Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
September 09 2019 - 4:48PM
Edgar (US Regulatory)
Filed Pursuant to Rule 433
Registration No. 333-233608
Final Term Sheet
September 9,
2019
VERIZON COMMUNICATIONS INC.
800,000,000 0.875% Notes due 2032
500,000,000 1.500% Notes due 2039
£550,000,000 1.875% Notes due 2030
|
|
|
|
|
Issuer:
|
|
Verizon Communications Inc. (Verizon)
|
|
|
Title of Securities:
|
|
0.875% Notes due 2032 (Euro Notes due 2032)
|
|
|
1.500% Notes due 2039 (Euro Notes due 2039)
|
|
|
1.875% Notes due 2030 (the Sterling Notes)
|
|
|
|
Trade Date:
|
|
September 9, 2019
|
|
|
|
|
|
Settlement Date (T+8):
|
|
September 19, 2019
|
|
|
|
|
|
Maturity Date:
|
|
Euro Notes due 2032:
|
|
March 19, 2032
|
|
|
Euro Notes due 2039:
|
|
September 19, 2039
|
|
|
Sterling Notes:
|
|
September 19, 2030
|
|
|
|
Interest Payment Dates:
|
|
Euro Notes due 2032:
|
|
Annually in arrears on each March 19, commencing March 19, 2020
|
|
|
Euro Notes due 2039:
|
|
Annually in arrears on each September 19, commencing September 19, 2020
|
|
|
Sterling Notes:
|
|
Annually in arrears on each September 19, commencing September 19, 2020
|
|
|
|
Aggregate Principal Amount Offered:
|
|
Euro Notes due 2032:
|
|
800,000,000
|
|
|
Euro Notes due 2039:
|
|
500,000,000
|
|
|
Sterling Notes:
|
|
£550,000,000
|
|
|
|
Public Offering Price:
|
|
Euro Notes due 2032:
|
|
99.895% plus accrued interest, if any, from September 19, 2019
|
|
|
Euro Notes due 2039:
|
|
98.823% plus accrued interest, if any, from September 19, 2019
|
|
|
Sterling Notes:
|
|
99.132% plus accrued interest, if any, from September 19, 2019
|
|
|
|
Pricing Benchmark:
|
|
Euro Notes due 2032:
|
|
Interpolated EUR mid-swap
|
|
|
Euro Notes due 2039:
|
|
20-year EUR mid-swap
|
|
|
Sterling Notes:
|
|
UKT 4.750% due 2030
|
|
|
|
Pricing Benchmark Yield:
|
|
Euro Notes due 2032:
|
|
-0.016%
|
|
|
Euro Notes due 2039:
|
|
0.219%
|
|
|
Sterling Notes:
|
|
0.604%
|
|
|
|
Re-offer Spread vs.
|
|
Euro Notes due 2032:
|
|
MS + 90 basis points
|
Pricing Benchmark:
|
|
Euro Notes due 2039:
|
|
MS + 135 basis points
|
|
|
Sterling Notes:
|
|
G + 135 basis points
|
|
|
|
|
|
|
|
|
Re-offer Yield (annual):
|
|
Euro Notes due 2032:
|
|
0.884%
|
|
|
Euro Notes due 2039:
|
|
1.569%
|
|
|
Sterling Notes:
|
|
1.964%
|
|
|
|
Government Benchmark:
|
|
Euro Notes due 2032:
|
|
DBR 0.000% due August 15, 2029
|
|
|
Euro Notes due 2039:
|
|
DBR 4.250% due July 4, 2039
|
|
|
Sterling Notes:
|
|
UKT 4.750% due December 7, 2030
|
|
|
|
Re-offer Spread vs.
