Guarantor Financial Information | Guarantor Financial Information On September 11, 2013, Sprint Corporation issued $2.25 billion aggregate principal amount of 7.250% notes due 2021 and $4.25 billion aggregate principal amount of 7.875% notes due 2023 in a private placement transaction with registration rights. On December 12, 2013, Sprint Corporation issued $2.5 billion aggregate principal amount of 7.125% notes due 2024 in a private placement transaction with registration rights. Each of these issuances is fully and unconditionally guaranteed by Sprint Communications, Inc. (Subsidiary Guarantor), which is a 100 percent owned subsidiary of Sprint Corporation (Parent/Issuer). In connection with the foregoing, the registration rights agreements with respect to the notes required the Company and Sprint Communications, Inc. to use their reasonable best efforts to cause an offer to exchange the notes for a new issue of substantially identical exchange notes registered under the Securities Act of 1933. Accordingly, in November 2014, we completed an exchange offer for these notes in compliance with our registration obligations. We did not receive any proceeds from this exchange offer. In addition, on February 24, 2015, Sprint Corporation issued $1.5 billion aggregate principal amount of 7.625% notes due 2025, which are fully and unconditionally guaranteed by Sprint Communications, Inc. During the year ended March 31, 2016 there was a non-cash equity contribution from the Subsidiary Guarantor to the Non-Guarantor Subsidiaries as a result of organizational restructuring for tax purposes in the amount of $1.5 billion . Under the Subsidiary Guarantor's revolving bank credit facility and other finance agreements, the Subsidiary Guarantor is currently restricted from paying cash dividends to the Parent/Issuer or any Non-Guarantor Subsidiary because the ratio of total indebtedness to adjusted EBITDA (each as defined in the applicable agreement) exceeds 2.5 to 1.0 . Sprint has a Receivables Facility providing for the sale of eligible wireless service, installment and certain future lease receivables. In November 2015, Sprint also entered a Handset Sale-Leaseback Tranche 1 transaction to sell and lease-back certain leased devices. In connection with the Receivables Facility and the Handset Sale-Leaseback Tranche 1, Sprint formed certain wholly-owned consolidated bankruptcy-remote SPEs and SPE Lessees that are included in the Non-Guarantor Subsidiaries condensed consolidated financial information. Each SPE and SPE Lessee is a separate legal entity with its own separate creditors who will be entitled, prior to and upon the liquidation of the SPE or SPE Lessee, to be satisfied out of the SPE or SPE Lessee’s assets prior to any assets in the SPE and SPE Lessee becoming available to Sprint (see Note 4. Funding Sources). The guarantor financial information distinguishes between the Predecessor period relating to Sprint Communications for periods prior to the SoftBank Merger and the Successor period relating to Sprint Corporation (formerly Starburst II), for periods subsequent to the incorporation of Starburst II on October 5, 2012. Additionally, because the Parent/Issuer column represents the activities of Sprint Corporation (formerly Starburst II), no Parent/Issuer financial information exists for the Predecessor periods, which are prior to the SoftBank Merger. We have accounted for investments in subsidiaries using the equity method. Presented below is the condensed consolidating financial information as of the periods presented in the consolidated financial statements. CONDENSED CONSOLIDATING BALANCE SHEET As of March 31, 2016 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) ASSETS Current assets: Cash and cash equivalents $ — $ 2,154 $ 487 $ — $ 2,641 Accounts and notes receivable, net 87 27 1,099 (114 ) 1,099 Device and accessory inventory — — 1,173 — 1,173 Prepaid expenses and other current assets — 12 1,908 — 1,920 Total current