Coca-Cola gives update in tender offer, consent bid for 11 note series

By Susanna Moon

Chicago, June 6 – Coca-Cola Co. gave early results of the tender offer for 11 series of notes issued by its wholly owned subsidiary Coca-Cola Refreshments USA, Inc.

As announced May 22, the company is tendering for about $1.7 billion principal amount of the notes and also is soliciting consents to amend or eliminate covenants and events of default for the notes to substantially conform to those governing its existing unsecured and unsubordinated debt.

The tender offer and consent solicitation will remain open until 11:59 p.m. ET on June 20.

Tendered notes may no longer be withdrawn as of the early deadline.

The early results as of 5 p.m. ET on June 5, the early tender and consent date, are as follows, according to a company update, with pricing scheduled for 11 a.m. ET on June 6 using the bid-side price of a reference security plus a fixed spread:

• $170,926,000 of zero-coupon notes due June 20, 2020 will price using the 1.5% Treasury note due May 15, 2020 plus 20 basis points with a consent payment of $1.00 per $1,000;

• $327,097,000 of 8.5% debentures due Feb. 1, 2022 will price using the 1.875% Treasury note due April 30, 2022 plus 20 bps with a consent payment of $1.25 per $1,000;

• $133,208,000 of 8% debentures due Sept. 15, 2022 will price using the 1.875% Treasury note due April 30, 2022 plus 30 bps with a consent payment of $1.25 per $1,000;

• $127,775,000 of 6.75% debentures due Sept. 15, 2023 will price using the 2% Treasury note due April 30, 2024 plus 30 bps with a consent payment of $1.50 per $1,000 with consents for $52,906,000, or 41.41%, of the notes, and tenders and consents for $36.46 million, or 28.53%, of the notes;

• $110,187,000 of 7% debentures due Oct. 1, 2026 will price using the 2.375% Treasury note due May 15, 2027 plus 50 bps with a consent payment of $2.00 per $1,000 with consents for $76,985,000, or 69.87%, of the notes, and tenders and consents for $9,882,000, or 8.97%, of the notes;

• $205,522,000 of 6.95% debentures due 2026 will price using the 2.375% Treasury note due May 15, 2027 plus 50 bps with a consent payment of $2.00 per $1,000 with consents for $106,078,000, or 51.61%, of the notes, and tenders and consents for $53,773,000, or 26.16%, of the notes;

• $172,602,000 of 6.75% debentures due 2028 will price using the 2.375% Treasury note due May 15, 2027 plus 65 bps with a consent payment of $2.50 per $1,000 with consents for $115,617,000, or 66.98%, of the notes, and tenders and consents for $41,244,000, or 23.9%, of the notes;

• $152,212,000 of 6.7% debentures due 2036 will price using the 3% Treasury note due Feb. 15, 2047 plus 70 bps with a consent payment of $3.25 per $1,000 with consents for $116,687,000, or 76.66%, of the notes, and tenders and consents for $31,869,000, or 20.94%, of the notes;

• $4.39 million of 5.71% medium-term notes will price using the 3% Treasury note due Feb. 15, 2047 plus 70 bps with a consent payment of $3.25 per $1,000 with no consents-only given, but tenders and consents for $3.39 million, or 77.22%, of the notes;

• $113,137,000 of 6.75% debentures due 2038 will price using the 3% Treasury note due Feb. 15, 2047 plus 75 bps with a consent payment of $3.50 per $1,000 with consents for $68,957,000, or 60.95%, of the notes, and tenders and consents for $24,243,000, or 21.43%, of the notes; and

• $195,041,000 of 7% debentures due 2098 will price using the 3% Treasury note due Feb. 15, 2047 plus 130 bps with a consent payment of $5.00 per $1,000.

The total purchase price includes an early tender premium of $30.00 per $1,000 principal amount of notes tendered by the early tender deadline.

Settlement is expected to occur June 22.

BofA Merrill Lynch (888 292-0070 or 980 683-3215), J.P. Morgan Securities LLC (866 834-4666 or 212 834-4811) and Santander Investment Securities Inc. (855 404-3636 or 212 940-1442) are the dealer managers and solicitation agents. D.F. King & Co., Inc. (888 605-1956, 212 269-5550 or KO@dfking.com) is the tender and information agent.

Coca-Cola is an Atlanta-based beverage company.

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