Publication of Final Terms
Virgin Money UK PLC
Clydesdale Bank PLC
25 May 2021
Publication of Final Terms
The following final terms (the "Final Terms") are available for viewing:
Final Terms dated 25 May 2021 relating to the Series 8 €500,000,000 0.375 per cent. Fixed Rate Reset Callable Senior Notes due 2024 issued by the Company under the £10,000,000,000 Global Medium Term Note Programme of the Company and the Bank
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Announcement authorised for release by Lorna McMillan, Group Company Secretary.
Investors and Analysts
Head of Investor Relations
Group Company Secretary
0800 066 5998
DISCLAIMER - INTENDED ADDRESSEES
IMPORTANT: You must read the following before continuing: The following applies to the Final Terms available by clicking on the link above and you are therefore advised to read this carefully before reading, accessing or making any other use of the Final Terms. In accessing the Final Terms, you agree to be bound by the following terms and conditions, including any modifications to them, any time you receive any information from us as a result of such access.
THE FINAL TERMS MAY NOT BE FORWARDED OR DISTRIBUTED OTHER THAN AS PROVIDED BELOW AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. THE FINAL TERMS MAY ONLY BE DISTRIBUTED OUTSIDE THE UNITED STATES TO PERSONS THAT ARE NOT U.S. PERSONS AS DEFINED IN, AND IN RELIANCE ON, REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR WITHIN THE UNITED STATES TO QIBs (AS DEFINED BELOW) IN ACCORDANCE WITH RULE 144A UNDER THE SECURITIES ACT ("RULE 144A"). ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE FINAL TERMS IN WHOLE OR IN PART IS PROHIBITED. FAILURE TO COMPLY WITH THIS NOTICE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.
NOTHING IN THIS ELECTRONIC PUBLICATION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.
The Final Terms must be read in conjunction with the base prospectus dated 24 March 2021 relating to the £10,000,000,000 Global Medium Term Note Programme of the Company and the Bank as supplemented by the supplemental prospectus dated 11 May 2021 (together, the "Base Prospectus") which comprises a prospectus for the purposes of the Regulation (EU) 2017/119 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended (the "UK Prospectus Regulation").
Please note that the information contained in the Final Terms and the Base Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Base Prospectus) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Final Terms and the Base Prospectus is not addressed. Prior to relying on the information contained in the Final Terms and the Base Prospectus you must ascertain from the Final Terms and the Base Prospectus (as applicable) whether or not you are part of the intended addressees of the information contained therein.
Confirmation of your Representation: In order to be eligible to view the Final Terms or make an investment decision with respect to these Notes, you must be (A) a person other than a U.S. person (within the meaning of Regulation S under the Securities Act); or (B) a QIB that is acquiring the securities for its own account or for the account of another QIB. By accessing the Final Terms, you shall be deemed to have represented that you and any customers you represent are not a U.S. person (as defined in Regulation S to the Securities Act) or that you are a QIB, and that you consent to delivery of the Final Terms thereto via electronic publication.
You are reminded that the Final Terms has been made available to you on the basis that you are a person into whose possession the Final Terms may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver the Final Terms to any other person.
The Final Terms and the Base Prospectus do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the offering be made by a licensed broker or dealer and the underwriters or any affiliate of the underwriters is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by the underwriters or such affiliate on behalf of the Company or the Bank in such jurisdiction. Under no circumstances shall the Final Terms or the Base Prospectus constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of the Notes to be issued pursuant to the Final Terms and the Base Prospectus, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Final Terms have been made available to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently none of the Company, the Bank, their advisers or any person who controls the Company, the Bank, or any director, officer, employee or agent of the Company, the Bank or affiliate of any such person accepts any liability or responsibility whatsoever in respect of any difference between the Final Terms made available to you in electronic format and the hard copy version available to you on request from the Company or the Bank.