OREANDA-NEWS. Verizon Communications Inc. (“Verizon”) (NYSE, Nasdaq: VZ; LSE: VZC) today announced the pricing of its previously announced cash tender offer on behalf of itself and certain of its subsidiaries for up to $5.5 billion aggregate purchase price, excluding accrued and unpaid interest and any fees or commissions, of the Waterfall Notes.  The complete terms and conditions of the Waterfall Offer are set forth in the offer to purchase dated March 4, 2016, as amended with respect to the Waterfall Offer by Verizon’s press release dated as of March 14, 2016 and Verizon’s press release dated as of March 21, 2016 (the “Offer to Purchase”) and the related letter of transmittal.  Capitalized terms used but not defined herein have the meanings set forth in the Offer to Purchase.

Copies of the Offer to Purchase and the related letter of transmittal are available upon request from Global Bondholder Services Corporation at the telephone numbers provided below.

The Waterfall Offer will expire at 11:59 p.m., New York City time, on April 1, 2016 (the “Waterfall Expiration Time”). 

The aggregate purchase price (excluding accrued and unpaid interest and any fees or commissions payable) of all Waterfall Notes validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on March 18, 2016 (the “Waterfall Early Participation Time”) has exceeded the Waterfall Cap.  Subject to the conditions in the Offer to Purchase, all Waterfall Notes validly tendered and not validly withdrawn at or prior to the Waterfall Early Participation Time with an Acceptance Priority Level higher than 14 have been accepted for purchase and all Waterfall Notes with an Acceptance Priority Level lower than 14 have not been accepted for purchase.  Subject to the conditions in the Offer to Purchase, Waterfall Notes validly tendered and not validly withdrawn at or prior to the Waterfall Early Participation Time with Acceptance Priority Level 14 have been accepted for purchase using a proration factor of approximately 70.9%.  No Waterfall Notes tendered after the Waterfall Early Participation Time will be accepted for purchase. 

The Reference Yield of the UST Reference Security for each series of Waterfall Notes was measured as of 11:00 a.m., New York City time, on Monday, March 21, 2016 (the “Waterfall Price Determination Time”), and the Total Consideration for each series of Waterfall Notes was calculated in accordance with the Offer to Purchase.