By Susanna Moon
Chicago, Dec. 15 – Pfizer Inc. said investors had tendered for exchange £833.45 million of its £1.5 billion of 6.5% notes due 2038 in the offer that ended at 5 p.m. ET on Dec. 14.
As announced Dec. 7, the issuer was offering to swap out the notes or to purchase them for cash.
In the exchange, Pfizer expects to issue about £1,375,882,000 principal amount of new 2.735% notes due June 15, 2043 and pay an aggregate cash amount of £29,655,044.47, according to a company announcement.
The minimum issue condition has been met, the company noted. The exchange is contingent on the issue of at least £300 million notes in the offer.
Settlement is expected to occur on Dec. 19.
Pricing for the new issue was set at 6 a.m. ET on Dec. 14 using the yield of the 4.5% U.K. Treasury due Dec. 7, 2042 plus 95 bps.
The exchange value was set at £1,650.97 for each £1,000 principal amount using the 4.75% U.K. Treasury due Dec. 7, 2038 plus 70 basis points for a reference yield of 1.71% and a cash offer yield of 2.41%.
In the cash offer for the 6.5% notes, Pfizer was tendering for the notes with pricing on the same terms.
In that offer, holders had tendered £196.55 million of notes and Pfizer said it expects to pay an aggregate cash amount of £324,498,153.50 and £6,965,408.91 of accrued interest.
Holders could participate in either the exchange offer or cash tender offer except that notes may be tendered in either offer but not both, the company noted.
Lucid Issuer Services Ltd. (+44 20 7704 0880, pfizer@lucid-is.com or lucid-is.com/pfizer) is the information agent and tender agent.
Tender for 5.75% notes
As announced Dec. 7, Pfizer also is tendering for its €2 billion of 5.75% notes due 2021 and soliciting consents from at least a majority of the notes to amend the terms to shorten the required notice to at least seven days nor more than 60 days.
In the separate tender offer, Pfizer is offering to purchase its 5.75% notes due 2021 until 11:59 p.m. ET on Jan. 5 as well as solicit consents to amend the terms.
If it receives the needed majority of consents, Pfizer said it plans to issue a call to redeem the notes not tendered by the early tender and consent date with a redemption date of Dec. 28.
Pricing will be set at 5 a.m. ET on Dec. 21 using the 0% OBL due April 9, 2021 plus 20 bps.
The total hypothetical purchase price was set at €1,212.75 per €1,000 principal amount using the yield of the benchmark security at 5 a.m. ET on Dec. 6.
The total purchase price includes an early tender premium of €30.00 per €1,000 principal amount of notes tendered before the early deadline of 5 p.m. ET on Dec. 20.
The issuer also will pay accrued interest up to the settlement date, which is expected to be Dec. 28 for early tendered notes and Jan. 10 for any remaining tenders.
Tendered notes may be withdrawn before the effective date of the supplemental indenture.
Lucid Issuer Services Ltd. (+44 20 7704 0880, pfizer@lucid-is.com or lucid-is.com/pfizer) is the tender and tabulation agent and as information agent.
The biopharmaceutical company is based in New York.
| Issuer: | Pfizer Inc.
|
| Issue: | Notes
|
| Amount: | £1,375,882,000
|
| Maturity: | June 15, 2043
|
| Coupon: | 2.735%
|
| Pricing date: | Dec. 14
|
| Settlement date: | Dec. 19
|
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