Virgin Money UK PLC Result of Tender Offer to Purchase Notes for Cash (4740Y)

TIDMVMUK TIDM91XR

RNS Number : 4740Y

Virgin Money UK PLC

09 September 2020

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN 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) (THE "UNITED STATES") OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

9 September 2020

Virgin Money UK PLC

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

ANNOUNCES RESULTS OF TENDER OFFER TO PURCHASE NOTES FOR CASH

Virgin Money UK PLC (the "Issuer") announces today the results of its invitation to holders of its GBP475,000,000 5 per cent. Fixed Rate Reset Callable Subordinated Tier 2 Notes due 2026 (ISIN: XS1346646901) (the "Notes"), to tender such Notes for purchase by the Issuer for cash up to the Maximum Acceptance Amount (the "Offer"), subject to the terms and conditions described in a tender offer memorandum prepared by the Issuer dated 1 September 2020 (the "Tender Offer Memorandum"). Capitalised terms used but not defined in this announcement have the meanings given to them in the Tender Offer Memorandum. This announcement must be read in conjunction with the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 4.00 p.m. on 8 September 2020. As at the Expiration Deadline, GBP444,592,000 in aggregate nominal amount of the Notes had been validly tendered pursuant to the Offer.

Following the Expiration Deadline, the Issuer hereby announces that it has decided to accept (subject to the satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date) all valid tenders of Notes for purchase pursuant to the Offer. Accordingly the aggregate principal amount of the Notes accepted (subject to satisfaction or waiver of the New Financing Condition) for purchase pursuant to the Offer is GBP444,592,000 (representing 93.6% of the principal amount of Notes outstanding).

Settlement of the Offer and payment of the Purchase Price and Accrued Interest Payment in respect of the Notes accepted for purchase is expected to take place on 11 September 2020. Notes that are not tendered and accepted for purchase pursuant to the Offer will remain outstanding.

Dealer Managers

 
                BNP Paribas                        Lloyds Bank Corporate Markets plc 
         16, boulevard des Italiens                         10 Gresham Street 
                75009 Paris                                      London 
                   France                                       EC2V 7AE 
                                                             United Kingdom 
 
                                                  Telephone: [phone]/1726 
        Telephone: [phone]              Attention: Liability Management Team 
   Attention: Liability Management Group      Email: [e-mail] 
 Email: [e-mail] 
 
        Merrill Lynch International                       NatWest Markets Plc 
            2 King Edward Street                             250 Bishopsgate 
                   London                                        London 
                  EC1A 1HQ                                      EC2M 4AA 
               United Kingdom                                United Kingdom 
        Telephone: [phone] 
   Attention: Liability Management Group               Telephone: [phone] 
         Email: [e-mail]                  Attention: Liability Management 
                                              Email: [e-mail] 
 
 

Tender Agent

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London

WC1H 8HA

United Kingdom

Telephone: [phone]

Attention: Owen Morris

Email: [e-mail]

DISCLAIMER

The offer period for the Offer has now expired. No further tenders of any Notes may be made pursuant to the Offer. 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. 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. None of the Issuer, the Dealer Managers or the Tender Agent or their respective directors, employees or affiliates will have any liability or responsibility in respect of any decision of a Noteholder as to whether to participate in the Offer.

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

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September 09, 2020 05:02 ET (09:02 GMT)