Virgin Money Holdings (UK) plc

10/11/2018 | Press release | Distributed by Public on 10/11/2018 04:09

Form 8.5 (EPT/RI) - Virgin Money

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY

Rule 8.5 of the Takeover Code (the 'Code')

1. KEY INFORMATION

(a) Name of exempt principal trader:

Morgan Stanley & Co. International plc

(b) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

Virgin Money Holdings (UK) plc

(c) Name of the party to the offer with which exempt principal trader is connected:

CYBG plc

(d) Date dealing undertaken:

10 OCTOBER 2018

(e)Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

Yes - CYBG plc

2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant security

Purchases/sales

Total number of securities

Highest price per unit paid/received

Lowest price per unit paid/received

0.01p ordinary

PURCHASES

707,596

3.5670 GBP

3.4440 GBP

0.01p ordinary

SALES

860,377

3.5630 GBP

3.4360 GBP

(b) Cash-settled derivative transactions

Class of relevant security

Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit

0.01p ordinary

CFD

LONG

36,684

3.4596 GBP

0.01p ordinary

CFD

LONG

169,433

3.4811 GBP

0.01p ordinary

CFD

LONG

13,280

3.5050 GBP

0.01p ordinary

CFD

SHORT

1

3.4560 GBP

0.01p ordinary

CFD

SHORT

3,570

3.4600 GBP

0.01p ordinary

CFD

SHORT

1,434,298

3.4820 GBP

0.01p ordinary

CFD

SHORT

26,132

3.5073 GBP

0.01p ordinary

CFD

SHORT

11,225

3.5122 GBP

0.01p ordinary

CFD

SHORT

1,723

3.5136 GBP

0.01p ordinary

CFD

LONG

26,702

3.4600 GBP

0.01p ordinary

CFD

SHORT

28,510

3.4600 GBP

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number of securities to which option relates

Exercise price per unit

Typee.g. American, European etc.

Expiry date

Option money paid/ received per unit

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

(ii) Exercise

Class of relevant security

Product descriptione.g. call option

Number of securities

Exercise price per unit

N/A

N/A

N/A

N/A

(d) Other dealings (including subscribing for new securities)

Class of relevant security

Nature of dealinge.g. subscription, conversion

Details

Price per unit (if applicable)

N/A

N/A

N/A

N/A

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

3. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state 'none'

None

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state 'none'

None

Date of disclosure:

11 OCTOBER 2018

Contact name:

Craig Horsley

Telephone number:

+44(141) 245 7736

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at [email protected]. The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.