TIDMVCP
RNS Number : 2698Q
Victoria PLC
25 February 2021
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS, ANY
STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN
OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY
NOTES
VICTORIA PLC
THIS ANNOUNCEMENT IS INTENDED FOR HOLDERS OF THE SENIOR SECURED
NOTES DUE 2024 HELD IN THE REGULATION S GLOBAL NOTE BEARING ISIN
NUMBER XS2032590007 (COMMON CODE: 203259000)
Victoria PLC (the "Company") announces the upsize of its
previously announced offer to purchase for cash its outstanding
Senior Secured Notes due 2024 held in the Regulation S global notes
bearing ISIN number XS2032590007 (Common Code: 203259000) issued by
the Company (the "Tender Offer").
25 February 2021 - the Company announces today that, in
connection with the Tender Offer announced on 23 February 2021, it
is increasing the Target Acceptance Amount from EUR50,000,000 in
aggregate principal amount to EUR200,000,000 in aggregate principal
amount. The terms and conditions of the Tender Offer are further
described the tender offer memorandum dated as of 23 February 2021
(the "Tender Offer Memorandum"), as modified by this announcement.
Capitalized terms used herein but not otherwise defined are as set
forth in the Tender Offer Memorandum.
THE COMPANY
Victoria PLC
Worcester Road
Kidderminster
Worcestershire DY10 1JR
United Kingdom
Requests for information in relation to the Tender Offer should be
directed to:
THE DEALER MANAGERS
Credit Suisse Securities (Europe) Limited
One Cabot Square
Canary Wharf
London E14 4QJ
United Kingdom
Attn: Liability Management Group
Tel: +44 20 7883 8763
Email: liability.management@credit-suisse.com
HSBC Bank plc
8 Canada Square
London E14 5HQ
United Kingdom
Attention: Liability Management
Tel: +44 20 7992 6237
Email: LM_EMEA@hsbc.com
Requests for information in relation to the procedures for tendering
Notes and participating in the Tender Offer and the submission of an
Electronic Instruction should be directed to the Tender Agent:
THE TENDER AGENT
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Attention: Owen Morris / Jacek Kusion
Tel: +44 (0) 20 7704 0880
E-mail: victoria@lucid-is.com
None of the Company, the Trustee, the Dealer Managers or the
Tender Agent makes any recommendation as to whether you should
tender any or all of your Notes. This announcement is not an offer
to purchase any Notes or a solicitation of an offer to sell any
Notes. The Tender Offer is being made solely by means of the Tender
Offer Memorandum.
DISCLAIMER
NOT FOR DISTRIBUTION FROM, WITHIN, IN OR INTO THE UNITED STATES,
ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S.
VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN
MARIANA ISLANDS) OR ANY STATE OF THE UNITED STATES OR THE DISTRICT
OF COLUMBIA.
The Tender Offer is not being made and will not be made,
directly or indirectly, in or into, or by use of the mails of, or
by any means or instrumentality of interstate or foreign commerce
of, or of any facilities of a national securities exchange of, the
United States. This includes, but is not limited to, facsimile
transmission, electronic mail, telephone and the internet. The
Notes may not be tendered in the Tender Offer by any such use,
means, instrumentality or facility from or within the United States
or by persons located or resident in the United States.
Accordingly, copies of this announcement, the Tender Offer
Memorandum and any other documents or materials relating to the
Tender Offer are not being, and must not be, directly or
indirectly, mailed or otherwise transmitted, distributed or
forwarded (including, without limitation, by custodians, nominees
or trustees) in or into the United States or to any persons located
or resident in the United States. Any purported tender of Notes in
the Tender Offer resulting directly or indirectly from a violation
of these restrictions will be invalid and any purported tender of
Notes made by a person located or resident in the United States, or
any agent, fiduciary or other Intermediary acting on a
non-discretionary basis for a principal giving instructions from
within the United States will be invalid and will not be
accepted.
The distribution of the Tender Offer Memorandum in certain
jurisdictions may be restricted by law. Persons into whose
possession the Tender Offer Memorandum comes are required by the
Company, the Dealer Managers and the Tender Agent to inform
themselves about, and to observe, any such restrictions.
This announcement is neither an offer to purchase nor the
solicitation of an offer to sell any of the securities described
herein, nor shall there be any offer or sale of such securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful. The Tender Offers are made solely pursuant to the Tender
Offer Memorandum dated February 23, 2021.
This announcement must be read in conjunction with the Tender
Offer Memorandum. This announcement and the Tender Offer Memorandum
contain important information which should be read carefully before
any decision is made with respect to the Tender Offer. If any
Holder is in any doubt as to the action it should take, it is
recommended that such Holder seeks its own financial and legal
advice, including as to any tax consequences, immediately from its
stockbroker, bank manager, solicitor, accountant or other
independent financial or legal adviser. Any individual or company
whose Notes are held on its behalf by a broker, dealer, bank,
custodian, trust company or other nominee or intermediary must
contact such entity if it wishes to tender Notes in the Tender
Offer. None of the Company, the Dealer Managers or the Tender Agent
makes any recommendation as to whether Noteholders should
participate in the Tender Offer.
Any deadlines set by any intermediary will be earlier than the
deadlines specified in the Tender Offer Memorandum.
The information contained in this announcement does not
constitute an invitation or inducement to engage in investment
activity within the meaning of the United Kingdom Financial
Services and Markets Act 2000. In the United Kingdom, this
announcement is being distributed only to, and is directed only at
(i) persons who are outside the United Kingdom, (ii) persons in the
United Kingdom falling within the definition of investment
professionals (as defined in Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Financial Promotion Order")), (iii) persons who are within Article
43 of the Financial Promotion Order or (iv) any other persons to
whom it may otherwise lawfully be made under the Financial
Promotion Order (all such persons together being referred to as
"relevant persons"). This announcement and the Tender Offer
Memorandum is directed only at relevant persons and must not be
acted on or relied on by persons who are not relevant persons.
This announcement contains forward-looking statements and
information that is necessarily subject to risks, uncertainties,
and assumptions. No assurance can be given that the transactions
described herein will be consummated or as to the terms of any such
transactions. The Company assumes no obligation to update or
correct the information contained in this announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCFZLLLFLLXBBV
(END) Dow Jones Newswires
February 25, 2021 02:30 ET (07:30 GMT)
Victoria (LSE:VCP)
Historical Stock Chart
From Mar 2024 to Apr 2024
Victoria (LSE:VCP)
Historical Stock Chart
From Apr 2023 to Apr 2024
