GE sees early tenders for $9.3 billion, £629 million, €865 million notes, sets yields

By Marisa Wong

Los Angeles, Nov. 23 – GE announced early participation results of its Nov. 8 offer to purchase, for its own account, including as successor of General Electric Capital Corp. and General Electric Capital Services, Inc., and on behalf of subsidiaries GE Capital International Funding Co. Unlimited Co. (formerly GE Capital International Funding Co.), GE Capital European Funding Unlimited Co. (formerly GE Capital European Funding), GE Capital UK Funding Unlimited Co. (formerly GE Capital UK Funding), GE Capital Funding, LLC and Security Capital Group Inc., securities from 38 series for cash, up to a $7 billion aggregate purchase price.

As of 5 p.m. ET on Nov. 22, the early participation date, holders had tendered $9.3 billion, £629 million and €865 million of securities, according to a Wednesday press release.

Specifically, holders had tendered the following securities, with the series listed in order of acceptance priority level:

• $5,833,124,000 of the $6,962,918,000 outstanding 4.418% notes due Nov. 15, 2035 (ISINs: US36164NFH35, US36164PFH82, US36164QNA21) issued by GE Capital International, with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 135 basis points;

• $1,128,397,000 of the $2,452,263,000 outstanding 6.75% notes due March 15, 2032 (ISIN: US36962GXZ26) issued by General Electric Capital Corp., with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 120 bps;

• $607,357,000 of the $750 million outstanding 4.55% notes due May 15, 2032 (ISIN: US36166NAK90) issued by GE Capital Funding, with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 125 bps;

• $112.84 million of the $210,896,000 outstanding 7.5% notes due Aug. 21, 2035 (ISIN: US36959CAA62) issued by General Electric Capital Services, with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 150 bps;

• $59,583,000 of the $258,346,000 outstanding 6.15% notes due Aug. 7, 2037 (ISIN: US36962G3A02) issued by General Electric Capital Corp., with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 155 bps;

• $291,753,000 of the $853,448,000 outstanding 5.875% notes due Jan. 14, 2038 (ISIN: US36962G3P70) issued by General Electric Capital Corp., with pricing to be calculated using the 4.06% reference yield of the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 130 bps;

• $269,166,000 of the $732,225,000 outstanding 6.875% notes due Jan. 10, 2039 (ISIN: US36962G4B75), issued by General Electric Capital Corp., with pricing to be calculated using the 4.06% reference yield of the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 145 bps;

• €122,639,000 of the €484,697,000 outstanding 6.025% notes due March 1, 2038 (ISIN: XS0350890470) issued by GE Capital European, with pricing to be calculated using the 2.642% reference yield of the interpolated rate and a fixed spread of 105 bps;

• £31.3 million of the £80,222,000 outstanding notes due Jan. 14, 2039 (ISIN: XS0408304995) issued by GE Capital UK, with pricing to be calculated using the 3.346% reference yield of the 1.125% U.K. Treasury due Jan. 31, 2039 and a fixed spread of 225 bps;

• $24,107,000 of the $143,379,000 outstanding notes due June 15, 2028 (ISIN: US81413PAG00) issued by Security Capital, with pricing to be calculated using the 3.964% reference yield of the 4.125% U.S. Treasury due Oct. 31, 2027 and a fixed spread of 115 bps;

• $164,802,000 of the $532,813,000 outstanding notes due March 11, 2044 (ISIN: US369604BH58) issued by GE, with pricing to be calculated using the 4.06% reference yield of the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 125 bps;

• $1,072,000 of the $81,107,000 outstanding notes due Dec. 1, 2027 (ISIN: US869049AE62) issued by Security Capital, with pricing to be calculated using the 3.964% reference yield of the 4.125% U.S. Treasury due Oct. 31, 2027 and a fixed spread of 105 bps;

• $111,496,000 of the $438,866,000 outstanding notes due May 1, 2050 (ISIN: US369604BY81) issued by GE, with pricing to be calculated using the 3.848% reference yield of the 2.875% U.S. Treasury due May 15, 2052 and a fixed spread of 140 bps;

