AT&T Inc. Announces Final Results of Its Cash Offers for Retail Holders Only
February 27 2018 - 1:36PM
Business Wire
AT&T Inc. (NYSE: T) (“AT&T”) announced today the final
results of its five separate offers to purchase for cash (the “Cash
Offers”), any and all of the outstanding notes listed in the table
below which have a special mandatory redemption provision
(collectively, the “Old Notes”), on the terms and subject to the
conditions set forth in the Offer to Purchase dated February 15,
2018 (the “Offer to Purchase” and, together with the accompanying
notice of guaranteed delivery and electronic transmission of
certification of eligibility to participate, the “Cash Offer
Documents”).
The Cash Offers expired at 5:00 p.m., New York City time, on
February 22, 2018. Based on the amount of Old Notes tendered in the
Cash Offers and in accordance with the terms of the Cash Offers,
AT&T accepted, on February 27, 2018, the Old Notes validly
tendered and not validly withdrawn pursuant to the Cash Offers as
set forth in the table below.
Principal Amount
Principal Principal Title of Series of Old Notes
to be Outstanding Amount Amount AT&T
Purchased (mm) ISIN No.
Maturity Date Tendered(1)
Accepted Floating Rate Global Notes due 2023 €1,250
XS1629866606 September 4, 2023 €11,650,000 €11,650,000 1.050%
Global Notes due 2023 €750 XS1629865897 September 4, 2023
€5,200,000 €5,200,000 1.800% Global Notes due 2026 €1,750
XS1629866192 September 4, 2026 €500,000 €500,000 2.350% Global
Notes due 2029 €1,500 XS1629866275 September 4, 2029 €400,000
€400,000 3.550% Global Notes due 2037 £1,000
XS1634248865 September 14, 2037 £825,000 £0
(1) Reflects the aggregate principal amount of each series
of Old Notes (i) that have been validly tendered and not validly
withdrawn, at or prior to February 22, 2018 or (ii) with respect to
which a properly completed and duly executed notice of guaranteed
delivery and all other required documents were delivered at or
prior to February 22, 2018 and that were tendered pursuant to the
Cash Offers at or prior to 5:00 p.m., New York City time, on
February 26, 2018 pursuant to guaranteed delivery procedures,
based, in each case, on information provided by the tender agent to
AT&T.
In connection with the settlement of the Cash Offers, AT&T
paid aggregate total consideration of i) €11,766,500 for the
Floating Rate Global Notes due 2023, plus accrued and unpaid
interest of €14,331.11; (ii) €5,252,000 for the 1.050% Global Notes
due 2023, plus accrued and unpaid interest of €26,327.66; (iii)
€505,000 for the 1.800% Global Notes due 2026, plus accrued and
unpaid interest of €4,339.73 and (iv) €404,000 for the 2.350%
Global Notes due 2029, plus accrued and unpaid interest of
€4,532.60, in each case for the respective series of Old Notes
validly tendered and accepted for purchase pursuant to the Cash
Offers. The 3.550% Global Notes due 2037 were not accepted because
the minimum condition in the offer to exchange the 3.550% Global
Notes due 2037 pursuant to the Offering Memorandum, dated February
15, 2018, was not satisfied.
Interest ceased to accrue on February 27, 2018 for all Old Notes
accepted, including those tendered through the guaranteed delivery
procedures.
Only holders who were not (i) “qualified institutional buyers”
as defined in Rule 144A under the Securities Act and who were not
(ii) non-U.S. persons (as defined in Rule 902 under the Securities
Act) located outside of the United States within the meaning of
Regulation S under the Securities Act, other than “retail
investors” in the European Economic Area (for these purposes, a
retail investor means a person who is one (or more) of: (x) a
retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU (as amended, “MiFID II”); or (y) a customer within the
meaning of Directive 2003/71/EC, where that customer would not
qualify as a professional client as defined in point (10) of
Article 4(1) of MiFID II; or (z) not a qualified investor as
defined in the Prospectus Directive), or non-“accredited
investors”, as such term is defined in National Instrument 45-106 –
Prospectus Exemptions and section 73.3(1) of the Securities Act
(Ontario), located or resident in a province of Canada, were
authorized to participate in the Cash Offers.
Only Cash Offer Eligible Holders who delivered an electronic
submission of certification, certifying that they are a Cash Offer
Eligible Holder, were authorized to participate in the Cash
Offers.
This press release is not an offer to sell or a solicitation of
an offer to buy any of the securities described herein. The Cash
Offers were made solely by the Cash Offer Documents and only to
such persons and in such jurisdictions as is permitted under
applicable law.
Deutsche Bank AG, London Branch, Goldman Sachs & Co. LLC,
Merrill Lynch International and RBC Europe Limited acted as the
Joint-Lead Dealer Managers for the Cash Offers. Lucid Issuer
Services Limited acted as the tender agent and information agent
for the Cash Offers. Questions related to the Cash Offers may be
directed to Lucid Issuer Services at +44 (0) 20 7704 0880.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
Information set forth in this news release contains
forward-looking statements that are subject to risks and
uncertainties, and actual results may differ materially. A
discussion of factors that may affect future results is contained
in AT&T’s filings with the Securities and Exchange Commission
and the Offer to Purchase related to the Cash Offers. AT&T
disclaims any obligation to update or revise statements contained
in this news release based on new information or otherwise.
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version on businesswire.com: http://www.businesswire.com/news/home/20180227006344/en/
AT&T Corporate and Financial CommunicationsMcCall Butler,
404-986-0456mb8191@att.com
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