Viacom gives early tenders, pricing in capped offer for 13 note series

By Marisa Wong

Morgantown, W.Va., Dec. 6 – Viacom Inc. announced pricing for its cash tender offer for notes from 13 series. Pricing was set at 11 a.m. ET on Dec. 6 using a reference security plus a fixed spread.

In an earlier announcement on Wednesday, the company also gave the results of the capped tender offer as of 5 p.m. ET on Dec. 5, the early tender date.

As announced on Nov. 21, the purchase amount for the entire offer is capped at $1 billion, excluding accrued interest.

The early tenders and total purchase price for each $1,000 principal amount are as follows, with the notes listed in order of priority acceptance levels:

• $41,238,000 of the $104,075,000 4.5% senior debentures due 2042 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 275 basis points for a total purchase price of $872.40;

• $5,109,000 of the $37,268,000 4.875% senior debentures due 2043 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 275 bps for a total purchase price of $920.58;

• $307,481,000 of the $591,826,000 4.85% senior debentures due 2034 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 255 bps for a total purchase price of $954.79;

• $115,042,000 of the $594,035,000 3.45% senior notes due 2026 with pricing based on the 2.25% U.S. Treasury note due Nov. 15, 2027 plus 170 bps for a total purchase price of $958.04;

• $86,601,000 of the $189,623,000 2.25% senior notes due 2022 with pricing based on the 2% U.S. Treasury note due Oct. 31, 2022 plus 130 bps for a total purchase price of $955.51;

• $202,377,000 of the $550 million 5.25% senior debentures due 2044 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 275 bps for a total purchase price of $971.45;

• $118.39 million of the $300 million 3.25% senior notes due 2023 with pricing based on the 2% U.S. Treasury note due Oct. 31, 2022 plus 165 bps for a total purchase price of $975.96;

• $104,625,000 of the $300 million 3.125% senior notes due 2022 with pricing based on the 2% U.S. Treasury note due Oct. 31, 2022 plus 145 bps for a total purchase price of $982.14;

• $152,544,000 of the $550 million 3.875% senior notes due 2024 with pricing based on the 2.25% U.S. Treasury note due Nov. 15, 2027 plus 155 bps for a total purchase price of $1,000.30;

• $65,538,000 of the $252,345,000 2.75% senior notes due 2019 with pricing based on the 1.5% U.S. Treasury note due Oct. 31, 2019 plus 85 bps for a total purchase price of $1,001.74;

• $385,325,000 of the $1.25 billion 4.25% senior notes due 2023 with pricing based on the 2% U.S. Treasury note due Oct. 31, 2022 plus 185 bps for a total purchase price of $1,014.36;

• $204,627,000 of the $600 million 3.875% senior notes due 2021 with pricing based on the 2% U.S. Treasury note due Oct. 31, 2022 plus 125 bps for a total purchase price of $1,019.37; and

• $240,996,000 of the $1.25 billion 5.85% senior debentures due 2043 with pricing based on the 2.75% U.S. Treasury note due Aug. 15, 2047 plus 290 bps for a total purchase price of $1,032.78.

The total purchase price includes an early tender premium of $30.00 per $1,000 principal amount of notes tendered by the early tender deadline.

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

The offers will remain open until 11:59 p.m. ET on Dec. 19. However, because the amount tendered by the early deadline exceeded the offer cap, the company does not expect to accept for purchase any notes tendered after the early deadline.

Viacom said it expects to accept for purchase all of the early tendered notes with priority levels 1 through 8; $57,861,000 of the $152,544,000 tendered 3.875% senior notes due 2024; and none of the tendered notes from the remaining four series.

Settlement is expected to occur on Dec. 7 for early tenders. The final settlement date was expected to be Dec. 20 for any remaining tenders.

Viacom had said it reserves the right to waive the conditions to the offers, to extend or terminate the offers and to change the tender cap without extending the early deadline or the withdrawal deadline.

BNP Paribas Securities Corp. (212 841-3059 or 888 210-4358), J.P. Morgan Securities LLC (212 834-3424 or 866 834-4666), Mizuho Securities USA LLC (212 205-7736 or 866 271-7403) and MUFG (212 405-7481 or 877 744-4532) are the dealer managers. The information agent and tender agent is Global Bondholder Services Corp. (866 924-2200, 212 430-3774 or contact@gbsc-usa.com).

Viacom is a New York-based media company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.