equity-structure

As at June 30, 2018

Total Class A shares and other instruments outstanding Total Class A shares and equivalents held by AT&T
Class A Common Shares 252,121,007 162,334,771
Convertible Instruments (as converted basis):

Series A Convertible Preferred Share1 11,211,449 11,211,449
Series B Convertible Redeemable Preferred Shares2 111,136,877 111,136,877
Stock-based Compensation 4,505,092 -
Diluted CME Class A Shares 378,974,425 284,683,097
AT&T interest in CME
75%

 



As at July 19, 2018
Shares of Class A Common Stock Series A Convertible Preferred Share 1 Series B Convertible Redeemable Preferred Shares 2 Ownership % of Shares of Class A Common Stock
Shares outstanding, excluding AT&T 89,786,236 - - 35.6%
AT&T 162,334,771 3 1 200,000 64.4%
Total 252,121,007 1 200,000 100.0%

The single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.


The single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.

he single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.


2 As converted number of shares based on the accreted value of 200,000 shares issued and outstanding at June 30, 2018 and the value is not subject to further accretion. The shares of Series B Convertible Redeemable Preferred Stock are non-voting stock, convertible at the option of AT&T's Time Warner Media Holdings ("TW Investor") at a conversion price of $2.42, subject to customary anti-dilution provisions, and redeemable at the option of CME, subject to the conversion right of TW Investor. 

3 In connection with its exercise of warrants to acquire 100,926,996 shares of Class A common stock (the “Warrant Shares”) on April 25, 2018, AT&T's Warner Media and TW Investor issued standing proxies, pursuant to which they granted the right to vote the Warrant Shares in all matters at general meetings of the Company other than a change of control, to the independent directors of the Company. In accordance with the standing proxies, such Warrant Shares will be voted in proportion to votes cast at a general meeting of the Company, excluding such Warrant Shares.  In addition to the Warrant Shares subject to the standing proxies, Warner Media owns 61,407,775 shares of Class A common stock and one share of the Series A Preferred Stock, which is entitled to one vote for each of the 11,211,449 shares of Class A common stock underlying it. The Series B Convertible Redeemable Preferred Shares are non-voting, except in certain circumstances.


 

 

The single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.
The single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.