-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ECOgkfU7n/It25ZLw5FuheWzooSRX98SNc/ehRDOj8I1jYgO5OYTcCxhHKOZ9bmi TBg0BJdlYOQPv6H+MxiLYg== 0000005907-94-000029.txt : 19940802 0000005907-94-000029.hdr.sgml : 19940802 ACCESSION NUMBER: 0000005907-94-000029 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AT&T CORP CENTRAL INDEX KEY: 0000005907 STANDARD INDUSTRIAL CLASSIFICATION: 4813 IRS NUMBER: 134924710 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 033-49589 FILM NUMBER: 94541040 BUSINESS ADDRESS: STREET 1: 32 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 100132412 BUSINESS PHONE: 2126055500 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN TELEPHONE & TELEGRAPH CO DATE OF NAME CHANGE: 19920703 424B3 1 1 Filed Pursuant to Rule 424 (b)(3) Registration No. 33-49589 Pricing Supplement No. 3 Dated: July 25, 1994 (To Prospectus date June 23, 1993 and Prospectus Supplement date October 8, 1993) AT&T Corp. Medium-Term Notes, Series A Due More than Nine Months From Date of Issue Floating Rate Note Principal Amount: $15,000,000 Agent: Bankers Trust Securities Corporation Agent's Commission: 0.75% of Principal Amount Original Issue Date: August 3, 1994 Maturity Date: August 3, 2054 Issue Price: 100% (as a percentage of Principal Amount) Specified Currency: U.S. Dollars Note Form: Book-Entry Initial Interest Rate: The Initial Interest Rate will be determined on August 1, 1994 at or about 3:45 New York City time. The Initial Interest Rate will be the Commercial Paper Rate adjusted by the Spread as defined below. Type of Floating Rate Note: Regular Floating Rate Interest Rate following Initial Interest Rate: Base Rate adjusted by the Spread described below Base Rate: Commercial Paper Rate Index Currency: U.S. Dollars Index Maturity: 30 days Spread: The Spread to the Base Rate is adjusted each Interest Period based upon the Standard and Poor s (S&P) long-term senior debt rating of the issuer as follows: Issuer Rating Spread AAA -20 basis points AA+ -17 basis points 2 AA -15 basis points AA- -13 basis points A+ -11 basis points A -09 basis points A- -07 basis points BBB+ -05 basis points BBB -03 basis points BBB- -01 basis points Below BBB +45 basis points If S&P ceases to exist, then the Calculation Agent and the Issuer shall mutually select a nationally recognized securities ratings agency, with preference, if possible, given to one contemporaneously assigning the same rating to the Issuer as that of S&P at the time of S&P s cessation, to act as a substitute rating agency, and mutually make any necessary adjustments to provide for an equivalent ratings scale. Interest Reset Period: Monthly Maximum Interest Rate: N/A Minimum Interest Rate: 0.0% Interest Payment Date: Semi-annually, each February 3 and August 3 commencing February 3, 1995 provided that if any Interest Payment Date is not a New York Business Day, then interest will be paid on the next succeeding New York Business Day. Interest Reset Date: The third calendar day of each month commencing September 3, 1994. Interest Determination Date: Two New York Business Days prior to the 3rd calendar day of each month. Day Count Convention: Actual/360 Accrual of Interest: Interest payments will include the amount of interest accrued from and including the most recent Interest Payment Date to which interest has been paid (or from and including the Original Issue Date if no interest has been paid on the Notes) to, but excluding the applicable Interest Payment Date. The Aggregate Interest Amount shall be the sum of (i)the Interest Amount calculated for such Interest Period , (ii) the Aggregate Carry-over Interest Amount in respect of such Interest 3 Period , and (iii) the Compounding Amount . If the Interest Reset Date is an Interest Payment Date, then the Aggregate Interest Amount will be the Interest Payment Amount payable on such Interest Payment Date. If the Interest Reset Date is not an Interest Payment Date, then such amount shall be deemed to be the Aggregate Carry-over Interest Amount for the next succeeding Interest Period and no payment shall be made on that date. Interest Amount means with respect to each Interest Period, the product of the Principal Amount and an accrued Interest Factor. This accrued Interest Factor will be computed by adding the Interest Factors calculated for each day in the Interest Period. The Interest Factor for the Notes for each such day will be computed by dividing the Interest Rate applicable to such day