T-Mobile US Announces Strong Response to Exchange Offers

By Greg Peters • Monday, June 16 10:10 • Permanent Link

T-Mobile US, Inc. and its subsidiary, T-Mobile USA, Inc., have released preliminary results of their exchange offers and consent solicitations for certain outstanding debt securities of United States Cellular Corporation (USCC). The exchange offers were launched as part of a securities purchase agreement announced on May 28, 2024.

As of the early participation date on June 13, 2025, the principal amounts of the old USCC notes validly tendered and not validly withdrawn are as follows:

The old USCC 2033 notes: $544 million principal amount, with approximately 89.56% of the old USCC notes tendered.
The old USCC 2069 notes: $500 million principal amount, with approximately 74.20% of the old USCC notes tendered.
The old USCC March 2070 notes: $500 million principal amount, with approximately 75.61% of the old USCC notes tendered.
The old USCC June 2070 notes: $500 million principal amount, with approximately 74.45% of the old USCC notes tendered.

The company and T-Mobile USA have received valid consents to the proposed amendments from the holders of at least a majority of the outstanding aggregate principal amount of each series of the old USCC notes. The proposed amendments will become operative on the date of the acquisition's closing.

Holders of old USCC 2033 notes who tender such notes after the early participation date but before the expiration date will not be eligible to receive the old USCC 2033 notes early participation premium or the old USCC 2033 notes early consent fee.

Similarly, holders of old USCC 2069 notes, old USCC March 2070 notes, or old USCC June 2070 notes who tender such notes after the early participation date but before the expiration date will not be eligible to receive the old USCC 2069 and old USCC 2070 notes early participation premium or the old USCC 2069 and old USCC 2070 notes early consent fee.

T-Mobile USA has applied to list the new 2069 notes, new March 2070 notes, and new June 2070 notes on Nasdaq’s global select market, and these notes are expected to trade on Nasdaq's global select market.

Withdrawal rights in connection with the exchange offers and consent solicitations expired on June 13, 2025.

A registration statement on Form S-4 and related prospectus and consent solicitation statement have been filed with the Securities and Exchange Commission (SEC) relating to the issuance of the new T-Mobile notes.

The exchange offers and consent solicitations are being made pursuant to the terms and conditions set forth in the prospectus. This press release is for informational purposes only and is not an offer to buy or sell any securities.

T-Mobile US, Inc. is a telecommunications company based in Bellevue, Washington, providing services through its subsidiaries and operating flagship brands T-Mobile, Metro by T-Mobile, and Mint Mobile. Following these announcements, the company's shares moved -0.31%, and are now trading at a price of $228.00. Check out the company's full 8-K submission here.

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