assets 87 2,193 4,667 (114 ) 6,833 Investments in subsidiaries 19,783 23,129 — (42,912 ) — Property, plant and equipment, net — — 20,297 — 20,297 Due from consolidated affiliate 50 19,518 — (19,568 ) — Note receivable from consolidated affiliate 10,377 245 — (10,622 ) — Intangible assets Goodwill — — 6,575 — 6,575 FCC licenses and other — — 40,073 — 40,073 Definite-lived intangible assets, net — — 4,469 — 4,469 Other assets — 1,127 620 (1,019 ) 728 Total assets $ 30,297 $ 46,212 $ 76,701 $ (74,235 ) $ 78,975 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ — $ — $ 2,899 $ — $ 2,899 Accrued expenses and other current liabilities 137 531 3,820 (114 ) 4,374 Current portion of long-term debt, financing and capital lease obligations — 3,065 1,625 — 4,690 Total current liabilities 137 3,596 8,344 (114 ) 11,963 Long-term debt, financing and capital lease obligations 10,377 11,495 8,415 (1,019 ) 29,268 Note payable due to consolidated affiliate — 10,377 245 (10,622 ) — Deferred tax liabilities — — 13,959 — 13,959 Other liabilities — 961 3,041 — 4,002 Due to consolidated affiliate — — 19,568 (19,568 ) — Total liabilities 10,514 26,429 53,572 (31,323 ) 59,192 Commitments and contingencies Total stockholders' equity 19,783 19,783 23,129 (42,912 ) 19,783 Total liabilities and stockholders' equity $ 30,297 $ 46,212 $ 76,701 $ (74,235 ) $ 78,975 CONDENSED CONSOLIDATING BALANCE SHEET As of March 31, 2015 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) ASSETS Current assets: Cash and cash equivalents $ — $ 3,492 $ 518 $ — $ 4,010 Short-term investments — 146 20 — 166 Accounts and notes receivable, net 84 157 2,160 (111 ) 2,290 Device and accessory inventory — — 1,359 — 1,359 Deferred tax assets — — 62 — 62 Prepaid expenses and other current assets — 13 1,877 — 1,890 Total current assets 84 3,808 5,996 (111 ) 9,777 Investments in subsidiaries 21,712 22,413 — (44,125 ) — Property, plant and equipment, net — — 19,721 — 19,721 Due from consolidated affiliate 68 20,934 — (21,002 ) — Note receivable from consolidated affiliate 10,361 458 — (10,819 ) — Intangible assets Goodwill — — 6,575 — 6,575 FCC licenses and other — — 39,987 — 39,987 Definite-lived intangible assets, net — — 5,893 — 5,893 Other assets — 1,119 788 (1,019 ) 888 Total assets $ 32,225 $ 48,732 $ 78,960 $ (77,076 ) $ 82,841 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ — $ — $ 4,347 $ — $ 4,347 Accrued expenses and other current liabilities 154 625 4,625 (111 ) 5,293 Current portion of long-term debt, financing and capital lease obligations — 500 800 — 1,300 Total current liabilities 154 1,125 9,772 (111 ) 10,940 Long-term debt, financing and capital lease obligations 10,361 14,574 8,426 (1,019 ) 32,342 Note payable due to consolidated affiliate — 10,361 458 (10,819 ) — Deferred tax liabilities — — 13,898 — 13,898 Other liabilities — 960 2,991 — 3,951 Due to consolidated affiliate — — 21,002 (21,002 ) — Total liabilities 10,515 27,020 56,547 (32,951 ) 61,131 Commitments and contingencies Total stockholders' equity 21,710 21,712 22,413 (44,125 ) 21,710 Total liabilities and stockholders' equity $ 32,225 $ 48,732 $ 78,960 $ (77,076 ) $ 82,841 CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Successor Year Ended March 31, 2016 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ — $ 27,174 $ — $ 27,174 Equipment — — 5,006 — 5,006 — — 32,180 — 32,180 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — — 9,439 — 9,439 Cost of products (exclusive of depreciation and amortization below) — — 5,795 — 5,795 Selling, general and administrative — — 8,479 — 8,479 Severance and exit costs — — 409 — 409 Depreciation — — 5,794 — 5,794 Amortization — — 1,294 — 1,294 Other, net — — 660 — 660 — — 31,870 — 31,870 Operating income — — 310 — 310 Other income (expense): Interest income 790 165 5 (949 ) 11 Interest expense (790 ) (1,624 ) (717 ) 949 (2,182 ) (Losses) earnings of subsidiaries (1,997 ) (538 ) — 2,535 — Other income, net — — 7 — 7 (1,997 ) (1,997 ) (705 ) 2,535 (2,164 ) (Loss) income before income taxes (1,997 ) (1,997 ) (395 ) 2,535 (1,854 ) Income tax benefit (expense) 2 — (143 ) — (141 ) Net (loss) income (1,995 ) (1,997 ) (538 ) 2,535 (1,995 ) Other comprehensive (loss) income (31 ) (31 ) (21 ) 52 (31 ) Comprehensive (loss) income $ (2,026 ) $ (2,028 ) $ (559 ) $ 2,587 $ (2,026 ) CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Successor Year Ended March 31, 2015 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ — $ 29,542 $ — $ 29,542 Equipment — — 4,990 — 4,990 — — 34,532 — 34,532 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — — 9,660 — 9,660 Cost of products (exclusive of depreciation and amortization below) — — 9,309 — 9,309 Selling, general and administrative — — 9,563 — 9,563 Impairments — — 2,133 — 2,133 Severance and exit costs — — 304 — 304 Depreciation — — 3,797 — 3,797 Amortization — — 1,552 — 1,552 Other, net — 1 108 — 109 — 1 36,426 — 36,427 Operating loss — (1 ) (1,894 ) — (1,895 ) Other income (expense): Interest income 687 146 3 (824 ) 12 Interest expense (687 ) (1,521 ) (667 ) 824 (2,051 ) (Losses) earnings of subsidiaries (3,345 ) (1,970 ) — 5,315 — Other income, net — 1 14 — 15 (3,345 ) (3,344 ) (650 ) 5,315 (2,024 ) (Loss) income before income taxes (3,345 ) (3,345 ) (2,544 ) 5,315 (3,919 ) Income tax benefit — — 574 — 574 Net (loss) income (3,345 ) (3,345 ) (1,970 ) 5,315 (3,345 ) Other comprehensive (loss) income (365 ) (365 ) (355 ) 720 (365 ) Comprehensive (loss) income $ (3,710 ) $ (3,710 ) $ (2,325 ) $ 6,035 $ (3,710 ) CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Successor Three Months Ended March 31, 2014 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ — $ 7,876 $ — $ 7,876 Equipment — — 999 — 999 — — 8,875 — 8,875 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — — 2,622 — 2,622 Cost of products (exclusive of depreciation and amortization below) — — 2,038 — 2,038 Selling, general and administrative — — 2,371 — 2,371 Severance and exit costs — — 52 — 52 Depreciation — — 868 — 868 Amortization — — 429 — 429 Other, net — — 75 — 75 — — 8,455 — 8,455 Operating income — — 420 — 420 Other income (expense): Interest income 169 20 4 (189 ) 4 Interest expense (166 ) (373 ) (166 ) 189 (516 ) (Losses) earnings of subsidiaries (154 ) 199 — (45 ) — Other expense, net — — (3 ) — (3 ) (151 ) (154 ) (165 ) (45 ) (515 ) (Loss) income before income taxes (151 ) (154 ) 255 (45 ) (95 ) Income tax expense — — (56 ) — (56 ) Net (loss) income (151 ) (154 ) 199 (45 ) (151 ) Other comprehensive (loss) income (145 ) (145 ) (147 ) 292 (145 ) Comprehensive (loss) income $ (296 ) $ (299 ) $ 52 $ 247 $ (296 ) CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Successor Year Ended December 31, 2013 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ — $ 15,094 $ — $ 15,094 Equipment — — 1,797 — 1,797 — — 16,891 — 16,891 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — — 5,174 — 5,174 Cost of products (exclusive of depreciation and amortization below) — — 4,603 — 4,603 Selling, general and administrative 36 — 4,805 — 4,841 Severance and exit costs — — 309 — 309 Depreciation — — 2,026 — 2,026 Amortization — — 908 — 908 36 — 17,825 — 17,861 Operating loss (36 ) — (934 ) — (970 ) Other income (expense): Interest income 189 40 6 (200 ) 35 Interest expense (163 ) (548 ) (407 ) 200 (918 ) (Losses) earnings of subsidiaries (1,831 ) (1,320 ) — 3,151 — Other (expense) income, net (15 ) (3 ) 56 — 38 (1,820 ) (1,831 ) (345 ) 3,151 (845 ) (Loss) income before income taxes (1,856 ) (1,831 ) (1,279 ) 3,151 (1,815 ) Income tax expense (4 ) — (41 ) — (45 ) Net (loss) income (1,860 ) (1,831 ) (1,320 ) 3,151 (1,860 ) Other comprehensive income (loss) 102 102 93 (195 ) 102 Comprehensive (loss) income $ (1,758 ) $ (1,729 ) $ (1,227 ) $ 2,956 $ (1,758 ) CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Predecessor 191 Days Ended July 10, 2013 Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ 16,895 $ — $ 16,895 Equipment — 1,707 — 