Intel gives results of exchange offer, cash tender for three notes

New York, Dec. 6 – Intel Corp. announced the results of its exchange offers and cash tender offers for three series of its outstanding notes.

The securities covered by the offers are Intel’s $1.5 billion of 4.8% senior notes due 2041, $925 million of 4.25% senior notes due 2042 and $2 billion of 4.9% senior notes due 2045.

By the expiration date of 5 p.m. ET on Dec. 5, Intel had received tenders into the exchange offer of $590,082,000 of the 4.8% notes plus a further $2,105,000 of notes subject to guaranteed delivery, $299,409,000 of the 4.25% notes plus a further $5,527,000 subject to guaranteed delivery and $967,996,000 of the 4.9% notes plus a further $8,071,000 of guaranteed deliveries, according to a news release.

Intel expects to issue a total of $1,964,540,000 principal amount of new notes that will pay interest at 3.734% and mature on Dec. 8, 2047. It will also pay cash of $291,973,913 for the exchange consideration plus a further $29,057,484.38 of cash for accrued interest and cash in lieu of fractional amounts of new notes.

The minimum issue requirement in the exchange offer has been satisfied.

In the cash tender offer, Intel received $107,923,000 of the 4.8% notes with no guaranteed deliveries, $57,847,000 of the 4.25% notes plus $300,000 of guaranteed deliveries and $258,762,000 of the 4.9% notes plus $10,576,000 of guaranteed deliveries.

Intel expects to pay a total of $517,746,036.57 in cash for the tender notes plus a further $6,688,986.13 in accrued interest.

Intel announced the offers on Nov. 29.

The exchange was open only to qualified institutional buyers and non-U.S. persons while the cash tender was open to all.

In the exchange, Intel was offering new notes due Dec. 8, 2047 with a coupon equal to the yield on the 2.75% Treasury due Aug. 15, 2047 plus 97 basis points.

The total exchange price for the 4.8% notes was set using the 2.75% Treasury due Aug. 15, 2047 plus a spread of 70 bps and includes $180.00 of cash per $1,000 principal amount with the remainder made up of new notes. The total exchange price was set at $1,215.40 of which $1,035.40 will be issued in notes.

For the 4.25% notes, pricing was set using a spread of 70 bps over the 2.75% Treasury due Aug. 15, 2047 and includes $129.00 of cash, the remainder to be paid in new notes. The total exchange price was set at $1,130.81 of which $1,001.81 will be in new notes.

Pricing for the 4.9% notes was set using a spread of 75 bps over the 2.75% Treasury due Aug. 15, 2047 and includes $152.00 of cash with the remainder in new notes. The total exchange price was set at $1,241.15 of which $1,089.15 will be in new notes.

The pricing levels for the offer were set at 11 a.m. ET on Dec. 5.

Intel said in its original announcement that it may vary the amount of new notes to be issued by up to $50 per $1,000 in either direction and make a corresponding adjustment to the cash amount in order to hold the total exchange price constant. It did not use this option.

The company will also pay accrued interest up to but excluding the settlement date.

The exchange ended at 5 p.m. ET on Dec. 5. Guaranteed deliveries may be made until 5 p.m. ET two business days later. Settlement is planned for Dec. 8.

If the response to the exchange is not sufficient to result in at least $500 million of new notes being issued then Intel will either pay the full exchange price in cash or return the existing notes, at the option of holders.

Intel said it would withdraw the exchange offer for a specific series of the existing notes if it terminates the cash tender for that series of notes.

Global Bondholder Services Corp. (866 470-3800, 212 430-3774 or http://gbsc-usa.com/eligibility/intel) is information agent and exchange agent.

The cash tender is made up of three separate offers for the same notes that are the subject of the exchange offers. Intel said that holders who are eligible for the exchange offer may participate in the cash tender as well but that specific notes may only be tendered into one or the other but not both.

The company was offering to buy the 4.8% notes at a price set using a spread of 70 bps over the 2.75% Treasury due Aug. 15, 2047. Pricing was fixed at $1,215.40 per $1,000 principal amount.

For the 4.25% notes, pricing was also based on a spread of 70 bps over the 2.75% Treasury due Aug. 15, 2047. Pricing was fixed at $1,130.81 per $1,000 principal amount.

For the 4.9% notes the pricing was set via a 75 bps spread over the 2.75% Treasury due Aug. 15, 2047. Pricing for this tranche was fixed at $1,241.15 per $1,000 principal amount.

Pricing was determined at 11 a.m. ET on Dec. 5.

Holders will also receive accrued interest up to but excluding the settlement date.

The cash tenders ended at 5 p.m. ET on Dec. 5. Guaranteed deliveries may be made until 5 p.m. ET two business days later. Settlement is planned for Dec. 8.

Global Bondholder Services Corp. (866 470-3800, 212 430-3774 or http://gbsc-usa.com/Intel) is information agent and exchange agent.

Intel is a Santa Clara, Calif., maker of semiconductors.

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