PIPE Transaction
On June 7, 2020, we entered into an Investment Agreement (the Investment Agreement) with Appaloosa, LP, Third Point Loan LLC,
Zimmer Partners, LP, Fidelity Management & Research Company, LLC and GIC Pte. Ltd. and/or affiliates thereof (each, a PIPE Investor and together, the PIPE Investors), relating to the issuance and sale to the PIPE
Investors of an aggregate of $3.25 billion of our common stock (the PIPE Transaction) at a price per share equal to $9.50. The PIPE Transaction closed on July 1, 2020 (the PIPE Closing Date), upon which we issued
342,105,261 shares of our common stock (the PIPE Shares) to the PIPE Investors in reliance on the private placement exemption from registration pursuant to Section 4(a)(2) of the Securities Act.
Under the terms of the Investment Agreement, the PIPE Investors are entitled to certain customary registration rights with respect to the PIPE
Shares, which, among other things, requires us to register the resale of the PIPE Shares under the Securities Act shortly following the Effective Date (the filing of the registration statement of which this prospectus forms a part satisfies this
requirement) and to use commercially reasonable efforts to maintain such registration. Under the terms of the Investment Agreement, each PIPE Investor is prohibited from selling or transferring the PIPE Shares, subject to certain exceptions, until
90 days after the closing of the PIPE Transaction.
Backstop Commitment Letters
On or about March 4, 2020, we entered into the Amended and Restated Chapter 11 Plan Backstop Commitment Letters (as amended, restated,
modified, or supplemented from time to time, the Backstop Commitment Letters), pursuant to which Appaloosa LP, Fidelity Telecom and Utilities Fund, Third Point Loan LLC and certain other investors (collectively, the Backstop
Parties), severally agreed, subject to certain terms and conditions, to purchase up to an aggregate amount of shares of our common stock equal to $9.0 billion in the event that we were unable to raise sufficient proceeds from the Equity
Offerings (as defined below) to finance the transactions contemplated by the Plan of Reorganization (the Backstop Commitments). As consideration for their obligations under the Backstop Commitment Letters, we agreed to issue 169,000,000
shares of our common stock to the Backstop Parties (the Backstop Shares), subject to adjustment, if applicable, as set forth in the Backstop Commitment Letters. On July 1, 2020, the Backstop Shares were issued to the Backstop
Parties pursuant to an exemption from registration under the Securities Act set forth in Section 1145 of the Bankruptcy Code.
Greenshoe Backstop
On June 25, 2020, we entered into an underwriting agreement (the Common Stock Underwriting Agreement), with Goldman
Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters named in Schedule I thereto (the Common Stock Underwriters), pursuant to which we agreed to sell 423,372,629 shares of our common
stock at a public offering price of $9.50 per share (the Common Stock Offering). In connection with the Common Stock Offering, we granted the Common Stock Underwriters a 30-day option to purchase
up to an additional 42,337,263 shares of our common stock. In addition, on June 25, 2020, we entered into an underwriting agreement (the Units Underwriting Agreement), with Goldman Sachs & Co. LLC and J.P. Morgan Securities
LLC, as representatives of the several underwriters named in Schedule I thereto (the Units Underwriters and, together with the Common Stock Underwriters, the Equity Underwriters), pursuant to which we agreed to sell
14,545,455 prepaid forward stock purchase contracts (the Purchase Contracts) to the Units Underwriters in order for the Units Underwriters to sell 14,545,455 equity units (the Units), with each Unit having a stated amount of
$100.00 (the Units Offering and, together with the Common Stock Offering, the Equity Offerings). In connection with the Units Offering, we granted the Units Underwriters a 30-day option
to purchase up to an additional 1,454,545 Purchase Contracts to be used by the Units Underwriters to create up to an additional 1,454,545 Units. The Common Stock Offering and the Units Offering closed on July 1, 2020 and we issued and sold a
total of 423,372,629 shares of our common stock and 14,545,455 Units.
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