Attached files
file | filename |
---|---|
8-K - FORM 8-K - AT&T INC. | d75834e8vk.htm |
EX-4.3 - EX-4.3 - AT&T INC. | d75834exv4w3.htm |
EX-4.1 - EX-4.1 - AT&T INC. | d75834exv4w1.htm |
EX-4.2 - EX-4.2 - AT&T INC. | d75834exv4w2.htm |
Exhibit 99.1
Media Contact:
Rolf Gatlin
Office: 214-665-1315
Email: rgatlin@attnews.us
Rolf Gatlin
Office: 214-665-1315
Email: rgatlin@attnews.us
Investor Contact:
Jake Lee
Office: 214-757-5814
Email: jacob.a.lee@att.com
Jake Lee
Office: 214-757-5814
Email: jacob.a.lee@att.com
AT&T Inc. Announces Expiration and Settlement of Exchange Offer
Dallas, Tex. September 2, 2010 AT&T Inc. (NYSE: T) today anounced the settlement of its
private offer to exchange (i) any and all of the outstanding 8.750% Senior Notes of New Cingular
Wireless Services, Inc. due 2031 (the 8.750% Notes) and (ii) subject to proration, the
outstanding 8.00% Senior Notes of AT&T Corp. due 2031 (the 8.00% Notes and, together with the
8.750% Notes, the Existing Notes) held by Eligible Holders (as defined below) for a new series of
5.35% senior notes of AT&T due 2040 (the New Notes) and cash (the Exchange Offer). The
Exchange Offer expired at 11:59 p.m., New York City time, on August 31, 2010.
On September 2, 2010, AT&T delivered an aggregate principal amount of $3,500,000,000 of New
Notes and paid in cash a total of $631,280,054.26 for the Existing Notes accepted for exchange,
which cash amount includes accrued and unpaid interest on such Existing Notes from the last
applicable interest payment date to, but excluding, September 2, 2010. The New Notes were issued
pursuant to the Indenture dated as of November 1, 1994 between SBC Communications Inc. (now known
as AT&T Inc.) and The Bank of New York (now known as The Bank of New York Mellon), as Trustee.
The table below identifies the aggregate principal amount of each series of Existing Notes
validly tendered and not validly withdrawn in the Exchange Offer:
Approximate Aggregate | ||||||||||||||||
Aggregate Principal | Principal Amount | |||||||||||||||
Title of Series / | Maturity | Amount | Acceptance Priority | Tendered and not | ||||||||||||
CUSIP Number | Date | Outstanding | Level | Withdrawn | ||||||||||||
8.750% Notes due 2031 / 00209AAF3 00209AAC0 U0027MAC1 |
03/01/2031 | $ | 2,500,000,000 | 1 | $ | 1,361,929,000 | ||||||||||
8.00% Notes due 2031 / 001957BD0 U03017BC0 |
11/15/2031 | $ | 2,532,611,000 | 2 | $ | 1,591,459,000 |
Based on the amount of Existing Notes tendered in the Exchange Offer and in accordance
with the terms of the Exchange Offer, AT&T accepted (1) all of the 8.750% Notes validly tendered
(and not validly withdrawn) as set forth above and (2) after giving effect to proration,
$1,537,295,000 aggregate principal amount of 8.00% Notes validly tendered (and not validly
withdrawn). The proration factor for the 8.00% Notes is equal to approximately 96.61% of the
aggregate principal amount of such 8.00% Notes validly tendered (and not validly withdrawn) as set
forth above.
The Exchange Offer was conducted upon the terms and subject to the conditions set forth in an
offering memorandum, dated as of August 4, 2010, and the related letter of transmittal. Unless
indicated otherwise, defined terms herein shall have the same meaning as those in the offering
memorandum. The Exchange Offer was only made, and copies of the offering documents were only made
available, to a holder of the Existing Notes who certified its status as (1) a qualified
institutional buyer as defined in Rule 144A under the Securities Act of 1933, as amended (the
Securities Act), or (2) a person who is not a U.S. person as defined under Regulation S under
the Securities Act (each, an Eligible Holder).
The New Notes will not be registered under the Securities Act or any state securities laws.
Therefore, the New Notes may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the Securities Act and any applicable
state securities laws.
This press release is not an offer to sell or a solicitation of an offer to buy any security.
The Exchange Offer was made solely by the offering memorandum and related letter of transmittal and
only to such persons and in such jurisdictions as is permitted under applicable law.
###
© 2010 AT&T Intellectual Property. All rights reserved. AT&T, the AT&T logo and all other marks
contained herein are trademarks of AT&T Intellectual Property and/or AT&T affiliated companies.
2