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Aussie shareholders lose control of former UK arm of NAB

16 October 2018 5:37PM
Thousands of National Australia Bank shareholders who acquired ASX-listed scrip in the CYBG PLC business that was spun out of the group three years ago could soon lose control of the company after British courts approved a buyout of the Virgin Money operation in the UK.CYBG PLC is the official name of the company that now owns and operates NAB's former UK arms - Clydesdale and Yorkshire banks.It is dual-listed on the London Stock Exchange and the ASX - and is now Britain's sixth largest banking group following the acquisition of Virgin Money.Under the terms of the merger approved by a London court on Monday, CYBG has issued more than 540 million new shares to British shareholders of Virgin Money as consideration for acquiring the assets of the business.The massive share issue via the LSE equates to around 35 per cent of CYBG's market worth and substantially dilutes the interest of more than 100,000 investors holding CYBG scrip listed on the ASX.Before the Virgin Money transaction was approved, the ASX-listed voting rights accounted for around 84 per cent of the CYBG business.However, consummation of the merger has meant that Australian stakeholders with exposure to the company via the ASX control barely more than 50 per cent of the voting rights over CYBG's ordinary shares.CYBG's deal with Virgin Money means that ASX stakeholders will soon lose control of the company as fresh scrip is issued through the London exchange to accommodate future scrip-based remuneration to UK management and staff.The company's LSE-listed scrip slumped to a 52-week low in early trading overnight, while the ASX-listing closed down 3.6 per cent to A$5.26.Since hitting a 52-week peak in August, the Australian listing has shed more than 17 per cent of its value.According to the CommSec website, prominent Australian-based institutional investors such as Perpetual, Investors Mutual and Schroder Investment Management remain substantial shareholders in the business.Perpetual controlled almost 10 per cent of CYBG before the Virgin Money transaction and has not adjusted its holding since the merger proposal was announced earlier this year.It's interest in the company fell below 7 per cent after the issue of new shares to Virgin Money shareholders on Monday.Schroder has been a net seller of CYBG scrip throughout 2018, having reduced its stake to 6.13 per cent from 7.46 per cent in September.CYBG plans to rebrand the retail operations of Clydesdale and Yorkshire banks to the Virgin Money moniker over the next three years.Group CEO David Duffy said the transaction would generate annual cost savings of £120 million over three years.CYBG is expected to announce its full year results on November 20.

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