0000925421-20-000268.txt : 20200706 0000925421-20-000268.hdr.sgml : 20200706 20200706171849 ACCESSION NUMBER: 0000925421-20-000268 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200626 FILED AS OF DATE: 20200706 DATE AS OF CHANGE: 20200706 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Delaware Project 4 L.L.C. CENTRAL INDEX KEY: 0001815950 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33409 FILM NUMBER: 201014314 BUSINESS ADDRESS: STREET 1: ONE CIRCLE STAR WAY CITY: SAN CARLOS STATE: CA ZIP: 94070 BUSINESS PHONE: (650) 562-8120 MAIL ADDRESS: STREET 1: ONE CIRCLE STAR WAY CITY: SAN CARLOS STATE: CA ZIP: 94070 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: T-Mobile US, Inc. CENTRAL INDEX KEY: 0001283699 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 200836269 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12920 SE 38TH STREET CITY: BELLEVUE STATE: WA ZIP: 98006 BUSINESS PHONE: 800-318-9270 MAIL ADDRESS: STREET 1: 12920 SE 38TH STREET CITY: BELLEVUE STATE: WA ZIP: 98006 FORMER COMPANY: FORMER CONFORMED NAME: METROPCS COMMUNICATIONS INC DATE OF NAME CHANGE: 20040315 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2020-06-26 0 0001283699 T-Mobile US, Inc. TMUS 0001815950 Delaware Project 4 L.L.C. ONE CIRCLE STAR WAY SAN CARLOS CA 94070 1 0 1 0 Contingent Value Right Note (right to acquire) Common Stock 2000000000.00 D Pursuant to the Contingent Value Right Note, aggregate principal amount of $2,000,000,000.00 (the "CVR Note"), the trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023. The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances. Delaware Project 4 L.L.C. ("Project 4 LLC") is a wholly owned subsidiary of Softbank Group Corp. ("SoftBank"). Marcelo Claure, Stephen Kappes, each members of the Board of Directors of the Issuer, and Ronald D. Fisher, who resigned from the Board of Directors on June 22, 2020, were elected as representatives of Softbank and its wholly owned subsidiaries SoftBank Group Capital Ltd, Delaware Project 6 L.L.C. and Project 4 LLC. As a result, each of these entities is a director by deputization for Section 16 purposes. Robert Townsend, Manager of DELAWARE PROJECT 4 L.L.C. 2020-07-06