Broadcom Inc. Announces Pricing Terms of its Private Exchange Offers of Certain

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SAN JOSE, Calif., Sept. 27, 2021 /PRNewswire/ — Broadcom Inc. (Nasdaq: AVGO) (“Broadcom” or the “Company”) announced today the pricing terms of the Company’s new notes due 2035 (the “New 2035 Notes”) and new notes due 2036 (the “New 2036 Notes” and, together with the New 2035 Notes, the “New Notes”) to be issued in connection with its offers to eligible holders (together, the “Exchange Offers”) of the Company’s or its subsidiaries’ Pool 1 Existing Notes and Pool 2 Existing Notes listed in the tables below (collectively, the “Existing Notes”) to exchange Pool 1 Existing Notes (subject to, among others, the acceptance priority levels) for consideration consisting of a combination of up to $3,250,000,000 (the “2035 Notes Cap”) aggregate principal amount of the New 2035 Notes and a cash payment, and to exchange Pool 2 Existing Notes (subject to, among others, the acceptance priority levels) for consideration consisting of a combination of up to $2,750,000,000 (the “2036 Notes Cap” and, together with the 2035 Notes Cap, the “New Notes Cap”) aggregate principal amount of the New 2036 Notes and a cash payment, the complete terms and conditions of which are set forth in an offering memorandum, dated September 13, 2021 (the “Offering Memorandum”).

As announced by the Company on September 27, 2021, it has (i) waived the Pool 1 Sub-Caps and the Pool 2 Sub-Cap, and (ii) increased the New Notes Cap to $6.0 billion from the originally announced $5.0 billion. As a result of reaching the New Notes Cap by the Early Participation Date, no Existing Notes tendered for exchange after the Early Participation Date will be accepted for exchange, regardless of priority level. Existing Notes not accepted for exchange will be returned promptly to the tendering holders in accordance with the Offering Memorandum. Capitalized terms not defined herein shall have the meanings ascribed to them in the Offering Memorandum.

The aggregate principal amount, fixed spread and interest rate of each series of New Notes expected to be issued by the Company is set forth in the table below:

Title of Security

Aggregate Principal Amount Expected to be Issued

Reference U.S. Treasury Security

Fixed Spread (bps)

Interest Rate(1) 

3.137% Senior Notes due 2035

$3,249,984,000

1.250% due August 15, 2031

165

3.137%

3.187% Senior Notes due 2036

$2,750,000,000

1.250% due August 15, 2031

170

3.187%

(1) The interest rate reflects the bid-side yield on the Reference UST Security plus the applicable fixed spread, calculated in accordance with the procedures set forth in the Offering Memorandum. The Reference UST Security with respect to the New 2035 Notes and the New 2036 Notes had a bid-side yield of 1.487% as of the Pricing Time of the Exchange Offers.

For each $1,000 principal amount of each series of Existing Notes validly tendered and not validly withdrawn as of the Early Participation Date and accepted for exchange by the Company, the following table sets forth the applicable yield and the Total Consideration (subject to rounding and cash in lieu of fractional amounts of New Notes) to be received by Eligible Holders, as priced below:

Pool 1 Offers

CUSIP

Numbers

Title of Security (collectively, the”Pool 1 Existing Notes”)

Fixed Spread(bps)

Reference U.S. Treasury Security; Bid Side Yield

Yield(1)

Total Consideration(2)

11134L AP4 (Exch)

3.125% Senior Notes due 1/15/2025, issued by Broadcom Corporation

0

0.750% due August 31, 2026; 0.978%

0.978%

$1,065.92

11135F BC4 (Exch)

4.700% Senior Notes due 4/15/2025, issued by the Company

25

0.750% due August 31, 2026; 0.978%

1.228%

$1,117.21

11135F AT8 (144A)

U1109M AM8 (Reg S)

11135F BB6 (Exch)

