Union Pacific announces pricing terms on exchange offer for 15 series for new notes, cash

By Taylor Fox

New York, Aug. 31 – Union Pacific Corp. announced the pricing terms of its private offer to exchange certain outstanding notes and debentures, according to a press release.

As previously reported, the principal amount of the notes validly tendered for exchange and not validly withdrawn as of 5 p.m. ET Aug. 28 is $1,546,369,000.

The company is offering $1,000 principal amount of new notes due 2062 plus an exchange price in cash for each $1,000 of existing notes of each series.

The principal amount of each series of existing notes that has been validly tendered and not validly withdrawn and the total cash exchange price to be received in each exchange offer for each $1,000 amount of existing notes validly tendered and not validly withdrawn prior to 5 p.m. ET Aug. 28 and accepted for exchange is as follows, in order of acceptance priority:

• $9,435,000 of the $100 million outstanding of the 6.15% debentures due 2037 (Cusip: 907818CX4) with an exchange price of $472.73;

• $10,197,000 of the $199 million outstanding of the 4.821% notes due 2044 (Cusip: 907818DS4, 907818DT2) with an exchange price of $310;

• $19.84 million of the $237 million outstanding 4.75% notes due 2041 (Cusip: 907818DJ4) with an exchange price of $316.79;

• $10,000 of the $84 million outstanding 4.85% notes due 2044 (Cusip: 907818DX3) with an exchange price of $364.54;

• $5,188,000 of the $189 million outstanding 4.75% notes due 2043 (Cusip: 907818DU9) with an exchange price of $342;

• $78,702,000 of the $532 million outstanding 4.5% notes due 2048 (Cusip: 907818EW4) with an exchange price of $342.26;

• $$419,513,000 of the $750 million outstanding 4.375% notes due 2038 (Cusip: 907818EV6) with an exchange price of $285.12;

• $77,821,000 of the $300 million 4.3% notes due 2042 (Cusip: 907818DL9) with an exchange price of $281.28;

• $112,292,000 of the $325 million 4.25% notes due 2043 (Cusip: 907818DP0) with an exchange price of $281.13;

• $311,888,000 of the $1 billion 4.3% notes due 2049 (Cusip: 907818FC7) with an exchange price of $330.79;

• $106,327,000 of the $350 million 4.15% notes due 2045 (Cusip: 907818DZ8) with an exchange price of $269.28;

• $181,617,000 of the $600 million 4.05% notes due 2046 (Cusip: 907818EJ3) with an exchange price of $260.13;

• $126,164,000 of the $500 million 4.05% notes due 2045 (Cusip: 907818EF1) with an exchange price of $257.92; and

• $87,375,000 of the $500 million 4% notes due 2047 (Cusip: 907818EN4) with an exchange price of $258.90.

Holders of existing notes who validly tender after the early exchange date that are accepted for exchange will receive the total exchange price less the early exchange premium of $50 in cash per $1,000 principal amount of notes validly tendered, not validly withdrawn and accepted for exchange.

The annual interest rate on the new notes will be 2.973%, which has been determined as the bid-side yield of the designated reference security as of the price determination date, which was 1.493%, plus the applicable spread.

The offers will expire at 11:59 p.m. ET on Sept. 14.

The settlement date is expected to be Sept. 16.

D.F. King & Co., Inc. is the information agent for the exchange offers (212 269-5550, 800 591-8238, unp@dfking.com, http://www.dfking.com/unp).

Union Pacific is an Omaha-based railroad transportation company.

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