Filed Pursuant to Rule 433
Registration Nos. 333-179725,
333-179725-01,
333-179725-02,
333-179725-03,
333-179725-04,
333-179725-05,
333-179725-06,
333-179725-07.
FINAL PRICING TERM SHEET
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Issuer: | | Virgin Media Finance PLC |
Guarantors: | | Virgin Media Inc. Virgin Media Group LLC Virgin Media Holdings Inc. Virgin Media (UK) Group, Inc. Virgin Media Communications Limited Virgin Media Investment Holdings Limited Virgin Media Investments Limited |
Security description: | | Senior Notes |
Distribution: | | SEC registered |
Aggregate principal amount: | | $500,000,000 |
Gross proceeds: | | $500,000,000 |
Net proceeds (before expenses): | | $495,500,000 |
Maturity: | | February 15, 2022 |
Coupon: | | 5.250% |
Offering price: | | 100.000% |
Yield to maturity: | | 5.250% |
Interest Payment Dates: | | February 15 and August 15, commencing August 15, 2012 |
Redemption Provisions: | | |
Make-whole call | | In whole or in part, at any time by paying a make-whole premium at a discount rate of Treasury plus 50 basis points |
Trade date: | | February 28, 2012 |
Settlement: | | March 13, 2012 (T+10) |
CUSIP: | | 92769V AC3 |
ISIN: | | US92769VAC37 |
Denominations: | | $US200,000 minimum; $1,000 increments |
Ratings: | | Ba2/BB-/BB+ |
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Physical Bookrunners: | | Merrill Lynch, Pierce, Fenner & Smith Incorporated BNP Paribas Securities Corp |
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Joint Bookrunners: | | Credit Agricole Corporate and Investment Bank Deutsche Bank Securities Inc Goldman, Sachs & Co HSBC Securities (USA) Inc J.P. Morgan Securities LLC Lloyds Securities Inc RBS Securities Inc UBS Limited |
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Additional information: | | “Capitalization” – As a result of the increase in the aggregate principal amount of notes from $400 million as stated in the preliminary prospectus supplement to $500 million, the Company’s cash and cash equivalents as of December 31, 2011 as adjusted for the offering is £248.0 million ($385.4 million). |
Note:A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling collect 1-800-245-8812.
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