TIDMVMUK TIDM91XR

RNS Number : 9655U

Virgin Money UK PLC

28 November 2019

Virgin Money UK PLC Results Announcement 2019

28 November 2019

Results Announcement

For the year ended 30 September 2019

 
                                BASIS OF PRESENTATION 
 
         Virgin Money UK PLC ('Virgin Money' or 'the Company'), formerly known 
      as CYBG PLC ('CYBG') (the Company was renamed on 30 October 2019), together 
        with its subsidiary undertakings (which together comprise 'the Group'), 
         operate under the Clydesdale Bank, Yorkshire Bank, B and Virgin Money 
         brands. This results announcement covers the results of the Group for 
     the year ended 30 September 2019. The term 'Virgin Money' is used throughout 
          this results announcement either in reference to the Group, or when 
         referring to the acquired business of Virgin Money Holdings (UK) PLC 
          or subsequent integration of the acquired business within the newly 
                                    combined group. 
 
          Statutory basis: Statutory information is set out on pages 18 to 21 
                         and within the financial statements. 
 
          Pro forma results: On 15 October 2018, the Company acquired all the 
         voting rights in Virgin Money Holdings (UK) PLC by means of a scheme 
          of arrangement under Part 26 of the UK Companies Act 2006, with the 
      transaction being accounted for as an acquisition of Virgin Money Holdings 
    (UK) PLC. We believe that it is helpful to also provide additional information 
      which is more readily comparable with the historic results of the combined 
         businesses. Therefore we have also prepared pro forma results for the 
        Group as if Virgin Money UK PLC and Virgin Money Holdings (UK) PLC had 
         always been a combined group, in order to assist in explaining trends 
          in financial performance by showing a full year performance for the 
       combined group for both the current year and prior year. A reconciliation 
      between the results on a pro forma basis and a statutory basis is included 
         on page 21. The pro forma results are also presented on an underlying 
       basis as there have been a number of factors which have had a significant 
      effect on the comparability of the Group's financial position and results. 
 
        Underlying basis: The pro forma results are adjusted to remove certain 
       items that do not promote an understanding of historical or future trends 
          of earnings or cash flows, which therefore allows a more meaningful 
        comparison of the Group's underlying performance. A reconciliation from 
          the underlying pro forma results to the pro forma basis is shown on 
        page 21 and management's rationale for the adjustments is shown on page 
                                         108. 
 
        Alternative performance measures (APMs): The financial key performance 
      indicators (KPIs) used by management in monitoring the Group's performance 
         and reflected throughout this results announcement are determined on 
        a combination of bases (including statutory, regulatory and alternative 
        performance measures), as detailed at 'Measuring financial performance 
        - glossary' on pages 106 to 108. APMs are closely scrutinised to ensure 
         that they provide genuine insights into the Group's progress; however 
       statutory measures are the key determinant of dividend paying capability. 
 
     Certain figures contained in this document, including financial information, 
    may have been subject to rounding adjustments and foreign exchange conversions. 
        Accordingly, in certain instances, the sum or percentage change of the 
        numbers contained in this document may not conform exactly to the total 
                                     figure given. 
 

FORWARD LOOKING STATEMENTS

The information in this document may include forward-looking statements, which are based on assumptions, expectations, valuations, targets, estimates, forecasts and projections about future events. These can be identified by the use of words such as 'expects', 'aims', 'targets', 'seeks', 'anticipates', 'plans', 'intends', 'prospects', 'outlooks', 'projects', 'forecasts', 'believes', 'estimates', 'potential', 'possible', and similar words or phrases. These forward-looking statements, as well as those included in any other material discussed at any presentation, are subject to risks, uncertainties and assumptions about the Group and its securities, investments and the environment in which it operates, including, among other things, the development of its business and strategy, any acquisitions, combinations, disposals or other corporate activity undertaken by the Group (including but not limited to the integration of the business of Virgin Money Holdings (UK) plc and its subsidiaries into the Group), trends in its operating industry, changes to customer behaviours and covenant, macroeconomic and/or geopolitical factors, changes to its Board and/or employee composition, exposures to terrorist activity, IT system failures, cybercrime, fraud and pension scheme liabilities, changes to law and/or the policies and practices of the Bank of England (BoE), the FCA and/or other regulatory and governmental bodies, inflation, deflation, interest rates, exchange rates, changes in the liquidity, capital, funding and/or asset position and/or credit ratings of the Group, future capital expenditures and acquisitions, the repercussions of the UK's referendum vote to leave the European Union (EU), the UK's exit from the EU (including any change to the UK's currency), Eurozone instability, and any referendum on Scottish independence.

In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur. Forward-looking statements involve inherent risks and uncertainties. Other events not taken into account may occur and may significantly affect the analysis of the forward-looking statements. No member of the Group or their respective Directors, officers, employees, agents, advisers or affiliates gives any assurance that any such projections or estimates will be realised or that actual returns or other results will not be materially lower than those set out in this document and/or discussed at any presentation. All forward-looking statements should be viewed as hypothetical. No representation or warranty is made that any forward-looking statement will come to pass. No member of the Group or their respective Directors, officers, employees, agents, advisers or affiliates undertakes any obligation to update or revise any such forward-looking statement following the publication of this document nor accepts any responsibility, liability or duty of care whatsoever for (whether in contract, tort or otherwise) or makes any representation or warranty, express or implied, as to the truth, fullness, fairness, merchantability, accuracy, sufficiency or completeness of, the information in this document.

The information, statements and opinions contained in this document do not constitute or form part of, and should not be construed as, any public offer under any applicable legislation or an offer to sell or solicitation of any offer to buy any securities or financial instruments or any advice or recommendation with respect to such securities or other financial instruments.

28 November 2019

Virgin Money UK PLC - results for the full year to 30 September 2019

Note: this summary is on a pro forma basis as if Virgin Money was acquired on 01-Oct-17 (actual completion 15-Oct-18)

David Duffy, Chief Executive Officer:

"In the first year of our newly combined business, we have delivered a good operating performance in challenging conditions and made great progress on the integration and rebrand to Virgin Money.

Our statutory result was significantly affected by additional PPI provisions, driven by the unprecedented surge in PPI information requests in August, along with anticipated Virgin Money acquisition-related costs.

Our customer divisions have performed well - we have delivered a further c.GBP2bn in net lending to support UK SMEs and consumers, attracted c.GBP3bn in customer deposits, and made marked improvements to our customer experience.

We achieved all the required approvals in 2019 to enable us to operate as one bank, with one brand, and are ready to deliver our strategy to disrupt the status quo with brilliant customer service and unique Virgin Money products. In December we are launching Virgin Money's first digital personal current account and three new Virgin Money concept stores. A unique loyalty and rewards programme for customers featuring a number of Virgin Group companies will follow in 2020, along with the launch of our brand new Virgin Money business account."

Key financial highlights

-- Resilient operating performance in a challenging environment - NIM of 1.66% in line with guidance and 6% reduction in underlying costs to GBP942m; pre-provision operating profit improved +1% in 2019

-- Underlying profit of GBP539m down 7% due to higher impairments from IFRS 9 adoption and normalisation

-- Transformation on track - GBP53m of run rate net cost savings achieved; on track for c.GBP200m FY22 target

-- Statutory loss after tax of GBP194m due to legacy conduct costs and restructuring & acquisition costs; Q4 PPI provision of GBP385m is within the Group's previous guidance range

-- Robust capital position with CET1 ratio of 13.3%; provides capacity to execute our strategy and deliver all of the targets announced at our Capital Markets Day (CMD) in June

-- Dividend suspended for FY19 in light of additional PPI provisions; the Board will reconsider dividends for FY20 in line with normal practice

Delivering our strategic priorities

-- Pioneering Growth - strong growth in lending and deposits in line with our strategy - above market asset growth in Business (+4.5%) and Personal (+16%), and disciplined growth in Mortgages (+1.7%); good growth in lower-cost relationship deposits (+7%) across both Business and Personal

-- Delighted Customers & Colleagues - improved Group NPS of +37 (2018: +34), with B digital banking service NPS of +52, and customer experience enhancements such as the new Virgin Money credit card app, our JV with Salary Finance offering workplace personal lending and an energy switching partnership with GoCompare; colleague engagement score of 76% despite major change agenda

-- Super Straightforward Efficiency - significant progress made in the first year of the Virgin Money integration; all 6.6m customers can now be served under the Virgin Money brand after successful completion of the FSMA Part VII process

-- Discipline & Sustainability - robust capital position supports delivery of CMD strategy and targets; cost of risk of 21bps was stable through the year and we maintained our prudent underwriting approach

Significant new developments for customers as our full rebrand is launched

-- First ever Virgin Money digital current account ready to launch in December, built on our innovative FinTech-friendly digital platform

   --    First three new concept Virgin Money stores will also open in December 

-- New Digital Disruption Hub in Newcastle will accelerate customer experience and digital functionality improvements from January 2020 in support of our target for Top 3 CMA service quality rankings

-- Plans to launch a unique personal rewards and loyalty programme leveraging the wider Virgin Group and a business banking proposition in 2020 are progressing well

    --    FY20 guidance in line with medium-term strategic and financial targets 

Full Year 2019 financial results summary

Above market growth in Business and Personal; good growth in relationship deposits

   --    Customer lending growth of 2.9% to GBP73.0bn, all within our existing risk appetite: 

- Business lending growth of 4.5% to GBP7.9bn; supported by originations of GBP2.2bn during 2019

- Personal lending growth of 16.1% to GBP5.0bn driven by high-quality Virgin Money credit card growth, new balances from our Salary Finance partnership and an improved online personal loan proposition

- Mortgage lending growth of 1.7% to GBP60.1bn, maintaining market share at c.4% in line with strategy

-- Deposit growth of 4.6% to GBP63.8bn, with 7.1% growth in lower-cost relationship deposits to GBP21.3bn

-- Robust asset quality with a cost of risk of 21bps stable through 2019 but increased on FY18 (15bps) largely due to the adoption of IFRS9 and normalisation

Resilient operating performance; statutory loss due to conduct, restructuring & acquisition costs

-- Statutory loss after tax of GBP194m reflects legacy conduct costs and restructuring & acquisition costs

-- Additional PPI provisions of GBP385m taken in Q4 (FY18: GBP415m); c.9% information request complaint conversion rate

-- Underlying profit of GBP539m is 7% lower YoY due to higher impairments; pre-provision operating profit increased 1%:

   -     FY19 NIM of 1.66% in line with guidance (Q4: 1.60%) reflecting competitive market conditions 

- Non-interest income reduced 10% primarily due to a GBP12m lower contribution from our Investments business and GBP9m of hedging-related adverse fair value movements

- Costs down 6% to GBP942m in line with guidance; cost:income ratio of 57% and positive jaws of 3%

   --      Underlying Return on Tangible Equity (RoTE) of 10.8% (FY18: 11.0%) 

Integration on track with great progress made during the year

-- Integration is progressing well with FSMA Part VII banking business transfer completed in October 2019; can now begin the integration of our customer propositions and platforms, and commence our rebrand

-- Run rate net cost savings of GBP53m delivered; on track for c.GBP200m net cost savings target by FY22

-- GBP156m of restructuring costs includes accelerated office closures and redundancies; c.GBP360m estimate for FY19-21 remains

-- Acquisition costs of GBP189m comprises GBP102m of one-off costs and GBP87m of acquisition accounting unwind

Robust capital position supports execution of strategy and delivery targets; ordinary dividend suspended

-- CET1 ratio of 13.3% reflects legacy conduct and restructuring & acquisition costs (FY18: 15.1%)

-- Ordinary dividend suspended for FY19; progressive and sustainable dividend ambition remains and the Board will reconsider dividends for FY20 in line with normal practice

-- CET1 ratio above medium-term operating level of c.13%; retains a significant buffer to CRD IV regulatory requirement of 11.0%, supports delivery of CMD strategy and targets

