Viacom gets tenders for $2.5 billion of 12 series of notes; cap lifted

By Susanna Moon

Chicago, June 2 – Viacom Inc. said investors had tendered about $2.5 billion of notes in the capped offer for 12 series as of 5 p.m. ET on June 1, the early tender date.

The company began tendering for up to $750 million of the notes on May 18 and then on Friday increased the cap to $1 billion.

The total purchase price excludes accrued interest and fees and expenses.

The breakdown for the early tender results is as follows with the notes listed in order of priority of acceptance:

• $257.91 million of the $400 million 2.75% senior notes due 2019. Pricing will be based on the 1.25% Treasury due April 30, 2019 plus 80 basis points. The 2.75% notes, along with the 5.625% notes due 2019, have a sub-cap of $150 million;

• $201,688,000 of the $550 million 5.625% senior notes due 2019. Pricing will be based on the 1.25% Treasury due April 30, 2019 plus 80 bps. The 5.625% notes, along with the 2.75% notes due 2019, have a sub-cap of $150 million;

• $145,925,000 of the $250 million 4.5% senior debentures due 2042. Pricing will be based on the 3% Treasury due Feb. 15, 2047 plus 230 bps;

• $212,732,000 of the $250 million 4.875% senior debentures due 2043. Pricing will be based on the 3% Treasury due Feb. 15, 2047 plus 230 bps;

• $305,965,000 of the $900 million 3.45% senior notes due 2026. Pricing will be based on the 2.375% Treasury due May 15, 2027 plus 165 bps;

• $210,377,000 of the $400 million 2.25% senior notes due 2022. Pricing will be based on the 1.875% Treasury due April 30, 2022 plus 100 bps;

• $351,579,000 of the $600 million 4.85% senior debentures due 2034. Pricing will be based on the 3% Treasury due Feb. 15, 2047 plus 200 bps;

• $113,655,000 of the $300 million 3.25% senior notes due 2023. Pricing will be based on the 1.875% Treasury due April 30, 2022 plus 150 bps;

• $248,551,000 of the $550 million 5.25% senior debentures due 2044. Pricing will be based on the 3% Treasury due Feb. 15, 2047 plus 230 bps;

• $100,766,000 of the $300 million 3.125% senior notes due 2022. Pricing will be based on the 1.875% Treasury due April 30, 2022 plus 120 bps;

• $158,074,000 of the $550 million 3.875% senior notes due 2024. Pricing will be based on the 2.375% Treasury due May 15, 2027 plus 145 bps; and

• $220,334,000 of the $1.25 billion 4.25% senior notes due 2023. Pricing will be based on the 1.875% Treasury due April 30, 2022 plus 165 bps.

The maximum purchase price will be $150 million for the 2.75% notes due 2019 and 5.625% notes due 2019, the release noted on Friday.

All the prices to be calculated using the pricing formula include an early tender premium of $30.00 per $1,000 principal amount that will only be paid to those holders who tender by 5 p.m. ET on June 1.

The tender will continue until 11:59 p.m. ET on June 15.

Pricing was scheduled for 2 p.m. ET on June 2.

Viacom will also pay accrued interest up to but excluding the settlement date.

For early tenders, settlement is planned for June 5. Final settlement will be on June 16.

Securities will be accepted for purchase in order of priority and all securities tendered before the early deadline will be accepted ahead of those tendered afterwards.

Citigroup Global Markets Inc. (212 723-6106 or 800 558-3745), Deutsche Bank Securities Inc. at (212 250-2955 or 866 627-0391) and Wells Fargo Securities, LLC (704 410-4760 or 866 309-6316) are dealer managers.

Global Bondholder Services Corp. (866 470-3900, 212 430-3774 or contact@gbsc-usa.com) is information agent and tender agent.

Viacom is a New York-based media company.

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