Virgin Media Secured Finance PLC Notice of Amendment of Indenture

LONDON--()--Virgin Media Secured Finance PLC:

VIRGIN MEDIA SECURED FINANCE PLC

$825,000,000 5.50% Senior Secured Notes due 2029 (the “Dollar Notes”)

ISIN / CUSIP *
Regulation S Notes: USG9371KAC48 / G9371K AC4
Rule 144A Notes: US92769XAP06 / 92769X AP0

£300,000,000 5.25% Senior Secured Notes due 2029 (the “Sterling Notes” and together with the Dollar Notes, the “Notes”)

ISIN / Common Codes *
Regulation S Notes: XS1996438948 / 199643894
Rule 144A Notes: XS1996439086 / 199643908

NOTICE OF AMENDMENT OF INDENTURE

July 5, 2019

Virgin Media Secured Finance PLC (the “Issuer”) hereby announces that as of the date hereof it has entered into a supplemental indenture to the indenture, dated as of May 16, 2019 between, among others, the Issuer and BNY Mellon Corporate Trustee Services Limited, as trustee (the “Indenture”) governing the Notes, pursuant to which Section 3.07(d) of the Indenture has been amended to reflect the following call profiles for the benefit of holders of the Notes:

   

 

 

Redemption Price

Year

 

Dollar Notes

 

Sterling Notes

2024

 

102.7500

%

 

102.6250

%

2025

 

101.3750

%

 

101.3125

%

2026

 

100.6875

%

 

100.6562

%

2027 and thereafter

 

100.0000

%

 

100.0000

%

Disclosure of inside information by Virgin Media Secured Finance PLC under Article 17(1) of Regulation (EU) 596/2014.

Issued by: Virgin Media Secured Finance PLC

The Directors
Virgin Media Secured Finance PLC
Media House
Bartley Wood Business Park
Hook, Hampshire, RG27 9UP
United Kingdom
Fax: +44 1256 752170

This communication is for information purposes only and does not constitute or form part of, and should not be construed as, an offer to sell or the solicitation of an offer to buy, or of consents under, any securities (including the Notes) in any jurisdiction, including the United States or an inducement to enter into investment activity.

This announcement is not directed at, or intended for distribution to or use by any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution or use would be contrary to law or regulation or which would require any registration or licensing.

The securities of the Issuer have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or jurisdiction of the United States, and may not be offered, sold, resold or otherwise transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and incompliance with any applicable securities law of any state or other jurisdiction of the United States.

This announcement contains “forward-looking statements.” These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “projects,” “expects,” “intends,” “aims,” “plans,” “predicts,” “may,” “will,” “seeks,” “could,” “would,” “shall” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and include statements regarding the intentions, beliefs or current expectations of the Issuer. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future or are beyond the Issuer’s control. Forward-looking statements are not guarantees of future performance and are based on one or more assumptions relating to the Issuer. The forward-looking statements contained in this announcement speak only as of the date of this announcement. The Issuer expressly disclaims any obligations or undertaking to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by applicable law.

 

* The ISIN, CUSIP and Common Codes are included solely for the convenience of the holders of the Notes. None of the Trustee, the Paying Agent or the Issuer shall be responsible for the selection or use of any ISIN, CUSIP or Common Code, nor is any representation made as to its correctness or accuracy in this Notice of Redemption or on any Note.

Each Holder may be subject, under certain circumstances, to backup withholding tax with respect to payment of the Redemption Price. Such backup withholding may be applicable if such Holder, among other things, fails to (i) furnish its correct taxpayer identification number, (ii) certify under penalties of perjury that it is not currently subject to backup withholding or (iii) otherwise comply with applicable backup withholding requirements. A Holder that wishes to avoid the imposition of a backup withholding tax should submit an Internal Revenue Service Form W-9 or W-8, as applicable, to the Paying Agent.

 

Contacts

Investor Relations:
John Rea +1 303 220 4238

Contacts

Investor Relations:
John Rea +1 303 220 4238