Wal-Mart accepts tenders for $4.18 million more notes in capped offer

By Susanna Moon

Chicago, Nov. 6 – Wal-Mart Stores, Inc. said investors had tendered another $4,177,000 of 13 series of its outstanding debt securities since the early tender deadline of 5 p.m. ET on Oct. 20.

All of those tendered notes will be accepted for purchase on Monday, according to a company update.

Wal-Mart had obtained early tenders for $5,449,291,000 of the notes and accepted all of the early tendered notes for purchase on Oct. 24.

As announced Oct. 6, the maximum aggregate purchase price is $8.5 billion excludes accrued interest.

The capped tender offer ended at 11:59 p.m. ET on Nov. 3.

The tender results are listed in order of acceptance priority level with pricing for each $1,000 principal amount set at 10 a.m. ET on Oct. 23 using a reference security and fixed spread for total payments as follows:

• $311,039,000 of the $1,762,000,000 of outstanding 6.5% notes due Aug. 15, 2037 with a total purchase price of $1,421.68 and a base purchase price of $1,391.68 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 65 basis points for a reference yield of 2.874% and tender offer yield of 3.524% for a total payment amount of $442 million and $1,451,000,000 of the notes left outstanding;

• $709,742,000 of the $1,822,000,000 of outstanding 6.2% notes due April 15, 2038 with a total purchase price at $1,391.59 and a base purchase price of $1,361.59 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 63 bps for a reference yield of 2.874% and tender offer yield of 3.504% for total payment of $988 million and $1,113,000,000 of the notes left outstanding;

• $382,319,000 of the $1.25 billion of outstanding 5.625% notes due April 1, 2040 with a total purchase price at $1,314.64 and a base purchase price of $1,284.64 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 70 bps for a reference yield of 2.874% and tender offer yield of 3.574% for total payment of $503 million and $868 million of the notes left outstanding;

• $679,713,000 of the $2 billion of outstanding 5.625% notes due April 15, 2041 with a base purchase price of $1,294.02 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 70 bps for a reference yield of 2.874% and tender offer yield of 3.574% for total payment of $900 million and $1.32 billion of the notes left outstanding;

• $407,297,000 of the $2.5 billion of outstanding 5.25% notes due Sept. 1, 2035 with a total purchase price at $1,250.01 and a base purchase price of $1,220.01 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 50 bps for a reference yield of 2.874% and tender offer yield of 3.374% for total payment of $509 million and $2,093,000,000 of the notes left outstanding;

• $605,143,000 of the $1.25 billion of outstanding 5% notes due Oct. 25, 2040 with a total purchase price at $1,222.36 and a base purchase price of $1,192.36 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 70 bps for a reference yield of 2.874% and tender offer yield of 3.574% for total payment of $740 million and $645 million of the notes left outstanding;

• $276,997,000 of the $750 million of outstanding 4.875% notes due July 8, 2040 with a total purchase price set at $1,201.11 and a base purchase price of $1,171.11 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 70 bps for a reference yield of 2.874% and tender offer yield of 3.574% for total payment of $333 million and $473 million of the notes left outstanding;

• $317,440,000 of the $750 million of outstanding 4.75% notes due Oct. 2, 2043 with a total purchase price set at $1,191.66 and a base purchase price of $1,161.66 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 72 bps for a reference yield of 2.874% and tender offer yield of 3.594% for total payment of $378 million and $433 million of the notes left outstanding;

• $469,392,000 of the $1 billion of outstanding 4.3% notes due April 22, 2044 with a total purchase price set at $1,129.56 and a base purchase price of $1,099.56 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 66 bps for a reference yield of 2.874% and tender offer yield of 3.534% for total payment of $530 million and $531 million of the notes left outstanding;

• $290,639,000 of the $1 billion of outstanding 4% notes due April 11, 2043 with a total purchase price set at $1,078.59 and a base purchase price of $1,048.59 using the 3% U.S. Treasury due May 15, 2047 and a fixed spread of 65 bps for a reference yield of 2.874% and tender offer yield of 3.524% for total payment of $313 million and $709 million of the notes left outstanding;

• $206,976,000 of the $750 million of outstanding 5.875% notes due April 5, 2027 with a total purchase price set at $1,256.71 and a base purchase price of $1,226.71 using the 2.25% U.S. Treasury due Aug. 15, 2027 and a fixed spread of 40 bps for a reference yield of 2.368% and tender offer yield of 2.768% for total payment of $260 million and $543 million of the notes left outstanding;

• $136,265,000 of the $500 million of outstanding 4.125% notes due Feb. 1, 2019 with a total purchase price set at $1,032.69 and a base purchase price of $1,002.69 using the 1.375% U.S. Treasury due Sept. 30, 2019 and a fixed spread of negative 5 bps for a reference yield of 1.564% and tender offer yield of 1.514% for total payment of $141 million and $364 million of the notes left outstanding; and

• $660,506,000 of the $1.5 billion of outstanding 3.625% notes due July 8, 2020 with a total purchase price set at $1,051.05 and a base purchase price of $1,021.05 using the 1.375% U.S. Treasury due Sept. 15, 2020 and a fixed spread of 0 bps for a reference yield of 1.686% and tender offer yield of 1.686% for total payment of $694 million and $839 million of the notes left outstanding.

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

Holders will also be paid any accrued interest.

The offer is subject to a financing condition.

Credit Suisse Securities (USA) LLC (800 820-1653, 212 325-2476), Goldman Sachs & Co. LLC (800 828-3182, 212 902-6595) and Wells Fargo Securities, LLC (866 309-6316, 704 410-4760) are pricing joint lead dealer managers; BNP Paribas Securities Corp., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are also joint lead dealer managers; Barclays, HSBC Securities (USA) Inc., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., Santander Investment Securities Inc., Standard Chartered Bank and U.S. Bancorp Investments, Inc. are senior co-dealer managers; and CastleOak Securities, LP and Samuel A. Ramirez & Co., Inc. are co-dealer managers.

Global Bondholder Services Corp. (attn.: corporate actions, contact@gbsc-usa.com, http://www.gbsc-usa.com/Wal-Mart/, 212 430-3774, 866 924-2200) is information agent.

The discount retailer is based in Bentonville, Ark.

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