|
|
Euro Notes due 2032:
|
|
B + 146.40 basis points
|
Government Benchmark:
|
|
Euro Notes due 2039:
|
|
B + 182.30 basis points
|
|
|
Sterling Notes:
|
|
G + 135.00 basis points
|
|
|
|
Proceeds to Verizon (before expenses):
|
|
Euro Notes due 2032:
|
|
99.520%
|
|
|
Euro Notes due 2039:
|
|
98.348%
|
|
|
Sterling Notes:
|
|
98.782%
|
|
|
|
Interest Rate:
|
|
Euro Notes due 2032:
|
|
0.875% per annum
|
|
|
Euro Notes due 2039:
|
|
1.500% per annum
|
|
|
Sterling Notes:
|
|
1.875% per annum
|
|
|
|
Denominations:
|
|
Euro Notes:
|
|
Minimum of 100,000 and integral multiples of 1,000 in excess of 100,000
|
|
|
Sterling Notes:
|
|
Minimum of £100,000 and integral multiples of £1,000 in excess of £100,000
|
|
|
Redemption:
|
|
Euro Notes due 2032: (i) at any time prior to December 19, 2031 (three months prior to maturity) (the Euro Notes due 2032 Par Call Date), make-whole call at the greater of 100% of the principal amount
of the Euro Notes due 2032 being redeemed, or the discounted present value at the Comparable Government Bond Rate plus 25 basis points, assuming for such purpose that the Euro Notes due 2032 matured on the Euro Notes due 2032 Par Call Date, plus
accrued and unpaid interest and (ii) at any time on or after the Euro Notes due 2032 Par Call Date, at 100% of the principal amount of the Euro Notes due 2032 being redeemed plus accrued and unpaid interest
|
|
|
|
|
Euro Notes due 2039: (i) at any time prior to March 19, 2039 (six months prior to maturity) (the Euro Notes due 2039 Par Call Date), make-whole call at the greater of 100% of the principal amount
of the Euro Notes due 2039 being redeemed, or the discounted present value at the Comparable Government Bond Rate plus 30 basis points, assuming for such purpose that the Euro Notes due 2039 matured on the Euro Notes due 2039 Par Call Date, plus
accrued and unpaid interest and (ii) at any time on or after the Euro Notes due 2039 Par Call Date, at 100% of the principal amount of the Euro Notes due 2039 being redeemed plus accrued and unpaid
interest
|
|
|
|
|
|
|
|
Sterling Notes: (i) at any time prior to June 19, 2030 (three months prior to maturity) (the Sterling Notes Par Call Date), make-whole call at the greater of 100% of the principal amount of the
Sterling Notes being redeemed, or the discounted present value at the Comparable Government Bond Rate plus 25 basis points, assuming for such purpose that the Sterling Notes matured on the Sterling Notes Par Call Date, plus accrued and unpaid
interest and (ii) at any time on or after the Sterling Notes Par Call Date, at 100% of the principal amount of the Sterling Notes being redeemed plus accrued and unpaid interest
|
|
|
|
CUSIPs:
|
|
Euro Notes due 2032:
|
|
92343V EY6
|
|
|
Euro Notes due 2039:
|
|
92343V EZ3
|
|
|
Sterling Notes:
|
|
92343V FA7
|
|
|
|
ISINs:
|
|
Euro Notes due 2032:
|
|
XS2052320954
|
|
|
Euro Notes due 2039:
|
|
XS2052321093
|
|
|
Sterling Notes:
|
|
XS2052321176
|
|
|
|
Common Codes:
|
|
Euro Notes due 2032:
|
|
205232095
|
|
|
Euro Notes due 2039:
|
|
205232109
|
|
|
Sterling Notes:
|
|
205232117
|
|
|
Listing:
|
|
Verizon intends to apply to list the notes on the New York Stock Exchange (the NYSE). Trading in the notes on the NYSE is expected to begin within 30 days after the original issue, but the listing application
is subject to review by the NYSE. Verizon has no obligation to maintain such listing and may delist the notes at any time.
|
|
|
|
|
|
|
|
Allocation
|
|
Principal Amount of
Euro Notes due 2032
|
|
Principal Amount of
Euro Notes due 2039
|
|
Principal Amount of
Sterling Notes
|
Credit Suisse Securities (Europe) Limited
|
|
160,000,000
|
|
100,000,000
|
|
£110,000,000
|
Goldman Sachs & Co. LLC
|
|
160,000,000
|
|
100,000,000
|
|
£110,000,000
|
Merrill Lynch International
|
|
160,000,000
|
|
100,000,000
|
|
£110,000,000
|
Morgan Stanley & Co. International plc
|
|
160,000,000
|
|
100,000,000
|
|
£110,000,000
|
BNP Paribas
|
|
48,000,000
|
|
30,000,000
|
|
£33,000,000
|
ICBC Standard Bank Plc
|
|
48,000,000
|
|
30,000,000
|
|
£33,000,000
|
The Toronto-Dominion Bank
|
|
48,000,000
|
|
30,000,000
|
|
£33,000,000
|
Loop Capital Markets LLC
|
|
5,334,000
|
|
3,334,000
|
|
£3,668,000
|
Samuel A. Ramirez & Company, Inc.
|
|
5,333,000
|
|
3,333,000
|
|
£3,666,000
|
The Williams Capital Group, L.P.
|
|
5,333,000
|
|
3,333,000
|
|
£3,666,000
|
Total
|
|
800,000,000
|
|
500,000,000
|
|
£550,000,000
|
|
|
|
Reference Document:
|
|
Preliminary Prospectus Supplement, subject to completion, dated September 9, 2019, Prospectus dated September 4, 2019
|
The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission
(the SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about
the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer
participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (Europe) Limited at +44-0-20-7888-4021, Goldman Sachs & Co. LLC at
+1-866-471-2526, Merrill Lynch International at +1-800-294-1322 or Morgan Stanley & Co. International plc at +44-20-7677-7799, or contacting the issuer at:
Investor Relations
Verizon Communications
Inc.
One Verizon Way
Basking Ridge, New
Jersey 07920
Telephone: (212) 395-1525
Internet Site: www.verizon.com/about/investors
Any
disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers or other notices were automatically generated as a result of this communication being sent via Bloomberg or
another email system.
Verizon Communications (NYSE:VZ)
Historical Stock Chart
From Aug 2024 to Sep 2024
Verizon Communications (NYSE:VZ)
Historical Stock Chart
From Sep 2023 to Sep 2024