Maximum Acceptance Amount to Tender Offer

RNS Number : 1375O
Virgin Money UK PLC
08 June 2022
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT")) OR IN OR INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

8 June 2022

 

 

 

 

Virgin Money UK PLC

(incorporated with limited liability in England and Wales with Registered Number 09595911)

(formerly CYBG PLC)

 

Legal Entity Identifier (LEI): 213800ZK9VGCYYR6O495

ANNOUNCES MAXIMUM ACCEPTANCE AMOUNT IN RELATION TO TENDER OFFER TO PURCHASE NOTES FOR CASH

Further to the announcement dated 7 June 2022 in relation to the invitation of Virgin Money UK PLC (the "Issuer") to holders of its outstanding £450,000,000 8 per cent. Fixed Rate Reset Perpetual Subordinated Contingent Convertible Notes (ISIN: XS1346644799) (the "Notes"), to tender such Notes for purchase by the Issuer for cash, the Issuer hereby confirms that the Maximum Acceptance Amount is £450,000,000. As the Maximum Acceptance Amount is equal to the principal amount of the Notes, the Issuer confirms that it will accept for purchase any validly tendered Notes up to the Maximum Acceptance Amount without such Notes being scaled by a Scaling Factor.  Capitalised terms used and not otherwise defined in this announcement have the meanings given in the tender offer memorandum prepared by the Issuer dated 7 June 2022 (the "Tender Offer Memorandum").

FURTHER INFORMATION

Noteholders are advised to read carefully the Tender Offer Memorandum for full details of and information on the conditions of and procedures for participating in the Offer.

The Issuer is not under any obligation to accept for purchase any Notes tendered pursuant to the Offer. The acceptance for purchase by the Issuer of Notes tendered pursuant to the Offer is at the sole discretion of the Issuer and tenders may be rejected by the Issuer for any reason.

A complete description of the terms and conditions of the Offer is set out in the Tender Offer Memorandum. Any questions or requests for assistance in connection with: (i) the Offer, may be directed to the Dealer Managers; and (ii) the delivery of Tender Instructions or requests for additional copies of the Tender Offer Memorandum or related documents, which may be obtained free of charge, may be directed to the Tender Agent, the contact details for each of which are set out below.


Dealer Managers

Barclays Bank PLC

5 The North Colonnade

Canary Wharf

London E14 4BB

United Kingdom

 

Telephone: +44 (0) 20 3134 8515

Attention: Liability Management Group

Email: eu.lm@barclays.com

Citigroup Global Markets Limited

Citigroup Centre

Canada Square

Canary Wharf

London E14 5LB

United Kingdom

 

Telephone: +44 20 7986 8969

Attention: Liability Management Group

Email: liabilitymanagement.europe@citi.com

 

 

 

Goldman Sachs International

Plumtree Court

25 Shoe Lane

London EC4A 4AU

United Kingdom

 

Telephone: +44 20 7774 4836

Attention: Liability Management Desk

Email: Liabilitymanagement.eu@ny.email.gs.com

 

Morgan Stanley & Co. International plc

25 Cabot Square

Canary Wharf

London E14 4QA

United Kingdom

 

Telephone: +44 20 7677 5040

Attention: Liability Management Team, Global Capital

Markets

Email: liabilitymanagementeurope@morganstanley.com

 

 

Tender Agent

Kroll Issuer Services Limited
The Shard

32 London Bridge Street

London

SE1 9SG

United Kingdom

 

Telephone: +44 20 7704 0880

Attention: Owen Morris

Email: virginmoney@is.kroll.com

Website: https://deals.is.kroll.com/virginmoney

 

 

DISCLAIMER

 

This announcement must be read in conjunction with the Tender Offer Memorandum. No offer to acquire or exchange any securities is being made pursuant to this announcement. This announcement and the Tender Offer Memorandum contain important information, which must be read carefully before any decision is made with respect to the Offer. If any Noteholder is in any doubt as to the action it should take, it is recommended to seek its own financial, legal and any other advice, including in respect of any tax financial, accounting, regulatory and tax consequences, immediately from its broker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee must contact such entity if it wishes to participate in the Offer. None of the Issuer, the Dealer Managers or the Tender Agent or their respective directors, employees or affiliates makes any recommendation as to whether Noteholders should participate in the Offer and none of the Issuer, the Dealer Managers or the Tender Agent nor any of their respective affiliates will have any liability or responsibility in respect thereto.

 

Announcement authorised for release by Lorna McMillan, Group Company Secretary.

 

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