   --      TNAV per share of 249.2p; down 10.8p vs FY18 due to PPI 

Capital Markets Day strategy on track and all targets re-affirmed

   --      Guidance for FY20: 
   -     NIM of c.160-165bps 
   -     Underlying operating costs of <GBP900m 
   -     CET1 ratio operating level of c.13% 

-- CMD strategy remains on track with all targets re-affirmed, including: modest improvement in NIM by FY22, <GBP780m FY22 operating costs and statutory RoTE of >12% by FY22

Contact details

For further information, please contact:

 
 Investors and Analysts 
 Andrew Downey                                         +44 20 3216 2694 
  Head of Investor Relations                           +44 7823 443 150 
                                     andrew.downey@virginmoneyukplc.com 
 
 Media (UK) 
 Christina Kelly                                       +44 7484 905 358 
 Senior Media Relations Manager    christina.kelly@virginmoneyukplc.com 
 
 Simon Hall                                            +44 7855 257 081 
 Media Relations Manager                     simon.hall@virginmoney.com 
 
 Press Office                                          +44 800 066 5998 
                                      press.office@virginmoneyukplc.com 
 
 Powerscourt 
 Victoria Palmer-Moore                                 +44 7725 565 545 
 Andy Smith                                            +44 7872 604 889 
 
 Media (Australia) 
 Citadel Magnus 
 James Strong                                           +61 448 881 174 
  Peter Brookes                                         +61 407 911 389 
 
 

Virgin Money UK PLC will be hosting a presentation for analysts and investors covering the 2019 full year financial results starting at 08:30 GMT (19:30 AEDT) and this will be webcast live and available at:

https://webcast.openbriefing.com/virginmoney-FY19/

Alternatively, a conference call facility will be available to listen to the meeting. The dial in details for the call are:

Conference Call Details:

   --      Australia 02 8417 2995 
   --      United Kingdom 0800 640 6441 
   --      United Kingdom (Local) 020 3936 2999 
   --      United States 1 646 664 1960 
   --      All other locations +44 20 3936 2999 

Participant Access Code - 391935

A recording of the webcast and conference call will be made available on our website shortly after the meeting at:

https://www.virginmoneyukplc.com/investor-relations/results-and-reporting/financial-results/

Business and financial review

Chief Executive Officer's review

"In 2019 we refreshed our strategy, launched our three new divisions and delivered significant integration milestones. We are now one Bank with the culture and capabilities to deliver on our strategy of disrupting the status quo."

2019 has seen us build our platform for the future. Designing our refreshed strategy was crucial and developing it with our new Purpose and Values at its core gives us a clear direction in support of our ambition to disrupt the status quo.

The combination of Virgin Money and CYBG has created a unique digitally-enabled competitor that combines the strengths of both the major banks and the neo banks, enabling us to offer a differentiated customer proposition.

Working closely with the Board, we formulated our strategy and targets, which we announced to a positive reception at our Capital Markets Day (CMD) in June. This strategy will support what we believe is a compelling investment case and positions us to compete effectively with current and alternative providers of customer propositions in the banking models of the future.

A year of progress and achievements

Our integration programme has been a key focus throughout the year. The critical achievement of this work was the FSMA Part VII banking business transfer approval in October 2019, which we delivered faster than expected. This means we can now begin the integration of our customer propositions and offer the full range of products and services from across the combined business. We can also now launch the Group rebrand activity and proceed with the platform integration activities that support our cost savings targets.

Our Group strategy will be brought to life for our customers through our three new customer-facing divisions: Business, Personal and Mortgages, each with their own customer-focused ambitions, strategies and KPIs.

We have also made good progress in realising some of our initial integration cost savings, including addressing senior management duplication, starting the rationalisation of our office and branch footprints, and commencing deduplication of suppliers. This has enabled us to deliver GBP53m of run-rate net cost savings in 2019, a strong start towards our targeted c.GBP200m of net cost savings.

Resilient operating performance

In line with the balance sheet optimisation strategy we outlined at our CMD, we grew above market in Business (+4.5%) and Personal (+16%), but tempered our growth in Mortgages. We also delivered 7% growth in relationship deposits, as we optimise our funding mix.

This strategy contributed to the delivery of a resilient operating performance in a competitive environment. Although we increased operating profit by 1% through our initial cost savings, underlying profit before tax reduced by 7%, due to higher impairments from IFRS 9 and normalisation.

Statutory loss driven by legacy conduct and acquisition costs

We, like the rest of the industry, were surprised by the scale of the PPI information requests and complaints during August. We have moved swiftly to address the issue and are leveraging innovative technology solutions to enable us to deal with genuine customer complaints as quickly, and as cost effectively, as we can. It is nonetheless frustrating to incur a further GBP385m in provisions in Q4 as we look to close out this legacy issue.

The scale of PPI provisions and acquisition costs incurred during the year led to a statutory loss of GBP194m for FY2019. However, as outlined at our CMD, we have a clear path to statutory profitability and a statutory return on tangible equity of >12% by FY2022.

Robust capital position supports our strategy

Although the sizeable PPI provision did impact our capital position, the Board and I are confident that our CET1 ratio of 13.3% retains both a significant buffer to our regulatory requirement of 11% and provides the capacity to deliver our strategy. We have however taken the difficult decision to suspend the dividend in 2019. The Board, incorporating feedback from our major shareholders, believes this is the right short-term action to enable us to deliver on our longer-term strategy and targets.

Customer experience improvements

We have almost completed the transfer of all CYBG customers and products onto our FinTech-friendly banking platform, and we can now commence the integration of the Virgin Money customer platforms too. We have launched EZBob as an SME solution, Salary Finance for unsecured lending and a money-saving utility app with GoCompare. We want to accelerate the pace of these and other initiatives and we have therefore announced the creation of a new digital disruption hub in Newcastle. This scaled capability will allow our three business divisions to deliver disruptive propositions to enhance the customer experience in a rapid and agile manner, with our innovations benchmarked to all markets and industries globally.

Outlook

Our ambition is to deliver the product and service diversity and benefits of a large-scale bank with the customer experience and innovation of the neo banks, and we will also expand our partnership platform to facilitate the delivery of further value-based propositions like GoCompare. We are working on new propositions with a number of the 25+ other Virgin Group companies and plan to launch reward and loyalty offerings.

Ultimately, we hope to demonstrate the unique advantages of being linked to the broader Virgin Group. We will be the only bank that offers a full range of banking and lifestyle services through a linked rewards programme that offers value back to our customers. We will begin bringing these capabilities to market during 2020.

We recognise the continuously changing landscape in financial services and will evaluate partnerships where we believe there is an opportunity to provide our customers with a unique proposition, a class-leading service and a value for money outcome. We need to remain vigilant around the competitive landscape while at the same time delivering a significant amount of change in our organisation. Finally, we are reinforcing our governance to ensure compliance with the regulatory requirements as a new Tier 1 bank.

We are a Purpose-driven organisation with a refreshed strategy and priorities. We have a clear path to statutory profitability and a statutory return on tangible equity of >12% by FY2022. We are also focused on an ambitious sustainability strategy centred on inclusion, community engagement and protecting and nurturing the environment. Our Virgin Money Giving platform and charitable foundation will help us to achieve our goals in these areas.

2019 has been a year of immense work to build the foundations for our future success across the Board, my Leadership Team and all of our colleagues, and I would like to thank everybody for their efforts. I am excited about what we will achieve together in 2020 as we start to deliver on our ambition to disrupt the status quo.

David Duffy

Chief Executive Officer

27 November 2019

Business and financial review

Chief Financial Officer's review

"In 2019 we delivered a resilient operating performance and made good progress against our financial targets. We have a strong balance sheet and are well placed to deliver our strategy."

Review of the year

2019 has seen the combined Group make a strong start. We delivered a resilient operating performance in a challenging environment, while executing on key integration milestones that now enable us to commence the customer and platform integration programme. We have also made good initial progress in the delivery of our refreshed strategy and targets that we set out at our Capital Markets Day (CMD) in June. The Group experienced an unwelcome and unexpected surge in PPI claims ahead of August's complaint deadline, but we have been able to absorb the additional cost impact and remain focused on implementing our CMD strategy.

Balance sheet progress

Our strategy to reshape the balance sheet is off to a good start with asset growth of 2.9%. This was achieved through above market growth in Business and Personal lending, with more muted growth in Mortgages as we optimised for value in line with our strategy. We also delivered strong growth of 7.1% in relationship deposits as we look to rebalance our funding away from less sticky and more expensive non-linked savings and term deposits.

Resilient operating performance

The Group delivered a resilient operating performance with pro forma underlying profit before tax of GBP539m (2018: GBP581m) and underlying return on tangible equity of 10.8% (2018: 11.0%).

The Group delivered slightly lower income of GBP1,639m (down 3% year-on-year) in a challenging environment, but more than offset this with reduced costs of GBP942m (down 6%) to deliver an increased operating profit of GBP692m (up 1%). Impairments rose to GBP153m (up 44%) following the adoption of IFRS 9 and normalisation, but underlying asset quality remains strong. As a result, underlying profit before tax was 7% lower than 2018.

Statutory loss driven by legacy conduct

In line with the rest of the industry, we received an unprecedented surge in PPI information requests and complaints during August, which required us to take additional PPI provisions of GBP385m in the second half of the year (GBP415m for the full year).

The scale of the PPI provision, coupled with the restructuring and acquisition costs incurred this year (GBP345m), meant that the Group has reported a statutory loss after tax of GBP194m (2018: GBP145m loss after tax).

Robust capital position supports strategy

While the PPI provision clearly had a significant impact on the Group's capital position, thanks to the significant buffer the Group was prudently holding, we have been able to absorb the impact and remain robustly capitalised. However we have, incorporating feedback from our major shareholders, taken the prudent decision to suspend the dividend in 2019.

Our CET1 ratio of 13.3% as at 30 September 2019 retains a significant buffer to our CRD IV regulatory requirement of 11.0% and provides sufficient capacity to deliver our CMD strategy.

Conclusion

2019 has been a year of building our foundations for the future, while seeking to close out legacy issues. Our refreshed strategy is predicated on actions within our own control and leverages the key strategic advantages available to us. We look forward to another year of strong delivery and progress in 2020.

Basis of preparation note

The information and commentary in this section presents the Group results on a pro forma basis as if CYBG PLC and Virgin Money Holdings (UK) PLC had always been a combined group. This assists in explaining trends in financial performance by showing a full 12-month performance for the combined group for both the current and prior year.

The acquisition has had a significant impact on the Group's statutory results and financial position and we believe that it is most helpful to provide historical information which is more readily comparable with the results of the combined businesses.

The statutory results, which include the results of Virgin Money Holdings (UK) PLC from the date of acquisition on 15 October 2018 are set out at the end of this section on pages 18 to 21.

A reconciliation between the results on a pro forma basis and a statutory basis is also included on page 20.

Business and financial review

Chief Financial Officer's review

 
Statutory loss after    Underlying profit before     Underlying Return on 
 tax                     tax                          Tangible Equity 
GBP(194)m               GBP539m                      10.8% 
2018: GBP(145)m         2018: GBP581m                2018: 11.0% 
Net Interest Margin     Underlying cost to income 
 (NIM)                   ratio                       Cost of risk 
1.66%                   57%                          21bps 
2018: 1.78%             2018: 59%                    2018: 15bps 
                                                     Relationship deposit 
CET1 ratio              Asset growth                  growth 
13.3%                   +2.9%                        +7.1% 
2018: 15.1%             2018: N/A                    2018: N/A 
 

Income

 
                                              2019    2018 
  Summary for the year ended 30 September     GBPm    GBPm   ChangE 
------------------------------------------  ------  ------  ------- 
Underlying net interest income               1,433   1,457     (2)% 
Non-interest income                            206     228    (10)% 
------------------------------------------  ------  ------  ------- 
Total underlying operating income            1,639   1,685     (3)% 
------------------------------------------  ------  ------  ------- 
Net interest margin (NIM)                    1.66%   1.78%  (12)bps 
Average interest-earning assets             86,362  81,934       5% 
------------------------------------------  ------  ------  ------- 
 

Business and financial review

Chief Financial Officer's review

Overview

Total income of GBP1,639m was 3% lower year-on-year, reflecting competitive market conditions impacting net interest income, a lower contribution from our investments business, and adverse fair value movements within non-interest income.

