Sprint Corporation, Inc. (SCI) disclosed the expiration and results of its previously announced solicitation and receipt of their 7.0 percent Guaranteed Notes due 2020 (CUSIP No. 852061AQ3 / ISIN No. USU84691AD30).
The Consent Solicitation was conducted in connection with Sprint’s previously announced agreement to merge with a wholly-owned subsidiary of T-Mobile US, Inc., with Sprint surviving, after which S is expected to become a direct or indirect wholly-owned subsidiary of T-Mobile USA, Inc., pursuant to that Business Combination Agreement, dated as of April 29, 2018, among T-Mobile, SoftBank Group Corp., Deutsche Telekom AG and the additional parties.
Upon the terms and subject to the conditions described in SCI’s Consent Solicitation Statement, dated June 3, 2019 and the accompanying materials, SCI solicited consents from holder to (1) shorten the minimum notice period for the optional redemption of the Notes by SCI from 30 to three days, (2) provide for the ability of SCI to issue a conditional notice of redemption and (3) make certain technical modifications redemption procedures applicable to the Notes.
Promptly after, but contingent on, the consummation of the T-Mobile Transaction, SCI will pay the consent payment [outstanding principal amount $1 million/consent payment $1.00 per $1,000 principal amount of Notes/] to the Note holders whose consents were validly delivered (and not revoked) prior to the expiration of the Consent Solicitation, upon the terms and subject to the conditions described in the Solicitation Materials. If the Business Combination Agreement is terminated in accordance with its terms prior to the consummation of the T-Mobile Transaction, the Amendments will cease to be operative, and the Consent Payment will not be paid.
June 11, 2019