New Issue: Discovery Communications details $6.3 billion six-tranche notes issue

By Devika Patel

Knoxville, Tenn., Sept. 8 – Discovery Communications, LLC (Baa3/BBB-/BBB-) offered further details about a $6.3 billion sale of senior notes that priced in six parts on Thursday, according to an FWP filed with the Securities and Exchange Commission.

The company priced $400 million of two-year floaters at Libor plus 71 basis points. These notes priced at par.

A $500 million tranche of 2.2% two-year fixed-rate notes was priced with a spread of 95 basis points over Treasuries. The notes sold at 99.961 to yield 2.22%.

Discovery Communications priced $1.2 billion of 2.95% notes due March 20, 2023 at a Treasuries plus 135 bps spread. The notes sold at 99.874 to yield 2.975%.

The company sold $1.7 billion of 3.95% notes due March 20, 2028 with a 195 bps over Treasuries spread. The tranche priced at 99.643 to yield 3.992%.

In the 20-year tranche, the company sold $1.25 billion of 5% notes at a spread of 235 bps over Treasuries. The notes were priced at 99.9 to yield 5.008%.

The final $1.25 billion tranche of 5.2% 30-year notes priced with a spread of 255 bps over Treasuries. This portion was sold at 99.879 to yield 5.208%.

Goldman Sachs & Co., Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC were the bookrunners for all tranches of notes. Barclays and BofA Merrill Lynch were also bookrunners for the 2019 floaters and two-year notes. BofA Merrill Lynch and Mizuho Securities USA Inc. were also bookrunners for the 5.5-year notes. Barclays and Mizuho Securities USA Inc. were also bookrunners for the 10.5-year notes. BNP Paribas Securities Corp. and RBC Capital Markets Corp. were also bookrunners for the 20-year and 30-year notes.

The notes will be guaranteed by Discovery Communications, Inc.

Discovery Communications, a global media company based in Silver Spring, Md., plans to acquire Scripps Networks Interactive in a $14.6 billion cash and stock deal.

Scripps Network Interactive is a media company based in Knoxville.

Proceeds from the deal will be used for the merger. If the merger is not completed by Aug. 30, 2018, the company will be required to redeem the 2023 notes, the 2028 notes, the 2037 notes and the 2047 notes. Proceeds from the other notes will be used for general corporate purposes, which may include the repayment of the company’s senior fixed-rate notes.

Issuer:	Discovery Communications, LLC
Guarantor:	Discovery Communications, Inc.
Amount:	$6.3 billion
Description:	Senior notes
Co-managers:	MUFG, Scotia Capital (USA) Inc., SunTrust Robinson Humphrey Inc., Wells Fargo Securities LLC and Deutsche Bank Securities Inc.
Trade date:	Sept. 7
Settlement date:	Sept. 21
Ratings:	Moody’s: Baa3
	S&P: BBB-
	Fitch: BBB-
Distribution:	SEC registered
Two-year floaters
Amount:	$400 million
Maturity:	Sept. 20, 2019
Coupon:	Libor plus 71 bps
Price:	Par
Call feature:	Non-callable
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Barclays, BofA Merrill Lynch
Senior co-managers:	BNP Paribas Securities Corp., Mizuho Securities USA Inc., RBC Capital Markets Corp.
Two-year notes
Amount:	$500 million
Maturity:	Sept. 20, 2019
Coupon:	2.2%
Price:	99.961
Yield:	2.22%
Spread:	Treasuries plus 95 bps
Call feature:	Make-whole call at Treasuries plus 15 bps
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Barclays, BofA Merrill Lynch
Senior co-managers:	BNP Paribas Securities Corp., Mizuho Securities USA Inc., RBC Capital Markets Corp.
5.5-year notes
Amount:	$1.2 billion
Maturity:	March 20, 2023
Coupon:	2.95%
Price:	99.874
Yield:	2.975%
Spread:	Treasuries plus 135 bps
Call feature:	Make-whole call at Treasuries plus 20 bps until Feb. 20, 2023, then a par call
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, BofA Merrill Lynch, Mizuho Securities USA Inc.
Senior co-managers:	Barclays, BNP Paribas Securities Corp., RBC Capital Markets Corp.
10.5-year notes
Amount:	$1.7 billion
Maturity:	March 20, 2028
Coupon:	3.95%
Price:	99.643
Yield:	3.992%
Spread:	Treasuries plus 195 bps
Call feature:	Make-whole call at Treasuries plus 30 bps until Dec. 20, 2027, then a par call
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Barclays, Mizuho Securities USA Inc.
Senior co-managers:	BofA Merrill Lynch, RBC Capital Markets Corp.
20-year notes
Amount:	$1.25 billion
Maturity:	Sept. 20, 2037
Coupon:	5%
Price:	99.9
Yield:	5.008%
Spread:	Treasuries plus 235 bps
Call feature:	Make-whole call at Treasuries plus 35 bps until March 20, 2037, then a par call
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, BNP Paribas Securities Corp., RBC Capital Markets Corp.
Senior co-managers:	Barclays, BofA Merrill Lynch, Mizuho Securities USA Inc.
30-year notes
Amount:	$1.25 billion
Maturity:	Sept. 20, 2047
Coupon:	5.2%
Price:	99.879
Yield:	5.208%
Spread:	Treasuries plus 255 bps
Call feature:	Make-whole call at Treasuries plus 40 bps until March 20, 2047, then a par call
Bookrunners:	Goldman Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, BNP Paribas Securities Corp., RBC Capital Markets Corp.
Senior co-managers:	Barclays, BofA Merrill Lynch, Mizuho Securities USA Inc.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.