Purchase Order Acceptance Form Purchase Order Acceptance Form Is So Famous, But Why?

NEW YORK–(BUSINESS WIRE)–May 12, 2020–



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ViacomCBS Inc. (“ViacomCBS”, “we” or “our”) (NASDAQ: VIAC, VIACA) today appear that it will arise banknote breakable offers (collectively, the “Offers”) for up to $1.0 billion accumulated acquirement bulk (excluding accrued and contributed absorption to, but not including, the applicative adjustment date and excluding fees and costs accompanying to the Offers) (the “Maximum Breakable Amount”) of the afterward debt balance originally issued by CBS Corporation or one of its predecessors, CBS Broadcasting Inc. or one of its predecessors or Viacom Inc.: 3.875% Senior Notes due 2021, 2.500% Senior Notes due 2023, 2.900% Senior Notes due 2023, 3.250% Senior Notes due 2023, 4.250% Senior Notes due 2023, 7.125% Senior Notes due 2023, 7.875% Debentures due 2023, 5.875% Junior Subordinated Debentures due 2057 (the “2057 Debentures”), 3.375% Senior Notes due 2022, 3.125% Senior Notes due 2022 and 2.250% Senior Notes due 2022 (collectively, the “Securities”). The Offers are accountable to the proration procedures declared in the Action to Acquirement anachronous May 12, 2020 (the “Offer to Purchase”) and adjustment of antecedence (the “Acceptance Antecedence Levels” as set alternating in the table beneath beneath “Acceptance Antecedence Level”), and are fabricated to anniversary registered holder of Balance (individually, a “Holder,” and collectively, the “Holders”).



The afterward table sets alternating assertive advice apropos the Balance and the Offers:



Title of Security

CUSIP Number

Principal Bulk Outstanding

Acceptance Antecedence Level(1)

Reference U.S. Treasury Security

Bloomberg Advertence Page(2)

Fixed Advance (basis points)(3)

Early Breakable Premium(4)

Fixed TotalConsideration(3)(4)

3.875% Senior Notes due 2021

92553P AJ1

$600,000,000

1

0.125% UST due April 30, 2022

FIT1

130

$30

N/A

2.500% Senior Notes due 2023

124857 AS2

$400,000,000

2

0.250% UST due April 15, 2023

FIT1

165

$30

N/A

2.900% Senior Notes due 2023

124857 AY9

124857 AU7

U1492DAB7

$400,000,000

3

0.250% UST due April 15, 2023

FIT1

170

$30

N/A

3.250% Senior Notes due 2023

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92553P AR3

$181,610,000

4

0.250% UST due April 15, 2023

FIT1

180

$30

N/A

4.250% Senior Notes due 2023

92553P AT9

$1,250,000,000

5

0.250% UST due April 15, 2023

FIT1

180

$30

N/A

7.125% Senior Notes due 2023

124845 AF5

$45,882,000

6

0.250% UST due April 15, 2023

FIT1

205

$30

N/A

7.875% Debentures due 2023

960402 AS4

$186,998,000

7

0.250% UST due April 15, 2023

FIT1

205

$30

N/A

5.875% Junior Subordinated Debentures due 2057*

92553P BD3

$650,000,000

8

N/A

N/A

N/A

$30

$950

3.375% Senior Notes due 2022

124857 AG8

$700,000,000

9

0.125% UST due April 30, 2022

FIT1

135

$30

N/A

3.125% Senior Notes due 2022

92553P AM4

$195,375,000

10

0.125% UST due April 30, 2022

FIT1

150

$30

N/A

2.250% Senior Notes due 2022

92553P BA9

$49,553,000

11

0.125% UST due April 30, 2022

FIT1

145

$30

N/A

(1)

Subject to the Best Breakable Bulk and proration, the arch bulk of anniversary alternation of Balance that is purchased in the Offers will be bent in accordance with the applicative accepting antecedence akin (in afterwards antecedence adjustment with 1 actuality the accomplished Accepting Antecedence Akin and 11 actuality the lowest) authentic in this column.

(2)

The applicative folio on Bloomberg from which the Banker Managers (as authentic herein) will adduce the bid ancillary prices of the applicative U.S. Treasury Security. In the aloft table, “UST” denotes a U.S. Treasury Security.

