Verizon Communications Inc. Announces Final Results of Tender Offers and Consent Solicitations
On June 17, 2026, Verizon Communications Inc. (NYSE, Nasdaq: VZ) made a significant announcement regarding the expiration and results of its recent tender offers and consent solicitations. These initiatives aimed to manage the company’s debt securities effectively, reflecting its ongoing strategic financial management.
1. Overview of the Tender Offers
The tender offers, which expired at 5:00 p.m. (New York City time) on June 16, 2026, included 11 separate offers to purchase any and all debt securities, collectively referred to as the “Any and All Notes.” These offers were complemented by consent solicitations for proposed amendments to the indentures governing these notes. The proposed amendments aimed to eliminate certain restrictive covenants and provisions, thereby providing Verizon with greater flexibility moving forward.
Verizon had previously announced that it accepted all validly tendered Waterfall Notes, a category that includes distinct notes from its subsidiaries, in accordance with the Acceptance Priority Procedures outlined in the Offer to Purchase and Consent Solicitation Statement.
2. Results of the Tender Offers
As of the expiration date, all conditions related to the tender offers and consent solicitations were satisfied or waived. The company reported that it received the requisite consents to effect applicable proposed amendments for several series of notes, including:
- 6.860% Debentures due 2028
- 6.730% Debentures, Series G due 2028
- 8.375% Debentures due 2029
- 7.875% Debentures due 2029
- 8.625% Debentures due 2031
- 7.875% Senior Notes due 2032
In total, Verizon accepted approximately $1.86 billion in principal amount of the Notes as part of the tender offers.
Breakdown of Accepted Notes
The following tables summarize the accepted notes under the Any and All Tender Offers and the Waterfall Tender Offers.
Table 1: Any and All Notes Accepted
| CUSIP Number | Issuer | Title of Security | Maturity Date | Principal Amount Outstanding | Principal Amount Accepted | Percentage of Principal Accepted |
|---|---|---|---|---|---|---|
| 362333AH9 | Frontier Florida LLC | 6.860% Debentures due 2028 | 2/1/2028 | $282,289,000 | $234,260,000 | 82.99% |
| 362337AK3 | Frontier North Inc. | 6.730% Debentures, Series G due 2028 | 2/15/2028 | $200,000,000 | $157,217,000 | 78.61% |
| 020039AJ2 | Alltel Corporation | 6.800% Debentures due 2029 | 5/1/2029 | $38,098,000 | $634,000 | 1.66% |
| 165087AL1 | Verizon Virginia LLC | 8.375% Debentures due 2029 | 10/1/2029 | $8,993,000 | $2,756,000 | 30.65% |
| ... | ... | ... | ... | ... | ... | ... |
Table 2: Waterfall Notes Accepted
| Acceptance Priority Level | CUSIP Number | Issuer | Title of Security | Maturity Date | Principal Amount Outstanding | Principal Amount Accepted | Percentage Accepted |
|---|---|---|---|---|---|---|---|
| 1 | 362311AG7 | Frontier California Inc. | 6.750% Debentures due 2027 | 5/15/2027 | $200,000,000 | $109,112,000 | 54.56% |
| 2 | 650094CJ2 | Verizon New York Inc. | 6.500% Debentures due 2028 | 4/15/2028 | $34,773,000 | $1,899,000 | 5.46% |
| 3 | 07786DAA4 | Verizon Pennsylvania LLC | 6.000% Debentures due 2028 | 12/1/2028 | $44,079,000 | $9,237,000 | 20.96% |
| 4 | 165123AM2 | Frontier West Virginia Inc. | 8.400% Debentures due 2029 | 10/15/2029 | $50,000,000 | $48,516,000 | 97.03% |
| ... | ... | ... | ... | ... | ... | ... | ... |
3. Cash Payments to Holders
Holders of the accepted notes will be compensated with the Total Consideration, which includes an Early Participation Payment, on the Settlement Date of June 22, 2026. Additionally, holders will receive cash payments for accrued and unpaid interest up to the Settlement Date.
4. Management and Advisory Team
For this complex financial maneuver, Verizon has enlisted a team of prominent investment banks, including Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and Wells Fargo Securities, LLC, as lead dealer managers. Other financial institutions also played key roles in the process, ensuring the smooth execution of the tender offers and solicitations.
5. Conclusion
Verizon's successful completion of its tender offers and consent solicitations marks a significant step in its ongoing efforts to manage its debt portfolio effectively. The acceptance of a substantial amount of notes reflects both investor confidence and the company’s proactive approach to financial management. As Verizon continues to navigate the evolving telecommunications landscape, these strategic actions will likely play a crucial role in its long-term financial health and operational flexibility.
