VZ
Published on 05/11/2026 at 12:35 pm EDT
Verizon Communications Inc. announced the commencement of offers to purchase for cash, on behalf of itself and certain of its wholly-owned subsidiaries, any and all of the outstanding series of debt securities listed as the ?Any and All Notes? and up to $1.25 billion aggregate purchase price of the outstanding series of debt securities listed as the ?Waterfall Notes? (together, the ?Notes?), on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated May 11, 2026; concurrently, Verizon is soliciting consents to proposed amendments to the indentures governing the Any and All Notes to eliminate certain restrictive covenants, and holders who validly tender such notes will be deemed to deliver their consent and may neither consent without tendering nor tender without consenting, with completion of any Tender Offer not conditioned on receipt of consents; Verizon is offering to accept for purchase any and all validly tendered Any and All Notes, including: Frontier Florida LLC 6.860% Debentures due 2028 ($282,289,000; CUSIP 362333AH9; $50 early payment; UST 3.750% due 4/30/2028; spread 15 bps; hypothetical $1,043.29), Frontier North Inc. 6.730% Debentures due 2028 ($200,000,000; 362337AK3; 15 bps; $1,042.24), Alltel Corporation 6.800% Debentures due 2029 ($38,098,000; 020039AJ2; 20 bps; $1,071.42), Verizon Virginia LLC 8.375% Debentures due 2029 ($8,993,000; 165087AL1; 25 bps; $1,127.28), Verizon Maryland LLC 8.000% Debentures due 2029 ($19,981,000; 165069AP0; 25 bps; $1,117.21), Verizon New Jersey Inc. 7.850% Debentures due 2029 ($44,704,000; 645767AW4; 25 bps; $1,115.28), Verizon New England Inc. 7.875% Debentures due 2029 ($133,077,000; 644239AY1; 25 bps; $1,116.07), Verizon Maryland LLC 8.300% Debentures due 2031 ($21,111,000; 165069AQ8; 45 bps; $1,173.32), Verizon Delaware LLC 8.625% Debentures due 2031 ($2,381,000; 252759AM7; 50 bps; $1,192.10), Alltel Corporation 7.875% Senior Notes due 2032 ($55,847,000; 020039DC4; 60 bps; $1,169.70), and Verizon Maryland LLC 5.125% Debentures due 2033 ($139,085,000; 92344WAB7; 35 bps; $1,024.08); Verizon is also offering to purchase Waterfall Notes subject to a $1.25 billion cap using Acceptance Priority Levels 1?9, including: Level 1 Frontier California Inc. 6.750% due 2027 ($200,000,000; 362311AG7; 0 bps; $1,024.85), Level 2 Verizon New York Inc. 6.500% due 2028 ($34,773,000; 650094CJ2; 15 bps; $1,042.38), Level 3 Verizon Pennsylvania LLC 6.000% due 2028 ($44,079,000; 07786DAA4; 15 bps; $1,044.90), Level 4 Frontier West Virginia Inc. 8.400% due 2029 ($50,000,000; 165123AM2; 25 bps; $1,129.47), Level 5 Verizon Pennsylvania LLC 8.350% due 2030 ($31,140,000; 078167AZ6; 35 bps; $1,160.53), Level 6 Verizon Pennsylvania LLC 8.750% due 2031 ($34,923,000; 078167BA0; 45 bps; $1,194.97), Level 7 Verizon New York Inc. 7.375% due 2032 ($99,437,000; 92344XAB5; 60 bps; $1,138.37), Level 8 Verizon Communications Inc. 6.940% Notes due 2028 ($249,838,000; 362320BA0; 15 bps; $1,049.99), and Level 9 Verizon Communications Inc. 2.100% Notes due 2028 ($2,068,135,000; 92343VGH1; 15 bps; $967.36), with all series offering a $50 early participation payment per $1,000; Waterfall Notes will be accepted in priority order and prorated if the cap is exceeded; holders tendering at or prior to June 1, 2026 will receive Total Consideration including the early payment, while those tendering later but before June 16, 2026 will receive reduced Tender Consideration, and all accepted tenders receive accrued interest with no separate consent payment; notes may be withdrawn and consents revoked until June 1, 2026 (or earlier upon amendment effectiveness), and settlement is expected on the third business day after expiration; Verizon also announced separate exchange offers for certain notes, which are independent of the Tender Offers and mutually exclusive for the same securities; dealer managers include Goldman Sachs, J.P. Morgan, Morgan Stanley and Wells Fargo, and Global Bondholder Services Corporation is acting as tender and information agent.