Virgin Money UK PLC Results of Tender Offer to Purchase Notes for Cash (9582O)
15 Junho 2022 - 5:44AM
UK Regulatory
TIDMVMUK
RNS Number : 9582O
Virgin Money UK PLC
15 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) 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.
15 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 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 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 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 7 June 2022 (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. (London
time) on 14 June 2022, and GBP377,377,000 in aggregate nominal
amount of the Notes has 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 GBP377,377,000
(representing 83.86% 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 17 June 2022. Notes that are
not tendered and accepted for purchase pursuant to the Offer will
remain outstanding.
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 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
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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END
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(END) Dow Jones Newswires
June 15, 2022 04:44 ET (08:44 GMT)
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