Virgin Media completes tender offers for 9½%, 8 3/8%, 8 7/8% notes

By Jennifer Chiou

New York, Nov. 8 - Virgin Media Inc. subsidiary Virgin Media Finance plc announced the close of the tender offers for four series of notes.

The offers ended at 11:59 p.m. ET on Nov. 7, and settlement was to occur on Nov. 8.

In the first offer, the company offered to purchase any and all of its $850 million of 9½% senior notes due 2016 and €180 million of 9½% senior notes due 2016. In the second offer, it tendered for up to $250 million principal amount total of its $600 million of 8 3/8% senior notes due 2019 and £350 million of 8 7/8% senior notes due 2019.

Virgin Media said it has accepted for payment €311,000 aggregate principal amount of 9½% notes due 2016 validly tendered after the early tender deadline of 11:59 p.m. ET on Oct. 25. In addition, the company has accepted for payment $92,897,000 principal amount of 8 3/8% notes and £96,519,000 principal amount of 8 7/8% notes due 2019.

As reported, the tender offer cap for the second offer was reduced from $500 million on Oct. 25 after the company priced $900 million and £400 million principal amount of senior notes due 2022.

All in all, investors tendered the following amounts:

• $818,574,000, or 96.3%, of the dollar-denominated 9½% notes, unchanged from the early deadline;

• €161,005,000, or 90.88%, of the euro-denominated 9½% notes, up from €160,694,000;

• $279,871,000, or 46.65%, of the 8 3/8% notes. The company accepted tenders for 15.48% of the outstanding amount; and

• £293,055,000 of the 8 7/8% notes, up from £291,884,000 at the early deadline. Virgin Media accepted tenders for 27.58% of the outstanding amount.

Payout terms

The company offered 111.67% of par for the dollar-denominated 9½% notes, 111.83% of par for the euro-denominated 9½% notes and 116.00% of par for the 8 3/8% notes and 8 7/8% notes. Each of these prices includes an early tender premium equal to 3% of par for notes tendered by the early tender deadline.

The company was also to pay accrued interest up to but excluding the settlement date.

Holders who tendered their 9½% notes by the early tender date received payment on the early settlement date, which was Oct. 31.

Those who tendered after the early deadline will not receive the early tender premium of $30.00 per $1,000 principal amount or €30.00 per €1,000 principal amount.

As reported, since the principal amount of notes due 2019 tendered exceeded the limit, the notes purchased were prorated, with the sterling-denominated notes converted into dollars at the applicable exchange rate.

Holders could not tender all of their notes; they needed to continue holding at least $100,000, £50,000 or €50,000 of the notes, as applicable, once the offers were completed.

Redemption

The company plans to cancel and retire all of the notes purchased in the tender offer and to redeem all 9½% notes not tendered. The 9½% notes have a make-whole call option at Treasuries plus 50 basis points.

As previously noted, Virgin Media Finance will redeem all of its remaining 9½% senior notes due 2016 on Nov. 29 at par plus accrued interest.

The tender offers were subject to a financing condition requiring Virgin Media or one of its subsidiaries to complete an offering of debt securities, a loan or other financing transaction in an amount that raised enough proceeds to pay for the tendered notes.

Virgin Media Finance plc priced an upsized $1,544,000,000 equivalent amount of notes on Oct. 25, as reported by Prospect News.

Neither of the tender offers was conditioned on the successful completion of the other.

The dealer managers were J.P. Morgan Securities LLC (800 245-8812 or 212 834-2046), J.P. Morgan Securities plc (44 020 7134 3166), RBS Securities Inc. (877 297-9832 or 203 897-4825) and Royal Bank of Scotland plc (44 020 7085 4634 or liabilitymanagement@rbs.com). Lucid Issuer Services Ltd. (44 20 7704 0880 or virginmedia@lucid-is.com) was the information and tender agent.

New York-based Virgin Media provides television, broadband, fixed-line telephone and mobile telephone services in the United Kingdom. It launched the offers on Oct. 10.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.