MIAMI -- (Business Wire)
Vector Group Ltd. (NYSE: VGR) (“Vector” or the “Company”) today
announced the closing of its previously announced private offering of
$450.0 million aggregate principal amount of 7.750% senior secured notes
due 2021 (the “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, 2013. 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 business. 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 Company used the net cash proceeds from the Notes offering to pay a
portion of (i) the consideration for a cash tender offer for the
Company’s 11% senior secured notes due 2015 (the “Existing Notes”), (ii)
the redemption amount for Existing Notes that were not tendered in the
cash tender offer, including accrued and unpaid interest, and (iii) fees
and expenses in connection with the cash tender offer and redemption of
the Existing Notes.
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
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” 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 February 12,
2013. 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
and Vector Tobacco Inc. and directly owns New Valley LLC.
Contacts:
Sard Verbinnen & Co
Paul Caminiti / Jonathan Doorley
212-687-8080
Source: Vector Group Ltd.