Verizon gives pricing, upsizes cap at oversubscribed early deadline

Chicago, Nov. 9 – Verizon Communications Inc. announced the early participation results and pricing for its capped waterfall tender offer for 15 series of notes, according to a press release on Tuesday.

The company was offering to buy up to a total cash amount of $4 billion of the notes (excluding interest), but it has increased the cap to about $4.8 billion so that it can accept all of the notes tendered from the first four series.

No notes after priority level four will be accepted for purchase.

Because the offer is oversubscribed and the cap has already been lifted, no notes will be accepted for purchase after the early deadline.

There will not be a final settlement date.

The four series of notes accepted for purchase with the calculated total considerations are the following:

• $294,851,000, or 26.28%, tendered of the $1,121,969,000 of 5.012% notes due 2054 (Cusip: 92343VCM4) with pricing based on the 2.375% Treasury note due May 15, 2051 plus 115 basis points for a total consideration of $1,425.66 per $1,000 note;

• $836,185,000, or 49.54%, tendered of the $1,687,975,000 of 4.672% notes due 2055 (Cusip: 92343VCZ5) with pricing based on the 2.375% Treasury note due May 15, 2051 plus 118 bps for a total consideration of $1,350.56 per $1,000 note;

• $320,019,000, or 30.65%, tendered of the $1,044,017,000 of 5.012% notes due 2049 (Cusip: 92343VDS0) with pricing based on the 2.375% Treasury note due May 15, 2051 plus 110 bps for a total consideration of $1,392.71 per $1,000 note; and

• $2,235,116,000, or 61.08%, tendered of the $3,659,599,000 of 4.522% notes due 2048 (Cusip: 92343VCX0) with pricing based on the 2.375% Treasury note due May 15, 2051 plus 110 bps for a total consideration of $1,296.44 per $1,000 note.

Verizon also received tenders for the following notes but will not accept any of these notes for purchase:

• $1,576,705,000, or 44.97%, tendered of the $3,505,989,000 of 4.862% notes due 2046 (Cusip: 92343VCK8) with pricing to have been based on the 2.375% Treasury note due May 15, 2051 plus 109 bps;

• $113,787,000, or 20.10%, tendered of the $566,109,000 of 5.5% notes due 2047 (Cusip: 92343VDV3) with pricing to have been based on the 2.375% Treasury note due May 15, 2051 plus 111 bps;

• $54,617,000, or 6.78%, tendered of the $805,189,000 of 6.55% notes due 2043 (Cusip: 92343VBT0) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 125 bps;

• $254,705,000, or 41.48%, tendered of the $614,071,000 of 4.75% notes due 2041 (Cusip: 92343VBE3) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 111 bps;

• $478,889,000, or 53.66%, tendered of the $892,453,000 of 3.85% notes due 2042 (Cusip: 92343VBG8) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 103 bps;

• $84,723,000, or 30.63%, tendered of the $276,645,000 of 6.4% notes due 2038 (Cusip: 92343VAK0) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 115 bps;

• $21,611,000, or 7.86%, tendered of the $274,853,000 of 6.25% notes due 2037 (Cusip: 92343VAF1) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 115 bps;

• $408,337,000, or 30.25%, tendered of the $1,349,758,000 of 5.25% notes due 2037 (Cusip: 92343VDU5) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 78 bps;

• $585,311,000, or 40.79%, tendered of the $1,434,838,000 of 4.812% notes due 2039 (Cusip: 92343VDR2) with pricing to have been based on the 1.75% Treasury note due Aug. 15, 2041 plus 95 bps;

• $24,236,000, or 5.67%, tendered of the $427,379,000 of 5.85% notes due 2035 (Cusip: 92344GAX4) with pricing to have been based on the 1.25% Treasury note due Aug. 15, 2031 plus 132 bps; and

• $374,909,000, or 14.66%, tendered of the $2,556,699,000 of 4.272% notes due 2036 (Cusip: 92343VCV4) with pricing to have been based on the 1.25% Treasury note due Aug. 15, 2031 plus 125 bps.

In each case, there is a $50 early participation premium payable in the total consideration for noteholders tendering by the early deadline.

Early settlement is expected on Nov. 10.

Pricing was determined at 9 a.m. ET on Nov. 9.

The offer was set to expire at 5 p.m. ET on Nov. 24.

BNP Paribas Securities Corp. (888 210-4358 or 212 841-3059), Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106), Goldman Sachs & Co. LLC (800 828-3182 or 212 357-1452) and Wells Fargo Securities, LLC (866 309-6316 or 704 410-4756) are acting as lead dealer managers for the offers.

Acting as co-dealer managers are Loop Capital Markets LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., CastleOak Securities, L.P., MFR Securities, Inc. and Tigress Financial Partners, LLC.

Global Bondholder Services Corp. (866 470-3800 or 212 430-3774) is the information agent and tender agent.

Verizon is a New York-based telecommunications company.

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