• £16.86 million of the £17,564,000 outstanding notes due Sept. 16, 2031 (ISIN: XS0154681737) issued by General Electric Capital Corp., with pricing to be calculated using the 3.047% reference yield of the 0.25% U.K. Treasury due July 31, 2031 and a fixed spread of 185 bps;

• £24,793,000 of the £46,474,000 outstanding notes due Dec. 18, 2040 (ISIN: XS0182703743) issued by General Electric Capital Corp., with pricing to be calculated using the 3.368% reference yield of the 4.25% U.K. Treasury due Dec. 7, 2040 and a fixed spread of 230 bps;

• $28,961,000 of the $127,996,000 outstanding notes due May 15, 2027 (ISIN: US36166NAH61) issued by GE Capital Funding, with pricing to be calculated using the 3.964% reference yield of the 4.125% U.S. Treasury due Oct. 31, 2027 and a fixed spread of 100 bps;

• $26,373,000 of the $82,635,000 outstanding notes due May 1, 2040 (ISIN: US369604BX09) issued by GE, with pricing to be calculated using the 4.06% reference yield of the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 125 bps;

• €299.03 million of the €750 million outstanding notes due Sept. 19, 2035 (ISIN: XS0229567440) issued by General Electric Capital Corp., with pricing to be calculated using the 2.67% yield of the September 2035 interpolated rate and a fixed spread of 65 bps;

• $16,485,000 of the $249,604,000 outstanding notes due Oct. 9, 2042 (ISIN: US369604BF92) issued by GE, with pricing to be calculated using the 4.06% reference yield of the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 125 bps;

• $37,936,000 of the $94.48 million outstanding notes due May 15, 2030 (ISIN: US36166NAJ28) issued by GE Capital Funding, with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 120 bps;

• $147,688,000 of the $297,434,000 outstanding notes due May 15, 2025 (ISIN: US36166NAG88) issued by GE Capital Funding, with pricing to be calculated using the 4.263% reference yield of the 4.25% U.S. Treasury due Oct. 15, 2025 and a fixed spread of 65 bps;

• $41,351,000 of the $197,655,000 outstanding notes due May 1, 2030 (ISIN: US369604BW26) issued by GE, with pricing to be calculated using the 3.751% reference yield of the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 120 bps;

• $66,327,000 of the $179,937,000 outstanding notes due May 1, 2027 (ISIN: US369604BV43) issued by GE, with pricing to be calculated using the 3.964% reference yield of the 4.125% U.S. Treasury due Oct. 31, 2027 and a fixed spread of 100 bps;

• £87,974,000 of the £231,637,000 outstanding notes due Sept. 18, 2037 (ISIN: XS0229561831) issued by General Electric Capital Corp., with pricing to be calculated using the 3.334% reference yield of the 1.75% U.K. Treasury due Sept. 7, 2037 and a fixed spread of 205 bps;

• $41,516,000 of the $285,787,000 outstanding notes due Aug. 15, 2036 (ISIN: US36962GX743) issued by General Electric Capital Corp., for a total consideration of $827.50 per $1,000 principal amount;

• $174.7 million of the $901,687,000 outstanding notes due May 5, 2026 (ISIN: US36962GW752) issued by General Electric Capital Corp., for a total consideration of $966.25 per $1,000 principal amount;

• $98,442,000 of the $321,939,000 outstanding notes due Nov. 15, 2025 (ISINs: US36164NFG51, US36164PFG00, US36164Q6M56) issued by GE Capital International, with pricing to be calculated using the 4.263% reference yield of the 4.25% U.S. Treasury due Oct. 15, 2025 and a fixed spread of 65 bps;

• $17,328,000 of the $35,589,000 outstanding notes due Jan. 5, 2026 (ISIN: US36962GT956) issued by General Electric Capital Corp., with pricing to be calculated using the 3.964% reference yield of the 4.125% U.S. Treasury due Oct. 31, 2027 and a fixed spread of 95 bps;

