AT&T Disputes SEC Allegations
On March 5, 2021, AT&T responded to a civil suit from the SEC targeting three mid-level investor relations employees regarding conversations with analysts from 2016. The SEC's investigation, lasting four years, found no evidence of material nonpublic information being disclosed. AT&T argues that discussions about the phase-out of smartphone subsidies were publicly known and had no significant impact on earnings. The company maintains its commitment to ethical practices and looks forward to proving the allegations are unfounded.
- AT&T publicly disclosed trends about smartphone subsidy phase-out prior to analyst calls.
- No material impact on earnings reported as a result of declining phone sales.
- SEC's civil suit represents a shift in enforcement policy, potentially affecting future communications with analysts.
- The case may create uncertainty among public companies regarding compliance with Regulation FD.
DALLAS, March 5, 2021 /PRNewswire/ -- Today's civil suit filed by the Securities and Exchange Commission targeting three AT&T mid-level investor relations employees for conversations they had with analysts five years ago represents a significant departure from the SEC's own long-standing Regulation FD enforcement policy and is inconsistent with the testimony of all who participated in these conversations.
Tellingly, after spending four years investigating this matter, the SEC does not cite a single witness involved in any of these analyst calls who believes that material nonpublic information was conveyed to them.
The information discussed during these March and April 2016 conversations concerned the widely reported, industry-wide phase-out of subsidy programs for new smartphone purchases and the impact of this trend on smartphone upgrade rates and equipment revenue. Not surprisingly, without device subsidies, customers upgraded their smartphones less frequently, leading to a reduction in equipment revenue.
Not only did AT&T publicly disclose this trend on multiple occasions before the analyst calls in question, but AT&T also made clear that the declining phone sales had no material impact on its earnings. Analysts and the news media frequently wrote about this trend and investors understood that AT&T's core business was selling connectivity (i.e., wireless service plans), not devices, and that smartphone sales were immaterial to the company's earnings.
The evidence could not be clearer – and the lack of any market reaction to AT&T's first quarter 2016 results confirms – there was no disclosure of material nonpublic information and no violation of Regulation FD.
The SEC's pursuit of this matter will not protect investors and instead will only serve to chill productive communications between companies and analysts, something the SEC was worried about when it adopted Regulation FD some 20 years ago. Unfortunately, this case will only create a climate of uncertainty among public companies and the analysts who cover them.
AT&T maintains the highest standards of ethics and compliance and we look forward to having our "day in court" to demonstrate conclusively that our investor relations employees complied with Regulation FD, and that the allegations in the SEC's complaints are meritless.
For more information, contact:
For AT&T
Larry Solomon
214-886-4002
Larry.solomon@att.com
Mike Flaherty
646-668-6852
mflaherty@gladstoneplace.com
*About AT&T
AT&T Inc. (NYSE:T) is a diversified, global leader in telecommunications, media and entertainment, and technology. Consumers and businesses have more than 225 million monthly subscriptions to our services. AT&T Communications provides more than 100 million U.S. consumers with entertainment and communications experiences across TV, mobile and broadband. Plus, it serves high-speed, highly secure connectivity and smart solutions to nearly 3 million business customers. WarnerMedia is a leading media and entertainment company that creates and distributes premium and popular content to global audiences through its consumer brands, including: HBO, HBO Max, Warner Bros., TNT, TBS, truTV, CNN, DC Entertainment, New Line, Cartoon Network, Adult Swim and Turner Classic Movies. Xandr, now part of WarnerMedia, provides marketers with innovative and relevant advertising solutions for consumers around premium video content and digital advertising through its platform. AT&T Latin America provides pay-TV services across 10 countries and territories in Latin America and the Caribbean and wireless services to consumers and businesses in Mexico.
AT&T products and services are provided or offered by subsidiaries and affiliates of AT&T Inc. under the AT&T brand and not by AT&T Inc. Additional information is available at about.att.com. © 2021 AT&T Intellectual Property. All rights reserved. AT&T, the Globe logo and other marks are trademarks and service marks of AT&T Intellectual Property and/or AT&T affiliated companies. All other marks contained herein are the property of their respective owners.
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SOURCE AT&T Inc.
FAQ
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