Prudential posts early results in exchange offer for eight issues

By Susanna Moon

Chicago, Dec. 6 – Prudential Financial, Inc. announced the early tender results in the exchange for some of its pool 1 notes and its pool 2 notes as of 5 p.m. ET on Dec. 5.

As announced Nov. 21, the company is offering to exchange some of its pool 1 notes for up to $650 million principal amount of new notes due 2047 and its pool 2 notes for up to $650 million principal amount of new notes due 2049.

The exchange is set to continue until midnight ET on Dec. 20.

Early settlement for notes tendered for exchange by the early deadline is expected to occur on Dec. 7, according to a company update on Wednesday.

Pricing for the new issues will be set using the 2.75% U.S. Treasury note due Aug. 15, 2047 plus a spread of 120 basis points for the new notes due Dec. 7, 2047 and 123 bps for the new notes due Dec. 7, 2049.

As of the early deadline, holders had tendered for exchange the following amount of notes covered by the pool 1 offers with pricing to be set using a reference security plus a fixed spread and the issues listed in order of priority acceptance levels:

• $371,716,000 of the $750 million 6.625% series D medium-term notes due 2037 with pricing to be set using the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 100 bps;

• $67,288,000 of the $250 million 5.9% series D medium-term notes due 2036 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 90 bps;

• $131,678,000 of the $500 million 5.75% series B medium-term notes due 2033 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 80 bps; and

• $95,255,000 of the $300 million 5.4% series C medium-term notes due 2035 with pricing based on the U.S. Treasury note due Aug. 15, 2047 plus 90 bps.

The early tenders for the pool 2 offer notes are as follows with pricing to be set using a reference security plus a fixed spread and the issues listed in order of priority acceptance levels:

• $275,998,000 of the $500 million 6.2% series D medium-term notes due 2040 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 105 bps;

• $177,011,000 of the $325 million 5.8% series D medium-term notes due 2041 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 105 bps;

• $152.82 million of the $300 million 5.625% series D medium-term notes due 2041 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 105 bps; and

• $189.74 million of the $350 million 5.1% series D medium-term notes due 2043 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 110 bps.

Pricing will be set using the bid-side yield of the reference security at 11 a.m. ET on Dec. 6.

The total exchange value will include an early payment of $50 of new notes for each $1,000 principal amount of notes tendered for exchange by the early deadline.

Holders also will receive accrued interest to but excluding the settlement date.

For each offer, the issuer will accept notes tendered before the early deadline over those tendered afterward, according to a company announcement.

Settlement for notes tendered after the early deadline is expected to occur Dec. 20.

Tenders may no longer be withdrawn as of the early deadline.

The exchange is contingent on the issue of at least $300 million principal amount of new 2047 notes and at least $300 million principal amount of new 2049 notes.

The company said it will not receive any cash proceeds from the exchange.

The exchange is being offered only to holders who are qualified institutional buyers under Rule 144A or non-U.S. persons under Rule 902.

Global Bondholder Services Corp. (866 470-3900, 212 430-3774 or gbsc-usa.com/eligibility/prudential) is the information agent.

Prudential is a Newark, N.J., financial services company.

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