HomeMy WebLinkAbout20241802.tiffAT&T
May 1, 2024
Weld County
PO Box 758
Greeley, CO 80632
RE: AT&T Corp — Account Legal Entity Name Change
FEIN: 13-4924710
Tax Type: E911
Account Number: 134924710
Dear Tax Professional,
New Cingular Wireless PCS, LLC
208 S. Ackard St.
Dallas, TX 75202
RECEIVED
JUN 2 4 2024
WELD COUNTY
COMMISSIONERS
We are in the process of making changes to our organizational structure due to corporate restructuring
and respectfully request updates to the E911 account. The changes affect the legal entity name and
organizational structure. The changes became effective 05/01/2024. Please note the FEIN remains the
same. Certificate of Merger, Certificate of Conversion, and Certificate of Formation documents are
enclosed.
Previous Entity Name
AT&T Corp
New Entity Legal Name
AT&T Enterprises, LLC
If you have any questions or require any additional information, please contact
Carey Hall at (469) 276-4487 or tpa-requests@att.com.
Sincerely,
Scott Adams
Assistant VP - Tax
COPW CI ;co.+.of3
a'7/o3/2H
ce:CM(rP)
o7/OI (24
2024-1802
Delaware
The First State
Page 1
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF
DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT
COPY OF THE CERTIFICATE OF MERGER, WHICH MERGES:'
"AT&T CORP.", A NEW YORK CORPORATION,
WITH AND INTO "AT&T ENTERPRISES, INC." UNDER THE NAME OF
"AT&T ENTERPRISES, INC.", A CORPORATION ORGANIZED AND EXISTING
UNDER THE LAWS OF THE STATE OF DELAWARE, AS RECEIVED AND FILED
IN THIS OFFICE ON THE FIRST DAY OF MAY, A.D. 2024, AT 11:11
O'CLOCK A.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF
THE AFORESAID CERTIFICATE OF MERGER IS THE FIRST DAY OF MAY,
A.D. 2024 AT 11:52 O'CLOCK P.M.
2686670 8100M
SR# 20241775961
You may verify this certificate online at corp.delaware.gov/authver.shtml
Authentication: 203371490
Date: 05-01-24
Sate of Delaware
Secretary of State
Division of Coiporatloao
Delivered 11:11 AM 05/01/2M4
FILED 11:11 AM 05/01/2024
SR 20241775961 - File Number 2686670
CERTIFICATE OF MERGER
OF
AT&T CORP.
(a New York corporation)
WITH AND INTO
AT&T ENTERPRISES, INC.
(a Delaware corporation)
May 1, 2024
Pursuant to the provisions of Section 252 of the General Corporation Law of the State of
Delaware and Section 907 of the New York Business Corporation Law, AT&T Enterprises, Inc.
submits the following Certificate of Merger for filing and certifies that:
1. The name of the surviving domestic corporation is AT&T Enterprises, Inc., a Delaware
corporation (the "Surviving Company").
2. The name of the corporation being merged into the Surviving Company is AT&T Corp., a
New York corporation.
3. An Agreement and Plan of Merger has been approved, adopted, certified, acknowledged
and executed by each entity which is to merge.
4. The merger shall be effective at 11:52 p.m. Eastern time on May 1, 2024.
5. The Agreement and Plan of Merger is on file at a place of business of the surviving
domestic corporation which is located at 208 S. Akard St., Dallas, TX 75202.
6. A copy of the Agreement and Plan of Merger will be furnished by the surviving domestic
corporation, on request and without cost, to any stockholder ofany entity which is to merge.
7. The authorized stock and par value of the non -Delaware corporation is 1,000 Voting
Common shares, par value $0.01, and 10 Non -Voting Common shares, par value $0.01.
8. For the avoidance of doubt, the merger does not affect the rights of the Surviving Company
and its subsidiaries and predecessors to insurance or indemnities proceeds for occurrences,
loss or damage arising during or before the effective dates of the policies of insurance or
indemnities (including occurrence or claims made or specialty policies) issued to or for the
benefit of the AT&T Corp. or its subsidiaries or predecessors prior to the effective time.
To the extent necessary, this Agreement also assigns, transfers and conveys all rights, title
and interest of AT&T Corp. to the Surviving Company, including the right to pursue,
compromise or settle claims for insurance or indemnities proceeds for occurrences, loss or
damage arising during or before the effective dates of any or all of the policies of insurance
or indemnities (including occurrence or claims made or specialty policies).
[Signature on following page]
IN WITNESS WHEREOF, AT&T Enterprises, Inc. has caused this Certificate ofMerger
to be executed as of the date first written above.
AT&T ENTERPRISES, INC.
By:ettearklic./440--?
