AT&T gives early exchange tally for 16 note series issued by DirecTV

By Susanna Moon

Chicago, March 4 – AT&T Inc. announced the early results in the exchange offer for 16 series of senior notes issued by DirecTV Holdings LLC and DirecTV Financing Co., Inc. and guaranteed by DirecTV Group Holdings, LLC, a wholly owned subsidiary of AT&T.

In exchange, the company is offering a par amount of global notes with the same coupon and maturity for each $1,000, €1,000 or £1,000 principal amount of notes tendered by 5 p.m. ET on March 3, the early participation date.

Investors had tendered the following amount of notes by the early deadline:

• $1,150,023,000, or 92%, of its $1.25 billion of 2.4% senior notes due 2017;

• $690,413,000, or 92.06%, of its $750 million of 1.75% senior notes due 2018;

• $939,281,000, or 93.93%, of its $1 billion of 5.875% senior notes due 2019;

• $1,152,030,000, or 88.62%, of its $1.3 billion of 5.2% senior notes due 2020;

• $926,054,000, or 92.61%, of its $1 billion of 4.6% senior notes due 2021;

• $1,425,279,000, or 95.02%, of its $1.5 billion of 5% senior notes due 2021;

• $1,409,339,000, or 93.96%, of its $1.5 billion of 3.8% senior notes due 2022;

• $1,207,188,000, or 96.58%, of its $1.25 billion of 4.45% senior notes due 2024;

• $1,154,706,000, or 96.23%, of its $1.2 billion of 3.95% senior notes due 2025;

• $490,483,000, or 98.10%, of its $500 million of 6.35% senior notes due 2040;

• $1,233,769,000, or 98.70%, of its $1.25 billion of 6% senior notes due 2040;

• $983,556,000, or 98.36%, of its $1 billion of 6.375% senior notes due 2041;

• $1,206,755,000, or 96.54%, of its $1.25 billion of 5.15% senior notes due 2042;

• €424,339,000, or 84.87%, of its €500 million of 2.75% senior notes due 2023;

• £743,060,000, or 99.07%, of its £750 million of 4.375% senior notes due 2029; and

• £341,088,000, or 97.45%, of its £350 million of 5.2% senior notes due 2033.

The total amount per $1,000, €1,000 or £1,000 principal amount includes an early participation premium of $30, €30 or £30 principal amount of notes, respectively.

Holders who tender their notes for exchange after the early deadline will receive a par amount of new notes less the early premium, or $970, €970 or £970 principal amount per $1,000, €1,000 or £1,000 of notes.

The company also will pay $1, €1 or £1 in cash per $1,000, €1,000 or £1,000 principal amount, respectively.

The exchange offers will continue until 11:59 p.m. ET on March 17. The offer began on Feb. 19.

In connection with the exchange offers, AT&T is also soliciting consents from holders of the DTV notes to eliminate substantially all of the restrictive covenants, some events of default and the change-of-control and ratings decline covenant.

If the amendments are approved, those DTV notes will be governed by amended indentures, “which will have less restrictive terms and afford reduced protections,” compared with those currently in the note indentures or those applicable to the AT&T notes, the company previously said.

In particular, holders of the DTV notes under the amended indentures will no longer receive annual, quarterly and other reports from DTV, the release noted.

The dealer managers for the dollar offers are BofA Merrill Lynch (980 683-3215 or 888 292-0070), Credit Suisse (212 325-2476 or 800 820-1653), Deutsche Bank Securities (212 250-2955 or 866 627-0391).

The dealer managers for the euro and sterling offers are Merrill Lynch International (+44 0 20 7996 5698 or DG.LM_EMEA@baml.com), Credit Suisse (+44 0 20 7883 8763 or liability.management@credit-suisse.com) and Deutsche Bank AG, London Branch (+44 20 7545 8011 or liability.management@db.com).

Global Bondholder Services Corp. (fax 212 430-3775 or 212 430-3779 or contact@gbsc-usa.com) is the exchange agent and information agent for the dollar offers.

Lucid Issuer Services Ltd. (+44 20 7704 0880 or is att@lucid-is.com) is the exchange agent and information agent for the euro and sterling offers.

DirecTV is a direct broadcast satellite service provider based in El Segundo, Calif. The company is a subsidiary of AT&T, a Dallas-based telecommunications company.

© 2015 Prospect News.
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