by 360. Interest Period means each of the following periods: (i) from and including the Original Issue Date to but excluding the Initial Reset Date and (ii)from and including each Interest Reset Date (other than the Maturity Date) to but excluding the next Interest Reset Date. Aggregate Carry-over Interest Amount shall be zero with respect to each interest period immediately succeeding an Interest Payment Date and with respect to each of the succeeding Interest Periods, means the amount calculated as provided above. Aggregate Interest Amount means the amount calculated as provided above. Compounding Amount means the amount which is the product of (i) the accrued Interest Factor for any relevant Interest Period and(ii) the Aggregate Carry-over Interest Amount for such Interest Period. Calculation Date: The tenth calendar day after each Interest Determination Date or, if such tenth day is not a New York Business Day, the next succeeding New York Business Day. Calculation Agent: Bankers Trust Securities Corporation Redemption: The Notes may be redeemed prior to maturity at the option of the issuer on the fifteenth anniversary of the 4 Original Issue Date and on each anniversary thereafter, commencing on August 3, 2009, at the following prices, expressed as a percentage of the Principal Amount: Date(s) Price August 3, 2009 through August 3, 2013 110.000% August 3, 2014 through August 3, 2018 108.000% August 3, 2019 through August 3, 2023 107.000% August 3, 2024 through August 3, 2028 106.000% August 3, 2029 through August 3, 2035 105.500% August 3, 2036 105.000% August 3, 2037 104.575% August 3, 2038 103.750% August 3, 2039 103.125% August 3, 2040 102.500% August 3, 2041 101.875% August 3, 2042 101.250% August 3, 2043 100.625% August 3, 2044 through August 3, 2054 100.00% Repayment: The Notes are repayable at the option of the holders on the fifth anniversary of the Original Issue Date and on each third anniversary thereafter, commencing on August 3, 1999, at the following redemption prices, expressed as a percentage of the Principal Amount plus interest accrued from, and including, the last date to which interest has been paid to but excluding the applicable Optional Repayment Date: Date Price August 3, 1999 99.40% August 3, 2002 99.44% August 3, 2005 99.50% August 3, 2008 99.58% August 3, 2011 99.68% August 3, 2014 99.80% August 3, 2017 99.92% August 3, 2020 100.00% August 3, 2023 100.00% August 3, 2026 100.00% August 3, 2029 100.00% August 3, 2032 100.00% August 3, 2035 100.00% August 3, 2038 100.00% August 3, 2041 100.00% August 3, 2044 100.00% August 3, 2047 100.00% August 3, 2050 100.00% August 3, 2053 100.00% 5 The Notes are repayable at the option of the Holders upon the occurrence and continuance of any Event of Default specified in the Indenture at the next Interest Payment Date at 101.00% of Principal Amount plus interest accrued from, and including, the last date to which interest has been paid to, but excluding, the Interest Payment Date for repayment. Renewal: The Notes cannot be renewed by the investor. Extension: The Notes cannot be extended prior to maturity. Dual Currency Notes: The Company can not make payments in an optional currency. Original Issue Discount The Notes are not Discount Notes or Original Issue Discount Notes. Taxation The following discussion of the United States federal income tax consequences of the ownership of the Notes supplements, and to the extent inconsistent with replaces, the discussion under the caption "Taxation" in the Prospectus Supplement dated October 8, 1993. Terms not defined herein have the same meanings as in the Prospectus Supplement. This discussion is based on regulations concerning the treatment of debt instruments issued with original issue discount (the "OID Regulations") and related provisions of the Code. The OID Regulations are effective for Notes issued on or after April 4, 1994. Under Section 1.1275-5 of the OID Regulations, as under the Proposed OID Regulations, the Notes will be treated as variable rate debt instruments and will not bear original issue discount. As a result, the stated interest on the Notes will be taxable to a United States Holder as ordinary income at the time that it is received or accrued, depending on the United States Holder's method of accounting. While the OID Regulations have amended many provisions of the Proposed OID Regulations, such amendments are not relevant to the Notes. -----END PRIVACY-ENHANCED MESSAGE-----