-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WnPYMXx/ccNO55J/GlKznd/ATuY5HXjfnMEV/9lRfE3UBD7XyjAEKG/0Yn+F21kG k0GmtFsJzeqbFlqay8AjyA== /in/edgar/work/20000615/0000898822-00-000382/0000898822-00-000382.txt : 20000919 0000898822-00-000382.hdr.sgml : 20000919 ACCESSION NUMBER: 0000898822-00-000382 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000615 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000615 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: 8-K SEC ACT: SEC FILE NUMBER: 001-01105 FILM NUMBER: 655620 BUSINESS ADDRESS: STREET 1: 32 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 2123875400 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN TELEPHONE & TELEGRAPH CO DATE OF NAME CHANGE: 19920703 8-K 1 0001.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 15, 2000 AT&T CORP. A New York Commission File I.R.S. Employer Corporation No. 1-1105 No. 13-4924710 32 Avenue of the Americas, New York, New York 10013-3412 Telephone Number (212) 387-5400 Form 8-K AT&T Corp. June 15, 2000 Item 5. Other Events. See Exhibit 99 to this Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit 99. AT&T Corp. Press Release issued June 15, 2000. Form 8-K AT&T Corp. June 15, 2000 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AT&T CORP. /s/ Marilyn J. Wasser ---------------------------------------- By: Marilyn J. Wasser Vice President - Law and Secretary June 15, 2000 EX-99 2 0002.txt EXHIBIT 99 -- PRESS RELEASE Eileen M. Connolly Adele Ambrose 908-221-6731 908-221-6000 FOR RELEASE THURSDAY, JUNE 15, 2000 - ----------------------------------- AT&T CLOSES MEDIAONE MERGER NEW YORK - AT&T and MediaOne Group today announced they have completed their merger, valued at approximately $44 billion based on AT&T's closing stock price yesterday of $33.50. With the addition of MediaOne's 5 million cable subscribers, AT&T becomes the country's largest cable operator, with about 16 million customers on the systems it owns and operates, which pass nearly 28 million American homes. The deal was finalized today with the filing of a certificate of merger with the office of the Delaware Secretary of State in Dover, Del. All necessary approvals for the merger have been obtained, including the U.S. Department of Justice, the Federal Communications Commission, state and municipal regulators and MediaOne shareowners. The boards of the two companies approved the merger in May, 1999. "The combination of AT&T and MediaOne means that far more American consumers will have a real choice and lower prices in local phone service, faster Internet access and better cable TV," said AT&T Chairman and CEO C. Michael Armstrong. "By year-end, most of our networks will be upgraded, making analog and digital video, high-speed Internet access, cable telephony and interactive television available to more of our customers." As previously announced, MediaOne shareowners will receive $30.85 in cash plus .95 shares of AT&T stock for every share of MediaOne they hold on the closing date. Based on AT&T's recent stock price, MediaOne shareholders also will receive an additional cash payment of $5.42 per MediaOne share. For a limited time immediately following the closing, MediaOne shareholders can elect to have their shares exchanged for cash, stock or a combination of both stock and cash. All MediaOne shareholders will receive election forms and instructions shortly. Elections will be subject to specified limits and pro-ration. In the aggregate, however, AT&T plans to issue 606 million shares of AT&T common stock and $23 billion in cash to close the transaction. Following the merger, there will be approximately 3.7 billion AT&T shares outstanding and the company expects to have about 5 million AT&T shareowners. -- more -- - 2 - MediaOne will become part of AT&T Broadband, which is headquartered in the Denver area. During the coming months, MediaOne's services will be renamed under the AT&T brand. "I'm especially pleased to welcome the MediaOne people who have brought this company so far," Armstrong said. "Their energy, commitment to quality, customer service and innovation are outstanding. Together we can accelerate the delivery of advanced broadband services to millions of customers." Dan Somers, president and CEO of AT&T Broadband said, "Our formation of one of the most dynamic companies in America makes our home in Denver the broadband capital of the world. The combination of AT&T Broadband and MediaOne creates a terrific set of assets with great opportunities in the marketplace." For full year 1999, MediaOne had revenues of approximately $2.7 billion. The company has nearly 15,400 employees and approximately 1 million shareowners. AT&T had 1999 revenues of $62.39 billion and assets, as of December 31, 1999, of $169.41 billion. The company, headquartered here, has about 4.2 million shareowners and about 145,000 employees. # # # -----END PRIVACY-ENHANCED MESSAGE-----