Virgin Media Announces Pricing of $900 Million and £400 Million Aggregate Principal Amount of Senior Notes Due 2022

Virgin Media

, a leading UK entertainment and communications business, today announced the pricing of the offering by its wholly-owned subsidiary Virgin Media Finance PLC of $900 million and £400 million aggregate principal amount of senior notes due 2022. The notes will be guaranteed by Virgin Media and certain of Virgin Media's subsidiaries, will rank pari passu with Virgin Media Finance PLC's outstanding senior notes due in 2019 and 2022 and will be effectively subordinated to any future secured indebtedness of Virgin Media Finance PLC. The sale of the notes is expected to close on October 30, 2012, subject to satisfaction of customary closing conditions. The dollar-denominated notes will bear interest at a rate of 4.875% per annum and the sterling-denominated notes will bear interest at a rate of 5.125% per annum. Interest on the notes will be payable in cash semi-annually in arrears, beginning on February 15, 2013. The notes will mature on February 15, 2022. The net proceeds from the offering, taking into account fees, expenses are estimated to be approximately $1,526.1 million, based on a $/£ exchange rate of $1.6011 on October 22, 2012. Virgin Media today also announced an amendment to the tender offer by its subsidiary Virgin Media Finance PLC for its outstanding senior notes due 2016 and 2019. The maximum tender amount for the dollar-denominated 8.375% senior notes due 2019 and the sterling-denominated 8.875% senior notes due 2019 has been reduced to $250 million from $500 million. The offer to purchase any and all of the dollar- and euro-denominated 9.50% Senior Notes due 2016 remains unchanged. Upon the closing of the note offering, the Company will have sufficient funds to fund the repurchase of the notes pursuant to the amended tender offer and any subsequent redemption of the senior notes due 2016. Virgin Media intends to use the net proceeds from the notes offering to repurchase its outstanding 9.50% senior notes due 2016 and $250 million aggregate principal amount of its outstanding 8.375% dollar- and 8.875% sterling-denominated senior notes due 2019 pursuant to Virgin Media Finance PLC's tender offer, announced October 10, 2012, any subsequent redemption of the senior notes due 2016 and to pay related fees and expenses.