Verizon Communications begins tender offers for up to $1.5 billion of notes in 14 series

By Wendy Van Sickle

Columbus, Ohio, July 25 – Verizon Communications Inc. began separate cash tender offers to repurchase up to a total of $1.5 billion of its notes from 14 series, according to a press release.

The series are divided into two sets, with 10 series comprising the group 1 notes and four series comprising the group 2 notes. Verizon will repurchase up to $750 million of notes from each group, using a waterfall method to accept notes on a priority basis.

Group 1 notes

The group 1 notes, listed in order of acceptance priority, include the following:

• $453,209,000 floating-rate notes due 2024 (Cusip: 92343VGD0), with pricing fixed at a total consideration of $1,003 per $1,000 principal amount;

• $1,788,800,000 floating-rate notes due 2025 (Cusip: 92343VEP5), with pricing fixed at a total consideration of $1,017 per $1,000 principal amount;

• $750 million floating-rate notes due 2026 (Cusip: 92343VGE8), with pricing fixed at a total consideration of $1,010 per $1,000 principal amount;

• $249,838,000 6.94% debentures due 2028 (Cusip: 362320BA0), with pricing to be set using the 4.125% Treasury note due July 31, 2028 plus 125 basis points;

• $562,561,000 7.75% notes due 2030 (Cusips: 92344GAM8, 92344GAC0), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 130 bps;

• $354,154,000 6.4% notes due 2033 (Cusip: 92343VBS2), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 150 bps;

• $420,213,000 5.85% notes due 2035 (Cusip: 92344GAX4), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 155 bps;

• $101,014,000 7.875% notes due 2032 (Cusip: 92343VEM2), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 160 bps;

• $106,807,000 7.75% notes due 2032 (Cusip: 92344GAS5), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 160 bps; and

• $104,993,000 6.8% notes due 2029 (Cusip: 92343VEK6), with pricing to be set using the 4.125% Treasury note due July 31, 2028 plus 135 bps.

Group 2 notes

The group 2 notes, listed in order of acceptance priority, include the following:

• $173,192,000 5.05% notes due 2034 (Cusip: 92343VBZ6), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 157 bps;

• $1,822,407,000 4.272% notes due 2036 (Cusip: 92343VCV4), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 149 bps;

• $4.25 billion 2.55% notes due 2031 (Cusip: 92343VBGJ7), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 132 bps; and

• $4,199,647,000 4.329% notes due 2028 (Cusip: 92343VER1), with pricing to be set using the 3.375% Treasury note due May 15, 2033 plus 97 bps.

The 2.55% notes due 2031 are subject to a $400 million subcap.

For each series, the total consideration will include an early tender premium of $50 per $1,000 of notes tendered by the early deadline, 5 p.m. ET on Aug. 7.

Tenders may be withdrawn until that time.

The offers will expire at 5 p.m. ET on Aug. 22.

Pricing will take place at 9 a.m. ET on Aug. 8.

Goldman Sachs & Co. LLC (800 828-3182, 212 357-1452), J.P. Morgan Securities LLC (866 834-4666, 212 834-4045), Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) and SMBC Nikko Securities America, Inc. (888 284-9760, 212 224-5163) are the lead dealer managers for the offers.

CastleOak Securities, LP, Loop Capital Markets LLC, Samuel A. Ramirez & Co., Inc. and Siebert Williams Shank & Co., LLC are co-dealer managers.

Global Bondholders Services Corp. (855 654-3774 or 212 430-3774) is the information agent for the offers.

Verizon is a New York City-based telecommunications company.

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