T-Mobile Agrees to Sell $4 Billion of Senior Secured Notes

T-Mobile US, Inc. (NASDAQ: TMUS) (“T-Mobile”) announced today that T-Mobile USA, Inc. (“T-Mobile USA”), its direct wholly-owned subsidiary, has agreed to sell $500,000,000 aggregate principal amount of its 2.050% Senior Secured Notes due 2028 (the “2028 Notes”) , $750,000,000 aggregate principal amount of its 2.550% Senior Secured Notes due 2031 (the “2031 Notes”), $1,250,000,000 aggregate principal amount of its 3.000% Senior Secured Notes due 2041 (the “2041 Notes”) and $1,500,000,000 aggregate principal amount of its 3.300% Senior Secured Notes due 2051 (the “2051 Notes,” and collectively with the 2028 Notes, the 2031 Notes and the 2041 Notes, the “Notes”) in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The 2028 Notes and the 2031 Notes will constitute additional issuances of T-Mobile USA’s 2.050% Senior Secured Notes due 2028 and 2.550% Senior Secured Notes due 2031, respectively, of which $1,250,000,000 and $1,750,000,000 aggregate principal amount was respectively issued on June 24, 2020. The offering of the Notes is scheduled to close on October 6, 2020, subject to satisfaction of customary closing conditions. T-Mobile USA intends to use the net proceeds from the offering for refinancing existing indebtedness on an ongoing basis, or other general corporate purposes.

The Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and in offshore transactions in reliance on Regulation S under the Securities Act. The Notes and related guarantees will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.