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Verizon announces expiration and final results of its tender offers for six series of debt securities

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Verizon Communications (NYSE, NASDAQ: VZ) announced the expiration and final results of its six separate tender offers to purchase debt securities. The offers expired on December 9, 2024. The total principal amount of Securities accepted for purchase by Verizon on both the Original Early Participation Date and Extended Early Participation Date is $3,313,991,000.

The company will settle all securities validly tendered after the Original Early Participation Date and at or prior to the Expiration Date on December 11, 2024. The Total Consideration includes an early participation payment of $50 per $1,000 principal amount of Securities, plus applicable accrued but unpaid interest.

Verizon Communications (NYSE, NASDAQ: VZ) ha annunciato la scadenza e i risultati finali delle sue sei distinte offerte di acquisto di titoli di debito. Le offerte sono scadute il 9 dicembre 2024. L'importo totale principale dei titoli accettati per l'acquisto da Verizon sia alla Data di Partecipazione Anticipata Originale che alla Data di Partecipazione Anticipata Estesa è di $3,313,991,000.

L'azienda liquidarà tutti i titoli validamente offerti dopo la Data di Partecipazione Anticipata Originale e entro o prima della Data di Scadenza del 11 dicembre 2024. Il Compenso Totale include un pagamento per la partecipazione anticipata di $50 per ogni $1,000 di importo principale dei titoli, più gli interessi maturati ma non pagati applicabili.

Verizon Communications (NYSE, NASDAQ: VZ) anunció la expiración y los resultados finales de sus seis ofertas de compra de valores de deuda. Las ofertas expiraron el 9 de diciembre de 2024. El monto total principal de los valores aceptados para compra por Verizon tanto en la Fecha de Participación Temprana Original como en la Fecha de Participación Temprana Extendida es de $3,313,991,000.

La compañía liquidará todos los valores válidamente ofrecidos después de la Fecha de Participación Temprana Original y en o antes de la Fecha de Expiración el 11 de diciembre de 2024. La Consideración Total incluye un pago por participación anticipada de $50 por cada $1,000 de monto principal de los valores, más los intereses acumulados pero no pagados aplicables.

버라이즌 커뮤니케이션즈 (NYSE, NASDAQ: VZ)는 채무 증권 구매를 위한 여섯 개의 별도 입찰 제안의 만료와 최종 결과를 발표했습니다. 제안은 2024년 12월 9일에 만료되었습니다. 버라이즌이 원래 조기 참여일과 연장된 조기 참여일 모두에서 구매를 승인한 증권의 총 원금 금액은 $3,313,991,000입니다.

회사는 원래 조기 참여일 이후 및 만료일인 2024년 12월 11일 이전에 유효하게 입찰된 모든 증권을 정산할 것입니다. 총 보상에는 증권의 원금 $1,000당 $50의 조기 참여 지급과 적용 가능한 미지급 이자가 포함됩니다.

Verizon Communications (NYSE, NASDAQ: VZ) a annoncé l'expiration et les résultats définitifs de ses six offres distinctes d'achat de titres de créance. Les offres ont expiré le 9 décembre 2024. Le montant total principal des titres acceptés à l'achat par Verizon à la fois à la Date de Participation Anticipée Originale et à la Date de Participation Anticipée Étendue s'élève à 3,313,991,000 $.

L'entreprise réglera tous les titres validement proposés après la Date de Participation Anticipée Originale et au plus tard à la Date d'Expiration le 11 décembre 2024. La Considération Totale comprend un paiement de participation anticipée de 50 $ par tranche de 1 000 $ de montant principal des titres, plus les intérêts courus mais non payés applicables.

