net income $ 11,339 $ 8,317 $ 2,590
+Added: (1) Other segment items included in Segment net income primarily includes certain third-party commissions, external labor and services and backhaul expenses.
Note 13 – Employee Compensation and Benefit Plans
23 unchanged sentences
7,755,943 $ 136.67 0.9 $ 1,244
+Added: Prior year grant adjustment ( 351 ) 142.60
Granted 3,775,434 163.72
11 unchanged sentences
Vested ( 372,099 ) 127.55
−Removed: Forfeited ( 14,639 ) 159.06
−Removed: Other adjustments ( 82,843 ) 118.00
Nonvested, December 31, 2024
15 unchanged sentences
Pension and Other Postretirement Benefits Plans
−Removed: The objective for the investment portfolio of the Pension Plan is to achieve a long-term nominal rate of return, net of fees, that exceeds the Pension Plan's long-term expected rate of return on investments for funding purposes.
−Removed: To meet this objective, our investment strategy is governed by an asset allocation policy, whereby a targeted allocation percentage is assigned to each asset
+Added: On December 20, 2024, we settled $ 572 million of our Sprint Retirement Pension Plan retiree obligations, resulting in a gain of $ 80 million, recognized within Other income (expense), net on our Consolidated Statements of Comprehensive Income.
+Added: This partial plan settlement is the result of us purchasing a nonparticipating annuity that involves the transfer of significant risk from us to the insurance company (commonly referred to as a “buy-out”).
+Added: This transaction is an irrevocable action, relieves us of our
Index for Notes to the Consolidated Financial Statements
−Removed: class as follows:
+Added: responsibility for the postretirement benefit obligations that were settled, and eliminates the risks related to the obligation and the assets used to effect the settlement.
+Added: The objective for the investment portfolio of the Pension Plan is to achieve a long-term nominal rate of return, net of fees, that exceeds the Pension Plan's long-term expected rate of return on investments for funding purposes.
+Added: To meet this objective, our investment strategy is governed by an asset allocation policy, whereby a targeted allocation percentage is assigned to each asset class as follows:
48 % to equities;
2 unchanged sentences
Actual allocations are allowed to deviate from target allocation percentages within a range for each asset class as defined in the investment policy.
−Removed: The long-term expected rate of return on plan assets was 7 % and 5 % for the years ended December 31, 2023 and 2022, respectively, while the actual rate of return on plan assets was 11 % and ( 14 )% for the years ended December 31, 2023 and 2022, respectively.
+Added: The long-term expected rate of return on plan assets was 7 % for both the years ended December 31, 2024 and 2023, while the actual rate of return on plan assets was 6 % and 11 % for the years ended December 31, 2024 and 2023, respectively.
The long-term expected rate of return on investments for funding purposes is 8 % for the year ended December 31, 2025.
3 unchanged sentences
Interest on projected benefit obligations $ 83 $ 86 $ 65
−Removed: Amortization of actuarial gain ( 59 ) —
+Added: Gain on settlement and amortization of actuarial gain ( 119 ) ( 59 ) —
Expected return on pension plan assets ( 99 ) ( 97 ) ( 71 )
2 unchanged sentences
Investments of the Pension Plan are measured at fair value on a recurring basis, which is determined using quoted market prices or estimated fair values.
−Removed: As of both December 31, 2023 and 2022, 17 % of the investment portfolio was valued at quoted prices in active markets for identical assets, 79 % was valued using quoted prices for similar assets in active or inactive markets, or other observable inputs, and 4 % was valued using unobservable inputs that are supported by little or no market activity, the majority of which used the net asset value per share (or its equivalent) as a practical expedient to measure the fair value.
−Removed: The fair values of our Pension Plan assets and certain other postretirement benefit plan assets in aggregate were $ 1.3 billion and $ 1.2 billion as of December 31, 2023 and 2022, respectively.
−Removed: Certain investments, as a practical expedient, are reported at estimated fair value, utilizing net asset values of $ 10 million as of December 31, 2023, which are part of our Plan assets.
−Removed: Our accumulated benefit obligations in aggregate were $ 1.6 billion as of both December 31, 2023 and 2022.
+Added: As of December 31, 2024, 26 % of the investment portfolio was valued at quoted prices in active markets for identical assets, 62 % was valued using quoted prices for similar assets in active or inactive markets, or other observable inputs, and 12 % was valued using unobservable inputs that are supported by little or no market activity.
+Added: As of December 31, 2023, 17 % of the investment portfolio was valued at quoted prices in active markets for identical assets, 79 % was valued using quoted prices for similar assets in active or inactive markets, or other observable inputs, and 4 % was valued using unobservable inputs that are supported by little or no market activity, the majority of which used the net asset value per share (or its equivalent) as a practical expedient to measure the fair value.
+Added: The fair values of our Pension Plan assets and certain other postretirement benefit plan assets in aggregate were $ 626 million and $ 1.3 billion as of December 31, 2024 and 2023, respectively.
+Added: Our accumulated benefit obligations in aggregate were $ 895 million and $ 1.6 billion as of December 31, 2024 and 2023, respectively.
As a result, the plans were underfunded by approximately $ 269 million and $ 350 million as of December 31, 2024 and 2023, respectively, and were recorded in Other long-term liabilities on our Consolidated Balance Sheets.
8 unchanged sentences
Employer matching contributions were $ 159 million, $ 171 million and $ 175 million for the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: Index for Notes to the Consolidated Financial Statements
Note 14 – Income Taxes
−Removed: Our sources of Income (loss) before income taxes were as follows:
+Added: Our sources of Income before income taxes were as follows:
Year Ended December 31,
1 unchanged sentence
income $ 14,607 $ 10,943 $ 3,116
−Removed: Foreign income (loss) 56 30 ( 50 )
+Added: Foreign income 105 56 30
Income before income taxes $ 14,712 $ 10,999 $ 3,146
−Removed: Index for Notes to the Consolidated Financial Statements
Income tax expense is summarized as follows:
27 unchanged sentences
Effective income tax rate 22.9 % 24.4 % 17.7 %
+Added: Index for Notes to the Consolidated Financial Statements
Significant components of deferred income tax assets and liabilities, tax effected, are as follows:
5 unchanged sentences
Reserves and accruals 958 1,177
−Removed: Federal and state tax credits 426 373
Other 3,959 4,459
6 unchanged sentences
Lease right-of-use assets 6,508 7,043
−Removed: Other intangible assets 350 519
Other 1,074 1,179
3 unchanged sentences
Deferred tax liabilities $ 16,700 $ 13,458
−Removed: Index for Notes to the Consolidated Financial Statements
As of December 31, 2024, we have tax effected federal net operating loss (“NOL”) carryforwards of $ 2.9 billion, state NOL carryforwards of $ 1.6 billion and foreign NOL carryforwards of $ 4 million, expiring through 2044.
