Virgin Media to pay down some bank borrowings with notes proceeds

By Sara Rosenberg

New York, May 27 - Virgin Media Inc. plans to repay some bank debt using proceeds from a proposed offering of $650 million of senior notes, according to a 424B5 filed with the Securities and Exchange Commission on Wednesday.

Specifically, the company intends to prepay about £103.6 million of tranches A and A1 that is currently scheduled for payment in March and September 2010, about £245.5 million of tranches A2 and A3 that is currently scheduled for payment in March and September 2010, and about £59.8 million of tranches B1-B6 that is currently scheduled for repayment in September 2012.

If the company repays at least £187 million of its tranches A-A3 and tranches B1-B6 from the net proceeds of the offering, certain amendments to the senior credit facility will become effective.

Those amendments include deferring the remaining principal repayments under tranches A2 and A3 and the maturity of the company's extended revolver to June 2012, resetting certain financial covenant ratios, and increasing pricing on tranches A2 and A3 and the extended revolver by 137.5 basis points.

Virgin Media is a New York-based provider of television, broadband, fixed-line telephone and mobile telephone services.

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