UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report:
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
Trading Symbol(s) |
Name of Each Exchange on Which Registered | ||
| ||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01
Supplemental Indenture
On May 15, 2020, Verizon Communications Inc. (“Verizon”) entered into a new supplemental indenture, dated as of May 15, 2020 (the “Fifth Supplemental Indenture”), between Verizon and U.S. Bank National Association, as Trustee, to the indenture dated as of December 1, 2000, as supplemented by the supplemental indenture dated as of May 15, 2001, as further supplemented by the supplemental indenture dated as of September 29, 2004, as further supplemented by the supplemental indenture dated as of February 1, 2006 and as further supplemented by the supplemental indenture dated as of April 4, 2016.
Canadian Dollar Offering
On May 15, 2020, Verizon closed the sale of C$1,000,000,000 aggregate principal amount of its 2.500% Notes due 2030 and C$300,000,000 aggregate principal amount of its 3.625% Notes due 2050, pursuant to a purchase agreement for debt securities with Merrill Lynch Canada Inc., RBC Dominion Securities Inc., and TD Securities Inc. and the other several purchasers named therein. The notes were sold pursuant to an effective shelf registration statement on Form S-3 (Reg. No. 333-233608), which became effective upon filing with the Securities and Exchange Commission on September 4, 2019 (the “Registration Statement”).
This Current Report on Form 8-K is being filed for the purpose of filing the Fifth Supplemental Indenture and forms of notes as Exhibits to the Registration Statement and such Exhibits are hereby incorporated by reference into the Registration Statement.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit |
Description | |||
4.1 |
||||
4.2 |
Form of Global Note representing Verizon’s 2.500% Notes due 2030 | |||
4.3 |
Form of Global Note representing Verizon’s 3.625% Notes due 2050 | |||
104 |
Cover Page Interactive Data File (formatted as inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Verizon Communications Inc. | ||||||
Date: May 15, 2020 |
By: |
/s/ William L. Horton, Jr. | ||||
William L. Horton, Jr. | ||||||
Senior Vice President, Deputy General Counsel and Corporate Secretary |