Federal and certain state NOLs of $ 2.8 billion generated in and after 2018 do not expire.
−Removed: As of December 31, 2023, our tax effected federal and state NOL carryforwards for financial reporting purposes were approximately $ 199 million and $ 636 million, respectively, less than our NOL carryforwards for federal and state income tax purposes, due to unrecognized tax benefits of the same amount.
−Removed: There were no differences in our foreign NOL carryforwards for financial reporting purposes and our NOL carryforwards for foreign income tax purposes as of December 31, 2023.
+Added: As of December 31, 2024, our tax effected federal, state and foreign NOL carryforwards for financial reporting purposes were approximately $ 167 million, $ 701 million and $ 4 million, respectively, less than our NOL carryforwards for federal, state and foreign income tax purposes, due to unrecognized tax benefits of the same amount.
The unrecognized tax benefit amounts exclude offsetting tax effects of $ 181 million in other jurisdictions.
−Removed: As of December 31, 2023, we have research and development, corporate alternative minimum tax, foreign tax and other general business credit carryforwards with a combined value of $ 803 million for federal income tax purposes, an immaterial amount of which begins to expire in 2031.
+Added: As of December 31, 2024, we have research and development, corporate alternative minimum tax and other general business credit carryforwards with a combined value of $ 582 million for federal income tax purposes, an immaterial amount of which begins to expire in 2039.
As of December 31, 2024, 2023 and 2022, our valuation allowance was $ 259 million, $ 306 million and $ 375 million, respectively.
+Added: The change from December 31, 2023 to December 31, 2024 primarily related to a reduction in the valuation allowance against federal and state deferred tax assets resulting from a change in expected utilization of accumulated capital losses.
The change from December 31, 2022 to December 31, 2023 primarily related to a reduction in the valuation allowance against deferred tax assets in certain state jurisdictions resulting from expiration of the related state tax attributes.
−Removed: The change from December 31, 2021 to December 31, 2022 primarily related to a reduction in the valuation allowance against deferred tax assets in certain foreign jurisdictions resulting from legal entity reorganizations.
We file income tax returns in the U.S.
federal jurisdiction and in various state and foreign jurisdictions.
−Removed: We are currently under examination by the IRS and various states.
+Added: We are currently under examination by various states.
Management does not believe the resolution of any of the audits will result in a material change to our financial condition, results of operations or cash flows.
−Removed: The IRS has concluded its audits of our federal tax returns through the 2009 tax year;
−Removed: however, NOL and other carryforwards for certain audited periods remain open for examination.
+Added: The IRS has concluded audits of certain of our federal tax returns, most recently the 2020 tax year;
+Added: however, NOL and other carryforwards for certain prior periods remain open for examination.
federal, state and foreign examination for years prior to 2005 are generally closed.
6 unchanged sentences
Gross increases to current period tax positions 132 256 77
−Removed: Gross increases due to current period business acquisitions — — 36
Gross decreases due to settlements with taxing authorities ( 11 ) — ( 3 )
1 unchanged sentence
Unrecognized tax benefits, end of year $ 1,470 $ 1,477 $ 1,254
−Removed: As of December 31, 2023, 2022 and 2021, we had $ 1.3 billion, $ 962 million and $ 932 million, respectively, in unrecognized tax benefits that, if recognized, would affect our annual effective tax rate.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: As of December 31, 2024, 2023 and 2022, we had $ 1.3 billion, $ 1.3 billion and $ 962 million, respectively, in unrecognized tax benefits that, if recognized, would affect our annual effective tax rate.
Penalties and interest on income tax assessments are included in Selling, general and administrative and Interest expense, respectively, on our Consolidated Statements of Comprehensive Income.
7 unchanged sentences
2023-2024 Stockholder Return Program
−Removed: On September 6, 2023, our Board of Directors authorized our 2023-2024 Stockholder Return Program of up to $ 19.0 billion that will run from October 1, 2023, through December 31, 2024.
−Removed: The 2023-2024 Stockholder Return Program consists of
+Added: On September 6, 2023, our Board of Directors authorized our 2023-2024 Stockholder Return Program of up to $ 19.0 billion that ran from October 1, 2023, through December 31, 2024.
+Added: The 2023-2024 Stockholder Return Program consisted of repurchases of shares of our common stock and the payment of cash dividends.
+Added: On September 25, 2023, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on December 15, 2023, to stockholders of record as of the close of business on December 1, 2023.
+Added: On January 24, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on March 14, 2024, to stockholders of record as of the close of business on March 1, 2024.
+Added: On March 15, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on June 13, 2024, to stockholders of record as of the close of business on May 31, 2024.
+Added: On June 13, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on September 12, 2024, to stockholders of record as of the close of business on August 30, 2024.
+Added: On September 18, 2024, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which was paid on December 12, 2024, to stockholders of record as of the close of business on November 27, 2024.
+Added: During the years ended December 31, 2024 and 2023, we paid an aggregate of $ 3.3 billion and $ 747 million, respectively, in cash dividends to our stockholders, which was presented within Net cash used in financing activities on our Consolidated Statements of Cash Flows, of which during the years ended December 31, 2024 and 2023, $ 1.7 billion and $ 393 million, respectively, was paid to DT.
+Added: During the years ended December 31, 2024 and 2023, we repurchased 59,376,922 shares of our common stock at an average price per share of $ 187.07 for a total purchase price of $ 11.1 billion and 15,464,107 shares of our common stock at an average price per share of $ 144.95 for a total purchase price of $ 2.2 billion, respectively, under the 2023-2024 Stockholder Return Program.
