Paramount Global gets tenders for $802.64 million of three note series

By Angela McDaniels

Tacoma, Wash., Nov. 16 – Paramount Global said its maximum tender offer for three series of note was oversubscribed as of 5 p.m. ET on Nov. 16, the early tender deadline.

As of that time, holders had tendered the following:

• $453,312,000 principal amount of the company’s $800 million outstanding 4% senior notes due 2026;

• $244,249,000 principal amount of its $700 million outstanding 2.9% senior notes due 2027; and

• $105,079,000 principal amount of its $500 million outstanding 3.375% senior notes due 2028.

The notes are listed in order of acceptance priority level.

The company offered to purchase up to $540,922,623.28 purchase price of the notes and received tenders for $802.64 million combined principal amount, according to a company news release.

Because the aggregate purchase price of the 4% notes and 2.9% notes tendered by the early tender deadline is expected to exceed the maximum offer amount, Paramount expects to accept all of the tendered 4% notes, the tendered 2.9% notes on a prorated basis using a proration factor to be announced and none of the tendered 3.375% notes.

The offer is scheduled to end at 5 p.m. ET on Dec. 4, but because it is fully subscribed, Paramount does not expect to accept for purchase any notes tendered after the early tender deadline

Pricing was scheduled for 10 a.m. ET on Nov. 17. Early settlement will occur on Nov. 21.

Pricing for the 4% notes will be based on the 4.625% U.S. Treasury note due Oct. 15, 2026 plus a spread of 120 bps.

Pricing for the 2.9% notes will be based on the 4.875% U.S. Treasury note due Oct. 31, 2028 plus a spread of 195 bps.

Pricing for the 3.375% notes was going to be based on the 4.875% U.S. Treasury note due Oct. 31, 2028 plus a spread of 240 bps.

Each total purchase price will include an early tender premium of $30 per $1,000 principal amount.

Holders of all notes tendered and accepted under the offer will also receive payment of accrued interest.

The maximum purchase price is equal to $1 billion less the total purchase price of two series of notes tendered under an any-and-all tender offer that ended on Nov. 9.

Any and all offer

As previously reported, received tenders for $467,544,000 principal amount of notes in its cash tender offer for any and all of two series of notes

Holders tendered $429,377,000 principal amount of the company’s $555 million outstanding 4.75% senior notes due 2025 and $38,167,000 principal amount of its $124.19 million outstanding 3.45% senior notes due 2026.

In addition, holders tendered $10,323,000 principal amount of 4.75% notes under the guaranteed delivery procedures.

The offer began on Nov. 2, priced at 2 p.m. ET on Nov. 9, expired at 5 p.m. ET on Nov. 9 and settled on Nov. 15.

The purchase price for the 4.75% notes is $987.06, based on the 2.75% U.S. Treasury note due May 15, 2025 plus a spread of 50 basis points.

The purchase price for the 3.45% notes is $922.14, based on the 4.625% U.S. Treasury note due Oct. 15, 2026 plus a spread of 170 bps.

Details

RBC Capital Markets, LLC (212 618-7843, 877 381-2099 or at liability.management@rbccm.com), SMBC Nikko Securities America, Inc. (888 284-9760 or liabilitymanagement@smbcnikko-si.com), TD Securities (USA) LLC (212 827-2842, 866 584-2096 or LM@tdsecurities.com) and Wells Fargo Securities, LLC (704 410-4756, 866 309-6316 or liabilitymanagement@wellsfargo.com) are the dealer managers.

Global Bondholder Services Corp. (855 654-2015, 212 430-3774 or contact@gbsc-usa.com.) is the tender agent.

The media and entertainment company, formerly called ViacomCBS Inc., is based in New York.

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