Form of Note] (FACE OF NOTE)At&t Inc. • December 7th, 2020 • Telephone communications (no radiotelephone) • New York
THE HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF IS DEEMED TO HAVE AGREED TO BE BOUND BY THE PROVISIONS OF A REGISTRATION RIGHTS AGREEMENT AMONG AT&T INC. AND THE DEALER MANAGERS NAMED THEREIN, DATED AS OF DECEMBER 7, 2020. AT&T INC. WILL PROVIDE A COPY OF THE REGISTRATION RIGHTS AGREEMENT TO A HOLDER WITHOUT CHARGE UPON WRITTEN REQUEST TO ITS PRINCIPAL PLACE OF BUSINESS.
AT&T Inc. $5,923,400,000 3.800% Global Notes Due 2057 $3,754,741,000 2.550% Global Notes Due 2033 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2020 • At&t Inc. • Telephone communications (no radiotelephone) • New York
AT&T Inc., a Delaware corporation (the “Company”), has made offers to exchange (i) the four series of notes described in the first table set forth on Schedule II hereto issued by the Company (the “Pool 1 Notes”), for a new series of the Company’s senior notes due 2057 (the “New 2057 Notes”) and cash and (ii) the nine series of notes described in the second table set forth on Schedule II hereto issued by the Company, Ameritech Capital Funding Corporation, BellSouth Telecommunications, LLC (converted from BellSouth Telecommunications, Inc.) and Pacific Bell Telephone Company (formerly known as Pacific Bell) (the “Pool 2 Notes”), for a new series of the Company’s senior notes due 2033 (the “New 2033 Notes” and, together with the New 2057 Notes, the “Initial Securities”) and cash, on the terms and subject to the conditions set forth in the Offering Memorandum, dated November 17, 2020, as amended by the Company’s Press Release, dated December 2, 2020 (the “Offering Memorandum”). The Initial
Form of Note] (FACE OF NOTE)At&t Inc. • December 7th, 2020 • Telephone communications (no radiotelephone) • New York
THE HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF IS DEEMED TO HAVE AGREED TO BE BOUND BY THE PROVISIONS OF A REGISTRATION RIGHTS AGREEMENT AMONG AT&T INC. AND THE DEALER MANAGERS NAMED THEREIN, DATED AS OF DECEMBER 7, 2020. AT&T INC. WILL PROVIDE A COPY OF THE REGISTRATION RIGHTS AGREEMENT TO A HOLDER WITHOUT CHARGE UPON WRITTEN REQUEST TO ITS PRINCIPAL PLACE OF BUSINESS.