+Added: All shares repurchased during the years ended December 31, 2024 and 2023, were purchased at market price.
+Added: 2025 Stockholder Return Program
+Added: On December 13, 2024, we announced that our Board of Directors authorized our 2025 Stockholder Return Program of up to $ 14.0 billion that will run through December 31, 2025.
+Added: The 2025 Stockholder Return Program is expected to consist of additional repurchases of shares of our common stock and the payment of cash dividends.
+Added: The amount available under the 2025 Stockholder Return Program for share repurchases will be reduced by the amount of any cash dividends declared and paid by us.
Index for Notes to the Consolidated Financial Statements
−Removed: additional repurchases of shares of our common stock and the payment of cash dividends.
−Removed: The amount available under the 2023-2024 Stockholder Return Program for share repurchases will be reduced by the amount of any cash dividends declared by us.
Under the 2025 Stockholder Return Program, share repurchases can be made from time to time using a variety of methods, which may include open market purchases, Rule 10b5-1 plans, accelerated share repurchases, privately negotiated transactions or otherwise, all in accordance with the rules of the Securities and Exchange Commission and other applicable legal requirements.
The specific timing and amount of any share repurchases, and the specific timing and amount of any dividend payments, under the 2025 Stockholder Return Program will depend on prevailing share prices, general economic and market conditions, Company performance, and other considerations.
−Removed: In addition, the specific timing and amount of any dividend payments are subject to being declared on future dates by our Board of Directors in its sole discretion.
−Removed: The 2023-2024 Stockholder Return Program does not obligate us to acquire any particular amount of common stock or to declare and pay any particular amount of dividends, and the 2023-2024 Stockholder Return Program may be suspended or discontinued at any time at our discretion.
−Removed: On September 25, 2023, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which was paid on December 15, 2023, to stockholders of record as of the close of business on December 1, 2023.
−Removed: During the year ended December 31, 2023, we paid an aggregate of $ 747 million in cash dividends to our stockholders, which was presented within Net cash provided by (used in) financing activities on our Consolidated Statements of Cash Flows, of which $ 393 million was paid to DT.
−Removed: During the year ended December 31, 2023, we repurchased 15,464,107 shares of our common stock at an average price per share of $ 144.95 for a total purchase price of $ 2.2 billion under the 2023-2024 Stockholder Return Program, all of which were repurchased during the three months ended December 31, 2023.
−Removed: All shares repurchased during the three months ended December 31, 2023, were purchased at market price.
+Added: In addition, the specific timing and amount of any dividend payments are subject to being declared on future dates by the Board in its sole discretion.
+Added: The 2025 Stockholder Return Program does not obligate the Company to acquire any particular amount of common stock or to declare and pay any particular amount of dividends, and the 2025 Stockholder Return Program may be suspended or discontinued at any time at the Company’s discretion.
+Added: On November 21, 2024, our Board of Directors declared a cash dividend of $ 0.88 per share on our issued and outstanding common stock, which will be paid on March 13, 2025, to stockholders of record as of the close of business on February 28, 2025.
+Added: As of December 31, 2024, $ 1.0 billion for dividends payable is presented within Other current liabilities on our Consolidated Balance Sheets, of which $ 518 million is payable to DT.
+Added: During the year ended December 31, 2024, we did not repurchase any shares of our common stock under the 2025 Stockholder Return Program.
As of December 31, 2024, we had up to $ 14.0 billion remaining under the 2025 Stockholder Return Program.
−Removed: Subsequent to December 31, 2023, on January 24, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which is payable on March 14, 2024, to stockholders of record as of the close of business on March 1, 2024.
−Removed: Subsequent to December 31, 2023, from January 1, 2024, through January 31, 2024, we repurchased 9,024,185 shares of our common stock at an average price per share of $ 162.98 for a total purchase price of $ 1.5 billion.
−Removed: As of January 31, 2024, we had up to $ 14.5 billion remaining under the 2023-2024 Stockholder Return Program, less the amount to be paid pursuant to the dividends declared in the first quarter of 2024.
−Removed: Note 14 – Wireline
−Removed: Sale of the Wireline Business
−Removed: On September 6, 2022, two of our wholly owned subsidiaries, Sprint Communications and Sprint LLC, and Cogent Infrastructure, Inc., entered into the Wireline Sale Agreement, pursuant to which the Buyer agreed to acquire the Wireline Business.
−Removed: The Wireline Sale Agreement provided that, upon the terms and conditions set forth therein, the Buyer agreed to purchase all of the issued and outstanding membership interests (the “Purchased Interests”) of a Delaware limited liability company that holds certain assets and liabilities relating to the Wireline Business.
−Removed: On May 1, 2023, pursuant to the Wireline Sale Agreement, upon the terms and subject to the conditions thereof, we completed the Wireline Transaction.
−Removed: Under the terms of the Wireline Sale Agreement, the parties agreed to a $ 1 purchase price in consideration for the Purchased Interests, subject to customary adjustments, as well as payments to the Buyer pursuant to an IP transit services agreement totaling $ 700 million, consisting of (i) $ 350 million in equal monthly installments during the first year after the Closing and (ii) $ 350 million in equal monthly installments over the subsequent 42 months.
−Removed: The Buyer paid the Company $ 61 million at Closing.
−Removed: The Closing of the Wireline Transaction did not have a significant impact on the (Gain) loss on disposal group held for sale on our Consolidated Statements of Comprehensive Income.
−Removed: The present value of the $ 700 million liability for fees payable for IP transit services was recognized and treated as part of the consideration exchanged with the Buyer to complete the disposal transaction, as there is a remote likelihood we will use any more than a de minimis amount of the services under the IP transit services agreement.
−Removed: Therefore, we concluded the cash payment obligations under the IP transit services agreement were part of the consideration paid to the Buyer to facilitate the sale of the Wireline Business, and therefore, included in measuring the fair value less costs to sell of the Wireline Business disposal
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: As of December 31, 2023, $ 183 million and $ 255 million of this liability, including accrued interest, is presented within Other current liabilities and Other long-term liabilities, respectively, on our Consolidated Balance Sheets in accordance with the expected timing of the related payments.
