Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
September 02 2021 - 05:01AM
Edgar (US Regulatory)
Filed Pursuant to Rule 433
Registration No. 333-233608
Final Term Sheet
September 1,
2021
VERIZON COMMUNICATIONS INC.
$1,000,000,000 2.850% Notes due 2041
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Issuer:
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Verizon Communications Inc. (Verizon)
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Title of Securities:
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2.850% Notes due 2041 (the Notes)
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Trade Date:
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September 1, 2021
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Settlement Date (T+2):
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September 3, 2021
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Maturity Date:
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September 3, 2041
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Aggregate Principal Amount Offered:
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$1,000,000,000
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Public Offering Price:
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99.758% plus accrued interest, if any, from September 3, 2021
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Underwriting Discount:
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0.600%
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Proceeds to Verizon (before expenses):
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99.158%
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Interest Rate:
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2.850% per annum
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Interest Payment Dates:
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Semiannually on each March 3 and September 3, commencing March 3, 2022
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Denomination:
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Minimum denominations of $2,000 and integral multiples of $1,000 in excess of $2,000
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Optional Redemption:
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(i) at any time prior to March 3, 2041 (six months prior to maturity), make-whole call at the greater of 100% of the principal amount of the Notes being redeemed or the discounted present value at Treasury Rate plus 20 basis
points, plus accrued and unpaid interest and (ii) at any time on or after March 3, 2041 (six months prior to maturity), at 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest
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Allocation:
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Principal Amount of Notes
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Loop Capital Markets LLC
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$
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250,000,000
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Morgan Stanley & Co. LLC
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250,000,000
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Samuel A. Ramirez & Company, Inc.
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250,000,000
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Siebert Williams Shank & Co., LLC
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250,000,000
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Total
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$
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1,000,000,000
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Purchasers:
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Loop Capital Markets LLC
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Morgan Stanley & Co. LLC
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Samuel A. Ramirez & Company, Inc.
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Siebert Williams Shank & Co., LLC
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Reference Document:
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Preliminary Prospectus Supplement, subject to completion, dated September 1, 2021; Prospectus dated September 4, 2019
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Additional Verizon Current Report incorporated by reference in the Preliminary Prospectus Supplement:
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Verizon Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the SEC) on September 1, 2021 is hereby incorporated by reference in the
Preliminary Prospectus Supplement
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The issuer has filed a registration statement (including a prospectus) with 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 contacting Morgan
Stanley & Co. LLC toll free at 1-866-718-1649, Loop Capital Markets LLC toll free at 1-888-294-8898, Samuel A. Ramirez & Company, Inc. toll free at
800-888-4086 or Siebert Williams Shank & Co., LLC toll free at (800) 924-1311 or contacting the issuer at:
Investor Relations
Verizon Communications Inc.
One Verizon Way
Basking Ridge, New Jersey
07920
Telephone:
1-212-395-1525
Internet
Site: www.verizon.com/about/investors
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The information contained on or accessible through Verizons corporate website or any other website
that it may maintain is not incorporated by reference herein.
No key information document (KID) required by Regulation (EU)
No. 1286/2014 (as amended, the PRIIPs Regulation) for offering or selling the Notes or otherwise making them available to retail investors in the European Economic Area (EEA) has been prepared as the Notes will not be
made available to any retail investor in the EEA.
No KID required by Regulation (EU) No 1286/2014 as it forms part of domestic law of the United
Kingdom (UK) by virtue of the European Union (Withdrawal) Act 2018, as amended (EUWA) (the UK PRIIPs Regulation) for offering or selling the Notes or otherwise making them available to retail investors in the UK
has been prepared as the Notes will not be made available to any retail investor in the UK.
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.
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