VerizonCommunications Inc. on April 4 reported the expiration and finalresults of its previously announced three concurrent, but separate, cash tenderoffers on behalf ofitself and certain of its subsidiaries as of 5 p.m. ET on April 1 for the anyand all notes; and as of 11:59 p.m. ET on April 1 for the waterfall notes.
Consummation of the offers and consent solicitation wassubject to a number of conditions, including the closing of the of Verizon's local exchangeand related business assets in California, Florida and Texas, and Verizon'sreceipt of at least $9.5 billion of purchase price cash at closing, which havebeen satisfied, the company said.
Subject to the terms of the any and all offers, all validlytendered and not validly withdrawn any and all notes have been accepted forpurchase. As previously announced, the aggregate purchase price of allwaterfall notes validly tendered and not validly withdrawn at or prior to 5p.m. ET on March 18 exceeded the waterfall cap.
Further, all waterfall notes validly tendered and notvalidly withdrawn at or prior to the waterfall early participation time with anacceptance priority level higher than 14 have been accepted for purchase andall waterfall notes with an acceptance priority level lower than 14 have notbeen accepted for purchase. Subject to the terms of the waterfall offer,waterfall notes validly tendered and not validly withdrawn at or prior to thewaterfall early participation time with acceptance priority level 14 have beenprorated using a proration factor of about 70.9%. No waterfall notes tenderedafter the waterfall early participation time have been accepted for purchase.
Verizon retained Goldman Sachs & Co., RBC CapitalMarkets LLC and Santander Investment Securities Inc. to act as lead dealermanagers for the offers and as lead solicitation agents for the consentsolicitation and Mitsubishi UFJ Securities (USA) Inc., CastleOak Securities LP,Drexel Hamilton LLC, Samuel A. Ramirez & Co. Inc. and Siebert BrandfordShank & Co. LLC to act as co-dealer managers and co-solicitation agents inconnection with the offers and the consent solicitation. Global BondholderServices Corp. is acting as the information agent and the depositary for theoffers and the consent solicitation.