Nokia accepts early tenders for all 6½%, 6.45% notes, 69% of 5 3/8% notes; pricing set

By Susanna Moon

Chicago, June 13 – Nokia Corp. said investors had tendered $1,495,992,000 of three series of notes as of 5 p.m. ET on June 12, the early tender date.

As announced May 30, the company is tendering for any and all of the $214.01 million of 6½% debentures due Jan. 15, 2028 and the $959.09 million of 6.45% debentures due March 15, 2029 issued by Lucent Technologies Inc. and a capped amount of the $1 billion of 5 3/8% notes due March 15, 2019 issued by Nokia.

Lucent is now Alcatel-Lucent USA Inc., a subsidiary of Nokia.

Nokia accepted for purchase all of the 6½% notes and 6.45% notes tendered by the early deadline, and the issuer accepted the 2019 notes using a proration factor of 69.4277%, according to a company update on Tuesday.

Specifically, the early tenders was as follows, with the purchase price for each $1,000 principal amount set at 11 a.m. ET on Tuesday:

• $139,888,000 of the 6½% debentures with pricing set at $1,170.88 using a spread of 225 basis points over the 2 3/8% Treasury due May 15, 2027 and a reference yield of 2.207%;

• $753,002,000 of the 6.45% debentures with pricing set at $1,180.71 using a spread of 225 bps over the 2 3/8% Treasury due May 15, 2027 with a reference yield of 2.207%; and

• $603,102,000 of the 5 3/8% notes with pricing set at $1,067.94 using a spread of 40 bps over the 1¼% Treasury due May 31, 2019 and a reference yield of 1.359%.

Nokia previously said it will accept any notes tendered from the two series of Lucent notes and an amount of the 5 3/8% notes capped so that it spends no more than $1.5 billion to purchase the three series of notes.

The company said on Tuesday that it will accept for purchase $418,685,000 of the 5 3/8% notes.

All the prices listed above include an early tender premium of $30.00 per $1,000 principal amount for notes tendered by the early deadline of 5 p.m. ET on June 12.

The tender will continue until 11:59 p.m. ET on June 26.

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

Final settlement is planned for June 28.

Alongside the tender offers, Nokia is soliciting consents to amend the Lucent note indentures to eliminate covenants relating to liens, sale and leaseback transactions and reports, and certain events of default other than those relating to failure to pay principal, premium and interest and to bankruptcy.

Holders who tendered will be deemed to have delivered their consent, and consents may not be delivered without tendering.

The company obtained the needed majority of consents to amend the notes as of the early tender date and executed a supplemental indenture, which will become operative on the final settlement date.

In addition to the amounts listed earlier, Nokia holds $85.99 million of the 6½% debentures and $400.91 million of the 6.45% debentures. These notes will be disregarded for the purposes of calculating whether the necessary consents have been received.

The solicitation ended at 5 p.m. ET on June 12.

Funding from the tender will come from an offer of new notes, which closed on Monday.

As reported June 5, Nokia priced $1 billion of senior bullet notes in two tranches, consisting of $500 million of 3 3/8% five-year notes and $500 million of 4 3/8% 10-year notes.

Nokia said it may redeem some or all of the 5 3/8% notes using their make-whole call provision after the end of the tender, depending on the results.

Barclays (+44 20 3134 8515, 800 438-3242, 212 528-7581 or liability.management@barclays.com), Citigroup Global Markets Ltd. (+44 20 7986 8969, 800 558-3745, 212 723-6106 or liabilitymanagement.europe@citi.com), Goldman Sachs & Co. LLC (+44 20 7774 9862, 800 828-3182, 212 357-1057 or liabilitymanagement.eu@gs.com) and J.P. Morgan Securities LLC (+44 20 7134 2468, 866 834-4666 or 212 834-3424) are the dealer managers. Lucid Issuer Services Ltd. (+44 20 7704 0880 or nokia@lucid-is.com) is tender and information agent.

Nokia is an Espoo, Finland-based provider of communications technology.

© 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.