Verizon Communications (NYSE, NASDAQ: VZ) hat das Ablaufdatum und die endgültigen Ergebnisse seiner sechs separaten Angebotsaufforderungen zum Kauf von Schuldverschreibungen bekannt gegeben. Die Angebote liefen am 9. Dezember 2024 aus. Der Gesamtbetrag der für den Kauf akzeptierten Wertpapiere von Verizon sowohl am ursprünglichen frühen Teilnahmedatum als auch am verlängerten frühen Teilnahmedatum beträgt $3,313,991,000.

Das Unternehmen wird alle gültig angebotenen Wertpapiere nach dem ursprünglichen frühen Teilnahmedatum und am oder vor dem Ablaufdatum am 11. Dezember 2024 abrechnen. Die Gesamtsumme umfasst eine frühzeitige Teilnahmezahlung von $50 pro $1,000 Nennbetrag der Wertpapiere sowie die anfallenden, aber nicht gezahlten Zinsen.

Positive
  • Successfully completed debt tender offers worth $3.31 billion, indicating strong financial management
  • All conditions for the offers were satisfied or waived, showing smooth execution
Negative
  • None.

Insights

Verizon's debt tender offers reflect a strategic financial management move to optimize its capital structure. The company successfully completed six separate tender offers for various debt securities, with a total accepted principal amount of $3.31 billion. The accepted securities include both fixed-rate notes ranging from 0.850% to 3.376% and floating-rate notes due in 2025 and 2026.

The pricing strategy appears favorable, with Total Consideration ranging from $963.47 to $1,012.50 per $1,000 principal amount, including a $50 early participation payment. This debt restructuring effort could potentially lower Verizon's interest expense and extend its debt maturity profile, though the immediate impact on the balance sheet will be modest given VZ's total debt load.

The tender offers' completion indicates strong execution of Verizon's liability management strategy. The transaction targeted near-term maturities (2025-2026), suggesting proactive management of upcoming debt obligations. The modest tender participation after the early participation date ($79.45 million additional principal amount) indicates that most interested holders participated early, likely due to the attractive early tender premium.

The offer yields, ranging from 4.286% to 4.602% for fixed-rate notes, reflect current market conditions and Verizon's credit quality. This transaction demonstrates VZ's continued access to capital markets and ability to manage its debt profile effectively, though it represents a relatively small portion of the company's overall debt structure.

NEW YORK, Dec. 10, 2024 (GLOBE NEWSWIRE) -- Verizon Communications Inc. (“Verizon”) (NYSE, NASDAQ: VZ) today announced the expiration and final results of its previously announced six separate offers to purchase for cash the outstanding series of debt securities (each a “Security” and collectively, the “Securities”) listed in the table below, on the terms and subject to the conditions set forth in the offer to purchase dated November 7, 2024 (as amended by Verizon’s press releases dated November 22, 2024, relating to the Offers (as defined below) (the “Prior Press Releases”), the “Offer to Purchase”).

Verizon refers to each offer to purchase a Security for cash as an “Offer” and all the offers to purchase the Securities, collectively as the “Offers.” 

As previously announced, Verizon settled all Securities validly tendered at or prior to the Original Early Participation Date (as defined in the Prior Press Releases) and accepted for purchase on November 26, 2024.

Verizon’s obligation to accept Securities tendered after the Original Early Participation Date and at or prior to the Expiration Date is subject to the terms and conditions described in the Offer to Purchase, including, among other things, the Acceptance Priority Procedures (as defined in the Offer to Purchase). 

The Offers expired at 5:00 p.m. (Eastern time) on December 9, 2024, which is also the Extended Early Participation Date (as defined in the Prior Press Releases) (the “Expiration Date”). All conditions applicable to the Offers as of the Expiration Date were deemed satisfied by Verizon, or were timely waived by Verizon.

The Securities validly tendered after the Original Early Participation Date and at or prior to the Expiration Date that have been accepted for purchase are indicated in the table below. Verizon will settle all such Securities on December 11, 2024 (the “Final Settlement Date”).

