HP prices tender offer for seven series of notes after cap increase

By William Gullotti

Buffalo, N.Y., July 11 – HP Inc. released pricing details for its June 26 cash tender offer to buy notes from seven series after increasing the overall offer cap, according to a press release on Tuesday.

As previously reported, HP’s initial offer was for up to a combined total purchase price, excluding accrued interest, of $1 billion.

As the aggregate purchase price of the notes tendered by 5 p.m. ET on July 10, the early tender deadline, exceeded the original maximum amount, the company increased the cap to $1,019,000,000.

As previously reported, HP does not expect to accept any further tenders of notes, but it did increase the maximum amount in order to accept all early tendered notes with acceptance priority levels 1 through 3.

HP priced the following accepted amounts tendered by the early deadline, with the notes listed in order of acceptance priority level and prices expressed per $1,000 principal amount:

• $346,555,000, or 40.77%, of the $850 million outstanding 3.4% notes due June 17, 2030 (Cusip: 40434LAC9) was priced at $870.53 per note, using the 3.375% U.S. Treasury note due May 15, 2033 plus 170 basis points;

• $323.83 million, or 32.38%, of the $1 billion outstanding 4.2% notes due April 15, 2032 (Cusip: 40434LAL9) was priced at $885.49 per note, using the 3.375% U.S. Treasury note due May 15, 2033 plus 190 bps; and

• $478,352,000, or 47.84%, of the $1 billion outstanding 1.45% notes due June 17, 2026 (Cusips: 40434LAD7, 40434LAF2) was priced at $900.06 per note, using the 4.125% U.S. Treasury note due June 15, 2026 plus 62 bps.

As previously reported, the considerations include an early tender premium of $30 per $1,000 of notes tendered by the early deadline, which was also the withdrawal deadline.

HP did not formally price the notes tendered with acceptance priority levels 4 through 7, nor did the company list the early tendered amounts, as it will not purchase any of:

• The $1 billion outstanding 3% notes due June 17, 2027 (Cusip: 40434LAB1) for a price that was to be based on the 3.625% U.S. Treasury note due May 31, 2028 plus 100 bps;

• The $1 billion outstanding 4% notes due April 15, 2029 (Cusip: 40434LAK1) for a price that was to be based on the 3.625% U.S. Treasury note due May 31, 2028 plus 120 bps;

• The $1.15 billion outstanding 2.2% notes due June 17, 2025 (Cusip: 40434LAA3) for a price that was to be based on the 2.875% U.S. Treasury note due June 15, 2025 plus 60 bps; and

• The $900 million outstanding 4% notes due Jan. 15, 2028 (Cusip: 40434LAM71) for a price that was to be based on the 3.625% U.S. Treasury note due May 31, 2028 plus 130 bps.

Consummation of the offer is still subject to a number of conditions, including the absence of certain adverse legal and market developments. Subject to applicable law, HP may waive any and all of these conditions or extend, terminate or withdraw the offer with respect to one or more series and/or increase or decrease the maximum amount.

Although HP does not anticipate accepting any more notes for purchase, regardless of series, the offer is still slated to expire at 5 p.m. ET on July 25.

Settlement remains expected to occur on July 27.

BofA Securities, Inc. (888 292-0070 or 980 387-3907) and J.P. Morgan Securities LLC (866 834-4666, 212 834-4818 or +44 20 7134 2468) are the dealer managers.

D.F. King & Co., Inc. (800 628-8528 or 212 269-5550) is the tender agent and the information agent.

HP is a Palo Alto, Calif., technology company.

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