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Press Release -- March 14th, 2017
Source: tmus
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T-Mobile Agrees to Sell $500.0 Million 4.000% Senior Notes Due 2022, $500.0 Million 5.125% Senior Notes Due 2025 and $500.0 Million 5.375% Senior Notes Due 2027

BELLEVUE, Wash.--(BUSINESS WIRE)--

T-Mobile US, Inc. (TMUS) (“T-Mobile”) announced today that T-Mobile USA, Inc. (“T-Mobile USA”), a wholly-owned subsidiary, has agreed to sell $500.0 million aggregate principal amount of 4.000% Senior Notes due 2022 (the “2022 notes”), $500.0 million aggregate principal amount of 5.125% Senior Notes due 2025 (the “2025 notes”) and $500.0 million aggregate principal amount of 5.375% Senior Notes due 2027 (the “2027 notes” and together with the 2022 notes and the 2025 notes, the “notes”) in a registered public offering. The offering of the notes is scheduled to close on March 16, 2017, subject to satisfaction of customary closing conditions.

T-Mobile expects to use the net proceeds from the offering of the notes to refinance existing debt.

Deutsche Bank Securities Inc., Barclays Capital Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are the joint book-running managers for the offering of the notes.

T-Mobile also announced today that Deutsche Telekom AG (“DT”), T-Mobile’s majority stockholder, has agreed to purchase $1,000,000,000 aggregate principal amount of 4.000% Senior Notes due 2022, $1,250,000,000 aggregate principal amount of 5.125% Senior Notes due 2025 and $1,250,000,000 aggregate principal amount of 5.375% Senior Notes due 2027 (collectively, the “DT notes”) directly from T-Mobile USA in a private placement with no underwriting discount. The DT notes are scheduled to be issued on or about April 28, 2017 and September 16, 2017, subject to satisfaction of customary closing conditions. The DT notes will have substantially the same terms and conditions as each of the 2022 notes, 2025 notes and 2027 notes, as applicable, other than issue date, issue price, registration rights and CUSIP. The DT notes will be issued under separate supplemental indentures and will each constitute a separate series from the notes for all purposes, including voting.

T-Mobile expects to use the net proceeds from the DT notes to refinance existing debt, including $2.5 billion in aggregate principal amount of its redeemable notes held by DT.

The Issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (“SEC”) for the offering of the notes to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the related prospectus supplement and other documents the Issuer will file with the SEC for more complete information about the Issuer and the offering of the notes. You may get these documents for free by visiting EDGAR on the SEC Web site at http://www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering of the notes will arrange to send you the prospectus and related prospectus supplement if you request it by contacting Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, New York 10005-2836, by telephone at (800) 503-4611 or by email at prospectus.cpdg@db.com; Barclays Capital Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Email: Barclaysprospectus@broadridge.com, Telephone: (888) 603-5847; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Attn: Prospectus Department, Telephone: 1-800-831-9146, Email: prospectus@citi.com; J.P. Morgan Securities LLC, 383 Madison Avenue, 3rd Floor, New York, New York 10179, Attention: Syndicate Desk, Telephone 800-245-8812.

Forward-Looking Statements

This press release contains forward-looking statements that are based on T-Mobile management’s current expectations. Such statements include, without limitation, statements about the expected closing of the offering of the notes and plans, projections and estimates regarding the use of proceeds from the offering of the notes and the DT notes. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including, without limitation, prevailing market conditions, difficulties in executing the offering of the notes and other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors that could affect T-Mobile and its results is included in T-Mobile’s filings with the SEC, which are available at http://www.sec.gov.

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