Vector Announces Commencement of Notes Offering of Additional $230 Million of Senior Unsecured Notes Due 2026
November 12 2019 - 4:27PM
Business Wire
Vector Group Ltd. (NYSE: VGR) (“Vector” or the “Company”)
announced today that it is commencing an offer to issue and sell an
additional $230 million aggregate principal amount of 10.500%
Senior Notes due 2026 (the “Notes”). The offering is expected to
price during the week of November 11, 2019. The Notes will have the
same terms as the Company’s existing 10.500% notes, other than the
date of issue and the initial price. The Notes will accrue interest
from November 1, 2019. Immediately after giving effect to the
issuance of the Notes, the Company will have $555,000,000 aggregate
principal amount of 10.500% Senior Notes due 2026 outstanding.
There can be no assurance that the offering will be priced or
completed.
The Notes will be fully and unconditionally guaranteed on a
joint and several basis by all of the wholly owned domestic
subsidiaries of the Company that are engaged in the conduct of the
Company’s cigarette businesses, and by DER Holdings LLC, its wholly
owned subsidiary through which the Company indirectly owns a 100%
interest in Douglas Elliman Realty, LLC, which operates the largest
residential brokerage company in the New York metropolitan area and
also conducts residential real estate brokerage operations in
Florida, California, Connecticut, Massachusetts and Colorado. The
Notes will not be guaranteed by New Valley LLC, or any subsidiaries
of New Valley LLC, other than DER Holdings LLC. The Notes will not
be secured by any of the assets of the Company or the
guarantors.
The Company intends to use the net cash proceeds from the
offering to redeem, repurchase, repay or otherwise retire, the
principal amount of, plus accrued and unpaid interest on, the
Company’s outstanding 5.5% Variable Interest Senior Convertible
Notes due 2020 (the “2020 Convertible Notes”) at, or prior to,
their maturity, to pay costs and expenses in connection with the
offering of the Notes and the transactions contemplated thereby,
and for general corporate purposes. Pending the application of the
proceeds of this offering, the Company intends to invest the net
proceeds from the offering temporarily in investment grade
securities, money market funds, bank deposit accounts or similar
short-term investments.
The Notes are being offered in a private offering that is exempt
from the registration requirements of the Securities Act of 1933,
as amended (the “Securities Act”), to qualified institutional
buyers in accordance with Rule 144A under the Securities Act and to
persons outside the United States in compliance with Regulation S
under the Securities Act. The Notes will not be registered under
the Securities Act or any state securities laws and may not be
offered or sold in the United States absent an effective
registration statement or an applicable exemption from registration
requirements or in a transaction that is not subject to the
registration requirements of the Securities Act or any state
securities laws. There will be no registration rights associated
with the Notes.
This press release does not constitute an offer to sell or a
solicitation of an offer to purchase the Notes or any other
security, and there will not be any offer, solicitation or sale of
the Notes or any other security in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995. The Company has tried, whenever possible, to identify
these forward-looking statements using words such as “anticipates”,
“believes”, “estimates”, “expects”, “plans”, “intends”, “could” and
similar expressions. These statements reflect the Company’s current
beliefs and are based upon information currently available to it.
Accordingly, such forward-looking statements involve known and
unknown risks, uncertainties and other factors which could cause
the Company’s actual results, performance or achievements to differ
materially from those expressed in, or implied by, such
statements.
All information set forth in this press release is as of
November 12, 2019. Vector does not intend, and undertakes no duty,
to update this information to reflect future events or
circumstances. Risk factors and uncertainties that may cause actual
results to differ materially from expected results include, among
others, its ability to successfully complete the proposed notes
offering.
Vector Group is a holding company for Liggett Group LLC, Vector
Tobacco Inc., New Valley LLC, and Douglas Elliman Realty, LLC.
Additional information concerning the company is available on the
Company’s website, www.VectorGroupLtd.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20191112006089/en/
Emily Claffey/Benjamin Spicehandler/Columbia Clancy Sard
Verbinnen & Co 212-687-8080
Conrad Harrington Sard Verbinnen & Co - Europe +44 (0)20
3178 8914
J. Bryant Kirkland III, Vector Group Ltd. 305-579-8000
Vector (NYSE:VGR)
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