Net interest income and NIM

Net interest income declined 2% year-on-year reflecting the continued competitive pressures in the marketplace.

In Mortgages, sustained competition in recent years has driven front book mortgage pricing well below average back book rates. This has impacted our book more than others over the past few years as we have a less seasoned, shorter duration book. The average yield on the mortgage book declined 12bps due to a negative c.30bps average front book vs. back book variance during 2019. However, growth in average mortgage balances helped mitigate these pressures to deliver broadly stable mortgage interest income. In Business, expanding yields due to higher rates and growth in average balances has driven increased interest income. In Personal, better yields due to the seasoning of the credit card book and growth in average balances also increased interest income.

Our customer deposit costs increased by 10bps in 2019 to 98bps, 4bps of which relates to the full year impact of the base rate increase in August 2018. The remainder of the increase is due to increased deposit pricing pressure on non-linked savings and term deposits. Wholesale funding costs increased primarily due to rate increases and additional MREL issuance.

As a result, and as expected and guided, the Group's Net Interest Margin (NIM) declined by 12bps to 1.66%. Mortgage pricing pressures reduced NIM by 8bps and deposit pricing, including the base rate increase impact, led to a further 10bps of NIM reduction. This was offset by 7bps of benefit from growth in Business and Personal lending, with a further 1bps of net reduction from other items, including wholesale funding and liquidity impacts.

The Group manages the risk to its earnings from movements in interest rates centrally, by hedging assets, liabilities and equity which are less sensitive to movements in rates. The weighted average life of this structural hedge was unchanged at 2.5 years (2018: 2.5 years), in line with the expected life of liabilities of 5 years. The average hedge balance increased to GBP24.0bn (2018: GBP21.5bn) due to the alignment of the treatment of some administered rate deposits acquired from Virgin Money with the Group's policy. Total structural hedge balances generated gross incremental net interest income of GBP228m (2018: GBP198m), representing a yield of 0.9% (2018: 0.9%).

 
                                                      2019                                  2018 
------------------------------------  ------------------------------------  ------------------------------------ 
                                                   Interest                              Interest 
                                        Average     income/        Average    Average     income/        Average 
                                        balance   (expense)   yield/(rate)    balance   (expense)   yield/(rate) 
Average balance sheet                      GBPm        GBPm              %       GBPm        GBPm              % 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Interest-earning assets 
Mortgages                                60,288       1,551           2.57     57,960       1,557           2.69 
Business lending(1)                       7,542         314           4.17      7,311         288           3.94 
Personal lending                          4,670         359           7.69      4,360         298           6.84 
Liquid assets                            12,298          98           0.79     11,007          62           0.56 
Due from other banks                      1,564          13           0.86      1,296           6           0.42 
Swap income/other                             -        (11)            n/a          -        (38)            n/a 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Total average interest-earning 
 assets                                  86,362       2,324           2.69     81,934       2,173           2.65 
Total average non-interest-earning 
 assets                                   3,545                                 3,167 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Total average assets                     89,907                                85,101 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
 
Interest-bearing liabilities 
Current accounts                         11,570        (19)         (0.16)     11,555        (12)         (0.11) 
Savings accounts                         24,366       (214)         (0.88)     22,265       (143)         (0.64) 
Term deposits                            22,877       (370)         (1.62)     22,847       (364)         (1.60) 
Wholesale funding                        19,427       (288)         (1.48)     16,783       (197)         (1.17) 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Total average interest-bearing 
 liabilities                             78,240       (891)         (1.14)     73,450       (716)         (0.98) 
Total average non-interest--bearing 
 liabilities                              6,590                                 6,379 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Total average liabilities                84,830                                79,829 
Total average equity                      5,077                                 5,272 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Total average liabilities and 
 average equity                          89,907                                85,101 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
Net interest income                                   1,433           1.66                  1,457           1.78 
------------------------------------  ---------  ----------  -------------  ---------  ----------  ------------- 
 

(1) Includes loans designated at fair value through profit or loss.

Business and financial review

Chief Financial Officer's review

Non-interest income

Non-interest income reduced GBP22m year-on-year (down 10%). Fee income across Personal and Business was broadly stable. The major drivers of the reduction were the contribution from our Investments business, which was GBP12m lower in 2019 as a result of our post-acquisition decision to reduce asset management fees (c.GBP9m), and the initial impact of the transfer of the business into the JV with Aberdeen Standard Investments (c.GBP3m). In addition, there were adverse fair value movements relating to hedge accounting ineffectiveness, which should equalise over time, but reduced non-interest income by GBP9m year-on-year.

Costs

 
                                                 2019   2018 
  For the year ended 30 September                GBPm   GBPm    Change 
----------------------------------------------  -----  -----  -------- 
Personnel expenses                                365    423     (14)% 
Depreciation and amortisation expenses            111    121      (8)% 
Other operating and administrative expenses       466    454        3% 
----------------------------------------------  -----  -----  -------- 
Total underlying operating and administrative 
 expenses                                         942    998      (6)% 
Underlying cost:income ratio (CIR)                57%    59%   (2)%pts 
----------------------------------------------  -----  -----  -------- 
 

Overview

Underlying operating and administrative expenses reduced by 6% year-on-year to GBP942m, in line with our guidance for <GBP950m for the year, as our integration programme gathers pace.

Personnel expenses reduced 14% reflecting early action to address senior management deduplication as well as initial benefits from our other integration workstreams. Other operating expenses increased by 3% as we continued to invest in our customer propositions and also reflected the cost of running two separate banks ahead of the FSMA Part VII approval in October 2019.

Net cost savings target on track

We have made good initial progress in delivering against our target of c.GBP200m of net cost savings by the end of FY2022, with GBP53m of annual run-rate net cost savings achieved already. This has been delivered primarily through deduplication of senior management (c.GBP20m of run-rate savings), as well as the realisation of initial central costs synergies such as harmonisation of suppliers (c.GBP27m of run-rate savings) and operational efficiency initiatives including deduplication of head office functions (c.GBP12m of run-rate savings). This was partly offset by a GBP7m increase in the Virgin Money brand trademark licence fee.

Improving efficiency

The 6% reduction in costs more than offset the 3% reduction in income delivering positive jaws of 3%. This enabled the Group to reduce its cost:income ratio by 2%pts to 57%, as we progress on the path towards our target for a mid-40s% ratio by FY2022.

Business and financial review

Chief Financial Officer's review

Impairments(1)

 
 
                                      2019                                      2018 
-------------------  ------------------------------------  ---------------------------------------------- 
                                                                                                    Total 
                     Mortgages  Business  personal  Total  Mortgages  Business  personal  Total    Change 
                           bps       bps       bps    bps        bps       bps       bps    bps     (bps) 
-------------------  ---------  --------  --------  -----  ---------  --------  --------  -----  -------- 
Gross cost 
 of risk                     1        45       333     27          1        36       250     20         7 
Specific provision 
 releases and 
 recoveries                                           (6)                                   (5)       (1) 
-------------------  ---------  --------  --------  -----  ---------  --------  --------  -----  -------- 
Net cost of 
 risk                                                  21                                    15         6 
-------------------  ---------  --------  --------  -----  ---------  --------  --------  -----  -------- 
 

(1) IFRS 9 transitional disclosures are available in note 5.4 within the notes to the consolidated financial statements

Overview

The impairment charge increased by 44% or GBP47m, in line with expectations. This reflected the full adoption of IFRS 9 across the Group, portfolio seasoning and a return to more normal levels of impairment in Business. The cost of risk of 21bps was therefore 6bps higher than FY2018, but was stable across the year as asset quality has remained resilient.

Divisional performance

Mortgage impairment levels remain very low with no signs of asset quality stress in the portfolio.

Business gross cost of risk increased to 45bps, which reflected a more normalised level following an abnormally low level of impairments in FY2018 with no significant one-off charges. We remain focused on managing our Business risk profile through maintaining a diversified portfolio, leveraging our sector specialist underwriting experience and applying strict client exposure limits. The underlying credit quality of the book remains strong, with the probability of default improved on origination in 2019 and unchanged across the portfolio relative to 2018.

Gross cost of risk in Personal increased by 83bps, reflecting the adoption of IFRS 9 and the seasoning of the credit card portfolio. Our focus in Personal is to grow our underweight position through better accessing our existing customer base and leveraging the Virgin Money brand to target more affluent segments of the external market.

Asset quality in the credit card portfolio remains strong, with 30-day arrears of 1.1% well below the industry average of 2.3% and customer affordability remaining robust. Customer indebtedness is also lower than the industry with a debt to income of c.23% vs. c.30% for the industry.

Performance in the personal loan portfolio has benefited from enhanced scorecards and credit tightening strategies, with growth in high-quality customers reducing 90 days past due rates on the book to 0.6% from 0.7% a year ago.

Business and financial review

Chief Financial Officer's review

Exceptional items and statutory loss

 
                                                               2019   2018 
                                                               GBPm   GBPm 
------------------------------------------------------------  -----  ----- 
Underlying profit on ordinary activities before tax             539    581 
Exceptional items 
- Restructuring costs                                         (156)      - 
- Acquisition costs                                           (189)   (39) 
- Legacy conduct                                              (433)  (396) 
- Other items                                                  (26)   (62) 
------------------------------------------------------------  -----  ----- 
Pro forma (loss)/profit on ordinary activities before 
 tax                                                          (265)     84 
Add/(deduct) Virgin Money Holdings (UK) PLC pre-acquisition 
 loss/(profit)(1)                                                33  (248) 
------------------------------------------------------------  -----  ----- 
Statutory loss on ordinary activities before tax              (232)  (164) 
Tax credit                                                       38     19 
------------------------------------------------------------  -----  ----- 
Statutory loss for the year                                   (194)  (145) 
------------------------------------------------------------  -----  ----- 
 

(1) In order to reconcile the pro forma (loss)/profit to the statutory loss, the pre-acquisition results of Virgin Money Holdings (UK) PLC are removed.

Overview

The Group's pro forma loss before tax was GBP265m, reflecting GBP804m of exceptional costs incurred during the year, which have been excluded from the underlying performance of the business. These included significant legacy conduct costs, one-off acquisition costs, as well as the first full year of restructuring costs to achieve integration.

Restructuring costs

As outlined at the CMD in June the Group expects to incur c.GBP360m of restructuring costs across FY2019-21. The Group had anticipated incurring this evenly over the period with c.GBP120m expected in 2019, however, due to the acceleration of redundancy initiatives and property closures into September 2019, we have incurred GBP156m of restructuring costs during the year. We will see the synergy benefits of these initiatives in FY2020. The Group expects to incur a further c.GBP140m in 2020 as we accelerate initiatives to mitigate the timing of investments and inflation, and the remainder in 2021. We continue to expect total restructuring costs to be c.GBP360m over the three-year period.

Acquisition costs

The Group incurred acquisition costs of GBP189m during the year.

This included a one-off charge of GBP127m for intangible asset write-offs following a review of the Group's software estate. This identified a number of assets (including GBP70m in relation to the Virgin Money Digital Bank asset) that are no longer of value to the Group's future strategy and were therefore required to be written down. However, this charge is capital neutral.

Other one-off impacts include GBP55m of transaction-related costs incurred by Virgin Money Holdings (UK) PLC and an effective interest rate (EIR) adjustment credit of GBP80m relating to the mortgage portfolio following the harmonisation of accounting policies.

The Group recognised fair value acquisition accounting adjustments of GBP270m net that will be unwound through the income statement over the lives of the related assets and liabilities (c.5 years) and GBP87m was charged in 2019.

Legacy conduct

Legacy conduct costs of GBP433m include GBP415m of PPI provisions, with an additional GBP385m taken in Q4 following the unprecedented industry-wide surge in information requests and complaints in August ahead of the PPI time bar deadline. This provision reflects the costs of additional complaints (including those from the Official Receiver), processing costs in relation to the large volume of information requests, and the costs to process and remediate valid complaints arising from the information requests. While we still have a residual volume of requests to process, detailed sampling has informed the provision we have taken and this is our best estimate. The Group also incurred GBP18m of provision costs in relation to a number of other smaller legacy items.