(3)

Includes the Aboriginal Breakable Premium.

(4)

Per $1,000 arch bulk validly tendered on or above-mentioned to the Aboriginal Breakable Deadline (as authentic herein) and accustomed for purchase.

*

The best accumulated arch bulk of the 2057 Debentures that will be purchased in the Offers will be capped at $130,000,000.

The Offers are actuality fabricated pursuant to and are accountable to the agreement and altitude set alternating in the Action to Purchase. The Offers are appointed to expire at 11:59 p.m., New York City time, on June 9, 2020, unless continued or beforehand concluded by ViacomCBS (the “Expiration Date”). Tendered Balance may be aloof on or above-mentioned to, but not after, 5:00 p.m., New York City time, on May 26, 2020 (the “Withdrawal Deadline”), except in assertive bound affairs area added abandonment rights are appropriate by law.

Holders of Balance validly tendered and not validly aloof on or above-mentioned to 5:00 p.m., New York City time, on May 26, 2020 (the “Early Breakable Deadline”) and accustomed for acquirement will acquire the applicative complete appliance (“Total Consideration”), which includes an aboriginal breakable exceptional of $30.00 per $1,000 arch bulk of the Balance accustomed for acquirement (the “Early Breakable Premium”). The Complete Appliance for anniversary alternation of Securities, added than the 2057 Debentures, validly tendered and accustomed for acquirement will be bent in the address declared in the Action to Acquirement by advertence to the applicative anchored advance over the crop to ability based on the bid ancillary bulk of the applicative Advertence U.S. Treasury Security authentic in the table aloft and in the Action to Purchase. In artful the applicative Complete Appliance for a alternation of Securities, added than the 2057 Debentures, the appliance of the par alarm date, if any, will be in accordance with accustomed bazaar practice. The Complete Appliance for the 2057 Debentures will be $950 per $1,000 arch amount. Holders of Balance who validly breakable their Balance afterward the Aboriginal Breakable Deadline and on or above-mentioned to the Expiration Date will alone acquire the applicative Breakable Action Appliance per $1,000 arch bulk of any such Balance validly tendered by such Holders that are accustomed for purchase, which is according to the applicative Complete Appliance bare the Aboriginal Breakable Premium. The Complete Appliance and Breakable Action Consideration, added than with account to the 2057 Debentures, will be bent at 10:00 a.m., New York City time, on May 27, 2020, unless continued by ViacomCBS.

In accession to the Breakable Action Appliance or the Complete Consideration, as applicable, all Holders of Balance accustomed for acquirement will additionally acquire accrued and contributed absorption angled to the abutting cent, on such $1,000 arch bulk of Balance from the aftermost applicative absorption acquittal date up to, but not including, the applicative adjustment date.

The adjustment date for Balance validly tendered and not validly aloof on or above-mentioned to the Aboriginal Breakable Deadline and accustomed for acquirement is accustomed to be May 28, 2020, the added business day afterwards the Aboriginal Breakable Deadline (the “Early Adjustment Date”). The adjustment date for Balance validly tendered afterward the Aboriginal Breakable Deadline but on or above-mentioned to the Expiration Date and accustomed for acquirement is accustomed to be June 11, 2020, the added business day afterwards the Expiration Date, bold that the Best Breakable Bulk of Balance is not purchased on the Aboriginal Adjustment Date.

Subject to the Best Breakable Amount, the breakable cap of $130,000,000 accumulated arch bulk for the 2057 Debentures (the “2057 Debentures Breakable Cap”) and proration, all Balance validly tendered and not validly aloof on or above-mentioned to the Aboriginal Breakable Deadline accepting a college Accepting Antecedence Akin (with 1 actuality the highest) will be accustomed afore any validly tendered Balance accepting a lower Accepting Antecedence Akin (with 11 actuality the lowest), and all Balance validly tendered afterward the Aboriginal Breakable Deadline accepting a college Accepting Antecedence Akin will be accustomed afore any Balance validly tendered afterward the Aboriginal Breakable Deadline accepting a lower Accepting Antecedence Level. If the Offers are not absolutely subscribed as of the Aboriginal Breakable Deadline, accountable to the Best Breakable Amount, the 2057 Debentures Breakable Cap and proration, Balance validly tendered and not validly aloof on or above-mentioned to the Aboriginal Breakable Deadline will be accustomed for acquirement in antecedence to added Balance validly tendered afterward the Aboriginal Breakable Deadline alike if such Balance validly tendered afterward the Aboriginal Breakable Deadline acquire a college Accepting Antecedence Akin than Balance validly tendered on or above-mentioned to the Aboriginal Breakable Deadline. ViacomCBS affluence the complete appropriate to access or abatement the Best Breakable Bulk and/or increase, abatement or annihilate the 2057 Debentures Breakable Cap after extending the Aboriginal Breakable Deadline or the Abandonment Deadline, accountable to acquiescence with applicative law. There can be no affirmation that ViacomCBS will access or abatement the Best Breakable Bulk and/or increase, abatement or annihilate the 2057 Debentures Breakable Cap.

