Brighthouse prices, gives early results of capped tender for two notes

By Wendy Van Sickle

Columbus, Ohio, Nov. 24 – Brighthouse Financial, Inc. announced the pricing and early results of its cash tender offer to purchase up to $750 million of notes from two series.

As of 5 p.m. ET on Nov. 23, the early tender deadline, holders had tendered the following:

• $542,842,000 of the $1,300,284,000 outstanding 3.7% senior notes due 2027 (Cusips: 10922NAC7, 10922NAA1, U622NAA0), which have acceptance priority level 1; and

• $604,395,000 of the $1.15 billion outstanding 4.7% senior notes due 2047 (Cusips: 10922NAF0, 10922NAD5, U6225NAB8), which have acceptance priority level 2.

The 2027 notes will be repurchased at a total consideration of $1,093.00 per $1,000 principal amount, based on the 1.125% U.S. Treasury due Oct. 31, 2026 plus 50 basis points, inclusive of an early tender premium of $50.

The 2047 notes will be repurchased at a total consideration of $1,150.48 per $1,000 principal amount, based on the 2.375% U.S. Treasury due May 15, 2051 plus 175 bps, inclusive of a $50 early tender premium.

Pricing took place at 10 a.m. ET on Nov. 24.

Tenders may no longer be withdrawn.

Early settlement is planned for Nov. 26.

The offer expires at 11:59 p.m. ET on Dec. 8.

Final settlement is planned for Dec. 10.

Tenders may be subject to proration.

Brighthouse launched the tender offer on Nov. 9 and increased the tender cap to $750 million from $500 million on Nov. 10, as previously reported.

The tender offer is conditioned upon the receipt of at least $750 million, increased from $500 million, from one or more debt or preferred stock financings. The financing condition was satisfied on Nov. 22 with the issuance of $350 million of 4.625% non-cumulative preferred stock, series D, and $400 million of 3.85% senior notes due 2051.

D.F. King & Co., Inc. (877 283-0322, 212 269-5550, bhf@dfking.com) is the information and tender agent for the offer.

The lead dealer managers for the offer are BofA Securities (888 292-0070, 980 387-3907, debt_advisory@bofa.com), Goldman Sachs & Co. LLC (212 357-1452, 800 828-3182, GS-LM-NYC@gs.com) and Wells Fargo Securities (704 410-4756, 866 309-6318, LiabilityManagement@wellsfargo.com).

The co-dealer manager is Loop Capital Markets LLC (800 894-0506, dcm@loopcapital.com).

Brighthouse is a Charlotte, N.C.-based insurance provider.

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