Scheme of Arrangement Becomes Effective

The boards of Virgin Money and Nationwide are pleased to announce that, following the delivery of a copy of the Court Order to the Registrar of Companies today, the scheme of arrangement between Virgin Money and its shareholders under Part 26 of the Companies Act (the "Scheme") to implement the recommended cash acquisition of the entire issued and to be issued share capital of Virgin Money by Nationwide (the "Acquisition") has now become Effective and the entire issued and to be issued share capital of Virgin Money is now owned by Nationwide.

Full details of the Acquisition are set out in the scheme document published on 22 April 2024 (the "Scheme Document"). Unless otherwise defined, all capitalised terms in this announcement have the meaning given to them in the Scheme Document.

Cancellation of Listing and Trading

Applications have been made to the Financial Conduct Authority and the London Stock Exchange in relation to the de-listing of Virgin Money Ordinary Shares from the Official List and the cancellation of the trading of Virgin Money Ordinary Shares on the London Stock Exchange's main market for listed securities, which are expected to take effect from 8:00 a.m. (London time) today. An application has been made to the Australian Securities Exchange in relation to the cancellation of listing of Virgin Money on the Australian Securities Exchange, which is expected to take effect today, 1 October 2024.

A further announcement will be made when the listing and trading of the Virgin Money Ordinary Shares have been cancelled.

Settlement of Consideration

Scheme Shareholders on the register of members of Virgin Money at the Scheme Record Time, being 6.00 p.m. (London time) on 27 September 2024, are entitled to receive 218 pence in cash for each Virgin Money Share held.

Virgin Money CDI Holders on the CDI Register at the CDI Record Time, being 7.00 p.m. (AEST) on 27 September 2024, will receive the Consideration in respect of the Virgin Money Ordinary Shares underlying Virgin Money CDIs to the exclusion of CDN, the holder of those Virgin Money Ordinary Shares as depositary nominee. The attention of Virgin Money Shareholders is drawn to paragraph 14(A) of Part 2 (Explanatory Statement) of the Scheme Document which provides details on the currency in which payments will be made.

Settlement of the Consideration to which each Scheme Shareholder and Virgin Money CDI Holder is entitled, and the relevant portion of the Consideration to which each Virgin Money Share Plan Account Holder and Virgin Money Share Account Holder is entitled, will be paid in accordance with the timetable announced on 6 September 2024 and as outlined below:

Board Changes

As the Scheme has now become Effective, Virgin Money duly announces that, as of today's date, David Duffy has stepped down as Chief Executive Officer and as an Executive Director of Virgin Money and the appointment of Chris Rhodes as an Executive Director and Chief Executive Officer has become effective.

Virgin Money's LEI Number is 213800ZK9VGCYYR6O495.

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

Slaughter and May is acting as legal adviser to Nationwide in connection with the Acquisition.

Clifford Chance LLP is acting as legal adviser to Virgin Money in connection with the Acquisition.

Disclaimers

Information for Overseas Shareholders

Copies of this announcement and all documents relating to the Acquisition are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in, into or from a Restricted Jurisdiction, and persons receiving this announcement and all other documents relating to the Acquisition (including custodians, nominees and trustees) must not mail or otherwise distribute or send them in, into or from any Restricted Jurisdiction.

Notice to Australian Virgin Money Shareholders

General