Vector Announces Commencement of Notes Offering of $850 Million of Senior Secured Notes Due 2025
January 18 2017 - 4:44PM
Business Wire
Vector Group Ltd. (NYSE:VGR) (“Vector” or the “Company”)
announced today that it has commenced an offer to issue and sell
$850 million aggregate principal amount of senior secured notes due
2025 (the “Notes”). The offering is expected to price on January
19, 2017, subject to the satisfaction of customary closing
conditions. There can be no assurance that the offering will be
priced or completed.
The Notes will be fully and unconditionally guaranteed by all of
the wholly owned domestic subsidiaries of the Company that are
engaged in the conduct of the Company’s cigarette businesses. The
Notes will not be guaranteed by subsidiaries engaged in the
Company’s real estate business conducted through its subsidiary New
Valley LLC. The guarantees provided by some of the subsidiary
guarantors will be secured by first priority or second priority
security interests in certain assets of such guarantors.
We intend to enter into an agreement with Jefferies LLC whereby
Jefferies LLC will agree to purchase 2,000,000 shares of
our common stock at a purchase price of $22.00 per share (the
“Equity Sale”), subject to customary closing conditions, including
the consummation of the offering of the Notes. The closing of the
Equity Sale is conditioned on the closing of the offering of the
Notes.
The Company intends to use the net cash proceeds from the
offering of the Notes and, to the extent completed concurrently
with the offering of the Notes, the Equity Sale or cash on hand to
redeem all of the Company’s outstanding 7.750% Senior Secured Notes
due 2021 (the “Existing Notes”) and for general corporate
purposes.
On January 18, 2017, the Company also announced that it intends
to deliver a notice of redemption to holders of its Existing Notes
upon the closing of the offering of the Notes.
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.
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 January
18, 2017. 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, our ability
to successfully complete the proposed notes offering.
Vector Group is a holding company that indirectly owns Liggett
Group LLC and Vector Tobacco Inc. and directly owns New Valley LLC,
which owns a controlling interest in Douglas Elliman Realty,
LLC.
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version on businesswire.com: http://www.businesswire.com/news/home/20170118006295/en/
Vector Group Ltd.Bryant Kirkland, 305-579-8000orSard Verbinnen
& CoPaul Caminiti / Emily Deissler / Benjamin Spicehandler /
Columbia Clancy212-687-8080
Vector (NYSE:VGR)
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