3.150% Senior Notes due 11/15/2025, issued by the Company

30

0.750% due August 31, 2026; 0.978%

1.278%

$1,073.51

11135F AE1 (144A)

U1109M AE6 (Reg S)

11135F AZ4 (Exch)

4.250% Senior Notes due 4/15/2026, issued by the Company

45

0.750% due August 31, 2026; 0.978%

1.428%

$1,119.28

11135F AN1 (Exch)

3.459% Senior Notes due 9/15/2026, issued by the Company

60

0.750% due August 31, 2026; 0.978%

1.578%

$1,086.49

11134L AG4 (144A)

U1108L AD1 (Reg S)

11134L AH2 (Exch)

3.875% Senior Notes due 1/15/2027, issued by Broadcom Corporation

70

0.750% due August 31, 2026; 0.978%

1.678%

$1,105.78

12673P AJ4 (144A)

4.700% Senior Notes due 3/15/2027, issued by CA, Inc.

100

0.750% due August 31, 2026; 0.978%

1.978%

$1,134.10

11135F AK7 (144A)

U1109M AH9 (Reg S)

11135F AL5 (Exch)

4.110% Senior Notes due 9/15/2028, issued by the Company

60

1.250% due August 15, 2031; 1.487%

2.087%

$1,126.04

(1) The yield reflects the bid-side yield on the Reference UST Security plus the applicable fixed spread, calculated in accordance with the procedures set forth in the Offering Memorandum.(2) The Total Consideration includes an Early Participation Payment of $50 (payable in applicable New Notes) for each $1,000 principal amount of each series of Existing Notes validly tendered at or prior to the Early Participation Date and accepted for exchange.

Pool 2 Offers

CUSIP

Numbers

Title of Security (collectively, the “Pool 2 Existing Notes”)

Fixed Spread(bps)

Reference U.S. Treasury Security; Bid Side Yield

Yield(1)

Total Consideration(2)

11134L AQ2 (144A)

U1108L AH2 (Reg S)

11134L AR0 (Exch)

3.500% Senior Notes due 1/15/2028, issued by Broadcom Corporation

35

1.250% due August 15, 2031; 1.487%

1.837%

$1,094.69

11135F AH4 (144A)

U1109M AG1 (Reg S)

11135F BD2 (Exch)

5.000% Senior Notes due 4/15/2030, issued by the Company

100

1.250% due August 15, 2031; 1.487%

2.487%

$1,187.26

11135F AB7 (144A)

U1109M AB2 (Reg S)

11135F BA8 (Exch)

4.750% Senior Notes due 4/15/2029, issued by the Company

80

1.250% due August 15, 2031; 1.487%

2.287%

$1,164.57

11135F AP6 (144A)

U1109M AK2 (Reg S)

11135F AQ4 (Exch)

4.150% Senior Notes due 11/15/2030, issued by the Company

105

1.250% due August 15, 2031; 1.487%

2.537%

$1,127.46

(1) The yield reflects the bid-side yield on the Reference UST Security plus the applicable fixed spread, calculated in accordance with the procedures set forth in the Offering Memorandum.(2) The Total Consideration includes an Early Participation Payment of $50 (payable in applicable New Notes) for each $1,000 principal amount of each series of Existing Notes validly tendered at or prior to the Early Participation Date and accepted for exchange.

The table below identifies the aggregate principal amount of each series of Pool 1 Existing Notes validly tendered (and not validly withdrawn) in the Pool 1 Offers as of the Early Participation Date and the principal amount of each series of Pool 1 Existing Notes that the Company expects to accept for exchange on the Early Settlement Date:

Pool 1 Offers

CUSIP Numbers

Title of Security

Principal

Amount

Outstanding

Acceptance

Priority

Level(1)

Principal Amount Tendered(2)

Principal AmountAccepted byBroadcom

Early Participant Payment (4)(6)

Total Consideration(5)(6)

Principal Amount of New Notes(6)

Cash Payment(6)

