THE APEX TIMES
Verizon reports early tender levels in private debt exchange and consent offers, extends early participation window
The communications company said holders submitted between 0.96% and 85.89% of principal tendered across 11 series of subsidiary notes as Verizon seeks to exchange them for new parent-issued notes and amend restrictive indenture terms.
Verizon Communications has released early participation results for previously announced private exchange offers and consent solicitations tied to 11 series of subsidiary debt, extending the early participation deadline to June 16, 2026. The company said it will accept tenders submitted at or before the extended early participation date, with eligible holders receiving consideration that includes an early participation payment.
The offers are structured as exchange offers and consent solicitations. In an exchange offer, holders swap “old notes” for newly issued “new notes.” In a consent solicitation, holders agree to proposed amendments to the indentures governing the old notes. Verizon said the indenture changes are intended, among other things, to eliminate certain restrictive covenants and other provisions.
Verizon reported that, as of the original early participation date of June 1, 2026 at 5:00 p.m. New York City time, valid tenders had been received and had not been withdrawn for each of the 11 series. Participation levels varied sharply by security. The highest reported tender rate was 85.89% for Verizon Delaware LLC’s 8.625% debentures due 2031, where $2.045 million of $2.381 million outstanding was tendered. The lowest was 0.96% for Frontier Florida LLC’s 6.860% debentures due 2028, with $2.719 million outstanding and $2.719 million? Verizon’s figures show $2.719 million tendered out of $282.289 million outstanding, or 0.96%.
Other disclosed tender rates included 52.03% for Verizon New England Inc.’s 7.875% debentures due 2029 (tendered: $69.235 million out of $133.077 million outstanding) and 57.35% for Alltel Corporation’s 7.875% senior notes due 2032 (tendered: $32.027 million out of $55.847 million outstanding). Verizon Maryland LLC’s 8.000% debentures due 2029 showed 24.40% participation (tendered: $4.875 million out of $19.981 million), while Verizon Maryland LLC’s 5.125% debentures due 2033 showed 14.05% participation (tendered: $19.535 million out of $139.085 million).
Taken together across the 11 series, Verizon’s table shows roughly $157.3 million of aggregate principal tendered against about $945.6 million outstanding, an implied average participation of about 16.6% as of June 1. Verizon also said the deadline to withdraw tenders and revoke related consents was not modified by the extension and expired for all series on June 1 at 5:00 p.m. New York City time.
The company said the extended early participation date occurs at the same time the exchange offers and consent solicitations are scheduled to expire, which is June 16, 2026 at 5:00 p.m. New York City time unless Verizon extends or earlier terminates the offers. Verizon also said it expects settlement, if any, to occur on the third business day following the applicable expiration date, expected to be June 22, 2026 unless extended for any series.
Verizon noted that it simultaneously announced separate cash tender offers and consent solicitations for 20 series of notes. Those cash tenders and the private exchange offers are separate and distinct, and Verizon said neither is conditioned on the consummation of the other. It also said consents delivered for a series of old notes in connection with the exchange offers would be cumulated with consents delivered for that same series in connection with the separate cash tender offers, and that holders can tender the same series into only one tender offer at a time through its tender platform.
Verizon did not provide in this announcement the specific “total consideration” amounts or offer yield terms for each series, nor did it itemize the exact restrictive covenant language it plans to remove beyond describing the amendments at a high level. Investors will also have to wait for final results to see how much of each series ultimately gets exchanged or how consent thresholds, if any, are ultimately satisfied. The next key indicates will be the final participation figures at the June 16 deadline and the timing of issuance and settlement of the new Verizon notes.
Why It Matters
- The early participation results show uneven holder support across Verizon’s subsidiary debt, which can influence how smoothly debt-exchange mechanics move toward settlement by June 16.
- The consent solicitations are designed to amend indenture terms, including removing restrictive covenants, which may give Verizon more flexibility in managing its capital structure.
- By running private exchange offers alongside separate cash tender offers, Verizon is effectively trying to capture different investor populations and consent levels without making one offer dependent on the other.
- Reported early participation can serve as an indicator of where holders may need additional incentives or time before final decision deadlines.
Key Facts
- Verizon extended the early participation date for its private exchange offers and consent solicitations for 11 series of subsidiary debt to June 16, 2026, aligning it with the scheduled expiration time.
- As of the original early participation cutoff on June 1, 2026 at 5:00 p.m. New York City time, Verizon reported valid tenders (not withdrawn) across all 11 series.
- Tender rates ranged from 0.96% for Frontier Florida LLC 6.860% debentures due 2028 to 85.89% for Verizon Delaware LLC 8.625% debentures due 2031.
- Verizon Maryland LLC’s 7.875%? (8.000% due 2029) debentures had 24.40% participation, while Verizon New England Inc.’s 7.875% debentures due 2029 had 52.03%.
- Verizon said withdrawal deadlines for tenders and consents were not modified and expired on June 1 at 5:00 p.m. New York City time.
- Settlement, if any, is expected to occur on the third business day after the June 16 expiration date, expected to be June 22, 2026.
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