CBS determines tender payment for 8.625% debentures, 5.625% notes

By Devika Patel

Knoxville, Tenn., Oct. 18 - CBS Corp. set the purchase prices it will pay in the tender offer for up to $250 million of its $206,991,000 in outstanding 8.625% debentures due Aug. 1, 2012 and its $533,129,000 in outstanding 5.625% notes due Aug. 15, 2012.

The offer launched Oct. 4 and is scheduled to expire at midnight ET on Nov. 1.

Holders are eligible to receive the total consideration of $1,125.96 per $1,000 principal amount of debentures and $1,076.03 per $1,000 of notes, which includes an early tender premium of $30.00 for those who tendered their notes on or before 5 p.m. ET on Oct. 18, the early tender date.

Holders who tender their notes after the early tender date but before the expiration time will not receive the $30.00 tender premium.

The total considerations are based on a fixed spread - 95 basis points for both the debentures and notes - over the yield based on the bid-side price of the 1.75% U.S. Treasury security due Aug. 15, 2012 as calculated by the dealer managers at 2 p.m. ET on Oct. 18.

The company will also pay accrued interest up to but excluding the settlement date on all tendered debentures and notes accepted in the offer.

The amounts of debentures and notes that are purchased in the tender offer will be determined by priority. Notes of the series in the lower acceptance priority level, the 5.625% notes, accepted for purchase may be subject to proration, so that the company will only accept for purchase notes up to a combined principal amount of $250 million.

Settlement is expected to be Nov. 3.

The tender offer is not conditioned on any minimum amount of debentures and notes being tendered.

Citigroup Global Markets Inc. (800 558-3745), Credit Suisse Securities (USA) LLC (800 820-1653), J.P. Morgan Securities LLC (866 834-4666), Morgan Stanley & Co. Inc. (800 624-1808), Goldman, Sachs & Co. (800 828-3182), Mitsubishi UFJ Securities (USA), Inc. (877 649-6848) and Wells Fargo Securities, LLC (866 309-6316) are the dealer managers for the offer. Deutsche Bank Trust Co. Americas is the depositary, and D.F. King & Co., Inc. (888 567-1626) is the information agent.

The mass media company is based in New York.

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