Filed Pursuant to Rule 433
Registration No. 333-190954
Final Term Sheet
January 30, 2014
VERIZON COMMUNICATIONS INC.
$500,000,000 5.90% Notes due 2054
| Issuer: | Verizon Communications Inc. (the “Company”) | |
| Title of Securities: | 5.90% Notes due 2054 (the “Notes”) | |
| Trade Date: | January 30, 2014 | |
| Settlement Date (T+5): | February 6, 2014 | |
| Maturity Date: | February 15, 2054 | |
| Aggregate Principal Amount Offered: |
$500,000,000 | |
| Over-allotment Option: | None | |
| Price to Public (Issue Price): | $25.00 per Note plus accrued interest, if any, from February 6, 2014 | |
| Underwriting Discount: | $0.7875 per Note for retail orders; $12,600,000 total $0.5000 per Note for institutional orders; $2,000,000 total | |
| Price to Verizon: | 97.080% | |
| Interest Rate: | 5.90% per annum | |
| Interest Payment Dates: | Quarterly on each February 15, May 15, August 15 and November 15, commencing May 15, 2014 | |
| Denominations: | Minimum of $25 and integral multiples thereof | |
| Optional Redemption: | Not redeemable prior to February 15, 2019. On or after February 15, 2019 the Notes will be redeemable on not less than 30 nor more than 60 days’ notice given as provided in the Indenture, as a whole or in part, at the option of the Company at 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest to the date of redemption. | |
| CUSIP / ISIN: | 92343V 302 / US92343V3024 | |
| Representatives: | Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Morgan Stanley & Co. LLC Wells Fargo Securities, LLC | ||
Allocation:
| Principal Amount of Notes |
||||
| Merrill Lynch, Pierce, Fenner & Smith Incorporated |
$ | 118,333,350 | ||
| Morgan Stanley & Co. LLC |
118,333,325 | |||
| Wells Fargo Securities, LLC |
118,333,325 | |||
| RBC Capital Markets, LLC |
20,000,000 | |||
| Drexel Hamilton, LLC |
15,000,000 | |||
| Lebenthal & Co., LLC |
15,000,000 | |||
| Loop Capital Markets LLC |
15,000,000 | |||
| Samuel A. Ramirez & Company, Inc. |
15,000,000 | |||
| Barclays Capital Inc. |
5,000,000 | |||
| Citigroup Global Markets Inc. |
5,000,000 | |||
| J.P. Morgan Securities LLC |
5,000,000 | |||
| Raymond James & Associates, Inc. |
5,000,000 | |||
| Blaylock Robert Van, LLC |
5,000,000 | |||
| C.L. King & Associates, Inc. |
5,000,000 | |||
| CastleOak Securities, L.P. |
5,000,000 | |||
| Guzman & Company |
5,000,000 | |||
| The Williams Capital Group, L.P. |
5,000,000 | |||
| Muriel Siebert & Co., Inc. |
5,000,000 | |||
| Mischler Financial Group, Inc. |
5,000,000 | |||
| MFR Securities, Inc. |
5,000,000 | |||
| Great Pacific Securities |
5,000,000 | |||
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| $ | 500,000,000 | |||
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| Reference Document: |
Prospectus Supplement, subject to completion, dated January 30, 2014; Prospectus dated January 30, 2014. |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322, Morgan Stanley & Co. LLC toll-free at 1-800-584-6837 or Wells Fargo Securities, LLC toll-free at 1-800-326-5897.
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