11134L AP4 (Exch)

3.125% Senior Notes due 1/15/2025, issued by Broadcom Corporation

$585,069,000

1

$90,528,000

$90,528,000

$50

$1,065.92

$1,000

$65.92

11135F BC4 (Exch)

4.700% Senior Notes due 4/15/2025, issued by the Company

$1,247,347,000

2

$227,633,000

$227,633,000

$50

$1,117.21

$1,000

$117.21

11135F AT8 (144A)

U1109M AM8 (Reg S)

11135F BB6 (Exch)

3.150% Senior Notesdue 11/15/2025, issued by the Company

$1,417,586,000

3

$517,730,000

$517,730,000

$50

$1,073.51

$1,000

$73.51

11135F AE1 (144A)

U1109M AE6 (Reg S)

11135F AZ4 (Exch)

4.250% Senior Notes due 4/15/2026, issued by the Company

$1,182,836,000

4

$238,348,000

$238,348,000

$50

$1,119.28

$1,000

$119.28

11135F AN1 (Exch)

3.459% Senior Notes due 9/15/2026, issuedby the Company

$1,695,320,000

5

$943,002,000

$943,002,000

$50

$1,086.49

$1,000

$86.49

11134L AG4 (144A)

U1108L AD1 (Reg S)

11134L AH2 (Exch)

3.875% Senior Notes due 1/15/2027, issuedby BroadcomCorporation

$3,812,954,000

6

$890,672,000

$890,672,000

$50

$1,105.78

$1,000

$105.78

12673P AJ4 (144A)

4.700% Senior Notesdue 3/15/2027, issuedby CA, Inc.

$350,000,000

7

$84,898,000

$84,898,000

$50

$1,134.10

$1,000

$134.10

11135F AK7 (144A)

U1109M AH9 (Reg S)

11135F AL5 (Exch)

4.110% Senior Notes due 9/15/2028, issued by the Company

$2,222,349,000

8

$1,144,192,000

$257,173,000(3)

$50

$1,126.04

$1,000

$126.04

Total:

$4,137,003,000

$3,249,984,000

(1) The Company expects to accept for exchange these Pool 1 Existing Notes in accordance with the acceptance priority levels set forth in this table.(2) The aggregate principal amounts of Pool 1 Existing Notes that have been validly tendered for exchange and not validly withdrawn, as of 5:00 p.m., New York City time, on September 24, 2021, based on information provided by the information agent and exchange agent to the Company.(3) Pro ration factor of approximately 22.5%.(4) For the avoidance of doubt, the $50 per $1,000 Early Participant Payment is included within the  Total Consideration and is not in addition to it.(5) Does not reflect any accrued and unpaid interest. The Company will pay accrued and unpaid interest on the Existing Notes up to, but excluding, the date on which the exchange of Existing Notes accepted for exchange is settled.(6) Per $1,000 principal amount of Pool 1 Notes.

The table below identifies the aggregate principal amount of each series of Pool 2 Existing Notes validly tendered (and not validly withdrawn) in the Pool 2 Offers as of the Early Participation Date and the principal amount of each series of Pool 2 Existing Notes that the Company expects to accept for exchange on the Early Settlement Date:

Pool 2 Offers

CUSIP Numbers

Title of Security

Principal

Amount

Outstanding

Acceptance

Priority

Level(1)

Principal Amount Tendered(2)

Principal Amount Accepted byBroadcom

Early Participant Payment(4)(6)

Total Consideration(5)(6)

Principal Amountof NewNotes(6)

Cash Payment(6)

11134L AQ2 (144A)

U1108L AH2 (Reg S)

11134L AR0 (Exch)

3.500% Senior Notes due 1/15/2028, issuedby BroadcomCorporation

$1,250,000,000

1

$472,973,000

$472,973,000

$50

$1,094.69

$1,000

$94.69

11135F AH4 (144A)

U1109M AG1 (Reg…

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