Name: Paul M. Wilson
Title: Assistant Secretary
[Signature Page to Certificate of Merger (Delaware)]
Delaware
The First State
Page 1
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF
DELAWARE, DO HEREBY CERTIFY THAT THE ATTACHED IS A TRUE AND
CORRECT COPY OF THE CERTIFICATE OF CONVERSION OF A DELAWARE
CORPORATION UNDER THE NAME OF "AT&T ENTERPRISES, INC." TO A
DELAWARE LIMITED LIABILITY COMPANY, CHANGING ITS NAME FROM "AT&T
ENTERPRISES, INC." TO "AT&T ENTERPRISES, LLC", FILED IN THIS
OFFICE ON THE FIRST DAY OF MAY, A.D. 2024, AT 4:54 O'CLOCK P.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE
AFORESAID CERTIFICATE OF CONVERSION IS THE SECOND DAY OF MAY, A.D.
2024 AT 12:01 O'CLOCK A.M.
2686670 8100V
SR# 20241793264
You may verify this certificate online at corp.delaware.gov/authver.shtml
Authentication: 203377467
Date: 05-01-24
State of Delaware
Secretary of State
Dkbtoa of Corporation
Delivered 04:54 PM 05/01/2024
FILED 04:54 PM 05/01/2024
SR 20241793264 • File Number 2686670
STATE OF DELAWARE
CERTIFICATE OF CONVERSION
OF
AT&T ENTERPRISES, INC.
a Delaware corporation
TO
AT&T ENTERPRISES, LLC
a Delaware limited liability company
May 1, 2024
Pursuant to Section 18-214 of the Delaware Limited Liability Company Act (the "Act"),
AT&T Enterprises, Inc., a Delaware corporation (the "Converting Entity"), hereby certifies as
follows:
FIRST: That the date of filing of the Converting Entity's original certificate of
incorporation is November 29, 2023, and the Converting Entity was formed under the laws of the
State of Delaware.
SECOND: That the name of the Converting Entity immediately prior to the effective
time of this Certificate of Conversion will be AT&T Enterprises, Inc.
THIRD: That the name of the limited liability company as set forth in its Certificate of
Formation filed in accordance with Section 18-214(b) of the Act is AT&T Enterprises, LLC.
FOURTH: The conversion of AT&T Enterprises, Inc. to AT&T Enterprises, LLC shall
be effective on May 2, 2024 at 12:01 a.m. Eastern time.
FIFTH: For the avoidance of doubt, the conversion does not affect the rights of AT&T
Enterprises, LLC and its subsidiaries and predecessors to insurance or indemnities proceeds for
occurrences, loss or damage arising during or before the effective dates of the policies of
insurance or indemnities (including occurrence or claims made or specialty policies) issued to or
for the benefit of the Converting Entity or its subsidiaries or predecessors prior to the effective
time. To the extent necessary, this Agreement also assigns, transfers and conveys all rights, title
and interest of the Converting Entity to AT&T Enterprises, LLC, including the right to pursue,
compromise or settle claims for insurance or indemnities proceeds for occurrences, loss or
damage arising during or before the effective dates of any or all of the policies of insurance or
indenmities (including occurrence or claims made or specialty policies).
[Signature on following page)
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Conversion
of AT&T Enterprises, Inc. as of the date first written above.
By:eitoane4:40..,
Name: Paul M. Wilson
Title: Assistant Secretary
[Signature Page to Certificate of Conversion]
Delaware
The First State
Page 1
I, JEFFREY P.T. BULLOCK, SECRETARY OF STATE OF THE STATE OF
DELAWARE DO HEREBY CERTIFY THAT THE ATTACHED IS A TRUE AND
CORRECT COPY OF THE CERTIFICATE OF FORMATION OF "AT&T
ENTERPRISES, LLC" FILED IN THIS OFFICE ON THE FIRST DAY OF
MAY, A.D. 2024, AT 4:54 O'CLOCK P.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE
OF THE AFORESAID CERTIFICATE OF FORMATION IS THE SECOND DAY OF
MAY, A.D. 2024 AT 12:01 O'CLOCK A.M.
2686670 8100V
SR# 20241793264
You may verify this certificate online at corp.delaware.gov/authver.shtml
Authentication: 203377467
Date: 05-01-24
State of Delaware
Secretary of State
Division of Coquette's
Delivered 04:54 PM 05/01/2024
FILED 04•.54 PM 05/01/2024
SR 20241793264 - Elk Number 2686670
STATE OF DELAWARE
LIMITED LIABILITY COMPANY
CERTIFICATE OF FORMATION
OF
AT&T ENTERPRISES, LLC
May 1, 2024
This Certificate of Formation is being executed by the undersigned for the purpose of
forming a limited liability company pursuant to §18-201 of the Delaware Limited Liability
Company Act.
FIRST: The name of the limited liability company is AT&T Enterprises, LLC.
SECOND: The address of its registered office in the State of Delaware is Corporation
Trust Center, 1209 Orange Street, Wilmington, County of New Castle, Delaware 19801. The
name of its registered agent at such address is The Corporation Trust Company.
THIRD: The formation of AT&T Enterprises, LLC shall be effective on May 2, 2024 at
12:01 a.m. Eastern time.
[Signature on following page]
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Formation of
AT&T Enterprises, LLC as of the day first written above.
By:
ame: Paul M. Wilson
Title: Authorized Person
[Signature Page to Certificate of Formation]
Hello