Commentary & Deal Flow

VZ Secured Financing BV (VodafoneZiggo) (ZIGGO) EUR2.1bn equivalent (EUR/USD) 144A/Reg S sustainability-linked sr sec notes 2-part. B1/(expect B+)/BB (stable/stable/stable). Via BofA+. No reg rights. List ISE. New York law. Starting in 2026 the coupon will step up 0.125% for each Sustainability Performance Targets (SPT) that is not met by 12/31/25 (capped at 0.25%). SPT A: To reduce its absolute Scope 1 and 2 Greenhouse Gas (GHG) emissions by 50% by 2025 against a 2018 baseline; SPT B: To reduce its absolute Scope 3 emissions by 50% by 2025 against a 2018 baseline.

- EUR750m due 2032 (10y). NC5 (MWC B+50bp) (par plus 1/2 the coupon, 1/4, 1/8, par) (call prices will be decreased by 12.5bp if both SPTs are met, will stay the same if only one SPT is met, and will be increased by 12.5bp if neither SPT is met). Equity claw: 5y 40%. Special call: 10% per year the first 5 years at 103. Via BofA (B&D)/CS/JPM jt physical books/BNP/DB/GS/ING/MS/Rabo/RBC/Scotia/SocGen jt books. IPT: 3.50% area. Price talk: 3.50% area. Launched: EUR750m 3.50% at par.

- USD1.525bn due 2032 (10y). NC5 (MWC T+50bp) (par plus 1/2 the coupon, 1/4, 1/8, par) (call prices will be decreased by 12.5bp if both SPTs are met, will stay the same if only one SPT is met, and will be increased by 12.5bp if neither SPT is met). Equity claw: 5y 40%. Special call: 10% per year the first 5 years at 103. Via BofA (B&D) physical books/BNP/DB/GS/ING/MS/Rabo/RBC/Scotia/SocGen jt books. IPT: 5.00% area. Price talk: 5.00% area. Launched: US$1.525bn at 5.00% at 99.03, yield 5.125%.

Did investor call yesterday at 3pm UKT / 10am NYT. Books closed at 3:30pm UKT / 10:30am NYT today. Reconfirm orders by 12pm NYT / 5pm UKT. Pricing today. UOP: along with cash on hand to redeem Ziggo BV's $1.6bn 5.50% sr sec notes due 01/15/27 (callable 01/15/22 at 102.75) and EUR620m 4.25% sr sec notes due 01/15/27 (callable 01/15/22 at 102.125). Biz: provides video, broadband fixed-line telephony and mobile services to residential and business customers in the Netherlands. VodafoneZiggo is a 50:50 joint-venture between Vodafone Group and Liberty Global. HQ: Utrecht, Netherlands.