Other items

The Group incurred several other one-off exceptional costs during the year, including GBP30m of costs in preparation for participating in the RBS Incentivised Switching Scheme, an GBP11m charge for GMP pensions equalisation, and an GBP18m charge for consent solicitation fees incurred in relation to changing the obligor on Virgin Money Holdings (UK) PLC's outstanding debt instruments to the Group's holding company. These were partially offset by a GBP35m gain on sale of c.50% of Virgin Money Unit Trust Managers to Aberdeen Standard Investments.

Business and financial review

Chief Financial Officer's review

Returns and TNAV

 
                                                2019    2018     Change 
--------------------------------------------  ------  ------  --------- 
Underlying Return on Tangible Equity (RoTE)    10.8%   11.0%  (0.2)%pts 
Tangible Net Asset Value (TNAV) per share     249.2p  260.0p    (10.8)p 
--------------------------------------------  ------  ------  --------- 
 

Underlying RoTE of 10.8% was slightly lower than the prior year, reflecting lower underlying profit, but with a minimal impact on average tangible equity from the conduct charges as the bulk of those costs were incurred on the last day of the financial year. Statutory RoTE was negative reflecting the significant legacy conduct, restructuring and acquisition costs during the year.

TNAV per share reduced c.11p in 2019 to 249.2p, with TNAV build of 31p from underlying profit after tax being more than offset by 28p of legacy conduct charges and a net 14p negative impact from other movements including restructuring and acquisition related adjustments.

Balance sheet

 
As at 30 September                        2019    2018   Change 
--------------------------------------  ------  ------  ------- 
Mortgages                               60,079  59,074     1.7% 
Business                                 7,876   7,538     4.5% 
Personal                                 5,024   4,327    16.1% 
--------------------------------------  ------  ------  ------- 
Total customer lending                  72,979  70,939     2.9% 
--------------------------------------  ------  ------  ------- 
 
Relationship deposits(1)                21,347  19,938     7.1% 
Non-linked savings                      20,197  17,175    17.6% 
Term deposits                           22,243  23,851   (6.7)% 
--------------------------------------  ------  ------  ------- 
Total customer deposits                 63,787  60,963     4.6% 
--------------------------------------  ------  ------  ------- 
 
Risk Weighted Assets (RWAs)             24,046  22,943     4.8% 
   of which Mortgages                    8,846   8,794     0.6% 
   of which Business                     7,124   6,604     7.9% 
   of which Personal                     4,042   3,463    16.7% 
Wholesale funding                       18,506  18,675   (0.9)% 
   of which Term Funding Scheme (TFS)    7,342   8,637  (15.0)% 
Loan to Deposit Ratio (LDR)               114%    116%  (2)%pts 
Liquidity Coverage Ratio (LCR)            152%    161%  (9)%pts 
--------------------------------------  ------  ------  ------- 
 

(1) Current account and linked savings balances.

Overview

The Group began the execution of its balance sheet optimisation strategy in 2019 in which we seek to rebalance our asset mix towards higher-margin lending and to grow our lower cost relationship deposits to enable us to replace more expensive non-linked savings and term deposits.

Continued customer balance growth

Customer lending balances increased by 2.9% during 2019 with above market growth in Personal and Business lending, and more muted growth in Mortgages. Our lending continues to be underwritten within our prudent risk appetite and approach.

Customer deposits increased by 4.6%, including a strong 7.1% growth in our lower cost relationship deposits. We also continued to grow our non-linked savings balances (+17.6%) to enable us to replace our more expensive term deposits and to help fund the balance sheet.

The stronger relative growth in our customer deposits meant that our Loan to Deposit ratio reduced to 114%.

Business and financial review

Chief Financial Officer's review

Further progress on our wholesale funding strategy

Wholesale funding balances were broadly flat during the year, although there were significant movements within the component parts. Supported by strong deposit and wholesale funding generation we repaid GBP1.3bn of TFS, as we follow a prudent repayment schedule ahead of contractual maturity.

We were also active in other wholesale funding markets, with a number of successful and over-subscribed transactions during the year, including Virgin Money PLC's inaugural Covered Bond issuance. This new Covered Bond programme raised over GBP1bn in funding across Euro and Sterling markets across two separate trades. We also issued two further successful transactions from our Lanark mortgage-backed securities platform, raising c.GBP1.1bn.

These were supported by GBP250m of Additional Tier 1 (AT1) issuance in March 2019 and GBP250m of Tier 2 subordinated debt issuance in December 2018 which strengthened our capital stack, as well as GBP400m of senior unsecured debt issuance in August 2019 as we build towards meeting our final MREL requirements in 2022.

Our balance sheet strength was also underpinned by the consent solicitation activity undertaken to change the obligor on Virgin Money Holdings (UK) PLC's outstanding MREL and AT1 instruments to the Group's parent company. All of the Group's regulatory capital and MREL instruments are now issued out of Virgin Money UK PLC, consistent with the single point of entry resolution model.

Further issuance in secured and unsecured formats is expected in 2020, and we continue to expect that we will issue between GBP1.5bn and GBP2.0bn of MREL eligible senior unsecured funding by December 2021.

Liquidity and LCR

LCR remained strong at 152%. While the current position reflects some excess liquidity to mitigate the risks from the FSMA Part VII process and Brexit uncertainty, the 9%pts reduction in LCR highlights the ability of the combined Group to operate more efficiently while continuing to meet regulatory and internal risk appetite metrics.

Risk weighted assets

RWAs have grown by 4.8% during the year, with overall risk weight density increasing slightly, largely reflecting the shift in the mix of the Group's lending towards higher RWA density lending in Business and Personal.

Mortgage RWAs remained stable due to lower lending in the year, along with model improvements that have reduced the portfolio risk weight density. RWAs in our Personal portfolios have grown broadly in line with assets, while Business RWAs have increased slightly above asset growth largely reflecting model updates undertaken as part of the final implementation of IRB. Non-credit risk RWAs of GBP2,989m were broadly stable year-on-year.

Capital

 
As at 30 September     2019   2018     Change 
--------------------  -----  -----  --------- 
CET1 ratio            13.3%  15.1%  (1.8)%pts 
Total capital ratio   20.1%  20.6%  (0.5)%pts 
MREL ratio            26.6%  24.1%    2.5%pts 
UK leverage ratio      4.9%   5.1%  (0.2)%pts 
--------------------  -----  -----  --------- 
 

Overview

Despite heavy capital utilisation during the year from legacy conduct and restructuring and acquisition costs, the Group maintained a robust capital position with a CET1 ratio of 13.3% and a total capital ratio of 20.1% as at 30 September 2019.

Capital requirements

Following completion of the Group's ICAAP the PRA has updated the capital requirements for the Group. The Pillar 2A CET1 requirement was reduced from 3.6% to 3.0% and the Group's fully-loaded CRD IV minimum CET1 capital requirement is now 60bps lower at 11.0%.

CET1 capital movements

Underlying capital generation in the period was 77bps, largely driven by strong underlying profits of 234bps, offset by growth in lending, AT1 distributions and ongoing investment as we continue to invest in developing the business to achieve our strategic ambitions.

Restructuring and acquisition costs, which are elevated this year due to the one-off elements, absorbed 84bps of capital demonstrating that the Group's underlying capital generation of 77bps was sufficient to fund its ongoing strategy. However, the scale of the legacy conduct charge consumed 172bps of capital, leaving the Group's CET1 ratio at 13.3%.

Robust capital position supports strategy

While the PPI provision did have a significant impact on the Group's capital position, thanks to the significant buffer the Group was prudently holding, we have been able to absorb the impact and remain robustly capitalised.

However, after incorporating feedback from our major shareholders, the Board has concluded that it is prudent to conserve capital through the suspension of an ordinary dividend for 2019.

Our closing CET1 ratio of 13.3% remains above our medium-term operating level of c.13% and retains a significant management buffer to our CRD IV regulatory requirement of 11.0%. The Group has assessed its revised capital plan and determined that it has sufficient capacity to deliver the strategy and targets as outlined at the CMD in June.

Business and financial review

Chief Financial Officer's review

MREL

The Group's MREL ratio increased to 26.6%, reflecting GBP400m of senior unsecured debt issuance in August 2019 and GBP250m of Tier 2 subordinated debt issuance in December 2018. We are comfortably ahead of our interim 2020 MREL requirement of 21.5%, and while the final MREL requirements are not yet confirmed, we expect to issue between GBP1.5bn and GBP2.0bn of further MREL eligible senior unsecured between now and 2022 to meet our estimated final MREL requirements.

 
                                                                   2019 
----------------------------------------------------------------  ----- 
Opening CET1 ratio                                                10.5% 
IRB accreditation impact                                           3.5% 
----------------------------------------------------------------  ----- 
IRB pro forma CET1 ratio                                          14.0% 
Virgin Money acquisition impact                                    1.1% 
----------------------------------------------------------------  ----- 
Opening Combined Group pro forma CET1 ratio (pre-IFRS 9 impact)   15.1% 
IFRS 9 transitional impact (bps)                                    (2) 
----------------------------------------------------------------  ----- 
Opening Combined Group pro forma CET1 ratio as of 1 October 
 2018 (post-IFRS 9 impact)                                        15.1% 
Generated (bps)                                                     234 
RWA growth (bps)                                                   (65) 
Investment spend (bps)                                             (65) 
AT1 distributions (bps)                                            (27) 
----------------------------------------------------------------  ----- 
Underlying capital generated (bps)                                   77 
----------------------------------------------------------------  ----- 
Restructuring and acquisition costs (bps)                          (84) 
Legacy conduct (bps)                                              (172) 
FY2018 ordinary dividends paid (bps)                               (19) 
Other (bps)                                                          18 
----------------------------------------------------------------  ----- 
Net capital absorbed (bps)                                        (180) 
----------------------------------------------------------------  ----- 
Closing CET1 ratio                                                13.3% 
----------------------------------------------------------------  ----- 
 

On track to deliver targets

 
FY2020 guidance 
 
 Net Interest Margin (NIM) 
 c.1.60-1.65% 
Underlying costs 
 <GBP900m 
CET1 ratio operating level 
 c.13% 
Dividend 
 Reconsider in FY2020 
 

All CMD targets reaffirmed, including:

 
  >12% 
   Statutory RoTE by FY22 
  >100bps 
   CET1 generation p.a. by FY22 
  Progressive and sustainable 
   ordinary dividend c.50% payout 
   ratio over time 
 

Business and financial review

Chief Financial Officer's review

Outlook and guidance

The political and economic outlook remains highly uncertain. With the inevitable volatility arising from an impending General Election and lack of clarity as to the final shape of any Brexit arrangements, the UK's near-term economic prospects remain hard to forecast. Although sentiment has improved as the threat of a no-deal Brexit has receded, GDP growth may remain muted and we are prepared for an outcome in which other key economic indicators decline.

Our strategy was designed to mitigate a muted economic outlook and the evident industry pressures, with a focus on leveraging the significant self-help opportunities available to us from reshaping our balance sheet and becoming more cost-efficient through deduplication, platform integration and digital transformation.

Despite the short-term external challenges, we remain confident in the prospects for the Group and we are reaffirming all of the targets we set at our CMD. We continue to believe that the delivery of our strategy and targets will deliver increased shareholder value as measured by the achievement of a statutory RoTE of >12% by FY2022, CET1 capital generation of >100bps per annum by FY2022 and an ordinary dividend ambition that is progressive and sustainable, moving towards a c.50% payout ratio over time.

In the near term, we foresee continuing industry pressures and economic uncertainty, but our self-help strategy is well placed to mitigate these. While 2020 will be a year of continued integration activity and associated costs, it will also see some exciting developments launched for our customers, now that the FSMA Part VII banking business transfer process is complete.

