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Early Tender Results of 90% Consent Solicitation

Early Tender Results of 90% Consent Solicitation.

articleVictoria PlcAugust 8, 20254/company/victoria-plc/news/early-tender-results-of-90percent-consent-solicitation
Early Tender Results of 90% Consent Solicitation

About this update from Victoria Plc

[{"type":"text","content":"\n\nNOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY NOTES\n \nThe information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.\n \nNews Release\nAugust 8, 2025\n \n\n \nVictoria PLC\n(\"Victoria\", the \"Company\", or the \"Group\")\n \nAnnouncement of Early Tender Results of 90% Consent Solicitation\n \n \nVictoria PLC (LSE: VCP), a public limited company incorporated under the laws of England and Wales, announced today the early tender results of the consent solicitation (the \"90% Consent Solicitation\") from Eligible Holders (as defined below) of the 2026 Notes (as defined below), upon the terms and subject to the conditions set forth in the consent solicitation and exchange offer memorandum, dated July 24, 2025 (the \"Consent Solicitation and Exchange Offer Memorandum\"), to certain proposed amendments (the \"Proposed Amendments\") to the indenture dated March 5, 2021 (the \"Existing Indenture\") relating to the €500.0 million aggregate principal amount of its 3⅝% Senior Secured Notes due 2026 (of which €488.9 million is outstanding) (the \"2026 Notes\"). Adoption of the Proposed Amendments to the 2026 Notes required the consent of the Eligible Holders representing at least 90% in aggregate principal amount outstanding of the 2026 Notes, which was obtained on August 7, 2025. The Company has received valid and unrevoked consents representing approximately 97.3% of the outstanding principal amount of the 2026 Notes.\n \nAs a result, the Company, the Guarantors and GLAS Trust Company LLC as trustee (the \"Trustee\") under the Existing Indenture will execute a supplemental indenture (the \"Supplemental Indenture\"), which implements the Proposed Amendments. The Proposed Amendments, among other things, will amend the Existing Indenture and the terms of the 2026 Notes such that (i) the interest rate applicable to the 2026 Notes will be cash interest of 1.00% per annum with effect...

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