Summary
This Form 8-K filing by Verizon Communications Inc. (VZ) on February 21, 2014, reports the significant completion of its acquisition of Vodafone Group Plc's indirect 45% interest in Cellco Partnership d/b/a Verizon Wireless. This transaction effectively consolidates full ownership of Verizon Wireless under Verizon Communications. The deal involved a substantial total consideration package, including approximately $58.9 billion in cash, over 1.27 billion shares of Verizon common stock, $5.0 billion in senior unsecured notes, the sale of Verizon's interest in Vodafone Omnitel N.V. valued at $3.5 billion, and other considerations. The acquisition was financed through capital markets transactions and a $6.6 billion term loan. As a result of this transaction, Verizon has terminated the prior Alliance Agreement and Investment Agreement with Vodafone that governed their joint venture.
Key Highlights
- 1Verizon Communications has successfully completed the acquisition of Vodafone's 45% stake in Verizon Wireless.
- 2This transaction results in Verizon Communications gaining full, 100% ownership of Verizon Wireless.
- 3The total consideration for the acquisition is substantial, encompassing cash, stock issuance, debt issuance, and asset sales.
- 4Approximately $58.9 billion in cash was paid to Vodafone.
- 5Verizon issued approximately 1.27 billion shares of its common stock as part of the deal.
- 6The company also issued $5.0 billion in senior unsecured notes.
- 7The prior joint venture agreements (Alliance Agreement and Investment Agreement) between Verizon and Vodafone related to Verizon Wireless have been terminated.