−Removed: We recognized a pre-tax gain of $ 25 million during the year ended December 31, 2023, and a pre-tax loss of $ 1.1 billion during the year ended December 31, 2022, which are included within (Gain) loss on disposal group held for sale on our Consolidated Statements of Comprehensive Income.
−Removed: We do not consider the sale of the Wireline Business to be a strategic shift that will have a major effect on the Company’s operations and financial results, and therefore it does not qualify for reporting as a discontinued operation.
−Removed: Other Wireline Asset Sales
−Removed: Separate from the Wireline Transaction, we recognized a gain on disposal of $ 121 million during the year ended December 31, 2022, all of which relates to the sale of certain IP addresses held by the Wireline Business to other third parties during the three months ended September 30, 2022.
−Removed: The gain on disposal is included as a reduction to Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income.
−Removed: Wireline Impairment
−Removed: Prior to the closing of the Wireline Transaction, we provided wireline communication services to domestic and international customers via the legacy Sprint Wireline U.S.
−Removed: long-haul fiber network (including non-U.S.
−Removed: extensions thereof).
−Removed: The legacy Sprint Wireline network was primarily comprised of owned property and equipment, including land, buildings, communication systems and data processing equipment, fiber optic cable and operating lease right-of-use assets.
−Removed: Previously, the operation of the legacy Sprint CDMA and LTE wireless networks was supported by the legacy Sprint Wireline network.
−Removed: During the second quarter of 2022, we retired the legacy Sprint CDMA network and began the orderly shut-down of the LTE network.
−Removed: We assess long-lived assets for impairment when events or circumstances indicate that they might be impaired.
−Removed: During the second quarter of 2022, we determined that the retirement of the legacy Sprint CDMA and LTE wireless networks triggered the need to assess the Wireline long-lived assets for impairment, as these assets no longer supported our wireless network and the associated customers and cash flows in a significant manner.
−Removed: In evaluating whether the Wireline long-lived assets were impaired, we estimated the fair value of these assets using a combination of the cost, income and market approaches, including market participant assumptions.
−Removed: The fair value measurement of the Wireline assets was estimated using significant inputs not observable in the market (Level 3).
−Removed: The results of this assessment indicated that certain Wireline long-lived assets were impaired, and as a result, we recorded non-cash impairment expense of $ 477 million during the year ended December 31, 2022, all of which relates to the impairment recognized during the three months ended June 30, 2022, of which $ 258 million is related to Wireline Property and equipment, $ 212 million is related to Operating lease right-of-use assets and $ 7 million is related to Other intangible assets.
−Removed: In measuring and allocating the impairment expense to individual Wireline long-lived assets, we did not impair the long-lived assets below their individual fair values.
−Removed: The expense is included within Impairment Expense on our Consolidated Statements of Comprehensive Income.
−Removed: There was no impairment expense recognized for the year ended December 31, 2023.
−Removed: Index for Notes to the Consolidated Financial Statements
+Added: Subsequent to December 31, 2024, from January 1, 2025, through January 24, 2025, we repurchased 2,855,113 shares of our common stock at an average price per share of $ 216.03 for a total purchase price of $ 617 million.
+Added: As of January 24, 2025, we had up to $ 13.4 billion remaining under the 2025 Stockholder Return Program for repurchases of shares and quarterly dividends through December 31, 2025.
Note 16 – Earnings Per Share
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— — 48,751,557
+Added: Ka’ena Acquisition contingent consideration (3)
(1) Represents the weighted-average number of shares (“SoftBank Specified Shares”) that were contingently issuable from the Merger date of April 1, 2020, pursuant to a letter agreement dated February 20, 2020, between T-Mobile, SoftBank and DT (the “Letter Agreement”).
(2) During 2023, the SoftBank Specified Shares were issued and included in our calculations of basic and diluted weighted-average shares outstanding as further described below.
+Added: (3) The weighted-average number of shares contingently issuable related to the Ka’ena Acquisition earnout consideration (“Ka’ena Contingent Shares”) are included in potentially dilutive securities based on the maximum number of shares contingently issuable for the earnout and the 20 trading day volume-weighted average price as of December 31, 2024.
+Added: No Ka’ena Contingent Shares were outstanding during the year ended December 31, 2024, as the threshold specified performance indicators had not been achieved.
As of December 31, 2024, we had authorized 100 million shares of preferred stock, with a par value of $ 0.00001 per share.
2 unchanged sentences
The SoftBank Specified Shares of 48,751,557 shares of T-Mobile common stock was determined to be contingent consideration for the Merger and was not dilutive until the defined volume-weighted average price per share was reached.
+Added: Index for Notes to the Consolidated Financial Statements
The issuance of the SoftBank Specified Shares was contingent on the trailing 45 -trading day volume-weighted average (“VWAP”) per share of T-Mobile common stock on the NASDAQ Global Select Market being equal to or greater than $ 150.00 (the “Threshold Price”), at any time during the period commencing on April 1, 2022, and ending on December 31, 2025 (the “Measurement Period”).
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The financing leases do not have renewal options and contain a bargain purchase option at the end of the lease.
−Removed: Index for Notes to the Consolidated Financial Statements
The components of lease expense were as follows:
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Financing leases 5.3 % 4.6 % 3.2 %
+Added: Index for Notes to the Consolidated Financial Statements
Maturities of lease liabilities as of December 31, 2024, were as follows:
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2028 3,763 25
−Removed: 2028 3,410 14
Thereafter 15,664 —
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See Note 10 – Tower Obligations for further information.
−Removed: The components of leased wireless devices under our Leasing Programs were as follows:
−Removed: (in millions) Average Remaining Useful Life December 31, 2023 December 31, 2022
−Removed: Leased wireless devices, gross 8 months
−Removed: $ 400 $ 1,415
−Removed: Accumulated depreciation ( 285 ) ( 1,146 )
−Removed: Leased wireless devices, net $ 115 $ 269
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: Future minimum payments expected to be received over the lease term related to leased wireless devices, which exclude optional residual buy-out amounts at the end of the lease term, are summarized below:
−Removed: (in millions) Expected Payments
−Removed: Twelve Months Ending December 31,
−Removed: Wireline Impairment
−Removed: During the second quarter of 2022, we determined that the retirement of the legacy Sprint CDMA and LTE wireless networks triggered the need to separately assess the Wireline long-lived asset group for impairment and the results of this assessment indicated that certain Wireline Operating lease right-of-use assets were impaired.