1,707 — 18,602 — 18,602 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — 5,673 — 5,673 Cost of products (exclusive of depreciation and amortization below) — 4,872 — 4,872 Selling, general and administrative — 5,067 — 5,067 Severance and exit costs — 652 — 652 Depreciation — 3,098 — 3,098 Amortization — 147 — 147 Other, net — (22 ) — (22 ) — 19,487 — 19,487 Operating loss — (885 ) — (885 ) Other income (expense): Interest income 61 15 (43 ) 33 Interest expense (842 ) (336 ) 43 (1,135 ) Equity in losses of unconsolidated investments, net — (482 ) — (482 ) Gain on previously-held equity interests — 2,926 — 2,926 (Losses) earnings of subsidiaries (365 ) — 365 — Other expense, net (12 ) (2 ) — (14 ) (1,158 ) 2,121 365 1,328 (Loss) income before income taxes (1,158 ) 1,236 365 443 Income tax expense — (1,601 ) — (1,601 ) Net (loss) income (1,158 ) (365 ) 365 (1,158 ) Other comprehensive income (loss) 23 35 (35 ) 23 Comprehensive (loss) income $ (1,135 ) $ (330 ) $ 330 $ (1,135 ) CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Predecessor Three Months Ended March 31, 2013 (Unaudited) Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Net operating revenues: Service $ — $ 7,980 $ — $ 7,980 Equipment — 813 — 813 — 8,793 — 8,793 Net operating expenses: Cost of services (exclusive of depreciation and amortization below) — 2,640 — 2,640 Cost of products (exclusive of depreciation and amortization below) — 2,293 — 2,293 Selling, general and administrative — 2,336 — 2,336 Severance and exit costs — 25 — 25 Depreciation — 1,422 — 1,422 Amortization — 70 — 70 Other, net — (22 ) — (22 ) — 8,764 — 8,764 Operating income — 29 — 29 Other income (expense): Interest income 29 6 (21 ) 14 Interest expense (292 ) (161 ) 21 (432 ) Equity in losses of unconsolidated investments, net — (202 ) — (202 ) (Losses) earnings of subsidiaries (368 ) — 368 — Other expense, net (12 ) (2 ) — (14 ) (643 ) (359 ) 368 (634 ) (Loss) income before income taxes (643 ) (330 ) 368 (605 ) Income tax expense — (38 ) — (38 ) Net (loss) income (643 ) (368 ) 368 (643 ) Other comprehensive income (loss) 14 15 (15 ) 14 Comprehensive (loss) income $ (629 ) $ (353 ) $ 353 $ (629 ) CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Successor Year Ended March 31, 2016 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash (used in) provided by operating activities $ — $ (1,421 ) $ 5,551 $ (233 ) $ 3,897 Cash flows from investing activities: Capital expenditures - network and other — — (4,680 ) — (4,680 ) Capital expenditures - leased devices — — (2,292 ) — (2,292 ) Expenditures relating to FCC licenses — — (98 ) — (98 ) Proceeds from sales and maturities of short-term investments — 343 75 — 418 Purchases of short-term investments — (197 ) (55 ) — (252 ) Change in amounts due from/due to consolidated affiliates 1 (36 ) — 35 — Proceeds from sales of assets and FCC licenses — — 62 — 62 Proceeds from sale-leaseback transaction — — 1,136 — 1,136 Intercompany note advance to consolidated affiliate — (159 ) — 159 — Proceeds from intercompany note advance to consolidated affiliate — 372 — (372 ) — Other, net — — (29 ) — (29 ) Net cash provided by (used in) investing activities 1 323 (5,881 ) (178 ) (5,735 ) Cash flows from financing activities: Proceeds from debt and financings — 250 505 — 755 Repayments of debt, financing and capital lease obligations — (500 ) (399 ) — (899 ) Proceeds from sales of future lease receivables — — 600 — 600 Debt financing costs (1 ) — (10 ) — (11 ) Proceeds from issuance of common stock, net — 10 — — 10 Intercompany dividends paid to consolidated affiliate — — (233 ) 233 — Change in amounts due from/due to consolidated affiliates — — 35 (35 ) — Intercompany note advance from parent — — 159 (159 ) — Repayments of intercompany note advance from parent — — (372 ) 372 — Other, net — — 14 — 14 Net cash (used in) provided by financing activities (1 ) (240 ) 299 411 469 Net decrease in cash and cash equivalents — (1,338 ) (31 ) — (1,369 ) Cash