Microsoft provides early exchange offer results for Activision bonds

Chicago, Oct. 27 – Microsoft Corp. announced the early results of its exchange offer for any and all of the outstanding notes issued by Activision Blizzard, Inc. for up to $3.65 billion of new notes issued by Microsoft and cash and the concurrent consent solicitation from holders of Activision Blizzard’s notes to some amendments to the note indentures, according to a press release.

The results reported are as of the 5 p.m. ET early deadline on Oct. 27.

As of that early deadline, noteholders tendered the following amounts of notes:

• $762,456,000, or 89.7%, of the $850 million of 3.4% senior notes due Sept. 15, 2026 (Cusip: 00507VAK5);

• $353,183,000, or 88.3%, of the $400 million of 3.4% senior notes due June 15, 2027 (Cusip: 00507VAM1);

• $442,842,000, or 88.57%, of the $500 million of 1.35% senior notes due Sept. 15, 2030 (Cusip: 00507VAP4);

• $391.29 million, or 97.82%, of the $400 million of 4.5% senior notes due June 15, 2047 (Cusip: 00507VAN9); and

• $1,439,312,000, or 95.95%, of the $1.5 billion of 2.5% senior notes due Sept. 15, 2050 (Cusip: 00507VAQ2).

For each series, Microsoft is offering a total consideration per $1,000 of existing notes of $1,000 principal amount of new notes, with the same tenor and coupon as the notes exchanged, plus $1 in cash to holders who tendered by the early deadline.

Holders who tender after the early deadline but before the final deadline, 5 p.m. ET on Nov. 14, will receive $970 principal amount of new notes and no cash per $1,000 of existing notes.

Under the consent solicitation, Microsoft was seeking to eliminate some of the covenants, restrictive provisions and events of default from the note indentures. Holders could not deliver consents without tendering their notes for exchange, and holders who tendered their notes for exchange were deemed to deliver their consents.

Microsoft received the requisite number of consents to adopt the proposed amendments. The supplemental indentures will become operational on the early settlement date, expected for Nov. 6.

The offers and solicitations are being made only to eligible holders who are qualified institutional buyers under Rule 144A or non-U.S. persons under Rule 902.

D.F. King & Co., Inc. (MSFT-ATVI@dfking.com, 866 227-7300 or 212 269-5550) is the information agent and exchange agent.

The computer software company is based in Redmond, Wash.

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