These Listing Particulars Have Been Prepared Solely
THESE LISTING PARTICULARS HAVE BEEN PREPARED SOLELY FOR THE PURPOSES OF ADMITTING THE NOTES TO THE OFFICIAL LIST AND TRADING ON THE GLOBAL EXCHANGE MARKET OF EURONEXT DUBLIN LISTING MEMORANDUM Virgin Media Vendor financing Notes IV Designated Activity Company $500,000,000 5.000% Vendor Financing Notes due 2028 September 15, 2020 Application has been made to the Irish Stock Exchange PLC trading as Euronext Dublin ("Euronext Dublin") for the $500,000,000 5.000% Vendor Financing Notes due 2028 (the “Notes”) issued by Virgin Media Vendor Financing Notes IV Designated Activity Company (formerly Dolya Holdco 18 Designated Activity Company) (the "Issuer") to be admitted to its Official List and to trading on the Global Exchange Market. The Notes were issued pursuant to the trust deed dated as of June 24, 2020 (the “Trust Deed”), between, among others, the Issuer, as issuer, BNY Mellon Corporate Trustee Services Limited, as notes trustee (the “Notes Trustee”) and BNY Mellon Corporate Trustee Services Limited, as security trustee (the “Security Trustee”). Except as otherwise provided in the Trust Deed, the Notes will be treated as one single class for all purposes under the Indenture including, without limitation, waivers, amendments, redemptions and offers to purchase. This Listing Memorandum together with the Offering Circular dated June 10, 2020 (the “Offering Circular”) which is attached hereto as Annex A, constitutes listing particulars (the “Listing Particulars”) for the purposes of admitting the Notes to Euronext Dublin’s Official List and to trading on its Global Exchange Market and has been approved by Euronext Dublin. Any capitalized term used herein, but not otherwise defined or referenced in this Listing Memorandum, shall have the meaning ascribed to such term in the Offering Circular.
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