and cash equivalents, beginning of period — 3,492 518 — 4,010 Cash and cash equivalents, end of period $ — $ 2,154 $ 487 $ — $ 2,641 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Successor Year Ended March 31, 2015 Parent/Issuer Subsidiary Guarantor Non-Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash (used in) provided by operating activities $ — $ (750 ) $ 3,700 $ (500 ) $ 2,450 Cash flows from investing activities: Capital expenditures - network and other — — (5,422 ) — (5,422 ) Capital expenditures - leased devices — — (582 ) — (582 ) Expenditures relating to FCC licenses — — (163 ) — (163 ) Reimbursements relating to FCC licenses — — 95 — 95 Proceeds from sales and maturities of short-term investments — 3,061 70 — 3,131 Purchases of short-term investments — (1,987 ) (90 ) — (2,077 ) Change in amounts due from/due to consolidated affiliates — (2,425 ) — 2,425 — Proceeds from sales of assets and FCC licenses — — 315 — 315 Intercompany note advance to consolidated affiliate (1,481 ) (343 ) — 1,824 — Other, net — — (11 ) — (11 ) Net cash (used in) provided by investing activities (1,481 ) (1,694 ) (5,788 ) 4,249 (4,714 ) Cash flows from financing activities: Proceeds from debt and financings 1,500 300 130 — 1,930 Repayments of debt, financing and capital lease obligations — — (574 ) — (574 ) Debt financing costs (21 ) (5 ) (61 ) — (87 ) Proceeds from issuance of common stock, net — 35 — — 35 Intercompany dividends paid to consolidated affiliate — — (500 ) 500 — Change in amounts due from/due to consolidated affiliates 2 — 2,423 (2,425 ) — Intercompany note advance from parent — 1,481 343 (1,824 ) — Net cash provided by (used in) financing activities 1,481 1,811 1,761 (3,749 ) 1,304 Net decrease in cash and cash equivalents — (633 ) (327 ) — (960 ) Cash and cash equivalents, beginning of period — 4,125 845 — 4,970 Cash and cash equivalents, end of period $ — $ 3,492 $ 518 $ — $ 4,010 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Successor Three Months Ended March 31, 2014 Parent/Issuer Subsidiary Guarantor Non- Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash (used in) provided by operating activities $ — $ (483 ) $ 1,005 $ — $ 522 Cash flows from investing activities: Capital expenditures — — (1,488 ) — (1,488 ) Expenditures relating to FCC licenses — — (152 ) — (152 ) Proceeds from sales and maturities of short-term investments — 920 — — 920 Purchases of short-term investments — (1,035 ) — — (1,035 ) Change in amounts due from/due to consolidated affiliates — (941 ) — 941 — Proceeds from sales of assets and FCC licenses — — 1 — 1 Other, net — — (2 ) — (2 ) Net cash (used in) provided by investing activities — (1,056 ) (1,641 ) 941 (1,756 ) Cash flows from financing activities: Repayments of debt and capital lease obligations — — (159 ) — (159 ) Debt financing costs — (1 ) — — (1 ) Change in amounts due from/due to consolidated affiliates — — 941 (941 ) — Net cash (used in) provided by financing activities — (1 ) 782 (941 ) (160 ) Net (decrease) increase in cash and cash equivalents — (1,540 ) 146 — (1,394 ) Cash and cash equivalents, beginning of period — 5,665 699 — 6,364 Cash and cash equivalents, end of period $ — $ 4,125 $ 845 $ — $ 4,970 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Successor Year Ended December 31, 2013 Parent/Issuer Subsidiary Guarantor Non- Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash provided by (used in) operating activities $ 9 $ (458 ) $ 388 $ — $ (61 ) Cash flows from investing activities: Capital expenditures — — (3,847 ) — (3,847 ) Expenditures relating to FCC licenses — — (146 ) — (146 ) Acquisitions, net of cash acquired (16,640 ) 2,528 — — (14,112 ) Proceeds from sales and maturities of short-term investments — 1,715 — — 1,715 Purchases of short-term investments — (1,719 ) — — (1,719 ) Change in amounts due from/due to consolidated affiliates — (7,189 ) — 7,189 — Proceeds from sales of assets and FCC licenses — — 7 — 7 Investment in