NTL Announces Pricing of $550 Million in Senior Notes and Receipt of Commitments for Additional GBP 300 Million in Senior Debt
19 July 2006 - 2:37AM
Business Wire
NTL Incorporated (NASDAQ: NTLI) today announced that it has
finalized the terms of its senior notes offering announced in its
press release dated July 10, 2006. NTL's subsidiary, NTL Cable PLC,
will issue $550 million of 9 1/8% U.S. dollar denominated ten year
notes. The notes will have minimum denominations of $100,000. NTL
anticipates that completion of the offering will occur on July 25,
2006. The notes will rank pari passu with NTL Cable's outstanding
dollar, sterling and euro notes. NTL also announced that NTL
Cable's subsidiary, NTL Investment Holdings Limited, has received
commitments for an additional GBP 300 million in senior debt under
a new Tranche C of its existing senior credit facility. Loans under
the Tranche C facility will bear interest at LIBOR plus 2.75% and
the principal amount of the Tranche C facility will be repayable in
seven years. NTL expects that it will draw the amounts available
under the Tranche C facility on August 1, 2006. NTL will use the
proceeds of the notes offering and the additional senior debt to
fully repay NTL Cable's existing $1,048.8 million bridge facility.
These transactions will complete the financing of the Telewest
Global and Virgin Mobile transactions. Important Information This
announcement is not an offer of any securities for sale. 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 that NTL 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 company will
arrange to send you the prospectus after filing if you request it
by calling toll-free 1-800-245-8812, or by requesting a prospectus
by e-mail from vani.bassi@ntl.com. The notes will not be offered
and sold in the United Kingdom other than to persons whose ordinary
activities involve them in acquiring, holding, managing, or
disposing of investments (as principal or as agent) for the
purposes of their businesses or whom it is reasonable to expect
will acquire, hold, manage or dispose of investments (as principal
or agent) for the purposes of their businesses where the issue of
the notes would otherwise constitute a contravention of Section 19
of the Financial Service and Market Act 2000 by the issuer. "Safe
Harbor" Statement under the Private Securities Litigation Reform
Act of 1995: Various statements contained in this document
constitute "forward-looking statements" as that term is defined
under the Private Securities Litigation Reform Act of 1995. Words
like "believe," "anticipate," "should," "intend," "plan," "will,"
"expects," "estimates," "projects," "positioned," "strategy," and
similar expressions identify these forward-looking statements,
which involve known and unknown risks, uncertainties and other
factors that may cause our actual results, performance or
achievements or industry results to be materially different from
those contemplated, projected, forecasted, estimated or budgeted,
whether expressed or implied, by these forward-looking statements.
These factors include: (1) the failure to obtain and retain
expected synergies from the merger with Telewest and acquisition of
Virgin Mobile; (2) rates of success in executing, managing and
integrating key acquisitions, including the merger with Telewest
and acquisition of Virgin Mobile; (3) the ability to achieve
business plans for the combined ntl: Telewest group; (4) the
ability to manage and maintain key customer relationships; (5) the
ability to fund debt service obligations through operating cash
flow; (6) the ability to obtain additional financing in the future
and react to competitive and technological changes; (7) the ability
to comply with restrictive covenants in NTL's indebtedness
agreements; (8) the ability to control customer churn; (9) the
ability to compete with a range of other communications and content
providers; (10) the effect of technological changes on NTL's
businesses; (11) the functionality or market acceptance of new
products that NTL may introduce; (12) possible losses in revenues
due to systems failures; (13) the ability to maintain and upgrade
NTL's networks in a cost-effective and timely manner; (14) the
reliance on single-source suppliers for some equipment and
software; (15) the ability to provide attractive programming at a
reasonable cost; and (16) the extent to which NTL's future earnings
will be sufficient to cover its fixed charges. These and other
factors are discussed in more detail under "Risk Factors" and
elsewhere in NTL's Form 10-K and NTL Holdings Inc's. Form 10-K that
were filed with the SEC on February 28, 2006 and March 1, 2006
respectively. We assume no obligation to update our forward-looking
statements to reflect actual results, changes in assumptions or
changes in factors affecting these statements.
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