Our Net Interest Margin (NIM) for FY2020 is expected to be in a range of between 1.60% and 1.65%. Pressure from back book repricing in our mortgage portfolio will ease in FY2020 as our front book versus back book variance narrows. We will also start to see benefits from further growth in margin accretive lending and lower-cost relationship deposits, although pressures from wholesale funding costs and TFS repayment will continue.

On costs, we will continue working towards our net cost savings target of c.GBP200m by FY2022 and expect the Group's underlying operating expenses to be less than GBP900m in FY2020. This will be underpinned by the delivery of further integration and digitisation initiatives, but will be partly offset by continued cost inflation and ongoing investment.

On capital, we intend to operate in line with our CET1 ratio operating level of c.13%. Underlying capital generation will be used to fund the capital consumption from restructuring and acquisition costs, but we will also look to take further opportunities to optimise our RWAs as we reshape the balance sheet.

While it was necessary to suspend our dividends in 2019 due to the unexpected legacy conduct charge, we remain committed to our dividend ambition and the Board will reconsider dividends in line with normal practice in FY2020.

Lending and deposit growth will continue as set out at the CMD, with above system growth in Business and Personal, while Mortgages will grow in line with the market. On deposits, we expect a high single-digit CAGR in our relationship deposits, underpinned by the launch and development of the digitally-enabled Virgin Money Personal Current Account at the end of 2019.

Finally, we will participate in the Bank of England's annual cyclical scenario (ACS) stress tests for the first time in 2020. We have begun preparatory work which will be completed next year, with the published results expected in late 2020.

In summary, the year ahead promises to be another busy but exciting period as we execute our strategy in support of delivering on our ambition to disrupt the status quo.

Ian Smith

Group Chief Financial Officer

27 November 2019

Business and financial review

Overview of Group results - Pro forma basis

Summary income statement - underlying and pro forma basis(1)

 
                                                    2019   2018  Change 
                                                    GBPm   GBPm       % 
-------------------------------------------------  -----  -----  ------ 
Underlying net interest income                     1,433  1,457     (2) 
Non-interest income                                  206    228    (10) 
-------------------------------------------------  -----  -----  ------ 
Total underlying operating income                  1,639  1,685     (3) 
Underlying operating and administrative expenses   (942)  (998)     (6) 
UK Bank levy                                         (5)      - 
-------------------------------------------------  -----  -----  ------ 
Underlying operating profit before impairment 
 losses                                              692    687       1 
Underlying impairment losses on credit exposures   (153)  (106)      44 
-------------------------------------------------  -----  -----  ------ 
Underlying profit on ordinary activities before 
 tax                                                 539    581     (7) 
- Restructuring costs                              (156)      - 
- Acquisition costs                                (189)   (39)     385 
- Legacy conduct                                   (433)  (396)       9 
- Other items(2)                                    (26)   (62)    (58) 
-------------------------------------------------  -----  -----  ------ 
Pro forma (loss)/profit on ordinary activities 
 before tax                                        (265)     84     n/a 
-------------------------------------------------  -----  -----  ------ 
 

(1) The summary income statement is presented on an underlying and pro forma basis as explained in the Basis of Presentation.

(2) Other includes a GBP30m charge in relation to SME transformation, including preparations to participate in the RBS Incentivised Switching Scheme, GBP18m of consent solicitation costs relating to the change in obligor of senior debt from Virgin Money Holdings (UK) PLC to CYBG PLC, a charge of GBP11m for Guaranteed Minimum Pension (GMP) equalisation in the Group's defined benefit scheme, GBP5m of legacy restructuring and separation costs, and GBP1m of expenses relating to the transition of Virgin Money Unit Trust Managers (VMUTM) into the joint venture. Offsetting this is a GBP35m gain on the partial disposal of VMUTM and a GBP4m gain recognised on the disposal of the Group's VocaLink share.

Summary balance sheet - pro forma basis

 
                                  2019    2018  Change 
As at 30 September                GBPm    GBPm       % 
------------------------------  ------  ------  ------ 
Customer loans                  72,979  70,939     2.9 
Other financial assets          16,391  16,202     1.2 
Other non-financial assets       1,629   1,407    15.8 
------------------------------  ------  ------  ------ 
Total assets                    90,999  88,548     2.8 
------------------------------  ------  ------  ------ 
 
Customer deposits               63,787  60,963     4.6 
Wholesale funding               18,506  18,675   (0.9) 
Other liabilities                3,685   3,726   (1.1) 
------------------------------  ------  ------  ------ 
Total liabilities               85,978  83,364     3.1 
 
Ordinary shareholders' equity    4,106   4,312   (4.8) 
AT1 equity                         915     450   103.3 
Non-controlling interests            -     422 
------------------------------  ------  ------  ------ 
Equity                           5,021   5,184   (3.1) 
 
Total liabilities and equity    90,999  88,548     2.8 
------------------------------  ------  ------  ------ 
 

Business and financial review

Overview of Group results - Pro forma basis

Key Performance Indicators(1)

 
                                 12 months     12 months 
                                        to            to 
                               30 Sep 2019   30 Sep 2018     Change 
----------------------------  ------------  ------------  --------- 
PROFITABILITY 
Net interest margin                  1.66%         1.78%    (12)bps 
Underlying RoTE                      10.8%         11.0%  (0.2)%pts 
Underlying CIR                         57%           59%    (2)%pts 
Underlying return on assets          0.54%         0.56%     (2)bps 
Underlying EPS(2)                    28.1p         29.8p     (1.7)p 
----------------------------  ------------  ------------  --------- 
 
 
As at                                         30 Sep 2019  30 Sep 2018     Change 
--------------------------------------------  -----------  -----------  --------- 
 
ASSET QUALITY 
Impairment charge to average customer loans 
 (cost of risk)                                     0.21%        0.15%       6bps 
Total provision to customer loans                   0.53%        0.51%       2bps 
Indexed LTV of mortgage portfolio(3)                57.2%        57.3%  (0.1)%pts 
--------------------------------------------  -----------  -----------  --------- 
 
Regulatory Capital 
CET1 ratio(4)                                       13.3%        15.1%  (1.8)%pts 
Tier 1 ratio                                        17.1%        18.3%  (1.2)%pts 
Total capital ratio                                 20.1%        20.6%  (0.5)%pts 
MREL ratio                                          26.6%        24.1%    2.5%pts 
CRD IV leverage ratio                                4.3%         4.6%  (0.3)%pts 
UK leverage ratio                                    4.9%         5.1%  (0.2)%pts 
TNAV per share(5)                                  249.2p       260.0p    (10.8)p 
--------------------------------------------  -----------  -----------  --------- 
 
Funding and Liquidity 
Loan to deposit ratio (LDR)                          114%         116%    (2)%pts 
Liquidity coverage ratio (LCR)                       152%         161%    (9)%pts 
Net stable funding ratio (NSFR)                      128%         126%      2%pts 
--------------------------------------------  -----------  -----------  --------- 
 

(1) For a definition of each of the KPIs, refer to 'Measuring financial performance - glossary' on pages 106 to 108. The KPIs include statutory, regulatory and alternative performance measures.

(2) For pro forma purposes, the weighted average number of ordinary shares in issue assumes that the 540,856,644 share issuance arising on the acquisition of Virgin Money was completed on 1 October 2017, and excludes own shares held.

(3) LTV of the mortgage portfolio is defined as mortgage portfolio weighted by balance. The Clydesdale Bank PLC portfolio is indexed using the MIAC Acadametrics indices at a given date, while the Virgin Money portfolio is indexed using the Markit indices.

(4) The pro forma CET 1 ratio at 30 September 2018 reflects the impact of the acquisition of Virgin Money and IRB accreditation.

(5) The pro forma total number of ordinary shares in issue used in the TNAV per share calculation for the comparative periods is the number of ordinary shares in issue on 15 October 2018 following the acquisition of Virgin Money (excluding own shares held). This has been applied across all periods for comparability purposes.

Business and financial review

Overview of Group results - Statutory basis

The following tables present the Group on a statutory basis. That is, they include the results of Virgin Money from the date of acquisition on 15 October 2018. The acquisition has had a significant impact on the Group's statutory results and financial position as shown below. Therefore, we believe that it is more helpful to consider the more readily comparable pro forma information set out on the previous pages.

Summary income statement

 
                                                      2019     2018  Change 
For the year ended 30 September                       GBPm     GBPm       % 
-------------------------------------------------  -------  -------  ------ 
Net interest income                                  1,514      851      78 
Non-interest income                                    235      156      51 
-------------------------------------------------  -------  -------  ------ 
Total operating income                               1,749    1,007      74 
Operating and administrative expenses              (1,724)  (1,130)      53 
-------------------------------------------------  -------  -------  ------ 
UK bank levy                                           (5)        - 
-------------------------------------------------  -------  -------  ------ 
Operating profit/(loss) before impairment losses        20    (123)   (116) 
Impairment losses on credit exposures(1)             (252)     (41)     515 
-------------------------------------------------  -------  -------  ------ 
Statutory loss on ordinary activities before 
 tax                                                 (232)    (164)      41 
Tax credit                                              38       19     100 
-------------------------------------------------  -------  -------  ------ 
Statutory loss after tax                             (194)    (145)      34 
-------------------------------------------------  -------  -------  ------ 
 

(1) Impairment losses on credit exposures for the current period are calculated on an expected credit loss (ECL) basis under IFRS 9, which the Group adopted on 1 October 2018, and includes the IFRS 9 impairment impact on acquired assets (GBP103m charge). For all other periods, impairment losses are calculated under the incurred loss basis as required by IAS 39.

The Group has recognised a statutory loss after tax of GBP194m (30 September 2018: loss of GBP145m). The increased loss reflects additional costs relating to the acquisition of Virgin Money Holdings (UK) PLC in addition to further significant conduct charges. As outlined at the CMD, the Group has a clear path to narrowing the difference between underlying and statutory profit over the next three years as we put legacy conduct behind us and restructuring and acquisition costs reduce over time.

Summary balance sheet

 
                                  2019    2018  Change 
As at 30 September                GBPm    GBPm       % 
------------------------------  ------  ------  ------ 
Customer loans                  72,979  33,281     119 
Other financial assets          16,391   9,234      78 
Other non-financial assets       1,629     941      73 
------------------------------  ------  ------  ------ 
Total assets                    90,999  43,456     109 
------------------------------  ------  ------  ------ 
 
Customer deposits               63,787  28,854     121 
Wholesale funding               18,506   8,095     129 
Other liabilities                3,685   3,321      11 
------------------------------  ------  ------  ------ 
Total liabilities               85,978  40,270     114 
 
Ordinary shareholders' equity    4,106   2,736      50 
AT1 equity                         915     450     103 
------------------------------  ------  ------  ------ 
Equity                           5,021   3,186      58 
 
Total liabilities and equity    90,999  43,456     109 
------------------------------  ------  ------  ------ 
 

Business and financial review

Overview of Group results - Statutory basis

Key Performance Indicators(1)

 
                                                12 months     12 months 
                                                       to            to 
                                              30 Sep 2019   30 Sep 2018    Change 
-------------------------------------------  ------------  ------------  -------- 
Profitability 
Statutory return on tangible equity (RoTE)         (6.8)%        (6.9)%   0.1%pts 
Statutory cost to income ratio (CIR)                  99%          112%  (13)%pts 
Statutory return on assets                        (0.23)%       (0.34)%  0.11%pts 
Statutory basic loss per share                    (17.9)p       (19.7)p      1.8p 
-------------------------------------------  ------------  ------------  -------- 
 
 
As at                                       30 Sep 2019  30 Sep 2018     Change 
------------------------------------------  -----------  -----------  --------- 
 
Regulatory capital 
CET1 ratio                                        13.3%        10.5%    2.8%pts 
Tier 1 ratio                                      17.1%        12.7%    4.4%pts 
Total capital ratio                               20.1%        15.9%    4.2%pts 
MREL ratio                                        26.6%        19.8%    6.8%pts 
CRD IV leverage ratio                              4.3%         5.6%  (1.3)%pts 
UK leverage ratio                                  4.9%         6.5%  (1.6)%pts 
Tangible net asset value (TNAV) per share        249.2p       262.3p    (13.1)p 
------------------------------------------  -----------  -----------  --------- 
 
Funding and liquidity 
Loan to deposit ratio (LDR)                        114%         115%    (1)%pts 
Liquidity coverage ratio (LCR)                     152%         137%     15%pts 
Net stable funding ratio (NSFR)                    128%         119%      9%pts 
------------------------------------------  -----------  -----------  --------- 
 

(1) For a definition of each of the KPIs, refer to 'Measuring financial performance - glossary' on pages 106 to 108. The KPIs include statutory, regulatory and alternative performance measures.

