Virgin Media Secured Finance Plc - Tender Offer (UMDA) - Final Results & Upsizing

Virgin Media Secured Finance PLC (“Notes Offeror”) today announced the Final Results and Upsizing of its offer (the “Notes Offer”) to purchase for cash in an unmodified Dutch auction procedure (the “Unmodified Dutch Auction Procedure”) its outstanding GBP £675,000,000 5.000% Senior Secured Notes due 2027 - XS1555173019

13 NOVEMBER 2023

Full announcement including disclaimers and offer restrictions available via Luxse 

"November 13, 2023. Virgin Media Secured Finance PLC (“Notes Offeror”), today announced the final results of the Unmodified Dutch Auction Procedure (as defined below) and upsizing, of the previously announced cross-instrument offer (the “Cross-Instrument Offer”) comprising a notes offer (the “Notes Offer”) by the Notes Offeror to purchase for cash in an unmodified Dutch auction procedure (the “Unmodified Dutch Auction Procedure”) its outstanding GBP £675,000,000 5.000% Senior Secured Notes due 2027, held on the Regulation S Global Note bearing ISIN: XS1555173019; Common Code: 155517301 (the “Notes”) and a concurrent term loan offer (the “Concurrent Term Loan Offer”, together with the Notes Offer, the “Offers”) made by Virgin Media SFA Finance Limited (together with the Notes Offeror, the “Offerors”), a subsidiary of VMED O2 UK Holdings Limited, to lenders of certain senior secured term loans (the “Term Loans”). The Expiration Deadline for the Offers was 4:00 p.m. (London time) on November 10, 2023. The terms and conditions of the Notes Offer are described in the Tender Offer Memorandum dated November 6, 2023 (the “Tender Offer Memorandum”). The Group also hereby announces the increase of the previously announced Maximum Offer Amount for the Cross-Instrument Offer from GBP £500,000,000 to GBP £537,572,208.63. Except as described in this announcement, all other terms of the Offers as described in the Tender Offer Memorandum remain unchanged. Capitalized terms used herein but not otherwise defined have the respective meanings assigned to them in the Tender Offer Memorandum.

The Notes Offeror has determined that the Notes Acceptance Amount for the Notes shall be GBP £217,478,000.00.

The Notes Offeror intends to accept for purchase an aggregate amount equal to the Notes Acceptance Amount of Notes validly tendered at the applicable Purchase Price, plus Accrued Interest (if any). The Notes Offeror expects to make payment for such accepted Notes on November 14, 2023. Notes purchased pursuant to the Notes Offer will be retired and cancelled. Promptly after the cancellation, such Notes will be delisted from the official list of the Luxembourg Stock Exchange.

Following the settlement of the Notes Offer, GBP £457,522,000.00 in aggregate nominal amount of the Notes will remain outstanding.

Cross-Instrument Offer

In connection with the Cross-Instrument Offer conducted by VMED O2 UK Holdings Limited and its subsidiaries (the “Group”), the Group hereby announces that a total of £334,936,584.47 in aggregate principal amount of Term Loans was accepted for purchase, together with the amount purchased in the Notes Offer, amounting to GBP £552,414,584.47 in aggregate principal amount of Term Loans and Notes accepted for purchase in the Offers. The Group received tenders of Notes and Term Loans in a total amount of £847,438,972.89 aggregate principal amount in the Cross-Instrument Offer, which includes tenders above the highest price accepted by the Notes Offeror for the Notes or Term Loans."

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Virgin Media Secured Finance PLC (“Notes Offeror”) today announced that it has commenced an offer (the “Notes Offer”) to purchase for cash in an unmodified Dutch auction procedure (the “Unmodified Dutch Auction Procedure”) its outstanding GBP £675,000,000 5.000% Senior Secured Notes due 2027 - XS1555173019

06 NOVEMBER 2023

Full announcement including disclaimers and offer restrictions available via Luxse

"November 6, 2023. Virgin Media Secured Finance PLC (“Notes Offeror”) today announced that it has commenced an offer (the “Notes Offer”) to purchase for cash in an unmodified Dutch auction procedure (the “Unmodified Dutch Auction Procedure”) its outstanding GBP £675,000,000 5.000% Senior Secured Notes due 2027, held on the Regulation S Global Note bearing ISIN: XS1555173019; Common Code: 155517301 (the “Notes”), as further described in the tender offer memorandum (the “Notes Tender Offer Memorandum”) for the Notes Offer dated the date hereof. "

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"Subject to the Minimum Denomination (as defined below) the total amount payable per GBP £1,000 principal amount of the Notes accepted for purchase will be an amount in pounds, payable on the Settlement Date, and equal to the purchase price (the “Purchase Price”) plus any accrued interest (the “Accrued Interest”) on the Notes, as described below. "

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