THE EXCHANGE OFFERS
Purpose of the Exchange Offers
We are
offering to exchange our (i) 2.550% Global Notes due 2033, which have been registered under the Securities Act and which we refer to as the 2033 Exchange Notes, for our outstanding 2.550% Global Notes due 2033 (CUSIP Nos. 00206R MF6 and
U04644 CX3 / ISIN Nos. US00206RMF63 and USU04644CX30), which have not been so registered and which we refer to as the 2033 Original Notes, (ii) 3.500% Global Notes due 2053, which have been registered under the Securities Act and which
we refer to as the 2053 Exchange Notes, for our outstanding 3.500% Global Notes due 2053 (CUSIP Nos. 00206R MC3 and U04644 CU9 / ISIN Nos. US00206RMC33 and USU04644CU90), which have not been so registered and which we refer to as the
2053 Original Notes, (iii) 3.550% Global Notes due 2055, which have been registered under the Securities Act and which we refer to as the 2055 Exchange Notes, for our outstanding 3.550% Global Notes due 2055 (CUSIP Nos.
00206R MD1 and U04644 CV7 / ISIN Nos. US00206RMD16 and USU04644CV73), which have not been so registered and which we refer to as the 2055 Original Notes, (iv) 3.800% Global Notes due 2057, which have been registered under the Securities
Act and which we refer to as the 2057 Exchange Notes, for our outstanding 3.800% Global Notes due 2057 (CUSIP Nos. 00206R MG4 and U04644 CY1 / ISIN Nos. US00206RMG47 and USU04644CY13), which have not been so registered and which we refer
to as the 2057 Original Notes and (v) 3.650% Global Notes due 2059, which have been registered under the Securities Act and which we refer to as the 2059 Exchange Notes, for our outstanding 3.650% Global Notes due 2059 (CUSIP
Nos. 00206R ME9 and U04644 CW5 / ISIN Nos. US00206RME98 and USU04644CW56), which have not been so registered and which we refer to as the 2059 Original Notes. We refer to these exchange offers as the Exchange Offers.
On September 18, 2020, we consummated previous offers to exchange certain notes of AT&T and our subsidiaries for (i) $7,500,000,000
aggregate principal amount of 2053 Original Notes and cash, (ii) $7,500,001,000 aggregate principal amount of 2055 Original Notes and cash and (iii) $6,500,001,000 aggregate principal amount of 2059 Original Notes and cash.
On December 7, 2020, we consummated previous offers to exchange certain notes of AT&T and our subsidiaries for (i) $3,754,741,000
aggregate principal amount of 2033 Original Notes and cash and (ii) $5,923,400,000 aggregate principal amount of 2057 Original Notes and cash .
In connection with the previous exchange offers, we entered into (i) the Q3 Registration Rights Agreement, with Barclays Capital Inc.,
BofA Securities, Inc., Deutsche Bank Securities Inc., Mizuho Securities USA LLC, RBC Capital Markets, LLC, BBVA Securities Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Commerz Markets LLC, HSBC Securities (USA) Inc., MUFG
Securities Americas Inc., Santander Investment Securities Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC, ANZ Securities, Inc., CIBC World Markets Corp., Intesa Sanpaolo IMI Securities Corp., Regions Securities LLC, EA Markets
Securities LLC, Academy Securities, Inc., American Veterans Group, PBC, AmeriVet Securities, Inc., Apto Partners, LLC, Bancroft Capital, LLC, Blaylock Van, LLC, Cabrera Capital Markets, LLC, CastleOak Securities, L.P., C.L. King &
Associates, Inc., Drexel Hamilton, LLC, Great Pacific Securities, Loop Capital Markets LLC, MFR Securities, Inc., Mischler Financial Group, Inc., Multi-Bank Securities, Inc., Penserra Securities LLC, R. Seelaus & Co., LLC,
Roberts & Ryan Investments Inc., Samuel A. Ramirez & Company, Inc., Siebert Williams Shank & Co., LLC, Stern Brothers & Co. and Telsey Advisory Group LLC and (ii) the Q4 Registration Rights Agreement, with
Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Loop Capital Markets LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., Scotia Capital (USA) Inc., Wells Fargo Securities, LLC, EA Markets Securities LLC, Blaylock Van,
LLC, CastleOak Securities, L.P., C.L. King & Associates, Inc., Drexel Hamilton, LLC, MFR Securities, Inc., Mischler Financial Group, Inc., Samuel A. Ramirez & Company, Inc. and Siebert Williams Shank & Co., LLC. Under the
Registration Rights Agreements, we agreed to file and to use our reasonable efforts to have declared effective the exchange offers registration statement under the Securities Act and to consummate the Exchange Offers.
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