Business and financial review

Overview of Group results - Statutory basis

Reconciliation of statutory to pro forma results

The statutory basis presented within this section reflects the Group's results as reported in the financial statements, incorporating Virgin Money Holdings (UK) PLC from 15 October 2018. The pro forma basis includes the consolidated results of Virgin Money Holdings (UK) PLC as if the acquisition had occurred on 1 October 2018. The underlying results reflect the Group's results prepared on an underlying basis as presented to the CEO, Executive Leadership Team and Board. These exclude certain items that are included in the statutory results, as management believes that these items are not reflective of the underlying business and do not aid meaningful period-on-period comparison. The table below reconciles the statutory results to the pro forma results, and full details on the adjusted items to the underlying results are included on page 108.

 
                                                             Include Virgin 
                                                                  Money 
                                                             pre-acquisition 
                                         Statutory basis         results        Pro forma basis 
--------------------------------------  -----------------  ------------------  ----------------- 
                                                                1 Oct 
                                                                   to 
                                                               15 Oct 
                                            2019     2018        2018    2018      2019     2018 
                                            GBPm     GBPm        GBPm    GBPm      GBPm     GBPm 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
Net interest income                        1,514      851          22     606     1,536    1,457 
Non-interest income(1)                       235      156           9      75       244      231 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
Total operating income                     1,749    1,007          31     681     1,780    1,688 
Operating and administrative expenses    (1,724)  (1,130)        (60)   (368)   (1,784)  (1,498) 
UK bank levy                                 (5)        -           -       -       (5)        - 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
Operating profit/(loss) before 
 impairment losses                            20    (123)        (29)     313       (9)      190 
Impairment losses on credit exposures      (252)     (41)         (4)    (65)     (256)    (106) 
(Loss)/profit on ordinary activities 
 before tax                                (232)    (164)        (33)     248     (265)       84 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
 
Restructuring costs                                                                 156        - 
Acquisition costs                                                                   189       39 
Legacy conduct                                                                      433      396 
Other items                                                                          26       62 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
Underlying profit on ordinary 
 activities before tax                                                              539      581 
--------------------------------------  --------  -------  ----------  ------  --------  ------- 
 

(1) 'Fair value gains and losses on financial instruments' were previously treated as an adjustment to underlying profit within the Virgin Money accounts but have been reclassified to underlying non-interest income in line with the Group's presentation.

Business and financial review

Overview of Group results - Statutory basis

Reconciliation of pro forma to underlying results

The underlying results presented within this section reflect the Group's results prepared on an underlying basis as presented to the CEO, Executive Leadership Team and Board. These exclude certain items that are included in the pro forma results, as management believes that these items are not reflective of the underlying business and do not aid meaningful period on period comparison. The tables below reconcile the pro forma results to the underlying basis, and full details on the adjusted items are included on page 108:

 
                                           Include 
                                      Virgin Money 
                       Statutory   pre-acquisition  PrO forma  Restructuring  acquisition    legacy         Underlying 
                         results           results    results          costs        costs   conduct  Other       basis 
2019 income statement       GBPm              GBPm       GBPm           GBPm         GBPm      GBPm   GBPm        GBPm 
---------------------             ----------------             -------------  -----------  --------  ----- 
Net interest 
 income                    1,514                22      1,536              -        (103)         -      -       1,433 
Non-interest 
 income                      235                 9        244              -            -         -   (38)         206 
---------------------  ---------  ----------------  ---------  -------------  -----------  --------  -----  ---------- 
Total operating 
 income                    1,749                31      1,780              -        (103)         -   (38)       1,639 
Total operating 
 and administrative 
 expenses before 
 impairment losses       (1,724)              (60)    (1,784)            156          189       433     64       (942) 
UK bank levy                 (5)                 -        (5)              -            -         -      -         (5) 
---------------------  ---------  ----------------  ---------  -------------  -----------  --------  -----  ---------- 
Operating 
 profit/(loss) 
 before impairment 
 losses                       20              (29)        (9)            156           86       433     26         692 
Impairment losses 
 on credit exposures       (252)               (4)      (256)              -          103         -      -       (153) 
---------------------  ---------  ----------------  ---------  -------------  -----------  --------  -----  ---------- 
(Loss)/profit 
 on ordinary 
 activities 
 before tax                (232)              (33)      (265)            156          189       433     26         539 
---------------------  ---------  ----------------  ---------  -------------  -----------  --------  -----  ---------- 
Financial performance 
 measures 
RoTE                      (6.8)%            (0.7)%     (7.5)%           3.5%         4.3%      9.9%   0.6%       10.8% 
CIR                          99%                1%       100%          (10)%         (5)%     (26)%   (2)%         57% 
Return on assets         (0.23)%           (0.03)%    (0.26)%          0.15%        0.19%     0.43%  0.03%       0.54% 
Basic EPS                (17.9)p            (1.7)p    (19.6)p           9.3p        11.2p     25.7p   1.5p       28.1p 
---------------------  ---------  ----------------  ---------  -------------  -----------  --------  -----  ---------- 
 
 
                                              Include 
                                         Virgin Money 
                          Statutory   pre-acquisition  Pro forma   acquisition    Legacy         Underlying 
                            results           results    results         costs   conduct  Other       basis 
2018 income statement          GBPm              GBPm       GBPm          GBPm      GBPm   GBPm        GBPm 
------------------------             ----------------              -----------  --------  ----- 
Net interest 
 income                         851               606      1,457             -         -      -       1,457 
Non-interest 
 income                         156                75        231             -         -    (3)         228 
------------------------  ---------  ----------------  ---------   -----------  --------  -----  ---------- 
Total operating 
 income                       1,007               681      1,688             -         -    (3)       1,685 
Total operating 
 and administrative 
 expenses before 
 impairment losses          (1,130)             (368)    (1,498)            39       396     65       (998) 
------------------------  ---------  ----------------  ---------   -----------  --------  -----  ---------- 
Operating (loss)/profit 
 before impairment 
 losses                       (123)               313        190            39       396     62         687 
Impairment losses 
 on credit exposures           (41)              (65)      (106)             -         -      -       (106) 
------------------------  ---------  ----------------  ---------   -----------  --------  -----  ---------- 
(Loss)/profit 
 on ordinary activities 
 before tax                   (164)               248         84            39       396     62         581 
------------------------  ---------  ----------------  ---------   -----------  --------  -----  ---------- 
Financial performance 
 measures 
RoTE                         (6.9)%              6.4%     (0.5)%          0.9%      9.1%   1.5%       11.0% 
CIR                            112%             (23)%        89%          (2)%     (24)%   (4)%         59% 
Return on assets            (0.34)%             0.38%      0.04%         0.04%     0.41%  0.07%       0.56% 
Basic EPS                   (19.7)p             18.4p     (1.3)p          2.4p     24.8p   3.9p       29.8p 
------------------------  ---------  ----------------  ---------   -----------  --------  -----  ---------- 
 
 

Risk Management

Credit risk

The Group's approach to and management of risk is defined in the Group's Risk Management Framework (RMF). Integral to the RMF is the identification of principal risks, the process by which the Group sets its risk appetite which is the nature and extent of risk it is willing to assume to achieve its strategic objectives. The framework identifies nine principal risks: operational risk; people risk; financial risk; credit risk; technology risk; regulatory and compliance risk; conduct risk; financial crime risk; and strategic and enterprise risk.

The Group's risks are continually reassessed and reviewed through a horizon scanning process, with escalation and reporting to the Board. The horizon scanning process fully considers all relevant internal and external factors, and is designed to consider and capture those risks which are current but have not yet fully crystallised, as well as those which are expected to crystallise in future periods. These risks include, but are not limited to, geopolitical and macroeconomic environment; competition; regulatory change; and climate change. These risks and the overall risk landscape are regularly monitored by both Executive and Board Risk Committees.

Further detail on the Group's risks and how they are managed is available in the 2019 Annual Report and Accounts.

Credit risk is the risk that a borrower or counterparty fails to pay the interest or capital due on a loan or other financial instrument. Credit risk manifests itself in the financial instruments and/or products that the Group offers, and those in which the Group invests (including, among others, loans, guarantees, credit-related commitments, letters of credit, acceptances, inter-bank transactions, foreign exchange transactions, swaps and bonds). Credit risk can be found both on-balance sheet and off--balance sheet.

Key credit metrics

 
                                                                   As at 
-----------------------------------------------  ------------------------------------------ 
                                                 30 Sep 2019  1 Oct 2018(1)  30 Sep 2018(1) 
                                                   (audited)    (unaudited)       (audited) 
                                                        GBPm           GBPm            GBPm 
-----------------------------------------------  -----------  -------------  -------------- 
Impairment provisions held on credit exposures 
Business lending                                         147            150             136 
Mortgage and Personal lending                            215             74              59 
-----------------------------------------------  -----------  -------------  -------------- 
                                                         362            224             195 
-----------------------------------------------  -----------  -------------  -------------- 
 
 
                                                               For the YEAR ended 
-------------------------------------------------  ------------------------------------------ 
                                                   30 Sep 2019  1 Oct 2018(1)  30 Sep 2018(1) 
                                                     (audited)    (unaudited)       (audited) 
                                                          GBPm           GBPm            GBPm 
-------------------------------------------------  -----------  -------------  -------------- 
Underlying impairment charge on credit exposures 
Business lending                                            25            N/a              15 
Mortgage and Personal lending                              123            N/a              26 
-------------------------------------------------  -----------  -------------  -------------- 
                                                           148            N/a              41 
-------------------------------------------------  -----------  -------------  -------------- 
Asset quality measures: 
Underlying impairment charge(2) to average 
 customer loans (cost of risk)                           0.21%         N/a(3)           0.12% 
90+ days past due (DPD) plus impaired assets 
 to customer loans                                         N/a            N/a           0.91% 
Stage 3 assets to customer loans                         1.09%          1.77%             N/a 
Total provision to customer loans                        0.50%          0.68%           0.61% 
Specific provision to impaired assets                      N/a            N/a          35.50% 
Stage 3 provision to Stage 3 loans                      14.32%         14.55%             N/a 
-------------------------------------------------  -----------  -------------  -------------- 
 

(1) These exclude the impact of the acquisition of Virgin Money Holdings (UK) PLC with September 2018 figures presented on an IAS 39 basis.

(2) Inclusive of gains/losses on assets held at fair value and elements of fraud loss but excludes the acquisition accounting impact on impairment losses shown on page 108.

(3) An underlying impairment charge was not calculated as at 1 October 2018 and therefore this metric cannot be calculated for that date.

Risk Management

Credit risk

A number of the Group's key credit metrics are no longer applicable as a result of the change to an IFRS 9 basis of calculating expected credit losses (ECLs) and have been replaced with metrics appropriate to the revised basis as shown in the table above.

The increase in underlying impairment charge from GBP41m to GBP148m primarily reflects a higher charge on our personal exposures which includes the charge relative to the acquired credit cards portfolio. The charge relative to business and mortgage exposures has also increased. The cost of risk, at 21bps, is reflective of a return to normalisation, however it remains below our expectation of a long-term loss rate of 30bps.

Asset quality measures remain resilient, reflective of the focus on responsible credit decisions and controlled risk appetite. The level of Stage 3 assets remains modest against a growing book. This reflects the credit quality of the portfolios, supported by the low interest rate environment. The ratio of total provisions to customer loans at 0.50% is reflective of a well-collateralised portfolio, supported by the increase in the size of the mortgage portfolio which proportionately requires a lower provision coverage and is a key driver of the overall reduction.

