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Virgin Media Receivables Financing Notes II Designated Activity Company Negotiates Private Placement Add-On of £50 Million of 5¾% Receivables Financing Notes due 2023

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Virgin Media Receivables Financing Notes II Designated Activity Company
(the "Issuer") announced today that it successfully negotiated a
private placement of £50 million in aggregate principal amount of its
5¾% Receivables Financing Notes due 2023 (the "New Additional Notes"). The
New Additional Notes will be issued and sold as an additional issue of
the Issuer's outstanding 5¾% Receivables Financing Notes due 2023,
originally issued on 4 April 2018 (the "Original Notes") in an
aggregate principal amount of £300 million. On 13 June 2018, the Issuer
issued £50 million in aggregate principal amount of its 5¾% Receivables
Financing Notes due 2023 in a private placement (the "June Additional
Notes
" and, together with the Original Notes, the "Existing Notes").

The New Additional Notes are expected to be issued on 26 July 2018. Upon
issuance, the New Additional Notes will have a different international
securities identification number ("ISIN") and common code ("Common
Code
") from, and will not trade fungibly with, the Original Notes
(or the June Additional Notes) during the 40-day period prescribed by
Regulation S ("Regulation S") under the U.S. Securities Act of
1933, as amended, commencing on the issue date of the New Additional
Notes (the "Distribution Compliance Period"). Following the
Distribution Compliance Period, the New Additional Notes will become
fully fungible with, and have the same ISIN and Common Code as, the
Original Notes sold pursuant to Regulation S.

The Issuer has outstanding the following debt securities listed on the
Irish Stock Exchange:

  • Original Notes: £300,000,000 original aggregate principal amount of
    5¾% Receivables Financing Notes due 2023 (ISIN: XS1797821037, Common
    Code: 179782103)
  • June Additional Notes: £50,000,000 aggregate principal amount of
    additional 5¾% Receivables Financing Notes due 2023 (Temporary ISIN:
    XS1838122387, Temporary Common Code: 183812238). Following the
    distribution compliance period for the June Additional Notes, the June
    Additional Notes will have the same ISIN (XS1797821037) and Common
    Code (179782103) and be fully fungible with the Original Notes

The Issuer will use the proceeds of the New Additional Notes, together
with the proceeds from the Existing Notes to (i) purchase eligible
accounts receivable of Virgin Media Investment Holdings Limited ("VMIH"),
a subsidiary of Virgin Media Inc. ("Virgin Media") and certain of
its subsidiaries and (ii) make revolving loans to VMIH.

The Issuer is a special purpose financing company. The legal interest in
the entire issued share capital of the Issuer is held by a share trustee
(with the beneficial interest being held on charitable trust under the
laws of the Republic of Ireland). None of Virgin Media, VMIH or their
respective subsidiaries have any equity or voting interest in the
Issuer, and accordingly, the Issuer will not be consolidated into Virgin
Media's consolidated financial statements.

About the Virgin Media Group

Virgin Media is the leading cable operator in the U.K. and Ireland,
delivering 14.4 million broadband, video and fixed-line telephony
services to 5.9 million cable customers and voice and data services to
3.1 million mobile subscribers at March 31, 2018.

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 Existing Notes and the New Additional Notes 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 in compliance with any applicable securities
law of any state or other jurisdiction of the United States.

This announcement contains or, incorporates by reference,
"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 Virgin Media concerning, among other things,
Virgin Media's results of operations, financial condition, prospects,
growth, strategies and the industries in which Virgin Media operates.

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 Virgin Media's
control. Forward-looking statements are not guarantees of future
performance and are based on one or more assumptions relating to Virgin
Media's actual results of operations and financial condition and the
development of the industries in which Virgin Media operates which may
differ materially from those suggested by the forward-looking statements
contained in, or incorporated by reference into, in this announcement.
In addition, even if Virgin Media's actual results of operations,
financial condition and the development of the industries in which
Virgin Media operates are consistent with the forward-looking statements
contained in this announcement, those results or developments may not be
indicative of results or developments in subsequent periods.

The forward-looking statements contained in, or incorporated by
reference into, this announcement speak only as of the date of this
announcement. Virgin Media 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.

MiFID II professionals / ECPs-only / No PRIIPs KID
Manufacturer target market (MIFID II product governance) is eligible
counterparties and professional clients only (all distribution
channels). No PRIIPs key information document (KID) has been prepared as
not available to retail in EEA.

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