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Verizon announces pricing terms of its private exchange offers for 10 series of notes and related tender offers open to certain investors
Globenewswire· 2025-06-18 18:25
Core Viewpoint - Verizon Communications Inc. has announced the pricing terms for two related transactions involving the repurchase of 10 series of its outstanding notes through Exchange Offers and Cash Offers [1][2]. Exchange Offers - The Exchange Offers consist of 10 separate private offers to exchange outstanding series of notes for newly issued debt securities, referred to as New Notes [3][4]. - The Exchange Offers will expire at 5:00 p.m. (Eastern time) on June 18, 2025, with a settlement date expected on June 25, 2025 [4][9]. - Eligible holders must complete an Eligibility Letter to participate, certifying their status as either a qualified institutional buyer or a non-U.S. qualified offeree [3][4]. - The Total Exchange Price for each series of Old Notes will be based on the fixed spread and yield of the specified Reference U.S. Treasury Security as of the Price Determination Date [11][12]. - Verizon will accept Old Notes for exchange using a "waterfall" methodology, subject to a maximum aggregate principal amount of New Notes capped at $2.5 billion [10][12]. Cash Offers - The Cash Offers consist of 10 separate offers to purchase Old Notes for cash, available only to holders who are not Exchange Offer Eligible Holders [22][23]. - Similar to the Exchange Offers, the Cash Offers will expire at 5:00 p.m. (Eastern time) on June 18, 2025, with a settlement date expected on June 25, 2025 [24][29]. - The Total Consideration for each series of Old Notes will be determined based on the yield corresponding to the bid side price of the applicable Reference U.S. Treasury Security [25][31]. - Verizon's obligation to complete a Cash Offer is conditioned on the Maximum Total Consideration Amount not exceeding $300 million [34][35]. New Notes - The New Notes will mature on July 2, 2037, with a coupon rate of 5.401% based on the Reference U.S. Treasury Security [14][15]. - Verizon will not complete the Exchange Offers if the aggregate principal amount of New Notes issued would be less than $750 million [15][16]. Additional Information - Global Bondholder Services Corporation is acting as the Information Agent and Exchange Agent for the Exchange Offers, and as the Tender Agent for the Cash Offers [21][39]. - Holders are advised to check with their intermediaries regarding submission deadlines for participation in the Offers [41].
Verizon announces private exchange offers for 10 series of notes and related tender offers open to certain investors
Globenewswire· 2025-06-12 13:02
NEW YORK, June 12, 2025 (GLOBE NEWSWIRE) -- Verizon Communications Inc. (“Verizon”) (NYSE, Nasdaq: VZ) today announced the commencement of two related transactions to repurchase 10 series of its outstanding notes listed in the tables below. Exchange Offers The first transaction consists of 10 separate private offers to exchange (the “Exchange Offers”) any and all of the outstanding series of notes listed in the table below (collectively, the “Old Notes”) in exchange for newly issued debt securities of Veriz ...
Republic of Iceland launches cash tender offer
Globenewswire· 2025-05-19 08:20
19 May 2025. The Republic of Iceland (the "Offeror") announces today an invitation (such invitation, the "Offer") to holders of its €500,000,000 0.625 per cent. Notes due 3 June 2026 (ISIN: XS2015295814) (of which €500,000,000 in aggregate nominal amount is outstanding as at the date hereof) (the "Notes") to tender their Notes for purchase by the Offeror for cash. The Offer is being made on the terms and subject to the conditions contained in the tender offer memorandum dated 19 May 2025 (the "Tender Offer ...
Thomson Reuters Announces Final Results of Exchange Offers and Consent Solicitations and Intention to File Replacement Base Shelf Prospectus
Prnewswire· 2025-03-17 23:19
Core Viewpoint - Thomson Reuters is optimizing its capital structure through an exchange offer for certain series of notes, allowing existing holders to exchange Old Notes for New Notes with similar financial terms and covenants [2][3]. Group 1: Exchange Offer Details - The exchange offers for Old Notes expired on March 17, 2025, at 5:00 p.m. New York City time [1]. - The settlement date for the exchange offers is expected to be around March 20, 2025 [2]. - The aggregate principal amounts of Old Notes tendered for exchange include: - 3.350% Notes due 2026: $440,886,000 (88.18% of $500,000,000) - 5.850% Notes due 2040: $453,011,000 (90.60% of $500,000,000) - 4.500% Notes due 2043: $84,325,000 (70.83% of $119,045,000) - 5.650% Notes due 2043: $336,869,000 (96.25% of $350,000,000) - 5.500% Debentures due 2035: $373,209,000 (93.30% of $400,000,000) [3]. Group 2: Financial Structure and Guarantees - The New Notes will be guaranteed by Thomson Reuters Corporation and certain wholly-owned subsidiaries [7]. - The exchange offers are part of a strategy to align revenue generation with indebtedness [2]. - A new base shelf prospectus will be filed to reflect the guarantees and updates related to the exchange offers [7]. Group 3: Contact Information - J.P. Morgan is the lead dealer manager for the exchange offers, with RBC Capital Markets serving as co-dealer manager [4]. - D.F. King & Co., Inc. acts as the exchange agent and information agent for the exchange offers [5].