Crosbie’s Nationwide confirms £2.9bn deal for Virgin

Debbie Crosbie, Nationwide CEO

Debbie Crosbie’s mutually-owned Nationwide Building Society has confirmed a proposed £2.9 billion cash deal to buy listed Virgin Money UK plc that the companies flagged two weeks ago.

Nationwide is offering a total of £2.20 for each Virgin Money share, including a 2p final dividend — a 38% premium to Virgin Money ’s closing share price on March 6.

The mutual said the acquisition will “not be subject to any condition relating to the passing of a resolution by Nationwide’s members.”

Nationwide CEO Crosbie is a former top executive at Clydesdale and Yorkshire Banks, now part of Virgin Money. She is also a former TSB Bank CEO.

Virgin Money CEO David Duffy will step down from his position, effective from deal completion. Nationwide CFO Chris Rhodes will take on the position of Virgin Money CEO, with Muir Mathieson, deputy CFO and treasurer of Nationwide, becoming CFO of Nationwide.

Both appointments are subject to regulatory approval and will report directly into Debbie Crosbie as CEO of the combined group.

Glasgow and Newcastle-based Virgin Money has about 7,300 full time equivalent staff.

“The boards of Nationwide and Virgin Money believe that the acquisition will combine two complementary businesses,” said Nationwide.

“The acquisition will create a combined group with total assets of approximately £366.3 billion and total lending and advances of approximately £283.5 billion, representing the second largest provider of mortgages and savings in the UK.

“Nationwide has grown over time through a series of historical acquisitions to become the UK’s largest building society.

“It remains wholly committed to being a building society and a modern mutual that meets its customers’ and members’ banking needs to a high standard.

“The Nationwide board believes that the acquisition will enable Nationwide to accelerate its strategy, and broaden and deepen its products and services faster than could be achieved organically, whilst providing a return that will further support Nationwide’s financial strength and deliver greater value to its customers and members.”

Nationwide chair Kevin Parry said: “Following full consideration and the appropriate due diligence, and after taking comments from members into account, the board of Nationwide’s assessment is that the binding offer to acquire Virgin Money is in the best interests of the society and its present and future members.”

Nationwide CEO Crosbie commented: “This acquisition strengthens Nationwide and means we can offer more value and broader services for our current and future members.

“More people will experience the benefits of mutual ownership and the customer-focused approach of a building society.

“This includes Nationwide’s unique Branch Promise, which we are extending until at least the start of 2028. The Promise will also apply to Virgin Money branches.”

Virgin Money UK chairman David Bennett said: “The board of Virgin Money believes that this strategic transaction recognises the strengths and opportunities in our business.

“We’re pleased to recommend the terms agreed with Nationwide, which deliver an attractive premium for our shareholders in cash and reflect the group’s strong future prospects, combining two complementary businesses.”

Virgin Money UK CEO David Duffy said: “The proposed combination with Nationwide presents an exciting opportunity to build on Virgin Money’s significant strategic and operational progress, including the consistent growth in our retail and business customers, deposits and target lending.

“Together the combined group can offer more great products and services to a larger customer base.”