Virgin Media accepts £552.41 million of tendered notes, term loans

By Marisa Wong

Los Angeles, Nov. 13 – Virgin Media Secured Finance plc announced the final results of the Nov. 6 cross-instrument offer in which VMO2 UK Holdings Ltd. and its subsidiaries invited holders of some debt instruments to submit offers to sell those debt instruments for cash.

The VMO2 UK group received tenders of notes and term loans totaling £847,438,972.89 aggregate principal amount, which includes tenders above the highest price accepted by Virgin Media Secured Finance for the notes or term loans, according to a Monday press release.

The group has accepted £552,414,584.47 aggregate principal amount of term loans and notes for purchase.

Notes offer

Virgin Media offered to purchase for cash up to a maximum amount of its £675 million 5% senior secured notes due 2027 (ISIN: XS1555173019).

Virgin Media will accept for purchase £217,478,000 of the 2027 notes, according to the Monday press release.

Pricing for the Regulation S notes was to be determined through an unmodified Dutch auction procedure. The minimum purchase price is £940 per £1,000 principal amount.

The notes offer expired at 11 a.m. ET on Nov. 10.

Settlement is expected to be on Nov. 14.

After settlement, £457,522,000 of the 2027 notes will remain outstanding.

Cross-instrument cap

The company also announced on Monday that it increased the maximum offer amount for its cross-instrument offer to £537,572,208.63 from £500 million. The maximum offer amount is the maximum aggregate consideration payable under the cross-instrument offer.

The cross-instrument offer is comprised of the 2027 notes offer and a concurrent term loan offer.

The company had originally proposed to accept an aggregate amount of 2027 notes for purchase for a maximum consideration equal to £500 million less any amounts applied to its concurrent term loan offer.

The company had reserved the right to apply the maximum amount to the notes offer or the concurrent term loan offer in whatever amounts or proportions it chooses.

Term loan offer

The concurrent term loan invitation was made to lenders of senior secured term loans in an aggregate outstanding amount of £900 million, comprising Virgin Media SFA Finance Ltd.’s £400 million additional L facility dated Nov. 10, 2017 and Virgin Media SFA’s £500 million additional M facility dated Nov. 10, 2017.

The group announced on Monday that a total of £334,936,584.47 aggregate principal amount of term loans was accepted for purchase.

The dealer manager is BNP Paribas (+33 1 55 77 78 94; liability.management@bnpparibas.com).

The tender agent is Kroll Issuer Services Ltd. (+44 20 7704 0880; attn.: Jacek Kusion; virginmediaO2@is.kroll.com; https://deals.is.kroll.com/virginmediaO2).

The cable TV and internet service provider is based in Hook, England.

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