DALLAS, May 16, 2019 /CNW/ -- AT&T Inc. (NYSE: T)
("AT&T") announced today that, as of 5:00 p.m., New York
City time, on May 15, 2019
(the "Early Tender Date"), the aggregate principal amount of each
series of notes listed in the table below (collectively, the
"Notes") issued by Warner Media, LLC or Historic TW Inc. had been
validly tendered and not validly withdrawn in connection with
AT&T's previously announced offers to purchase for cash all
validly tendered (and not validly withdrawn) and accepted Notes of
each such series, and the related solicitation of consents to amend
the indentures governing the Notes.
Series of Notes to
be
Purchased
|
|
Issuer
|
|
CUSIP
Number
|
|
Aggregate
Principal
Amount Tendered
as of the Early
Tender Date
|
|
Aggregate
Principal
Amount of
Consents Received
as of the Early
Tender Date(4)
|
|
Percentage of
Total Outstanding
Principal Amount
of such Series of
Notes With
Respect to Which
Consents Were
Received(4)
|
|
|
|
|
|
|
|
|
|
|
|
9.15% Debentures
due
2023(1)
|
|
Historic
TW(2)
|
|
887315AM1
|
|
$39,899,000
|
|
$165,817,000
|
|
58.85%
|
|
|
|
|
|
|
|
|
|
|
|
7.57% Debentures
due
2024(1)
|
|
Historic
TW(2)
|
|
887315BH1
|
|
$32,288,000
|
|
$86,456,000
|
|
63.52%
|
|
|
|
|
|
|
|
|
|
|
|
6.85% Debentures
due
2026
|
|
Historic
TW(2)
|
|
887315BB4
|
|
$5,208,000
|
|
$5,233,000
|
|
24.03%
|
|
|
|
|
|
|
|
|
|
|
|
6.95% Debentures
due
2028(1)
|
|
Historic
TW(2)
|
|
887315BM0
|
|
$43,349,000
|
|
$87,150,000
|
|
51.26%
|
|
|
|
|
|
|
|
|
|
|
|
6 5/8% Debentures
due
2029(1)
|
|
Historic
TW(2)
|
|
887315BN8
|
|
$116,023,000
|
|
$306,063,000
|
|
76.07%
|
|
|
|
|
|
|
|
|
|
|
|
7.625% Debentures
due
2031(1)
|
|
Time
Warner(3)
|
|
00184AAC9
|
|
$114,067,000
|
|
$291,302,000
|
|
58.67%
|
|
|
|
|
|
|
|
|
|
|
|
7.700% Debentures
due
2032(1)
|
|
Time
Warner(3)
|
|
00184AAG0
|
|
$96,388,000
|
|
$230,033,000
|
|
56.45%
|
|
|
|
|
|
|
|
|
|
|
|
8.30% Discount
Debentures due 2036
|
|
Historic
TW(2)
|
|
887315AZ2
|
|
$637,000
|
|
$1,331,000
|
|
0.84%
|
|
|
|
|
|
|
|
|
|
|
|
6.50% Debentures
due
2036(1)
|
|
Time
Warner(3)
|
|
887317AD7
|
|
$141,416,000
|
|
$301,668,000
|
|
76.89%
|
|
(1) The requisite
consents for adopting the proposed amendments to the applicable
indenture were received for this series of Notes. Consents
received in the Offers (as defined below) and in the previously
announced concurrent offers by AT&T to exchange (the
"Concurrent Exchange Offers") the Notes for new notes issued by
AT&T have been combined.
|
(2) References to
Historic TW refer to Historic TW Inc., the successor in interest to
Time Warner Companies Inc.
|
(3) References to
Time Warner refer to Warner Media, LLC, the successor in interest
to Time Warner Inc.
|
(4) Reflects consents
received with respect to the applicable series of Notes in the
Offers plus consents received with respect to the applicable series
of Notes in the Concurrent Exchange Offers.
|
The offers to purchase for cash and consent solicitations
(together, the "Offers") are being made pursuant to the terms and
conditions set forth in the Offer to Purchase, dated May 2, 2019, and the related Letter of
Transmittal and Consent (the "Letter of Transmittal"). The
Offers will expire at 9:00 a.m.,
New York City time, on
May 31, 2019. In accordance
with the terms of the Offers, the withdrawal deadline and the
deadline to revoke consents to amend the indentures governing the
Notes (the "Consent Revocation Deadline") relating to the Offers
occurred at 5:00 p.m., New York City time, on May 15, 2019. As a result, tendered Notes
may no longer be withdrawn, and consents to the proposed amendments
to the indentures governing the Notes may no longer be revoked,
except in certain limited circumstances where additional withdrawal
rights are required by law (as determined by AT&T).
Questions concerning the terms of the Offers should be directed
to the following dealer managers:
BofA Merrill
Lynch 214 North Tryon Street, 21st Floor
Charlotte, North
Carolina 28255
Attention: Liability Management
Group
Collect: (980)
683-3215
Toll-Free: (888) 292-0070
|
Deutsche Bank
Securities 60 Wall Street
New York, New York 10005
Attention: Liability Management
Group
Collect: (212)
250-2955
Toll-Free: (866) 627-0391
|
J.P.
Morgan 383 Madison Avenue
New York, New York
10179
Attention: Liability
Management Desk
Collect: (212)
834-3424
Toll-Free: (866)
834-4666
|
Questions concerning tender procedures for the Notes and
requests for additional copies of the Offer to Purchase and the
Letter of Transmittal should be directed to the tender agent and
information agent:
Global Bondholder
Services
Corporation
|
|
|
|
By Facsimile
(Eligible Institutions
Only): (212) 430-3775 or
(212) 430-3779
|
By
E-Mail:
contact@gbsc-usa.com
|
By Mail or
Hand: 65 Broadway—Suite 404
New York, New York 10006
|
This press release is not an offer to sell or a solicitation of
an offer to buy any of the securities described herein. The
Offers are being made solely by the Offer to Purchase and the
related Letter of Transmittal and only to such persons and in such
jurisdictions as is permitted under applicable law.
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. AT&T disclaims any obligation to update or
revise statements contained in this news release based on new
information or otherwise.
This press release is directed only at: (i) persons who are
outside the United Kingdom; (ii)
investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended, the "Order"); (iii) high net worth entities, and
other persons to whom it may lawfully be communicated, falling
within Article 49(2)(a) to (d) of the Order; or (iv) any other
persons to whom this press release can lawfully be communicated in
circumstances where section 21(1) of the Financial Services and
Markets Act 2000 does not apply, (all such persons together being
referred to as "relevant persons"). This press release must
not be acted on or relied on by persons who are not relevant
persons.
Any investment activity to which this press release relates
is reserved for relevant persons only and may only be engaged in by
relevant
persons.
For Holders of
Notes, contact:
|
Global Bondholder
Services Corporation
|
Phone:
|
(866) 470-3900 (toll
free)
|
|
(212) 430-3774
(collect)
|
|
|
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SOURCE AT&T Inc.