−Removed: See Note 14 - Wireline for further information.
Note 18 – Commitments and Contingencies
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In addition, we have commitments to purchase wireless devices, network services, equipment, software, marketing sponsorship agreements and other items in the ordinary course of business, with various terms through 2043.
−Removed: Our purchase commitments are approximately $ 4.5 billion for the 12-month period ending December 31, 2024, $ 5.0 billion in total for both of the 12-month periods ending December 31, 2025 and 2026, $ 2.6 billion in total for both of the 12-month periods ending December 31, 2027 and 2028, and $ 2.3 billion in total thereafter.
+Added: Such purchase commitments are approximately $ 4.6 billion for the 12-month period ending December 31, 2025, $ 5.1 billion in total for both of the 12-month periods ending December 31, 2026 and 2027, $ 2.2 billion in total for both of the 12-month periods ending December 31, 2028 and 2029, and $ 2.3 billion in total thereafter.
These amounts are not reflective of our entire anticipated purchases under the related agreements but are determined based on the non-cancelable quantities or termination amounts to which we are contractually obligated.
−Removed: On March 9, 2023, we entered into the Merger and Purchase Agreement for the acquisition of 100 % of the outstanding equity of Ka’ena, for a maximum purchase price of $ 1.35 billion to be paid out 39 % in cash and 61 % in shares of T-Mobile common stock.
−Removed: Our estimate of the upfront payment is subject to Ka’ena’s underlying business performance and the timing of transaction close, and has been updated to $ 1.2 billion, before working capital and other adjustments.
+Added: On April 24, 2024, we entered into a definitive agreement with a fund operated by EQT, Fund VI, to establish a joint venture between us and Fund VI to acquire Lumos, a fiber-to-the-home platform, from EQT’s predecessor fund, EQT Infrastructure III.
+Added: At closing, we expect to invest approximately $ 950 million in the joint venture to acquire a 50 % equity interest and all existing Lumos fiber customers.
+Added: The funds invested by us will be used by the joint venture to fund future fiber builds.
+Added: In addition, pursuant to the definitive agreement, we expect to make an additional capital contribution of approximately $ 500 million in 2027 or 2028 under the existing business plan.
The agreement remains subject to regulatory approval, and the estimated purchase price is excluded from our reported purchase commitments above.
+Added: See Note 3 – Joint Ventures for additional details.
+Added: On May 24, 2024, we entered into a securities purchase agreement with UScellular, Telephone and Data Systems, Inc., and USCC Wireless Holdings, LLC, pursuant to which, among other things, we will acquire substantially all of UScellular’s wireless operations and select spectrum assets for an aggregate purchase price of approximately $ 4.4 billion, payable in cash and the assumption of up to $ 2.0 billion of debt through an exchange offer to be made to certain UScellular debtholders prior to closing.
+Added: To the extent any debtholders do not participate in the exchange, their bonds will continue as obligations of UScellular, and the cash portion of the purchase price will be correspondingly increased.
+Added: Following the closing of the transaction, we will enter into a 15-year master license agreement and estimate the incremental future minimum lease payments will be $ 1.4 billion over 15 years post-closing.
+Added: The securities purchase agreement remains subject to regulatory approval.
+Added: The estimated purchase price and incremental minimum lease payments are excluded from our reported purchase commitments above.
See Note 2 – Business Combinations for additional details.
+Added: Index for Notes to the Consolidated Financial Statements
+Added: On July 18, 2024, we entered into a definitive agreement with KKR to establish a joint venture to acquire Metronet, a fiber-to-the-home platform.
+Added: At closing, we expect to invest approximately $ 4.9 billion in the joint venture to acquire a 50 % equity interest and all existing residential fiber customers, as well as funding the joint venture.
+Added: The agreement remains subject to regulatory approval, and the estimated purchase price is excluded from our reported purchase commitments above.
+Added: See Note 3 – Joint Ventures for additional details.
+Added: On December 20, 2024, we entered into an agreement and plan of merger for the acquisition of 100 % of the outstanding capital stock of Vistar Media Inc., for a purchase price of approximately $ 625 million.
+Added: The agreement remains subject to certain regulatory approvals, and the estimated purchase price is excluded from our reported purchase commitments above.
+Added: See Note 2 – Business Combinations for additional details.
We lease spectrum from various parties.
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On August 8, 2022, we entered into License Purchase Agreements to acquire spectrum in the 600 MHz band from Channel 51 License Co LLC and LB License Co, LLC in exchange for total cash consideration of $ 3.5 billion.
−Removed: The licenses are currently being utilized by us through exclusive leasing arrangements with the Sellers.
−Removed: On March 30, 2023, we and the Sellers entered into Amended and Restated License Purchase Agreements pursuant to which we and the Sellers agreed to separate the transaction into two tranches of licenses, with the closings on the acquisitions of certain licenses in Chicago, Dallas and New Orleans being deferred in order to potentially expedite the regulatory approval process for the remainder of the licenses.
−Removed: Subsequently, on August 25, 2023, we and the Sellers entered into Amendments No.
−Removed: 1 to the Amended and Restated License Purchase Agreements, which deferred the closings of certain additional licenses in Chicago and Dallas into the second closing
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: Together, the licenses with closings deferred into the second closing tranche represent approximately $ 1.1 billion of the aggregate $ 3.5 billion cash consideration.
−Removed: The FCC approved the purchase of the first tranche, totaling $ 2.4 billion, on December 29, 2023, and we expect the closing of the first tranche to occur in the second quarter of 2024.
−Removed: The closing of the second tranche remains subject to regulatory approval.
−Removed: The agreement is excluded from our reported purchase commitments above.
+Added: The first tranche closed on June 24, 2024, and the associated payment of $ 2.4 billion was made on August 5, 2024.
+Added: The purchase of the Dallas licenses closed on December 6, 2024, and the associated payment of $ 541 million was made on the same day.
+Added: The remaining deferred licenses from the second tranche of $ 604 million remain subject to regulatory approval and are excluded from our reported purchase commitments above.
See Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets for additional details.
