Vector Group Ltd. (NYSE:VGR) ("Vector" or the "Company") today announced
the closing of its previously announced private offering of an
additional $150.0 million aggregate principal amount of 7.750% senior
secured notes due 2021 (the "Notes").
The Notes have the same terms except issue date and purchase price and
are treated as the same series as the $450 million aggregate principal
amount of 7.750% senior secured notes due 2021 issued by the Company on
February 12, 2013 (the "Existing Notes"). The Notes bear interest at a
rate of 7.750% per year, payable semi-annually in arrears on February 15
and August 15 of each year, commencing on August 15, 2014. The Notes
will mature on February 15, 2021, unless earlier repurchased or redeemed
in accordance with their terms. The Notes are 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 guarantees provided by some of the subsidiary guarantors
are secured by first or second priority security interests in certain
assets of such guarantors. The Notes were offered in a private offering
that is exempt from the registration requirements of the Securities Act
of 1933, as amended (the "Securities Act") 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.
The Notes were issued by the Company at the initial price of 106.750% of
the principal amount plus accrued interest from February 15, 2014. The
Company intends to use the net cash proceeds from this offering for
general corporate purposes, including for additional investments in real
estate through its wholly-owned subsidiary, New Valley LLC, and in its
existing tobacco business.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Notes, the Existing Notes or any
other security, nor will there be any offer, solicitation or sale of the
Notes, the Existing Notes or any other security in any state or
jurisdiction in which such an offer, solicitation or sale would be
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" 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
All information set forth in this press release is as of April 15, 2014.
Vector does not intend, and undertakes no duty, to update this
information to reflect future events or circumstances.
Vector Group is a holding company that indirectly owns Liggett Group
LLC, Vector Tobacco Inc. and Zoom E-Cigs LLC and directly owns New
Valley LLC, which owns a controlling interest in Douglas Elliman Realty,
Sard Verbinnen & Co
Paul Caminiti / Jonathan Doorley
Source: Vector Group Ltd.
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