Virgin Money UK PLC Maximum Acceptance Amount to Tender Offer (1375O)
08 Junho 2022 - 4:58AM
UK Regulatory
TIDMVMUK
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 GBP450,000,000 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
GBP450,000,000. 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 Citigroup Global Markets Limited
5 The North Colonnade Citigroup Centre
Canary Wharf Canada Square
London E14 4BB Canary Wharf
United Kingdom London E14 5LB
United Kingdom
Telephone: +44 (0) 20 3134 8515
Attention: Liability Management Group Telephone: +44 20 7986 8969
Email: eu.lm@barclays.com Attention: Liability Management Group
Email: liabilitymanagement.europe@citi.com
Goldman Sachs International Morgan Stanley & Co. International plc
Plumtree Court 25 Cabot Square
25 Shoe Lane Canary Wharf
London EC4A 4AU London E14 4QA
United Kingdom United Kingdom
Telephone: +44 20 7774 4836 Telephone: +44 20 7677 5040
Attention: Liability Management Desk Attention: Liability Management Team, Global Capital
Email: Liabilitymanagement.eu@ny.email.gs.com 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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END
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(END) Dow Jones Newswires
June 08, 2022 03:58 ET (07:58 GMT)
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