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The licenses are subject to an exclusive leasing arrangement between us and Comcast entered into contemporaneously with the License Purchase Agreement.
−Removed: The agreement remains subject to regulatory approval and is excluded from our reported purchase commitments above.
+Added: On January 13, 2025, we and Comcast entered into an amendment to the License Purchase Agreement pursuant to which we will acquire additional spectrum.
+Added: Subsequent to the amendment, the total cash consideration for the transaction is between $ 1.2 billion and $ 3.4 billion.
+Added: The agreement remains subject to an application for FCC approval and is excluded from our reported purchase commitments above.
See Note 7 – Goodwill, Spectrum License Transactions and Other Intangible Assets for additional details.
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Failure to fulfill our obligations and commitments in a timely manner could result in substantial fines, penalties, or other legal and administrative actions.
+Added: Index for Notes to the Consolidated Financial Statements
Contingencies and Litigation
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As such, our view of these matters is subject to inherent uncertainties and may change in the future.
−Removed: On February 28, 2020, we received a Notice of Apparent Liability for Forfeiture and Admonishment from the FCC, which proposed a penalty against us for allegedly violating section 222 of the Communications Act and the FCC’s regulations governing the privacy of customer information.
−Removed: In the first quarter of 2020, we recorded an accrual for an estimated payment amount.
−Removed: We maintained the accrual as of December 31, 2023, and that accrual was included in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.
−Removed: Index for Notes to the Consolidated Financial Statements
+Added: On February 28, 2020, T-Mobile and Sprint each received a Notice of Apparent Liability for Forfeiture and Admonishment from the FCC, which proposed a penalty for allegedly violating section 222 of the Communications Act and the FCC’s regulations governing the privacy of customer information.
+Added: On April 29, 2024, the FCC issued Forfeiture Orders against T-Mobile and Sprint that largely adopted the allegations and conclusions of the Notices of Apparent Liability and imposed penalties on T-Mobile and Sprint.
+Added: T-Mobile and Sprint paid those penalties under protest, and on June 27, 2024, T-Mobile and Sprint filed Petitions for Review challenging the FCC’s Forfeiture Orders in the United States Court of Appeals for the District of Columbia.
+Added: We are unable to predict the potential outcome of those proceedings.
On April 1, 2020, in connection with the closing of the Merger, we assumed the contingencies and litigation matters of Sprint.
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We immediately began an investigation and engaged cybersecurity experts to assist with the assessment of the incident and to help determine what data was impacted.
−Removed: Our investigation uncovered that the perpetrator had illegally gained access to certain areas of our systems on or about March 18, 2021, but only gained access to and took data of current, former, and prospective customers beginning on or about August 3, 2021.
+Added: Our investigation uncovered that the perpetrator had illegally gained access to certain areas of our systems on or about March 18, 2021, but only gained access to and took data of
+Added: Index for Notes to the Consolidated Financial Statements
+Added: current, former, and prospective customers beginning on or about August 3, 2021.
With the assistance of our outside cybersecurity experts, we located and closed the unauthorized access to our systems and identified current, former and prospective customers whose information was impacted and notified them, consistent with state and federal requirements.
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On July 22, 2022, we entered into an agreement to settle the lawsuit.
−Removed: On June 29, 2023, the Court issued an order granting final approval of the settlement, which is subject to potential appeals.
−Removed: Under the terms of the settlement, we would pay an aggregate of $ 350 million to fund claims submitted by class members, the legal fees of plaintiffs’ counsel and the costs of administering the settlement.
−Removed: We also committed to an aggregate incremental spend of $ 150 million for data security and related technology in 2022 and 2023.
−Removed: We previously paid $ 35 million for claims administration purposes.
−Removed: On July 31, 2023, a class member filed an appeal to the final approval order challenging the Court’s award of attorneys’ fees to class counsel.
−Removed: We expect the remaining portion of the $ 350 million settlement payment to fund claims to be made once that appeal is resolved.
−Removed: We anticipate that, upon exhaustion of any appeals, the settlement will provide a full release of all claims arising out of the August 2021 cyberattack by class members who do not opt out, against all defendants, including us, our subsidiaries and affiliates, and our directors and officers.
+Added: On June 29, 2023, the Court issued an order granting final approval of the settlement.
+Added: All appeals have been resolved, and the settlement is now final.
+Added: Under the terms of the settlement, we have paid an aggregate of $ 350 million to fund claims submitted by class members, the legal fees of plaintiffs’ counsel and the costs of administering the settlement.
+Added: As required under the terms of the settlement, we have spent an aggregate of $ 150 million for data security and related technology in 2022 and 2023.
+Added: The settlement provides a full release of all claims arising out of the August 2021 cyberattack by class members who did not opt out, against all defendants, including us, our subsidiaries and affiliates, and our directors and officers.
The settlement contains no admission of liability, wrongdoing or responsibility by any of the defendants.
−Removed: We have the right to terminate the settlement agreement under certain conditions.
We anticipate that this settlement of the class action, along with other settlements of separate consumer claims that have been previously completed or are currently pending, will resolve substantially all of the claims brought to date by our current, former and prospective customers who were impacted by the 2021 cyberattack.
−Removed: In connection with the proposed class action settlement and the separate settlements, we recorded a total pre-tax charge of approximately $ 400 million in the second quarter of 2022.
−Removed: During the years ended December 31, 2023 and 2022, we recognized $ 50 million and $ 100 million, respectively, in reimbursements from insurance carriers for costs incurred related to the August 2021 cyberattack, which is included as a reduction to Selling, general and administrative expense on our Consolidated Statements of Comprehensive Income.
−Removed: The ultimate resolution of the class action depends on the number of plaintiffs who opt-out of the proposed settlement and whether the proposed settlement will be appealed.
−Removed: Index for Notes to the Consolidated Financial Statements
−Removed: In addition, in September 2022, a purported Company shareholder filed a derivative action in the Delaware Chancery Court under the caption Harper v.
+Added: In connection with the class action settlement and the separate settlements, we recorded a total pre-tax charge of approximately $ 400 million in the second quarter of 2022.
