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2014-04-23

Altice SA: Altice announces pricing of Senior Notes

April 23, 2014
-Altice S.A. (Euronext: ATC) today announced that it has priced an offering of
(i) €2,075 million in aggregate principal amount of its 7 1/4% Senior Notes
due 2022 ("Senior Euro Notes
") and (ii) $2,900 million aggregate principal amount of its 7 3/4% Senior
Notes due 2022 ("Senior Dollar Notes
" and, together with the Senior Euro Notes, the "Senior Notes
"). Following their release from escrow, proceeds of the Senior Notes,
together with proceeds from certain future equity financings, will be used to
(i) exercise all preferential subscription rights to be allocated to Altice
France S.A. ("Altice France
"), a wholly-owned subsidiary of Altice S.A., pursuant to the €4,732 million
rights issue by Numericable Group S.A. ("Numericable
") comprising ordinary shares with preferential subscription rights to its
existing shareholders (the "Numericable Rights Issue
"), (ii) purchase certain ordinary shares of Numericable from funds
affiliated with Carlyle Group and Cinven Ltd., (iii) repay certain existing
indebtedness of Altice France, and (iv) pay fees and expenses related
thereto. The offering of the Senior Notes is expected to close on or about
May 8, 2014, subject to customary closing conditions and the proceeds from
such offering will be held in segregated escrow accounts pending satisfaction
of certain escrow release conditions (including the completion of the
Numericable Rights Issue).

Numericable, a subsidiary of Altice S.A., today announced that it has priced
an offering of (i) $2,400 million aggregate principal amount of its 4 7/8%
Senior Secured Notes due 2019 (the "2019 Senior Secured Notes
"), (ii) €1,000 million aggregate principal amount of its 5 8/8% Senior
Secured Notes due 2022 (the "Euro 2022 Senior Secured Notes
"), (iii) $4,000 million aggregate principal amount of its 6.0% Senior Secured
Notes due 2022 (the "Dollar 2022 Senior Secured Notes
"), (iv) €1,250 million aggregate principal amount of its 5 5/8% Senior
Secured Notes due 2024 (the "Euro 2024 Senior Secured Notes
"), and (v) $1,375 million aggregate principal amount of its 6 1/4% Senior
Secured Notes due 2024 (the "Dollar 2024 Senior Secured Notes
", and together with the 2019 Senior Secured Notes, Euro 2022 Senior Secured
Notes, Dollar 2022 Senior Secured Notes, Euro 2024 Senior Secured Notes, the
"Senior Secured Notes
" and, together with the Senior Notes, the "Notes
"). Following their release from escrow, proceeds of the Senior Secured Notes,
together with borrowings under a senior secured loan credit facility to be
entered into by Numericable on or about April 23, 2014 in an aggregate
principal amount equivalent to €3,780 million (equivalent) and the proceeds
of the Numericable Rights Issue, will be used by the Numericable to (i) pay
cash consideration to Vivendi S.A. to acquire 100% of the capital of SFR
(other than 10 shares in SFR not held by Vivendi S.A.) and all of the shares
of another subsidiary of Vivendi S.A., SIG 50 (the "Acquisition
"), (ii) refinance certain existing indebtedness of Numericable and its
subsidiaries, (iii) purchase the shareholder note owed by SFR to Vivendi S.A.
and (iv) pay fees and expenses related thereto. The offering of the Senior
Secured Notes is expected to close on or about May 8, 2014, subject to
customary closing conditions and the proceeds from such offering will be held
in segregated escrow accounts pending satisfaction of certain escrow release
conditions (including completion of the Acquisition).

Contacts

Investor Relations:

Richard Williams : +44
(0)7946 348939 /richard.williams@altice.net

Media:

Havas: Charles Fleming +33(0)6 14 45
05 22 /charles.fleming@havasww.com

Disclaimer

The Notes are being offered in a private placement only to qualified
institutional buyers pursuant to Rule 144A and non-U.S. persons pursuant to
Regulation S under the U.S. Securities Act of 1933, as amended (the
"Securities Act
"), subject to prevailing market and other conditions. There is no assurance
that the offerings will be completed or, if completed, as to the terms on
which they are completed. The Notes have not been registered under the
Securities Act or the securities laws of any other jurisdiction and may not
be offered or sold in the United States absent registration or unless
pursuant to an applicable exemption from the registration requirements of the
Securities Act and any other applicable securities laws. This press release
is for informational purposes only and does not constitute an offer to sell
or the solicitation of an offer to buy the Notes or any other securities, nor
shall it constitute an offer, solicitation or sale in any jurisdiction in
which, or to any person to whom, such offer, solicitation or sale would be
unlawful.

This announcement does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection
with any offer within the meaning of the Directive 2010/73/EU of the
Parliament and Council of November 4, 2003 as implemented by the Member
States of the European Economic Area (the "Prospectus Directive
"). The offers and sales of the Notes will be made pursuant to an exemption
under the Prospectus Directive, as implemented in Member States of the
European Economic Area, from the requirement to produce a prospectus for
offers of securities.

In connection with the issuance of each of the Senior Notes and the Senior
Secured Notes, one of the initial purchasers will serve as stabilizing
manager and may over-allot the applicable Notes or effect transactions with a
view to supporting the market price of the applicable Notes at a level higher
than that which might otherwise prevail. However, there is no assurance that
the stabilizing manager (or persons acting on behalf of the stabilizing
manager) will undertake any such stabilization actions. Any stabilization
action may begin on or after the date on which adequate public disclosure of
the terms of the offer of the applicable Notes is made and, if begun, may be
ended at any time. Any stabilization action or over-allotment must be
conducted in accordance with all applicable laws and rules.

This press release contains statements about future events, projections,
forecasts and expectations that are forward-looking statements. Any statement
in this press release that is not a statement of historical fact is a
forward-looking statement that involves known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. In addition, past performance of Altice S.A. and
Numericable cannot be relied on as a guide to future performance. Altice S.A.
and Numericable make no representation on the accuracy and completeness of
any of the forward-looking statements, and, except as may be required by
applicable law, assume no obligations to supplement, amend, update or revise
any such statements or any opinion expressed to reflect actual results,
changes in assumptions or in Altice S.A.'s or Numericable's expectations, or
changes in factors affecting these statements. Accordingly, any reliance you
place on such forward-looking statements will be at your sole risk.

About Altice

We are a multinational cable and telecommunications company. We conduct our
activities (i) in France through Numericable and (ii) in Israel, the
Dominican Republic, Belgium, Luxembourg, Portugal, the French Overseas
Territories and Switzerland through Altice International S.à r.l.. We provide
cable-based services (high quality pay television, fast broadband Internet
and fixed line telephony) and (except in Luxembourg, Portugal and
Switzerland) mobile telephony services to residential and corporate
customers.

Altice shares (ATC) are listed on NYSE Euronext Amsterdam, ISIN LU1014539529.

Press release PDF
http://hugin.info/156399/R/1779396/608040.pdf

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Altice SA via Globenewswire

HUG#1779396

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