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T-Mobile Announces One Week Extension of Exchange Offers

By: T-Mobile US, Inc. via Business Wire

June 22, 2022 at 23:17 PM EDT

T-Mobile US, Inc. (NASDAQ: TMUS) (“T-Mobile”) announced today that T-Mobile USA, Inc., its direct wholly-owned subsidiary (“T-Mobile USA”), has extended its offers (i) to exchange any and all of its outstanding unregistered senior secured notes listed below and (ii) to exchange any and all of its outstanding unregistered senior notes listed below (collectively, the “Exchange Offers”) that were originally issued in private placements for equal principal amounts of new issues of senior secured notes and senior notes, as applicable, registered under the Securities Act of 1933, as amended.

The Exchange Offers, which were originally scheduled to expire at 5:00 p.m., New York City time, on June 22, 2022, will now expire at 5:00 p.m., New York City time, on June 29, 2022, unless further extended. Except for the extension of the expiration date, the terms of the Exchange Offers remain unchanged.

As of 5:00 p.m., New York City time, on June 22, 2022, which was the original expiration date for the Exchange Offers, quantities of original notes validly tendered and not validly withdrawn were as set forth in the table below.

Title of Security	144A CUSIP Number	Reg S CUSIP Number	Aggregate Principal Amount Outstanding		Approximate Principal Amount of Original Notes Tendered		Approximate Percentage of Original Notes Tendered
2.400% Senior Secured Notes due 2029	87264A CR4	U88868 BA8	$	500,000,000	$	500,000,000	100.00	%
2.700% Senior Secured Notes due 2032	87264A CP8	U88868 AY7	$	1,000,000,000	$	985,000,000	98.50	%
3.400% Senior Secured Notes due 2052	87264A CM5	U88868 AW1	$	2,800,000,000	$	2,793,148,000	99.76	%
3.600% Senior Secured Notes due 2060	87264A CN3	U88868 AX9	$	700,000,000	$	698,018,000	99.72	%
2.250% Senior Notes due 2026	87264A CC7	U88868 AT8	$	800,000,000	$	789,240,000	98.66	%
3.375% Senior Notes due 2029	87264A CD5	U88868 AU5	$	1,100,000,000	$	1,096,002,000	99.64	%
3.500% Senior Notes due 2031	87264A CE3	U88868 AV3	$	1,100,000,000	$	1,099,844,000	99.99	%

The terms of the Exchange Offers are set forth in prospectuses dated May 23, 2022 and the related letters of transmittal, each with respect to the senior secured notes or senior notes, as applicable. The Exchange Agent for the Exchange Offers is Deutsche Bank Trust Company Americas. Requests for documents relating to the Exchange Offers should be directed to Transfer Operations, DB Services Americas, Inc., COO Corporate & Investment Banking Technology and Operations, 5022 Gate Parkway, Suite 200, Jacksonville, FL 32256; telephone: (877) 735-7777, Option 2; email: db.reorg@db.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful.

Cautionary Statement Regarding 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 regarding the expected expiration of the Exchange Offers. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including, without limitation, market and trading system interruptions, administrative delays 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.