New Issue: Elevance Health sells $1.8 billion of senior notes in three tranches

By Wendy Van Sickle

Columbus, Ohio, Oct. 26 – Elevance Health, Inc. priced $1.8 billion of fixed-rate senior notes (Baa2/A/BBB) in three tranches on Wednesday, according to an FWP filed with the Securities and Exchange Commission.

The company sold $400 million of 5.35% three-year notes at a spread of Treasuries plus 95 basis points. These notes priced at 99.974 to yield 5.361%.

Elevance additionally priced $650 million of 5.5% 10-year notes with a 155 bps spread over Treasuries. These notes priced at 99.384 to yield 5.582%.

Also, Elevance sold $750 million of 6.1% 30-year notes at a spread of 190 bps over Treasuries. These notes priced at 99.991 to yield 6.101%.

Each tranche will feature a make-whole call followed by a par call.

The notes also have change-of-control puts at 101.

BofA Securities, Inc., Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC, PNC Capital Markets LLC and Wells Fargo Securities, LLC are the joint bookrunning managers for the offering.

Proceeds will be used for working capital and for general corporate purposes, including funding of acquisitions, repayment of short-term and long-term debt, and repurchase of common stock under the company’s share repurchase program.

Formerly known as Anthem, Inc., Indianapolis-based Elevance is a health benefits company.

Issuer:	Elevance Health, Inc.
Amount:	$1.8 billion
Issue:	Senior notes
Bookrunners:	BofA Securities, Inc., Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC, PNC Capital Markets LLC and Wells Fargo Securities, LLC
Senior co-managers:	Barclays, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc.
Junior co-managers:	BNY Mellon Capital Markets, LLC. and Huntington Securities, Inc.
Trustee:	Bank of New York Mellon Trust Co., NA
Counsel to issuer:	Hogan Lovells US LLP with assistance on Indiana law from Faegre Drinker Biddle & Reath LLP
Counsel to underwriters:	Davis Polk & Wardwell LLP
Change-of-control put:	At 101
Pricing date:	Oct. 26
Settlement date:	Nov. 4
Ratings:	Moody’s: Baa2
	S&P: A
	Fitch: BBB
Distribution:	SEC registered
Notes due 2025
Amount:	$400 million
Maturity:	Oct. 15, 2025
Coupon:	5.35%
Price:	99.974
Yield:	5.361%
Spread:	Treasuries plus 95 bps
Call feature:	Make-whole call at Treasuries plus 15 bps prior to Sept. 15, 2025, then a par call
Cusip:	036752AV5
Notes due 2032
Amount:	$650 million
Maturity:	Oct. 15, 2032
Coupon:	5.5%
Price:	99.384
Yield:	5.582%
Spread:	Treasuries plus 155 bps
Call feature:	Make-whole call at Treasuries plus 25 bps prior to July 15, 2032, then a par call
Cusip:	036752AW3
Notes due 2052
Amount:	$750 million
Maturity:	Oct. 15, 2052
Coupon:	6.1%
Price:	99.991
Yield:	6.101%
Spread:	Treasuries plus 190 bps
Call feature:	Make-whole call at Treasuries plus 30 bps prior to April 15, 2052, then a par call
Cusip:	036752AX1

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