+Added: During the years ended December 31, 2024, 2023 and 2022, we recognized $ 105 million, $ 50 million and $ 100 million, respectively, in reimbursements from insurance carriers for costs incurred related to the August 2021 cyberattack, which is included as a reduction to Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
+Added: In addition, in September 2022, a purported Company shareholder filed a derivative action in the Delaware Court of Chancery under the caption Harper v.
Sievert et al., Case No.
1 unchanged sentence
We are also named as a nominal defendant in the lawsuit.
+Added: On May 31, 2024, the court issued an opinion dismissing the plaintiff’s complaint in its entirety.
+Added: The plaintiff has appealed that decision.
We are unable at this time to predict the potential outcome of this lawsuit or whether we may be subject to further private litigation.
−Removed: We have also received inquiries from various government agencies, law enforcement and other governmental authorities related to the August 2021 cyberattack, which could result in substantial fines or penalties.
−Removed: We are cooperating fully with these agencies and regulators and working with them to resolve these matters.
+Added: We have also received inquiries and contested legal proceedings from various government agencies, law enforcement and other governmental authorities related to the August 2021 cyberattack, which could result in substantial fines or penalties.
+Added: We reached an agreement with the FCC, which was announced on September 30, 2024, to resolve one of those inquiries.
+Added: We will continue to cooperate fully with the other agencies and regulators inquiring about the matter with an aim to resolve all of these matters.
While we hope to resolve them in the near term, we cannot predict the timing or outcome of any of these matters or whether we may be subject to further regulatory inquiries, investigations, or enforcement actions.
5 unchanged sentences
retail cell service market.
−Removed: Plaintiffs seek injunctive relief and trebled monetary damages on behalf of a purported class of AT&T and Verizon customers who plaintiffs allege paid artificially inflated prices due to the Merger.
+Added: Plaintiffs seek injunctive relief and trebled monetary damages on behalf of a purported class of AT&T and Verizon customers whom plaintiffs allege paid artificially inflated prices due to the Merger.
We are vigorously defending this lawsuit, but we are unable to predict the potential outcome.
+Added: Index for Notes to the Consolidated Financial Statements
On January 5, 2023, we identified that a bad actor was obtaining data through a single Application Programming Interface (“API”) without authorization.
3 unchanged sentences
We have notified individuals whose information was impacted consistent with state and federal requirements.
−Removed: In connection with the January 2023 cyberattack, we became subject to consumer class actions and regulatory inquires, to which we will continue to respond in due course and may incur significant expenses.
+Added: In connection with the January 2023 cyberattack, we became subject to consumer class actions and regulatory inquiries, to which we will continue to respond in due course and may incur significant expenses.
However, we cannot predict the timing or outcome of any of these potential matters or whether we may be subject to additional legal proceedings, claims, regulatory inquiries, investigations, or enforcement actions.
2 unchanged sentences
Merger Restructuring Initiatives
−Removed: Upon close of the Merger in April 2020, we began implementing restructuring initiatives to realize cost efficiencies and reduce redundancies.
+Added: Upon closing the Merger in April 2020, we began implementing restructuring initiatives to realize cost efficiencies and reduce redundancies.
The major activities associated with the Merger restructuring initiatives included contract termination costs associated with the rationalization of retail stores, distribution channels, duplicative network and backhaul services and other agreements, severance costs associated with the integration of redundant processes and functions and the decommissioning of certain small cell sites and distributed antenna systems to achieve Merger synergies in network costs.
−Removed: Index for Notes to the Consolidated Financial Statements
+Added: As of June 30, 2024, we have incurred substantially all restructuring and integration costs associated with the Merger and, accordingly, no longer separately disclose Merger-related costs.
+Added: The cash payments for the Merger-related costs incurred extend beyond 2024.
The following table summarizes the expenses incurred in connection with our Merger restructuring initiatives:
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Our Merger restructuring initiatives also included the acceleration or termination of certain of our operating and financing leases for cell sites, switch sites, retail stores, network equipment and office facilities.
−Removed: Incremental expenses associated with terminated leases and leases for which we have recognized accelerated lease expense were $ 390 million, $ 1.7 billion and $ 873 million for the years ended December 31, 2023, 2022 and 2021, respectively, and are included in Costs of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
−Removed: The changes in the liabilities associated with our Merger restructuring initiatives, including expenses incurred and cash payments, are as follows:
−Removed: (in millions) December 31,
−Removed: 2022 Expenses Incurred Cash Payments Adjustments for Non-Cash Items (1)
−Removed: Contract termination costs $ 190 $ 45 $ ( 217 ) $ — $ 18
−Removed: Severance costs — 3 ( 6 ) 3 —
−Removed: Network decommissioning 280 289 ( 449 ) ( 26 ) 94
−Removed: Total $ 470 $ 337 $ ( 672 ) $ ( 23 ) $ 112
−Removed: (1) Non-cash items primarily consist of the write-off of assets within Network decommissioning.
−Removed: The liabilities accrued in connection with our Merger restructuring initiatives are presented in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.
−Removed: We expect to incur all of the remaining restructuring and integration costs associated with the Merger by the first half of 2024, with the cash expenditure for the Merger-related costs extending beyond 2024.
−Removed: Cash payments extending beyond 2024 primarily relate to operating and financing leases for which we have recognized accelerated lease expense.
−Removed: See Note 16 – Leases for more details on the expected amount and timing of our lease payments.
+Added: Incremental expenses associated with terminated leases and leases for which we have recognized accelerated lease expense were $ 91 million, $ 390 million and $ 1.7 billion for the years ended December 31, 2024, 2023 and 2022, respectively, and are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
2023 Workforce Reduction
In August 2023, we implemented an initiative to reduce the size of our workforce by approximately 5,000 positions, just under 7 % of our total employee base, primarily in corporate and back-office functions, and some technology roles.
−Removed: We recorded a pre-tax charge of $ 462 million during the year ended December 31, 2023, related to the workforce reduction, which is included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
−Removed: The changes in the liabilities associated with our workforce reduction initiative, including expenses incurred and cash payments, are as follows:
−Removed: (in millions) December 31,
−Removed: 2022 Expenses Incurred Cash Payments Other (1)
−Removed: Severance costs $ — $ 462 $ ( 281 ) $ 14 $ 195
−Removed: (1) Other primarily consists of previously expensed vacation accruals expected to be paid out as a component of severance.