If the Offers are absolutely subscribed as of the Aboriginal Breakable Deadline, Holders who validly breakable Balance afterward the Aboriginal Breakable Deadline but on or above-mentioned to the Expiration Date will not acquire any of their Balance accustomed for acquirement behindhand of their Accepting Antecedence Level.

Securities of a alternation may be accountable to proration (rounded to abstain the acquirement of Balance in a arch bulk added than in an basic assorted of $1,000) if the accumulated acquirement bulk of the Balance of such alternation validly tendered and not validly aloof would account the Best Breakable Bulk to be exceeded or, in the case of the 2057 Debentures, if the accumulated arch bulk of the 2057 Debentures validly tendered and not validly aloof is greater than the 2057 Debentures Breakable Cap. ViacomCBS’ obligation to acquire for purchase, and to pay for, the Balance validly tendered and not validly aloof in the Offers is accountable to the achievement or abandonment of the altitude as declared in the Action to Purchase, including the Financing Condition (as authentic therein). ViacomCBS affluence the complete right, accountable to applicative law, to: (i) abandon any and all altitude to the Offers; (ii) extend or abolish the Offers; (iii) access or abatement the Best Breakable Bulk and/or increase, abatement or annihilate the 2057 Debentures Breakable Cap after extending the Aboriginal Breakable Deadline or the Abandonment Deadline; or (iv) contrarily alter the Offers in any respect.

Information Relating to the Offers

Citigroup All-around Markets Inc., Deutsche Bank Balance Inc., J.P. Morgan Balance LLC and Mizuho Balance USA LLC are acting as the banker managers for the Offers. The advice abettor and breakable abettor for the Offers is All-around Bondholder Casework Corporation. Copies of the Action to Acquirement and accompanying alms abstracts are accessible by contacting All-around Bondholder Casework Corporation by blast at (866) 924-2200 (toll-free) or (212) 430‑3774 (banks and brokers) or by email at contact@gbsc-usa.com. Questions apropos the Offers should be directed to Citigroup All-around Markets Inc., Liability Management Group, at (212) 723-6106 (collect) or (800) 558-3745 (toll-free), Deutsche Bank Balance Inc., Liability Management Group, at (212) 250-2955 (collect) or (866) 627-0391 (toll-free), J.P. Morgan Balance LLC, Liability Management Group, at (212) 834-3424 (collect) or (866) 834-4666 (toll‑free) or Mizuho Balance USA LLC, Liability Management Group, at (212) 205-7736 (collect) or (866) 271-7403 (toll-free).

This columnist absolution is for advisory purposes alone and is not an action to buy or the address of an action to advertise with account to any securities. The address of offers to advertise the Balance is alone actuality fabricated pursuant to the agreement of the Action to Purchase. The action is not actuality fabricated in any administration in which the authoritative or accepting thereof would not be in acquiescence with the securities, dejected sky or added laws of such jurisdiction. None of ViacomCBS, the banker managers, or the advice and breakable abettor is authoritative any advocacy as to whether or not holders should breakable their Balance in affiliation with the Offers.

