AT&T gives early results, upsizes offers for 13 notes in two pools

By Cady Vishniac

Detroit, Dec. 2 – AT&T Inc. has announced the early results of its exchange offers for 13 notes in two pools, according to a company press release.

The company plans to accept all notes validly tendered by the early exchange deadline, raising its initial cap in order to do so.

As previously reported, the company began private exchange offers for 13 series of notes on Nov. 17.

The offers are divided into two pools.

Under pool 1, the company is offering a new series of senior notes due 2057 in exchange for four series of outstanding notes. AT&T had planned to accept an amount of notes resulting in the issuance of no more than $3 billion of new 2057 notes, but now says it will issue an amount of new notes that enables the acceptance all $5,025,069,000 in notes validly tendered by the early tender deadline.

In pool 2, the company is offering a new series of senior notes due 2033 and cash in exchange for nine series of outstanding notes. AT&T had planned to accept an amount of notes resulting in the issuance of no more than $2.5 billion of new 2033 notes, but now says it will issue an amount of new notes that enables the acceptance of all $3,254,978,000 in notes validly tendered by the early tender deadline.

Each pool is set to be priced at 11 a.m. ET on Dec. 2.

The early deadline was 5 p.m. ET on Dec. 1.

The exchange offers will expire at 11:59 p.m. ET on Dec. 15.

Early settlement is expected on Dec. 7 and final settlement on Dec. 17.

Pool 1 early tender results

The following pool 1 notes were validly tendered and not withdrawn by the early tender deadline:

• $1,142,898,000 of AT&T’s $1,749,900,000 outstanding 4.8% global notes due 2044 (Cusip: 00206RCG5) with pricing based on the 1.375% Treasury note due Aug. 15, 2050 plus 170 basis points;

• $2,441,951,000 of AT&T’s $4,176,400,000 outstanding 4.5% global notes due 2048 (Cusips: 00206RDL3, 00206RDJ8) with pricing based on the 1.375% Treasury note due Aug. 15, 2050 plus 180 bps;

• $780,865,000 of AT&T’s $1,896,100,000 outstanding 4.35% global notes due 2045 (Cusip: 00206RBK7) with pricing based on the 1.375% Treasury note due Aug. 15, 2050 plus 170 bps; and

• $659,355,000 of AT&T’s $1,956,149,000 outstanding 4.3% global notes due 2042 (Cusips: 00206RBH4, 00206RBG6).

In each case, there will be an early participation payment. The pool 1 payment is equal to $50 principal amount of new notes.

Pool 2 early tender results

The following pool 2 notes were validly tendered and not withdrawn by the early tender deadline:

• $4,441,000 of Pacific Bell Telephone Co.’s $222,957,000 outstanding of 7.125% debentures due March 15, 2026 (Cusip: 694032AT0) with pricing to be based on the 0.25% Treasury note due Oct. 31, 2025 plus 80 bps and 100% of the premium to be paid in cash;

• $838,595,000 of AT&T’s $2.65 billion outstanding 4.125% global notes due 2026 (Cusip: 00206RCT7) with pricing to be based on the 0.25% Treasury note due Oct. 31, 2025 plus 45 bps and 0% of the premium to be paid in cash;

• $238,855,000 of AT&T’s $541,141,000 outstanding of 3.875% global notes due 2026 (Cusip: 00206RHT2) with pricing to be based on the 0.25% Treasury note due Oct. 31, 2025 plus 45 bps and 0% of the premium to be paid in cash;

• $346,897,000 of AT&T’s $707,258,000 outstanding 2.95% global notes due 2026 (Cusip: 00206RHV7) with pricing to be based on the 0.25% Treasury note due Oct. 31, 2025 plus 50 bps and 0% of the premium to be paid in cash;

• $9,121,000 of Ameritech Capital Funding Corp.’s $100,248,000 outstanding 6.55% debentures due Jan. 15, 2028 (Cusip: 030955AN8) with pricing to be based on the 0.875% Treasury note due Nov. 15, 2050 plus 85 bps and 55% of the premium to be paid in cash;

• $20,137,000 of BellSouth Telecommunications, LLC’s $197,191,000 outstanding 6.375% debentures due June 1, 2038 (Cusip: 079867AW7) with pricing to be based on the 0.875% Treasury note due Nov. 15, 2050 plus 90 bps and 40% of the premium to be paid in cash;

• $716,642,000 of AT&T’s $2,449,011,000 outstanding 4.1% global notes due 2028 (Cusips: 00206RGL0, 00206RER9) with pricing to be based on the 0.25% Treasury note due Nov. 15, 2050 plus 50 bps and 0% of the premium to be paid in cash;

• $510,049,000 of AT&T’s $2 billion outstanding 4.25% global notes due 2027 (Cusip: 00206RDQ2) with pricing to be based on the 0.25% Treasury note due Nov. 15, 2050 plus 35 bps and 0% of the premium to be paid in cash; and

• $570,241,000 of AT&T’s $1,329,194,000 outstanding 3.8% global notes due 2027 (Cusip: 00206RHW5) with pricing to be based on the 0.25% Treasury note due Nov. 15, 2050 plus 35 bps and 0% of the premium to be paid in cash.

In each case, there will be an early participation payment. The pool 2 payment is equal to $50 principal amount of new notes.

Details

The cash payment percent of the premium is the percent of the amount by which the total consideration exceeds $1,000 in principal amount and cash per $1,000 principal amount of old notes.

Holders will receive accrued interest in cash.

The exchange agent and information agent is Global Bondholders Services Corp. (866 470-3900, 212 430-3774, contact@gbsc-usa.com).

AT&T is a telecommunications services provider based in Dallas.

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