−Removed: The liabilities accrued in connection with our workforce reduction activities are presented in Accounts payable and accrued liabilities on our Consolidated Balance Sheets.
−Removed: Substantially all costs associated with our workforce reduction activities were recorded during the year ended December 31, 2023, with substantially all related cash outflows extending through mid-2024.
+Added: The following table summarizes the expenses incurred in connection with our workforce reduction initiative:
+Added: (in millions) Year Ended
+Added: December 31, 2023 Year Ended
+Added: December 31, 2024 Incurred to Date
+Added: Severance costs (recoveries) $ 462 $ ( 5 ) $ 457
Index for Notes to the Consolidated Financial Statements
+Added: The expenses associated with our workforce reduction initiative are included in Cost of services and Selling, general and administrative expenses on our Consolidated Statements of Comprehensive Income.
Note 20 – Additional Financial Information
Accounts Payable and Accrued Liabilities
−Removed: Accounts payable and accrued liabilities, excluding amounts classified as held for sale, are summarized as follows:
+Added: Accounts payable and accrued liabilities are summarized as follows:
(in millions) December 31,
4 unchanged sentences
Accrued interest 905 818
−Removed: Commissions and contract termination costs 317 523
−Removed: Toll and interconnect 161 227
−Removed: Other 658 688
+Added: Other accrued liabilities 720 1,136
Accounts payable and accrued liabilities $ 8,463 $ 10,373
−Removed: Book overdrafts included in accounts payable were $ 740 million and $ 720 million as of December 31, 2023, and 2022,
−Removed: respectively.
+Added: Book overdrafts included in accounts payable were $ 460 million and $ 740 million as of December 31, 2024 and 2023, respectively.
Related Party Transactions
5 unchanged sentences
International long distance agreement 19 20 25
−Removed: We have an agreement with DT for the reimbursement of certain administrative expenses, which were $ 4 million for the years ended December 31, 2023, and 2022 and $ 5 million for the year ended December 31, 2021.
−Removed: During the year ended December 31, 2023, we paid an aggregate of $ 747 million in cash dividends to our stockholders, of which $ 393 million was paid to DT.
−Removed: See Note 13 - Stockholder Return Program s for further information.
+Added: We have an agreement with DT for the reimbursement of certain administrative expenses, which was $ 4 million for each of the years ended December 31, 2024, 2023 and 2022.
+Added: During the years ended December 31, 2024 and 2023, we paid an aggregate of $ 3.3 billion and $ 747 million in cash dividends to our stockholders, of which $ 1.7 billion and $ 393 million was paid to DT, respectively.
+Added: See Note 1 5 - Stockholder Return Programs for further information.
Supplemental Consolidated Statements of Cash Flows Information
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Change in accounts payable and accrued liabilities for purchases of property and equipment 105 ( 860 ) 133
−Removed: Leased devices transferred from inventory to property and equipment 129 336 1,198
−Removed: Returned leased devices transferred from property and equipment to inventory ( 114 ) ( 396 ) ( 1,437 )
Increase in Tower obligations from contract modification — — 1,158
1 unchanged sentence
Financing lease right-of-use assets obtained in exchange for lease obligations 1,222 1,224 1,256
+Added: Contingent and other deferred consideration related to the Ka’ena Acquisition 218 — —
Index for Notes to the Consolidated Financial Statements
−Removed: Cash and cash equivalents, including restricted cash and cash held for sale
−Removed: Cash and cash equivalents, including restricted cash and cash held for sale, presented on our Consolidated Statements of Cash Flows were included on our Consolidated Balance Sheets as follows:
+Added: Cash and Cash Equivalents, Including Restricted Cash
+Added: Cash and cash equivalents, including restricted cash, presented on our Consolidated Statements of Cash Flows were included on our Consolidated Balance Sheets as follows:
(in millions) December 31,
1 unchanged sentence
Cash and cash equivalents $ 5,409 $ 5,135
−Removed: Cash and cash equivalents held for sale (included in Other current assets) — 27
Restricted cash (included in Other current assets) 231 101
Restricted cash (included in Other assets) 73 71
−Removed: Cash and cash equivalents, including restricted cash and cash held for sale $ 5,307 $ 4,674
+Added: Cash and cash equivalents, including restricted cash $ 5,713 $ 5,307
Note 21 – Subsequent Events
−Removed: Subsequent to December 31, 2023, on January 12, 2024, we issued $ 1.0 billion of 4.850 % Senior Notes due 2029, $ 1.3 billion of 5.150 % Senior Notes due 2034 and $ 750 million of 5.500 % Senior Notes due 2055.
−Removed: See Note 8 - Debt for additional information.
−Removed: Subsequent to December 31, 2023, on January 24, 2024, our Board of Directors declared a cash dividend of $ 0.65 per share on our issued and outstanding common stock, which is payable on March 14, 2024, to stockholders of record as of the close of business on March 1, 2024.
−Removed: See Note 13 - Stockholder Return Programs for additional information regarding the 2023-2024 Stockholder Return Program.
−Removed: Subsequent to December 31, 2023, from January 1, 2024, through January 31, 2024, we repurchased 9,024,185 shares of our common stock at an average price per share of $ 162.98 for a total purchase price of $ 1.5 billion.
−Removed: See Note 13 - Stockholder Return Programs for additional information regarding the 2023-2024 Stockholder Return Program.
+Added: Subsequent to December 31, 2024, from January 1, 2025, through January 24, 2025, we repurchased 2,855,113 shares of our common stock at an average price per share of $ 216.03 for a total purchase price of $ 617 million.
+Added: See Note 15 - Stockholder Return Programs for additional information.
+Added: Subsequent to December 31, 2024, on January 31, 2025, our wholly owned subsidiary, T-Mobile USA, Inc., entered into the ECA Facility, providing for a loan of up to $ 1.0 billion to finance network equipment-related purchases.
+Added: The obligations under the ECA Facility are also guaranteed by us and by all of our wholly owned domestic restricted subsidiaries (subject to customary exceptions).
+Added: Any borrowing under the ECA Facility will mature on March 15, 2036.
+Added: As of January 31, 2025, the ECA Facility is undrawn.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
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.