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Press Release -- May 16th, 2019
Source: AT&T
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AT&T Inc. Announces Pricing of Tenders in Offers to Purchase for Certain Series of Notes

May 16, 2AT&T Inc. Announces Pricing of Tenders in Offers to Purchase for Certain Series of Notes
AT&T Inc. (NYSE:T, news, filings) (“AT&T”) announced today the pricing for each series of notes listed in the table below (collectively, the “Notes”) issued by Warner Media, LLC or Historic TW Inc. in connection with AT&T’s previously announced offers to purchase for cash and consent solicitations (together, the “Offers”).

The table below sets forth the Total Consideration for each series of the Notes validly tendered (and not validly withdrawn) as of 5:00 p.m. New York City time, on May 15, 2019 (the “Early Tender Date”). Notes validly tendered (and not validly withdrawn) after the Early Tender Date but at or prior to the Expiration Date (defined below) will not be entitled to receive the early tender payment (the “Early Tender Payment”) of $30 per $1,000 principal amount of Notes tendered and will therefore be entitled to receive, for each $1,000 principal amount of Notes accepted, the “Tender Offer Consideration” for such series, which is equal to the Total Consideration minus the Early Tender Payment. The reference yields listed in the table below are based on the bid-side price of the applicable reference U.S. treasury security listed in the table below as displayed on Bloomberg reference page PX1 at 11:00 a.m., New York City time, on May 16, 2019, as described in the Offer to Purchase (defined below).

Notes Listed Below

tender_offer_pricing.JPG
(1) References to Historic TW refer to Historic TW Inc., the successor in interest to Time Warner Companies Inc.

(2) References to Time Warner refer to Warner Media, LLC, the successor in interest to Time Warner Inc.

(3) Per $1,000 principal amount of Notes validly tendered (and not validly withdrawn) at or prior to the Early Tender Date; excludes Accrued Interest (defined below). For the avoidance of doubt, Total Consideration includes the Early Tender Payment of $30 per $1,000 principal amount of Notes tendered as of the Early Tender Date, as described in the Offer to Purchase (defined below). Notes validly tendered (and not validly withdrawn) after the Early Tender Date but at or prior to the Expiration Date will not be entitled to receive the Early Tender Payment of $30 per $1,000 principal amount of Notes tendered and will therefore be entitled to receive, for each $1,000 principal amount of Notes accepted, the Tender Offer Consideration for such series, which is equal to the Total Consideration minus the Early Tender Payment.

Holders will also receive accrued and unpaid interest on the Notes validly tendered and accepted for purchase from the last interest payment date for the Notes to, but not including, the date AT&T makes payment for such Notes (the “Accrued Interest”), which date is anticipated to be June 5, 2019.

The Offers are being made pursuant to the terms and conditions set forth in the Offer to Purchase, dated May 2, 2019 (the “Offer to Purchase”), 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 (the “Expiration Date”). In accordance with the terms of the Offers, the withdrawal 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, 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:

By Facsimile (Eligible Institutions Only):
(212) 430-3775 or
(212) 430-3779

Global Bondholder Services Corporation

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.

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