consolidated affiliate (1,900 ) — — 1,900 — Intercompany note advance to consolidated affiliate (8,861 ) — — 8,861 — Other, net — — (6 ) — (6 ) Net cash (used in) provided by investing activities (27,401 ) (4,665 ) (3,992 ) 17,950 (18,108 ) Cash flows from financing activities: Proceeds from debt and financings 9,000 — 500 — 9,500 Repayments of debt and capital lease obligations — — (3,378 ) — (3,378 ) Debt financing costs (139 ) — (8 ) — (147 ) Proceeds from issuance of common stock and warrants, net 18,540 27 — — 18,567 Change in amounts due from/due to consolidated affiliates — — 7,189 (7,189 ) — Intercompany note advance from parent — 8,861 — (8,861 ) — Equity contribution from parent — 1,900 — (1,900 ) — Other, net (14 ) — — — (14 ) Net cash provided by (used in) financing activities 27,387 10,788 4,303 (17,950 ) 24,528 Net (decrease) increase in cash and cash equivalents (5 ) 5,665 699 — 6,359 Cash and cash equivalents, beginning of period 5 — — — 5 Cash and cash equivalents, end of period $ — $ 5,665 $ 699 $ — $ 6,364 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Predecessor 191 Days Ended July 10, 2013 Subsidiary Guarantor Non- Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash (used in) provided by operating activities $ (559 ) $ 3,230 $ — $ 2,671 Cash flows from investing activities: Capital expenditures — (3,140 ) — (3,140 ) Expenditures relating to FCC licenses — (125 ) — (125 ) Acquisitions, net of cash acquired (4,039 ) — — (4,039 ) Investment in Clearwire (including debt securities) — (308 ) — (308 ) Proceeds from sales and maturities of short-term investments 2,445 — — 2,445 Purchases of short-term investments (1,221 ) — — (1,221 ) Change in amounts due from/due to consolidated affiliates (372 ) — 372 — Proceeds from sales of assets and FCC licenses — 10 — 10 Other, net — (7 ) — (7 ) Net cash (used in) provided by investing activities (3,187 ) (3,570 ) 372 (6,385 ) Cash flows from financing activities: Proceeds from debt and financings — 204 — 204 Repayments of debt and capital lease obligations — (362 ) — (362 ) Debt financing costs (11 ) — — (11 ) Proceeds from issuance of common stock, net 60 — — 60 Change in amounts due from/due to consolidated affiliates — 372 (372 ) — Net cash provided by (used in) financing activities 49 214 (372 ) (109 ) Net decrease in cash and cash equivalents (3,697 ) (126 ) — (3,823 ) Cash and cash equivalents, beginning of period 5,218 1,133 — 6,351 Cash and cash equivalents, end of period $ 1,521 $ 1,007 $ — $ 2,528 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Predecessor Three Months Ended March 31, 2013 (Unaudited) Subsidiary Guarantor Non- Guarantor Subsidiaries Eliminations Consolidated (in millions) Cash flows from operating activities: Net cash (used in) provided by operating activities $ (210 ) $ 1,150 $ — $ 940 Cash flows from investing activities: Capital expenditures — (1,381 ) — (1,381 ) Expenditures relating to FCC licenses — (55 ) — (55 ) Investment in Clearwire (including debt securities) — (80 ) — (80 ) Proceeds from sales and maturities of short-term investments 1,281 — — 1,281 Purchases of short-term investments (926 ) — — (926 ) Change in amounts due from/due to consolidated affiliates (236 ) — 236 — Proceeds from sales of assets and FCC licenses — 6 — 6 Other, net — (3 ) — (3 ) Net cash provided by (used in) investing activities 119 (1,513 ) 236 (1,158 ) Cash flows from financing activities: Proceeds from debt and financings — 204 — 204 Repayments of debt and capital lease obligations — (59 ) — (59 ) Debt financing costs (10 ) — — (10 ) Proceeds from issuance of common stock, net 7 — — 7 Change in amounts due from/due to consolidated affiliates — 236 (236 ) — Net cash (used in) provided by financing activities (3 ) 381 (236 ) 142 Net (decrease) increase in cash and cash equivalents (94 ) 18 — (76 ) Cash and cash equivalents, beginning of period 5,218 1,133 — 6,351 Cash and cash equivalents, end of period $ 5,124 $ 1,151 $ — $ 6,275 |