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AT&T Inc. Announces Expiration Of Its Cash Offers

Investors /

AT&T Inc. (NYSE: T) (“AT&T”) announced today the expiration of its five separate offers to purchase for cash (the “Cash Offers”), any and all of the outstanding notes listed in the table below which have a special mandatory redemption provision (collectively, the “Old Notes”), on the terms and subject to the conditions set forth in the Offer to Purchase dated February 15, 2018 (the “Offer to Purchase” and, together with the accompanying notice of guaranteed delivery and electronic transmission of certification of eligibility to participate, the “Cash Offer Documents”).

The Cash Offers expired at 5:00 p.m., New York City time, on February 22, 2018 (the “Cash Offer Expiration Date”). The “Cash Offer Settlement Date” will be promptly following the Cash Offer Expiration Date and is expected to be February 27, 2018. On the terms and subject to the conditions set forth in the Offer to Purchase, the table below provides the aggregate principal amount of each series of Old Notes validly tendered and not validly withdrawn at or prior to the Cash Offer Expiration Date and the aggregate principal amount of each series of Old Notes that AT&T expects to accept on the Cash Offer Settlement Date in connection with the Cash Offers.

Based on the amount of Old Notes tendered in the Cash Offers and in accordance with the terms of the Cash Offers, AT&T expects to accept, on the Cash Offer Settlement Date, all of the Old Notes validly tendered and not validly withdrawn, other than the 3.550% Global Notes due 2037. The 3.550% Global Notes due 2037 will not be accepted because the minimum condition in the offer by AT&T to exchange the 3.550% Global Notes due 2037 pursuant to the Offering Memorandum, dated February 15, 2018, was not satisfied. Upon the terms and subject to the conditions set forth in the Cash Offer Documents, Cash Offer Eligible Holders (as defined below) who (i) validly tendered and who did not validly withdraw Old Notes at or prior to the Cash Offer Expiration Date or (ii) delivered a properly completed and duly executed notice of guaranteed delivery and all other required documents at or prior to the Cash Offer Expiration Date and who tender their Old Notes at or prior to 5:00 p.m., New York City time, on February 26, 2018 pursuant to guaranteed delivery procedures, and whose Old Notes are accepted for purchase by AT&T, will receive the applicable Total Consideration (as defined in the Offer to Purchase). Cash Offer Eligible Holders are required to electronically transmit the certification of eligibility to participate in the Cash Offers and are required to tender in the applicable minimum denominations in order to receive the applicable Total Consideration.

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 and the Offer to Purchase related to the Cash Offers. AT&T disclaims any obligation to update or revise statements contained in this news release based on new information or otherwise.