Vector Group Ltd. (NYSE:VGR) ("Vector" or the "Company") announced today
that it has priced, and entered into an agreement to issue and sell,
$850 million aggregate principal amount of 6.125% senior secured notes
due 2025 (the "Notes"). The offering is expected to close on January 27,
2017, subject to the satisfaction of customary closing conditions.
The Notes will be issued by the Company at the initial price of 100.000%
of the principal amount of the Notes. The Notes will bear interest at a
rate of 6.125% per year, payable semi-annually in arrears on February 1
and August 1 of each year, commencing on August 1, 2017. The Notes will
mature on February 1, 2025, unless earlier repurchased or redeemed in
accordance with their terms. 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.
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 previously announced sale of 2,000,000 shares of our
common stock to Jefferies LLC or cash on hand to redeem all of the
Company's outstanding 7.750% Senior Secured Notes due 2021 and for
general corporate purposes.
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 19,
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.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170119006276/en/
Vector Group Ltd.
Bryant Kirkland, 305-579-8000
Verbinnen & Co
Paul Caminiti/Emily Deissler/Benjamin
Source: Vector Group Ltd.
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