Reconciliation of the impairment loss provision from IAS 39 to IFRS 9

The movement in the Group's opening impairment provision as a result of adopting an ECL impairment methodology as required by IFRS 9 from 1 October 2018 is illustrated below:

 
                                                                 GBPm 
--------------------------------------------------------------  ----- 
Closing IAS 39 impairment provision as at 30 September 2018       195 
Less: removal of IAS 39 collective provision                    (152) 
Add: introduction of a 12-month ECL calculation (Stage 1)          53 
Add: introduction of a lifetime ECL calculation (Stage 2 and 
 3)                                                               121 
Add: undrawn balances                                               5 
Add: multiple economic scenarios                                    2 
--------------------------------------------------------------  ----- 
Opening IFRS 9 impairment loss provision as at 1 October 2018     224 
--------------------------------------------------------------  ----- 
 

Removal of IAS 39 collective provision

The IAS 39 concept of a collective impairment provision to cover losses that have been incurred but not yet identified on loans subject to an individual assessment is no longer an acceptable basis for impairment provisioning under IFRS 9.

Introduction of a 12-month ECL calculation

IFRS 9 requires a 12-month ECL calculation on all assets which have not undergone a significant increase in credit risk since origination. These are classed as Stage 1 under IFRS 9, with the calculation on loans and advances allocating the ECL at an individual account level. The 12-month ECL calculation is based on the possibility of default occurring within 12 months of the reporting date.

Introduction of a lifetime ECL calculation

IFRS 9 requires a lifetime ECL calculation where a financial asset has been assessed as experiencing a significant increase in credit risk based on the Group's staging criteria. These can be classed as either Stage 2 or Stage 3 under IFRS 9, with the calculation on loans and advances allocating the ECL at an individual account level. Not all of these accounts would have been included in the IAS 39 collective provision, with the quantum of the ECL calculation also higher due to the requirement for lifetime losses to be included. The lifetime ECL calculation is based on the possibility of credit losses occurring over the lifetime of the asset.

Undrawn balances

IFRS 9 requires that impairment allowances be held on an expected loss basis rather than the incurred loss basis under IAS 39. This change has brought into scope pipeline exposures where an irrevocable commitment has been made to a customer, but no drawdown had occurred at the IFRS 9 adoption date, and for which no impairment allowance was held previously.

Multiple economic scenarios

This represents the difference, at adoption of IFRS 9, between calculated provisions under the Group's base scenario and the final aggregate position over the three scenarios (base, mild upside and severe downside).

Risk Management

Credit risk

Gross loans and advances by IFRS 9 stage allocation (audited)

The distribution of the Group's gross loans and advances by IFRS 9 stage allocation is analysed below.

 
                                       Stage     Stage   Stage         Stage 
Gross loans and advances     Stage         2         2       2  Stage      3 
 to customers                    1   <30 DPD   >30 DPD   Total      3   POCI    Total 
 as at 30 September 2019      GBPm      GBPm      GBPm    GBPm   GBPm   GBPm     GBPm 
-------------------------  -------  --------  --------  ------  -----  -----  ------- 
Mortgages                   58,120     1,637       168   1,805    363    103   60,391 
Personal of which:           4,787       392        32     424     61      8    5,280 
-------------------------  -------  --------  --------  ------  -----  -----  ------- 
- credit cards               3,806       353        25     378     46      8    4,238 
- personal overdrafts           53         -         1       1      4      -       58 
- other personal lending       928        39         6      45     11      -      984 
-------------------------  -------  --------  --------  ------  -----  -----  ------- 
Business                     5,018     2,280         5   2,285    272      -    7,575 
-------------------------  -------  --------  --------  ------  -----  -----  ------- 
Closing balance             67,925     4,309       205   4,514    696    111   73,246 
-------------------------  -------  --------  --------  ------  -----  -----  ------- 
 
 
Gross loans and advances                       Stage     Stage   Stage         Stage 
 to customers(1)                     Stage         2         2       2  Stage      3 
 as at 1 October 2018 (excluding         1   <30 DPD   >30 DPD   Total      3   POCI    Total 
 Virgin Money)                        GBPm      GBPm      GBPm    GBPm   GBPm   GBPm     GBPm 
---------------------------------  -------  --------  --------  ------  -----  -----  ------- 
Mortgages                           23,572       605        84     689    279      -   24,540 
Personal of which:                   1,143        28        10      38     22      -    1,203 
---------------------------------  -------  --------  --------  ------  -----  -----  ------- 
- credit cards                         370         1         3       4      7      -      381 
- personal overdrafts                   50         -         1       1      4      -       55 
- other personal lending               723        27         6      33     11      -      767 
---------------------------------  -------  --------  --------  ------  -----  -----  ------- 
Business                             4,741     2,161         9   2,170    263      -    7,174 
---------------------------------  -------  --------  --------  ------  -----  -----  ------- 
Closing balance                     29,456     2,794       103   2,897    564      -   32,917 
---------------------------------  -------  --------  --------  ------  -----  -----  ------- 
 

(1) Excludes loans designated at fair value through profit and loss, balances due from customers on acceptances, accrued interest and deferred and unamortised fee income.

Overall, the lending portfolio increased by GBP40.3bn between 1 October 2018 and 30 September 2019. In addition to underlying growth, the increase reflects the acquisition of Virgin Money Holdings (UK) PLC on 15 October 2018, with the acquired portfolio totalling GBP39.5bn as at 30 September 2019. Of this, GBP111m is Stage 3 purchased or originated credit impaired (POCI), representing the acquired assets that were classed as credit impaired at date of acquisition.

Mortgages

With total gross loans and advances of GBP60.4bn as at 30 September 2019, there has been underlying growth in the portfolio year-on-year, although the increase in lending balance results mainly from the impact of the acquired portfolio. Over 95% are classed as Stage 1. Stage 3 POCI for Mortgages reduced from GBP137m on acquisition to GBP103m as at 30 September 2019 as a result of customer redemptions and balance paydowns.

Personal

Of the GBP5.3bn total personal portfolio, the majority is credit cards, at GBP4.2bn. The year-on-year growth results mainly from the acquired credit cards portfolio, however, underlying growth is evident on both the credit card and other personal lending portfolios. The personal portfolio evidences stable performance with 91% of balances classed as Stage 1. Stage 3 POCI has reduced from GBP34m on acquisition to GBP8m as at 30 September 2019, due to write-offs and customer balance paydowns.

Business

At GBP7.6bn, business lending continues to evidence core underlying growth. The proportion of lending in Stage 2 has remained stable at 30% year-on-year, reflective of the Group's controlled and cautious approach to identifying customers experiencing financial difficulty and, where appropriate, providing early intervention assistance such as forbearance, to support customers in meeting their financial commitments to the Group.

Risk Management

Credit risk

Credit quality of loans and advances

The following tables highlight the significant exposure to credit risk in respect of which ECL model is applied for the Group's mortgage, personal and business loans and advances, including loan commitments and financial guarantee contracts, based on the following risk gradings:

Credit risk exposure, by internal PD rating, by IFRS 9 stage allocation (audited)

The distribution of the Group's credit exposures, by internal PD rating is analysed below.

 
                                           Gross carrying amount 
------------------------  ------------------------------------------------------- 
                                          Stage 2     Stage 3 
                            Stage 1   (not credit     (credit    Stage 3 
                           12-month     impaired)   impaired)     (POCI) 
                                         Lifetime    Lifetime   Lifetime 
                               ECLs          ECLs        ECLs       ECLs    Total 
As at 30 September 2019        GBPm          GBPm        GBPm       GBPm     GBPm 
------------------------  ---------  ------------  ----------  ---------  ------- 
Mortgages 
<0.15                        38,816           389           -          -   39,205 
0.15 to <0.25                 5,836           103           -          -    5,939 
0.25 to <0.50                 7,983           245           -          -    8,228 
0.50 to <0.75                 2,422            96           -          -    2,518 
0.75 to <2.50                 2,648           455           -          -    3,103 
2.50 to <10.00                  376           274           -          -      650 
10.00 to <100.00                 39           243           -          -      282 
100.00 (Default)                  -             -         363        103      466 
------------------------  ---------  ------------  ----------  ---------  ------- 
Total                        58,120         1,805         363        103   60,391 
------------------------  ---------  ------------  ----------  ---------  ------- 
 
personal 
<0.15                            93             -           -          -       93 
0.15 to <0.25                    68             -           -          -       68 
0.25 to <0.50                 1,326             6           -          -    1,332 
0.50 to <0.75                   967             8           -          -      975 
0.75 to <2.50                 1,743            36           -          -    1,779 
2.50 to <10.00                  553           231           -          -      784 
10.00 to <100.00                 37           143           -          -      180 
100.00 (Default)                  -             -          61          8       69 
------------------------  ---------  ------------  ----------  ---------  ------- 
Total                         4,787           424          61          8    5,280 
------------------------  ---------  ------------  ----------  ---------  ------- 
 
Business 
<0.15                           530             5           -          -      535 
0.15 to <0.25                   440            17           -          -      457 
0.25 to <0.50                   718            52           -          -      770 
0.50 to <0.75                   537           101           -          -      638 
0.75 to <2.50                 2,199         1,019           -          -    3,218 
2.50 to <10.00                  592           919           -          -    1,511 
10.00 to <100.00                  2           172           -          -      174 
100.00 (Default)                  -             -         272          -      272 
------------------------  ---------  ------------  ----------  ---------  ------- 
Total                         5,018         2,285         272          -    7,575 
------------------------  ---------  ------------  ----------  ---------  ------- 
 

Risk Management

Credit risk

 
                                                   Gross carrying amount 
--------------------------------  ------------------------------------------------------- 
                                                  Stage 2     Stage 3 
                                    Stage 1   (not credit     (credit    Stage 3 
                                   12-month     impaired)   impaired)     (POCI) 
                                                 Lifetime    Lifetime   Lifetime 
                                       ECLs          ECLs        ECLs       ECLs    Total 
As at 1 October 2018 (excluding 
 Virgin Money)                         GBPm          GBPm        GBPm       GBPm     GBPm 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
MORTGAGES 
<0.15                                 8,085            13           -          -    8,098 
0.15 to <0.25                         4,292            27           -          -    4,319 
0.25 to <0.50                         6,199            77           -          -    6,276 
0.50 to <0.75                         1,791            49           -          -    1,840 
0.75 to <2.50                         2,813           205           -          -    3,018 
2.50 to <10.00                          370           194           -          -      564 
10.00 to <100.00                         22           124           -          -      146 
100.00 (Default)                          -             -         279          -      279 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
Total                                23,572           689         279          -   24,540 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
 
personal 
<0.15                                   113             -           -          -      113 
0.15 to <0.25                            97             -           -          -       97 
0.25 to <0.50                           249             -           -          -      249 
0.50 to <0.75                           153             -           -          -      153 
0.75 to <2.50                           354             2           -          -      356 
2.50 to <10.00                          166            15           -          -      181 
10.00 to <100.00                         11            21           -          -       32 
100.00 (Default)                          -             -          22          -       22 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
Total                                 1,143            38          22          -    1,203 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
 
business 
<0.15                                   571             8           -          -      579 
0.15 to <0.25                           371            13           -          -      384 
0.25 to <0.50                           549            34           -          -      583 
0.50 to <0.75                           700           157           -          -      857 
0.75 to <2.50                         1,930           917           -          -    2,847 
2.50 to <10.00                          594           943           -          -    1,537 
10.00 to <100.00                         26            98           -          -      124 
100.00 (Default)                          -             -         263          -      263 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
Total                                 4,741         2,170         263          -    7,174 
--------------------------------  ---------  ------------  ----------  ---------  ------- 
 

Risk Management

Credit risk

ECL impairment allowance by IFRS 9 stage allocation (audited)

The following tables disclose the impairment allowance by portfolio:

