Exhibit 99.1
Broadcom Inc. Announces Expiration and Final Settlement of its Private Exchange Offers of Certain Outstanding Notes for New Notes
SAN JOSE, Calif. –June 3, 2020 – Broadcom Inc. (Nasdaq:AVGO) (“Broadcom” or the “Company”) announced today the results, as of the Expiration Date of 12:00 midnight, New York City time, at the end of June 2, 2020, of its offers to certain eligible holders (together, the “Exchange Offers”), the complete terms and conditions of which are set forth in an offering memorandum, dated May 5, 2020 (the “Offering Memorandum”).
As previously announced, as of 5:00 p.m., New York City time, on May 18, 2020 (the “Early Participation Date”), $1,638,022,000 aggregate principal amount of Pool 1 Existing Notes and $2,102,212,000 aggregate principal of Pool 2 Existing Notes had been validly tendered and not withdrawn. As a result, the Company issued (i) $1,694,847,000 aggregate principal amount of its new 3.459% notes due 2026 (the “New 2026 Notes”) for validly tendered and accepted Pool 1 Existing Notes and (ii) $2,221,096,000 aggregate principal amount of its new 4.110% notes due 2028 (the “New 2028 Notes” and, together with the New 2026 Notes, the “New Notes”) in exchange for validly tendered and accepted Pool 2 Existing Notes. Early settlement for such New Notes occurred on May 21, 2020.
Following the Early Participation Date and on or prior to the Expiration Date, an aggregate principal amount of (i) $290,000 of the outstanding 3.600% Senior Notes due August 2022 (CUSIP Number: 12673PAH8), issued by CA, Inc., a subsidiary of the Company (the “Existing August 2022 Notes”), were validly tendered as part of the Exchange Offers and accepted by the Company for consideration consisting of $287,000 aggregate principal amount of the Company’s New 2026 Notes, (ii) $189,000 of the outstanding 3.125% Senior Notes due October 2022 (CUSIP Numbers: 11135FAC5 (144A) U1109MAC0 (Reg S)), issued by the Company (the “Existing October 2022 Notes”), were validly tendered as part of the Exchange Offers and accepted by the Company for consideration consisting of $186,000 aggregate principal amount of the Company’s New 2026 Notes, (iii) $1,049,000 of the outstanding 3.625% Senior Notes due January 2024 (CUSIP Numbers: 11134LAE9 (144A) U1108LAC3 (Reg S) 11134LAF6), issued by Broadcom Corporation, a subsidiary of the Company (the “Existing January 2024 Notes”), were validly tendered as part of the Exchange Offers and accepted by the Company for consideration consisting of $1,049,000 aggregate principal amount of the Company’s New 2028 Notes and (iv) $202,000 of the outstanding 3.625% Senior Notes due October 2024 (CUSIP Numbers: 11135FAD3 (144A) U1109MAD8 (Reg S)), issued by the Company (the “Existing October 2024 Notes” and together with the Existing January 2022 Notes, the Existing August 2022 Notes and the Existing January 2024 Notes, the “Existing Notes”), were validly tendered as part of the Exchange Offers and accepted by the Company for consideration consisting of $204,000 aggregate principal amount of the Company’s New 2028 Notes.
The final settlement for the Existing Notes validly tendered on or prior to the Expiration Date and accepted by the Company is expected to occur on June 4, 2020, subject to all the conditions to the Exchange Offers having been satisfied or waived by the Company. Following such final settlement, the aggregate principal amount of (i) Existing August 2022 Notes outstanding will be $283,351,000, (ii) Existing October 2022 Notes outstanding will be $692,841,000, (iii) Existing January 2024 Notes outstanding will be $1,352,128,000 and (iv) Existing October 2024 Notes outstanding will be $1,044,409,000. Capitalized terms not defined herein shall have the meanings ascribed to them in the Offering Memorandum.
The New Notes, when issued at final settlement, will not have been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. The New Notes may not be offered or sold in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Company has entered into a registration rights agreement with respect to the New Notes. The New Notes will be unsecured obligations of the Company and will rank pari passu with all other unsecured and unsubordinated indebtedness of the Company.
The Exchange Offers are only being made, and copies of the documents relating to the Exchange Offers will only be made available, to a holder of Existing Notes who has certified in an eligibility certification certain matters to the Company, including its status as a “qualified institutional buyer” as defined in Rule 144A under the Securities Act or who is a person other than a “U.S. person” as defined in Rule 902 under the Securities Act. Holders of Existing Notes who desire access to the electronic eligibility form should contact D.F. King & Co., Inc., the information agent (the “Information Agent”), for the Exchange Offers, at (866)416-0577 (U.S. Toll-free) or (212)269-5550