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Victoria (VCP): Refinancing of 2028 senior secured notes

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VCP Victoria

£50m · 38.8p · −29% since the first step
73.4p 19.6p Now 38.8p · 23 Oct −26% −29% +182% −10% −33% Oct ’25NovDecJan ’26FebMarAprMayJunJulAugSepOct
21 Jul 2026 · Over 75% noteholder support; scheme route secured · +1% until the next step meeting the necessary threshold required to implement it by way of a scheme of arrangement under Part 26 of the Companies Act 2006
Balance-sheet stress / refinancing
Refinancing of 2028 senior secured notes
Circular posted; general meeting called for 5 October
Every step · 7
  1. 6 Nov 2025 2026 maturities refinanced; 2028 notes outstanding – Whilst the Company no longer has any short-term maturities, to further improve the Company's capital structure, the Board continues to progress refinancing... ↗
  2. 17 Dec 2025 2026 notes refinanced; 2028 bonds unresolved – Refinancing the 2028 bonds remains a key objective for the business, and management continue to engage with all its capital providers to provide a solution... ↗
  3. 23 Feb 2026 Still unresolved; engaging capital providers – The Company remains focused on strengthening its capital structure and continues to engage with all its capital providers to progress refinancing plans for... ↗
  4. 8 Jul 2026 Binding support agreement signed; completion pending – it has entered into a binding transaction support agreement (the "Transaction Support Agreement") with KED Victoria Holdings, LLC ("KED Victoria") and Wood... ↗
  5. 21 Jul 2026 Over 75% noteholder support; scheme route secured – meeting the necessary threshold required to implement it by way of a scheme of arrangement under Part 26 of the Companies Act 2006 ↗
  6. 24 Jul 2026 Over 90% noteholder support; consent solicitation route – On 23 July 2026, the Company announced holders representing over 90% of its bonds maturing in March 2028 have acceded to the Transaction Support Agreement,... ↗
  7. 17 Sep 2026 Circular posted; general meeting called for 5 October – The Company will today publish a Circular convening a General Meeting of Shareholders which will be held at the offices of Brown Rudnick LLP, 8 Clifford... ↗

What is happening

Victoria: Refinancing of 2028 senior secured notes – Circular posted; general meeting called for 5 October. ['Circular posted; general meeting called for 5 October']

In short
The 2028 notes were left unresolved after the Dec 2025 refinancing. Victoria signed a support agreement on 8 July 2026 to cut senior secured and preferred liabilities by about £300m and finance costs by about £34m, extending maturities. Over 90% of noteholders have acceded, so implementation is by consent solicitation. On 17 Sep 2026 the circular was posted, with the general meeting on 5 Oct and expected completion on 10 Dec 2026.
Announced
6 Nov 2025 · 2026 maturities refinanced; 2028 notes outstanding
Latest
17 Sep 2026 · Circular posted; general meeting called for 5 October
Implementation route
Consent solicitation; completion still subject to conditions
Board view
Executive Chairman Geoff Wilding: overwhelming support secures a route to implementation; completion as soon as possible
Liability reduction
At least £300m of senior secured debt and preferred liabilities; finance costs cut by about £34m a year
Maturity
2028 debt maturities extended to 2031
Net debt/EBITDA
11.5x at 28 March 2026, up from 7.9x
Timetable
General Meeting 5 Oct; Directions Hearing 12 Oct; consent solicitation launch 30 Oct; Confirmation Hearing 1 Dec 2026
Expected completion
10 December 2026, assuming resolutions pass and no adjournment
Terms
Notes written down to zero for new 2nd-priority notes and 34,964,689 new ordinary shares; new notes mature 5 years from issue
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