GE accepts tenders for dollar, euro, sterling notes from eight series

By Marisa Wong

Los Angeles, May 15 – General Electric Co. (GE) announced the results of its offers to purchase for cash any and all of 14 series of dollar-, euro- and sterling-denominated notes originally issued by General Electric Capital Corp. (GECC), and assumed by GE, and subsidiaries GE Capital European Funding Unlimited Co. (formerly GE Capital European Funding) and GE Capital UK Funding Unlimited Co. (formerly GE Capital UK Funding).

The offer expired at 5 p.m. ET on May 14.

Holders had tendered the following notes, listed in order of acceptance priority, to be purchased at the following total considerations per $1,000, €1,000 or £1,000 principal amount, as applicable:

• $799,879,000, or 65.88%, of the $1,214,000,000 outstanding 4.625% notes due Jan. 7, 2021 issued by GECC (Cusip: 36962G4Y7) at $1,025.00;

• $610,792,000, or 52.35%, of the $1,167,000,000 outstanding 5.3% notes due Feb. 11, 2021 issued by GECC (Cusip: 369622SM8) at $1,033.75;

• €611,875,000, or 61.19%, of the €1 billion outstanding floating-rate notes due May 17, 2021 issued by GE Capital European (ISIN: XS0254356057) at €1,000.00;

• $949,557,000, or 63.04%, of the $1,506,000,000 outstanding 4.65% notes due Oct. 17, 2021 issued by GECC (Cusip: 36962G5J9) at $1,052.50;

• €279,813,000, or 50.88%, of the €550 million outstanding 4.35% notes due Nov. 3, 2021 issued by GE Capital European (ISIN: XS0273570241) at €1,062.50;

• €686.63 million, or 68.66%, of the €1 billion outstanding 0.8% notes due Jan. 21, 2022 issued by GE Capital European (ISIN: XS1169353254) at €1,012.50;

• $524,973,000, or 48.36%, of the $1,086,000,000 outstanding 3.15% notes due Sept. 7, 2022 issued by GECC (Cusip: 36962G6F6) at $1,045.00;

• None of the €100 million outstanding 5.98% notes due Sept. 16, 2022 issued by GE Capital European (ISIN: XS0388392259) at €1,122.50;

• $769,702,000, or 58.42%, of the $1,318,000,000 outstanding 3.1% notes due Jan. 9, 2023 issued by GECC (Cusip: 36962G6S8) at $1,045.00;

• €588 million, or 58.8%, of the €1 billion outstanding 2.625% notes due March 15, 2023 issued by GE Capital European (ISIN: XS0874840845) at €1,062.50;

• $335,619,000, or 54.57%, of the $615 million outstanding floating-rate notes due March 15, 2023 issued by GECC (Cusip: 36966THT2) at $980.00;

• $127,716,000, or 42.59%, of the $300 million outstanding floating-rate notes due April 15, 2023 issued by GECC (Cusip: 36966TJA1) at $980.00;

• £123,142,000, or 70.26%, of the £175 million outstanding 5.125% notes due May 24, 2023 issued by GE Capital UK (ISIN: XS0254673964) at £1,100.00; and

• £380,813,000, or 69.24%, of the £550 million outstanding 4.125% notes due Sept. 13, 2023 issued by GE Capital UK (ISIN: XS0971723233) at £1,075.00.

Those amounts exclude $1,086,000 of the 4.625% notes due 2021, $676,000 of the 5.3% notes due 2021, $808,000 of the 4.65% notes due 2021, $456,000 of the 3.15% notes due 2022, $1,697,000 of the 3.1% notes due 2023 and $150,000 of the floating-rate notes due March 2023 tendered under guaranteed delivery procedures, for which delivery of those notes must be made by 5 p.m. ET on May 18.

Each offer is subject to a financing condition. GE subsidiary GE Capital Funding, LLC priced new notes on May 6. Proceeds, which are expected to total $4,497,811,500, will be used to fund the tender offer. The new notes are expected to settle on May 18.

GE previously said that if the proceeds from the new notes are insufficient to purchase all of the tendered notes of a particular series, after taking into account notes of each series accepted for purchase with a higher acceptance priority level, then no notes of that series will be accepted for purchase. As a result, no series of notes accepted for purchase will be prorated.

According to Friday’s press release, the proceeds from the new offering are insufficient to pay for all of the tendered notes. GE has accepted for purchase all series with acceptance priority levels 1 through 6 and acceptance priority levels 12 and 13.

The new note proceeds are not enough to fund any and all of the notes having an acceptance priority level of 7. As a result, no series having an acceptance priority level equal to or lower than 7, with the exception of the series with acceptance priority levels 12 and 13, will be accepted for purchase.

Settlement is expected to be on May 19.

BofA Securities, Inc., Merrill Lynch International, Citigroup Global Markets Inc., Citigroup Global Markets Ltd., Credit Suisse Securities (USA) LLC, Credit Suisse Securities (Europe) Ltd., Goldman Sachs & Co. LLC and Goldman Sachs International are lead dealer managers, and Deutsche Bank Securities Inc., HSBC Bank plc, HSBC Securities (USA) Inc., Mizuho Securities USA LLC and SMBC Nikko Securities America, Inc. are co-dealer managers for the offer.

D.F. King & Co., Inc. (800 499-8541, 212 269-5550 or +44 20 7920 9700; ge@dfkingltd.com; http://www.dfking.com/ge) is the information and tender agent.

GE is a Boston-based conglomerate.

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