The table below indicates, among other things, with respect to each series of Securities validly tendered after the Original Early Participation Date and at or prior to the Expiration Date and accepted for purchase, (1) the aggregate principal amount of the Securities of each series tendered in each Offer, (2) the aggregate principal amount of the Securities of each series accepted in each Offer, (3) the Offer Yield (as defined below), as applicable and (4) the total consideration for each $1,000 principal amount of each series of Securities (the “Total Consideration”), as calculated at 10:00 a.m. (Eastern time) on November 22, 2024 (the “Price Determination Date”) in accordance with the terms of the Offer to Purchase:

Acceptance Priority LevelCUSIP/ISIN Number(s)Title of SecurityPrincipal Amount Outstanding(1)Principal Amount
Tendered After
the Original Early Participation Date
and Accepted for
Purchase on the
Extended Early
Participation Date

Offer Yield(2)
Total Consideration(3)
192343VEN0 /
92343VEB6 /
U9221AAY4
3.376% notes due 2025$1,287,477,000$3,627,0004.602%$997.24
292343VEP5Floating Rate notes due 2025$873,918,000$13,518,000N/A$1,010.00
392343VFS80.850% notes due 2025$1,232,569,000$4,047,0004.374%$966.44
492343VGG31.450% notes due 2026$1,653,140,000$10,587,0004.333%$963.47
592343VGE8Floating Rate notes due 2026$493,127,000$27,399,000N/A$1,012.50
692343VDD32.625% notes due 2026$1,776,821,000$20,273,0004.286%$972.71
  
(1)   As of the date of Verizon’s press release dated November 7, 2024 announcing the Offers (the “Launch Press Release”).
(2)   The “Offer Yield” is equal to the sum of (a) the applicable reference yield, as calculated by the lead dealer managers, that equates to the bid-side price of the applicable Reference U.S. Treasury Security (specified in the Offer to Purchase for such series of Securities) as quoted on the applicable Bloomberg reference page (specified in the Offer to Purchase for such series of Securities) as of 10:00 a.m. (Eastern time) on the Price Determination Date,plus(b) the Fixed Spread (as defined in the Launch Press Release) for the applicable series of Securities.
(3)   Payable per each $1,000 principal amount of each specified series of Securities validly tendered after the Original Early Participation Date and at or prior to the Expiration Date and accepted for purchase.
  

  
Because the aggregate Total Consideration of Securities validly tendered at or prior to the Expiration Date did not exceed the Waterfall Cap (as defined in the Offer to Purchase), Verizon has accepted for purchase all Securities that were validly tendered after the Original Early Participation Date and at or prior to the Expiration Date. The total principal amount of Securities accepted for purchase by Verizon on the Original Early Participation Date and the Extended Early Participation Date is $3,313,991,000.

The applicable Total Consideration that will be paid to holders of Securities (each, a “Holder” and collectively, “Holders”) on the Final Settlement Date for each series of Securities accepted for purchase includes an early participation payment of $50 per $1,000 principal amount of Securities, but does not include the applicable accrued but unpaid interest on each such series of Securities to, but not including, the Final Settlement Date (the “Accrued Coupon Payment”), which will be paid, in cash, in addition to the applicable Total Consideration.

Verizon has retained BofA Securities, Inc., Santander US Capital Markets LLC, SMBC Nikko Securities America, Inc. and TD Securities (USA) LLC to act as lead dealer managers for the Offers and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Academy Securities, Inc. and R. Seelaus & Co., LLC to act as co-dealer managers for the Offers. Questions regarding terms and conditions of the Offers should be directed to BofA Securities, Inc. at (980) 387-3907 (Collect) or (888) 292-0070 (Toll-Free), Santander US Capital Markets LLC at (212) 350-0660 (Collect) or (855) 404-3636 (Toll Free), SMBC Nikko Securities America, Inc. at (212) 224-5163 (Collect) or (888) 284-9760 (Toll Free), or TD Securities (USA) LLC at (212) 827-2842 (Collect) or (866) 584-2096 (Toll-Free).