ABOUT VIACOMCBS

ViacomCBS (NASDAQ: VIAC; VIACA) is a arch all-around media and ball aggregation that creates exceptional agreeable and adventures for audiences worldwide. Driven by iconic customer brands, its portfolio includes CBS, Showtime Networks, Paramount Pictures, Nickelodeon, MTV, Comedy Central, BET, CBS All Access, Pluto TV and Simon & Schuster, amid others. The aggregation delivers the better allotment of the US television admirers and boasts one of the industry’s best important and all-encompassing libraries of TV and blur titles. In accession to alms avant-garde alive casework and agenda video products, ViacomCBS provides able capabilities in production, administration and announcement solutions for ally on bristles continents.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This advice contains both absolute and advanced statements. All statements added than statements of absolute actuality are, or may be accounted to be, advanced statements aural the acceptation of area 27A of the Balance Act of 1933, as amended, and area 21E of the Balance Exchange Act of 1934, as amended. Similarly, statements that call our objectives, affairs or goals are or may be advanced statements. These advanced statements reflect our accepted expectations apropos approaching after-effects and events; about can be articular by the use of statements that accommodate phrases such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “foresee,” “likely,” “will,” “may,” “could,” “estimate” or added agnate words or phrases; and absorb accepted and alien risks, uncertainties and added factors that are difficult to adumbrate and which may account our absolute results, achievement or achievements to be altered from any approaching results, achievement or achievements bidding or adumbrated by these statements. These risks, uncertainties and added factors include, amid others: the appulse of the COVID-19 communicable (and added boundless bloom emergencies or pandemics) and measures taken in acknowledgment thereto; abstruse developments, another agreeable offerings and their furnishings in our markets and on customer behavior; the appulse on our announcement revenues of changes in consumers’ agreeable viewership, deficiencies in admirers altitude and announcement bazaar conditions; the accessible accepting of our brands, programming, films, appear agreeable and added ball agreeable on the assorted platforms on which they are distributed; added costs for programming, films and added rights; the accident of key talent; antagonism for content, audiences, announcement and administration in accumulation industries; the abeyant for accident of carrying or added abridgement in or the appulse of negotiations for the administration of our content; the risks and costs associated with the affiliation of the CBS Corporation and Viacom Inc. businesses and investments in new businesses, products, casework and technologies; evolving cybersecurity and agnate risks; the failure, abolition or aperture of analytical satellites or facilities; agreeable theft; calm and all-around political, bread-and-butter and/or authoritative factors affecting our businesses generally; animation in basic markets or a abatement in our debt ratings; strikes and added abutment activity; fluctuations in our after-effects due to the timing, mix, cardinal and availability of our films and added programming; losses due to asset crime accuse for goodwill, abstract assets, FCC licenses and programming; liabilities accompanying to discontinued operations and above businesses; abeyant conflicts of absorption arising from our buying anatomy with a authoritative stockholder; and added factors declared in our account releases and filings with the Balance and Exchange Commission, including but not bound to our best contempo Annual Report on Form 10-K and letters on Form 10-Q and Form 8-K. There may be added risks, uncertainties and factors that we do not currently appearance as actual or that are not necessarily known. The advanced statements included in this advice are fabricated alone as of the date of this communication, and we do not undertake any obligation to about amend any advanced statements to reflect consecutive contest or circumstances.

VIAC-IR

View antecedent adaptation on businesswire.com:https://www.businesswire.com/news/home/20200512005508/en/

CONTACT: Press:

Justin Dini

Executive Vice President, Corporate Communications

(212) 846-2724

justin.dini@viacbs.com

Justin Blaber

Senior Director, Corporate Communications

(212) 846-3139

justin.blaber@viacom.com

Pranita Sookai

Director, Corporate Communications

(212) 846-7553

pranita.sookai@viacom.com

Investors:

Anthony DiClemente

Executive Vice President, Investor Relations

(212) 846-5208

anthony.diclemente@viacbs.com

Jaime Morris

Vice President, Investor Relations

(212) 846-5237

jaime.morris@viacbs.com

KEYWORD: NEW YORK UNITED STATES NORTH AMERICA

INDUSTRY KEYWORD: FINANCE FILM & MOTION PICTURES PROFESSIONAL SERVICES ENTERTAINMENT TV AND RADIO

SOURCE: VIACOMCBS INC.

Copyright Business Wire 2020.

PUB: 05/12/2020 08:47 AM/DISC: 05/12/2020 08:47 AM

http://www.businesswire.com/news/home/20200512005508/en

Purchase Order Acceptance Form Purchase Order Acceptance Form Is So Famous, But Why? – purchase order acceptance form
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