• £54,952,000 of the £91,919,000 outstanding notes due Dec. 7, 2028 (ISIN: XS0096298822) issued by General Electric Capital Corp., with pricing to be calculated using the 3.109% reference yield of the 1.625% U.K. Treasury due Oct. 22, 2028 and a fixed spread of 190 bps;

• €86,092,000 of the €290 million outstanding notes due Aug. 23, 2032 (ISIN: XS0816246077) issued by GE Capital European, with pricing to be calculated using the 2.654% reference yield of the August 2032 interpolated rate and a fixed spread of 75 bps;

• £403,237,000 of the £650 million outstanding notes due Jan. 18, 2033 (ISIN: XS0340495216) issued by GE Capital UK, with pricing to be calculated using the 3.161% reference yield of the 0.875% U.K. Treasury due July 31, 2033 and a fixed spread of 165 bps;

• €42,572,000 of the €560.23 million outstanding notes due May 17, 2037 (ISIN: XS1612543394) issued by General Electric Capital Corp., with pricing to be calculated using the 2.656% reference yield of the May 2037 interpolated rate and a fixed spread of 70 bps;

• £10,281,000 of the £52,302,000 outstanding notes due May 5, 2038 (ISIN: XS0361336356) issued by GE Capital UK, with pricing to be calculated using the 3.348% reference yield of the 4.75% U.K. Treasury due Dec. 7, 2038 and a fixed spread of 220 bps;

• €77,052,000 of the €466,901,000 outstanding notes due May 28, 2027 (ISIN: XS1238902057) issued by GE, with pricing to be calculated using the 2.71% reference yield of the May 2027 interpolated rate and a fixed spread of 30 bps;

• €40,991,000 of the €969,116,000 outstanding notes due May 17, 2029 (ISIN: XS1612543121) issued by GE, with pricing to be calculated using the 2.659% reference yield of the May 2029 interpolated rate and a fixed spread of 35 bps;

• €2.35 million of the €104,411,000 outstanding notes due June 29, 2029 (ISIN: XS0223460592) issued by GE Capital European, for a total consideration of €977.50 per €1,000 principal amount;

• €132,866,000 of the €772,822,000 outstanding notes due May 17, 2025 (ISIN: XS1612542826) issued by GE, with pricing to be calculated using the 2.84% reference yield of the May 2025 interpolated rate and a fixed spread of 0 bps; and

• €61.2 million of the €279.8 million outstanding notes due Feb. 22, 2027 (ISIN: XS0288429532) issued by GE Capital European, with pricing to be calculated using the 2.72% reference yield of the February 2027 interpolated rate and a fixed spread of 25 bps.

The reference yields were determined at 10 a.m. ET on Nov. 23.

The total consideration includes an early participation amount of $50, £50 or €50 per $1,000, £1,000 or €1,000 principal amount, respectively. The early participation amount is payable to holders who tendered their notes by the early participation date.

Holders will also receive accrued interest.

Tenders may no longer be withdrawn.

Early settlement, if GE chooses it, will occur after the early participation date and before the final payment date.

The offer expires at 11:59 p.m. ET on Dec. 7.

Final settlement is slated for Dec. 8.

The offer is subject to a financing condition.

The purpose of the offer is to purchase some outstanding debt and to reduce GE’s leverage consistent with its previously announced plans. Securities that are accepted in the offer will be purchased, retired and canceled.

BofA Securities (888 292-0070 or 980 683-3215), Merrill Lynch International (+44 20 7996 5420) and Morgan Stanley & Co. LLC (800 624-1808 or 212 761-1057) are global coordinators and, along with BNP Paribas Securities Corp., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and Goldman Sachs International, lead dealer managers for the tender offer.

Deutsche Bank Securities Inc., Deutsche Bank AG, London Branch, HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc. and SMBC Nikko Securities America, Inc. are senior co-dealer managers, and Blaylock Van, LLC and Mischler Financial Group, Inc. are co-dealer managers.

D.F. King (800 714-3312, 212 269-5550, +44 20 7920 9700; ge@dfking.com) is the information and tender agent.

GE is a Boston-based conglomerate.

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