Global Bondholder Services Corporation is acting as the tender agent for the Offers. Questions or requests for assistance related to the Offers or for additional copies of the Offer to Purchase may be directed to Global Bondholder Services Corporation at (855) 654-2015 (toll free) or (212) 430-3774 (collect). You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offers.

This announcement is for informational purposes only. This announcement is not an offer to purchase or a solicitation of an offer to sell any Securities. The Offers are being made solely pursuant to the Offer to Purchase. The Offers are not being made to Holders in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Offers to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of Verizon by the dealer managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

This communication and any other documents or materials relating to the Offers have not been approved by an authorized person for the purposes of Section 21 of the Financial Services and Markets Act 2000, as amended (the “FSMA”). Accordingly, this announcement is not being distributed to, and must not be passed on to, persons within the United Kingdom save in circumstances where section 21(1) of the FSMA does not apply. Accordingly, this communication is only addressed to and directed at (i) persons who are outside the United Kingdom, or (ii) persons falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Financial Promotion Order”)), or (iii) within Article 43 of the Financial Promotion Order, or (iv) high net worth companies and other persons to whom it may lawfully be communicated falling within Article 49(2)(a) to (d) of the Financial Promotion Order (such persons together being “relevant persons”). Any person who is not a relevant person should not act or rely on any document relating to the Offers or any of their contents.

This communication and any other documents or materials relating to the Offers are only addressed to and directed at persons in member states of the European Economic Area (the “EEA”), who are “Qualified Investors” within the meaning of Article 2(1)(e) of Regulation (EU) 2017/1129. The Offers are only available to Qualified Investors. None of the information in the Offer to Purchase and any other documents and materials relating to the Offers should be acted upon or relied upon in any member state of the EEA by persons who are not Qualified Investors.

Each Holder participating in the Offers has given certain representations in respect of the jurisdictions referred to above and generally as set out herein. Any tender of Securities for purchase pursuant to the Offers from a Holder that is unable to make these representations is not valid. Each of Verizon, the dealer managers and the tender agent reserves the right, in its absolute discretion, to investigate, in relation to any tender of Securities for purchase pursuant to the Offers, whether any such representation given by a Holder is correct and, if such investigation is undertaken and as a result Verizon determines (for any reason) that such representation is not correct, such tender is not valid.

Cautionary statement regarding forward-looking statements
In this communication Verizon has made forward-looking statements. These forward-looking statements are not historical facts, but only predictions and generally can be identified by use of statements that include phrases such as “will,” “may,” “should,” “continue,” “anticipate,” “believe,” “expect,” “plan,” “appear,” “project,” “estimate,” “hope,” “intend,” “target,” “forecast,” or other words or phrases of similar import. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those currently anticipated, including those discussed in the Offer to Purchase under the heading “Risk Factors” and under similar headings in other documents that are incorporated by reference in the Offer to Purchase. Holders are urged to consider these risks and uncertainties carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements included in this press release are made only as of the date of this press release, and Verizon undertakes no obligation to update publicly these forward-looking statements to reflect new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events might or might not occur. Verizon cannot assure you that projected results or events will be achieved.

Media contact:                            

Katie Magnotta
201-602-9235
katie.magnotta@verizon.com


FAQ

When did Verizon's (VZ) debt tender offers expire?

Verizon's debt tender offers expired at 5:00 p.m. (Eastern time) on December 9, 2024.

What is the total amount of securities Verizon (VZ) accepted in the tender offers?

Verizon accepted a total principal amount of $3,313,991,000 in securities across both the Original Early Participation Date and Extended Early Participation Date.

When is the Final Settlement Date for Verizon's (VZ) tender offers?

The Final Settlement Date for Verizon's tender offers is December 11, 2024.

What early participation payment did Verizon (VZ) offer in the tender offers?

Verizon offered an early participation payment of $50 per $1,000 principal amount of Securities.

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