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Virgin Media Announces Consent Solicitations Relating To Certain Outstanding Notes

Stocks in this article: VMED

The cash payment will be made in two installments, the first being 25% of the cash payment, which represents payments for the Proposed Waivers, and the second being the remaining 75% of the cash payment which represents payment for the Proposed Amendments. Payments related to the Proposed Waivers will be made at or promptly after the Expiration Time. Payments related to the Proposed Amendments will be made on or promptly after the consummation of the merger. If the Proposed Waivers and Proposed Amendments are approved by the holders representing a majority in principal amount of any series of Existing Notes, and a supplemental indenture is validly entered into with respect to such series of Existing Notes, the supplemental indenture would bind all holders of the respective Existing Notes, including those that did not give their consent, but non-consenting holders would not receive the consent payment. Each Consent Solicitation is subject to the satisfaction of certain customary conditions.

The consent solicitations are being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statements. The solicitations will expire at 5:00 pm New York time on February 14, 2013. VMF and VMSF may, in their sole discretion, terminate, extend or amend any consent solicitation at any time as described in the Consent Solicitation Statements.

Copies of the Consent Solicitation Statements and other related documents may be obtained from Lucid Issuer Services Limited, at +44 (0)20 7704 0880 or virginmedia@lucid-is.com. Holders of the Existing Notes are urged to review the Consent Solicitation Documents for the detailed terms of the consent solicitation and the procedures for consenting to the Proposed Amendments and the Proposed Waivers. Any persons with questions regarding the consent solicitations should contact the Solicitation Agent, Credit Suisse Securities, at +44 (0)20 7883 8763 or +1 (212) 325 7596 or liability.management@credit-suisse.com.

This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. No recommendation is being made as to whether holders of Existing Notes should consent to the Proposed Amendments or the Proposed Waivers. The solicitation of consents is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or “blue sky” laws.

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