 
                                     Stage     Stage   Stage         Stage 
                           Stage         2         2       2  Stage      3 
                               1   <30 DPD   >30 DPD   Total      3   POCI  Total 
As at 30 September 2019     GBPm      GBPm      GBPm    GBPm   GBPm   GBPm   GBPm 
-------------------------  -----  --------  --------  ------  -----  -----  ----- 
Mortgages                      6         5         4       9     26    (1)     40 
Personal of which:            53        71        16      87     37    (2)    175 
-------------------------  -----  --------  --------  ------  -----  -----  ----- 
- credit cards                42        65        12      77     28    (2)    145 
- personal overdrafts          2         -         1       1      3      -      6 
- other personal lending       9         6         3       9      6      -     24 
-------------------------  -----  --------  --------  ------  -----  -----  ----- 
Business                      20        72         -      72     55      -    147 
-------------------------  -----  --------  --------  ------  -----  -----  ----- 
Closing balance               79       148        20     168    118    (3)    362 
-------------------------  -----  --------  --------  ------  -----  -----  ----- 
 
 
                                            Stage     Stage   Stage         Stage 
                                  Stage         2         2       2  Stage      3 
As at 1 October 2018 (excluding       1   <30 DPD   >30 DPD   Total      3   POCI  Total 
 Virgin Money)                     GBPm      GBPm      GBPm    GBPm   GBPm   GBPm   GBPm 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Mortgages                             3         2         1       3     23      -     29 
Personal of which:                   15         5         7      12     18      -     45 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
- credit cards                        6         -         1       1      7      -     14 
- personal overdrafts                 2         -         1       1      3      -      6 
- other personal lending              7         5         5      10      8      -     25 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Business                             35        71         -      71     44      -    150 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Closing balance                      53        78         8      86     85      -    224 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
 

The Group's impairment allowance has increased by GBP138m in the period from 1 October 2018 to 30 September 2019, which is primarily due to the impact of the acquisition of Virgin Money Holdings (UK) PLC. Acquisition accounting requires that the acquired loans and advances balance is fair valued on acquisition, resulting in a nil ECL allowance on acquisition. The loans and advances balance is then subject to the IFRS 9 ECL methodology with a full ECL allowance calculated, which resulted in a charge of GBP67m being recognised in the Group income statement immediately following the acquisition date. The ECL allowance for the acquired portfolio subsequently increased to GBP136m as at 30 September 2019.

Mortgages

The Mortgage impairment allowance of GBP40m is reflective of the level of collateral held and the low expected credit loss for this portfolio. The increase of GBP11m from 2018 is due to the impact of the acquired mortgage portfolio.

Personal

The total impairment allowance for the personal portfolio of GBP175m has increased by GBP130m in the period. This is primarily due to the level of impairment allowance relative to the acquired credit cards portfolio, where the ECL at point of acquisition was GBP60m and subsequently increased to GBP125m as at 30 September 2019. The underlying impairment allowance for the personal exposures increased over the period as a result of the combined effect of portfolio growth, higher default rates due to seasoning and maturation of the portfolio and routine recalibration of underlying provisioning models.

Business

Total impairment allowance for the business portfolio decreased by GBP3m to GBP147m. This is the result of a GBP15m reduction in Stage 1 ECL, primarily due to IFRS 9 modelling adjustments, partially offset by an GBP11m increase in Stage 3 due to a higher level of single name, individually assessed provisions.

Risk Management

Credit risk

ECL impairment allowance coverage ratios (audited)

 
                                     Stage     Stage   Stage           Stage 
                                         2         2       2               3 
                           Stage                              Stage 
                               1   <30 DPD   >30 DPD   Total      3     POCI  Total 
As at 30 September 2019        %         %         %       %      %        %      % 
-------------------------  -----  --------  --------  ------  -----  -------  ----- 
Mortgages                   0.01      0.29      2.26    0.47   7.13   (0.80)   0.07 
Personal of which:          1.15     18.22     51.18   20.64  62.14  (22.61)   3.39 
-------------------------  -----  --------  --------  ------  -----  -------  ----- 
- credit cards              1.11     18.49     46.91   20.35  60.39  (22.61)   3.42 
- personal overdrafts       5.00     14.17     66.02   56.00  91.21        -  11.41 
- other personal lending    1.09     15.56     68.29   22.35  60.64        -   2.75 
-------------------------  -----  --------  --------  ------  -----  -------  ----- 
Business                    0.40      3.13      2.27    3.13  19.99        -   1.93 
-------------------------  -----  --------  --------  ------  -----  -------  ----- 
Closing balance             0.12      3.41      9.68    3.69  16.89   (2.30)   0.50 
-------------------------  -----  --------  --------  ------  -----  -------  ----- 
 
 
                                            Stage     Stage   Stage         Stage 
                                                2         2       2             3 
                                  Stage                              Stage 
                                      1   <30 DPD   >30 DPD   Total      3   POCI  Total 
As at 1 October 2018 (excluding 
 Virgin Money)                        %         %         %       %      %      %      % 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Mortgages                          0.01      0.32      1.61    0.48   8.19      -   0.12 
Personal of which:                 1.38     18.17     65.20   30.04  80.36      -   3.78 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
- credit cards                     1.78      9.52     53.16   39.89  94.32      -   3.94 
- personal overdrafts              3.66     10.02     59.21   51.07  78.12      -  10.06 
- other personal lending           1.03     18.61     71.71   28.05  72.56      -   3.24 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Business                           0.73      3.25      5.13    3.26  16.79      -   2.08 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
Closing balance                    0.18      2.77      7.86    2.95  15.05      -   0.68 
--------------------------------  -----  --------  --------  ------  -----  -----  ----- 
 

The impact of the Virgin Money Holdings (UK) PLC acquisition results in a proportionately higher volume of the total portfolio being mortgage lending which requires a lower proportionate impairment allowance, consequently the total portfolio coverage has reduced by 18bps in line with the revised portfolio profile.

Mortgages

The coverage ratio reduced by 5bps in the period as a result of the composition, quality and value of the acquired mortgage portfolio.

Personal

The total coverage ratio reduced by 39bps, primarily in the credit card portfolio where the quality of the acquired portfolio, in particular the growing Virgin Atlantic credit card portfolio, is stronger than the pre-existing portfolios.

Business

Coverage for the business portfolio decreased by 15bps, reflective of portfolio growth in Stage 1 where proportionately less provision coverage is required, and a small number of significant write-offs from Stage 3.

Risk Management

Credit risk

Mortgage lending by average LTV (audited)

The LTV ratio of mortgage lending, coupled with the relationship of the debt to customers' income, is integral to the credit quality of these loans. The table below sets out the indexed LTV analysis of the Group's mortgage stock:

 
                   2019  2018(1) 
                      %        % 
-----------------  ----  ------- 
LTV(2) 
Less than 50%        35       31 
50% to 75%           48       51 
76% to 80%            6        6 
81% to 85%            5        5 
86% to 90%            4        4 
91% to 95%            2        2 
96% to 100%           -        - 
Greater than 100%     -        - 
Unknown               -        1 
-----------------  ----  ------- 
                    100      100 
-----------------  ----  ------- 
 

(1) 30 September 2018 shown as reported, excluding Virgin Money.

(2) LTV of the mortgage portfolio is defined as mortgage portfolio weighted by balance. Currently the Clydesdale Bank PLC portfolio is indexed using the MIAC Acadametrics indices at a given date, while the Virgin Money Holdings (UK) PLC portfolio is indexed using the Markit indices. The Group view is a combined summary of the two portfolios. 'Unknown' in the prior period represented loans where data was not available due to front book data matching and a de minimis amount due to weaknesses in historic data capture processes.

Forbearance

Mortgage and personal forbearance

The table below summarises the level of forbearance in respect of the Group's mortgage and credit card portfolios at each balance sheet date. All balances subject to forbearance are classed as either Stage 2 or Stage 3 for ECL purposes.

 
                                                                            Impairment allowance 
                                                                                      on 
                                                                              loans and advances 
                                          Total loans and advances          subject to forbearance 
                                       subject to forbearance measures             measures 
----------------------------------  ------------------------------------  ------------------------- 
                                                      Gross 
                                                   carrying                  Impairment 
                                      Number of      amount   % of total      allowance    Coverage 
As at 30 September 2019 (audited)         loans        GBPm    portfolio           GBPm           % 
----------------------------------  -----------  ----------  -----------  -------------  ---------- 
Mortgages 
Formal arrangements                       1,352         157         0.26            4.4        2.83 
Temporary arrangements                      913         119         0.20            3.1        2.62 
Payment arrangement(1)                    1,118         113         0.19            1.6        1.41 
Payment holiday(1)                          981         114         0.19            0.7        0.58 
Interest only conversion                    358          54         0.09            0.3        0.57 
Term extension                              174          16         0.03            0.1        0.64 
Other                                        35           3         0.00              -        0.50 
Legal                                       130          13         0.02            0.3        2.46 
----------------------------------  -----------  ----------  -----------  -------------  ---------- 
Total mortgage forbearance                5,061         589         0.98           10.5        1.79 
----------------------------------  -----------  ----------  -----------  -------------  ---------- 
 
Personal forbearance - credit 
 cards                                    5,522          24         0.53            9.5       41.30 
----------------------------------  -----------  ----------  -----------  -------------  ---------- 
Total                                    10,583         613         0.95           20.0        3.31 
----------------------------------  -----------  ----------  -----------  -------------  ---------- 
 

(1) Payment arrangement and payment holiday have been introduced as additional concession types within the Group's mortgage forbearance policy.

Risk Management

Credit risk

 
                                                                              Impairment allowance 
                                                                                        on 
                                                                                loans and advances 
                                           Total loans and advances           subject to forbearance 
                                        subject to forbearance measures              measures 
-----------------------------------  ------------------------------------  -------------------------- 
                                                       Gross 
As at 30 September 2018 (excluding                  carrying                   Impairment 
 Virgin Money)                         Number of      amount   % of total       allowance    Coverage 
 (audited)                                 loans        GBPm    portfolio            GBPm           % 
-----------------------------------  -----------  ----------  -----------  --------------  ---------- 
Mortgages 
Formal arrangements                        1,497         168         0.68             3.3        2.00 
Temporary arrangements                     1,275         161         0.66             2.3        1.45 
Interest only conversion                     231          32         0.13             0.1        0.18 
Term extension                               150          12         0.05             0.1        0.48 
Other                                         41           4         0.02               -        0.36 
Legal                                        148          15         0.06             0.5        3.34 
-----------------------------------  -----------  ----------  -----------  --------------  ---------- 
Total mortgage forbearance                 3,342         392         1.60             6.3        1.61 
-----------------------------------  -----------  ----------  -----------  --------------  ---------- 
 
Personal forbearance - credit 
 cards                                       787           2         0.18             0.9       40.68 
-----------------------------------  -----------  ----------  -----------  --------------  ---------- 
Total                                      4,129         394         1.58             7.2        1.83 
-----------------------------------  -----------  ----------  -----------  --------------  ---------- 
 

The increase in mortgage and credit card forbearance is attributable to the acquisition of the Virgin Money Holdings (UK) PLC portfolios.

When all other avenues of resolution including forbearance have been explored, the Group will take steps to repossess and sell underlying collateral. In the 12-month period to 30 September 2019, there were 66 repossessions of which 14 were voluntary (12 months to 30 September 2018 (excluding Virgin Money): 38 including 16 voluntary).

Forbearance - other personal lending

Excluding credit cards, the Group currently exercises limited forbearance strategies in relation to other types of personal lending; namely current accounts and personal loans. The Group has assessed the total loan balances subject to forbearance on other types of personal lending to be GBP11.5m as at 30 September 2019 (30 September 2018 (excluding Virgin Money): GBP10.1m), representing 1.10% of the personal lending portfolio (30 September 2018: 1.22%).

Impairment provisions on forborne balances totalled GBP3.6m as at 30 September 2019 (30 September 2018 (excluding Virgin Money): GBP2.8m) providing overall coverage of 31.58% (30 September 2018: 28.30%).

Business forbearance

The tables below summarise the total number of arrangements in place and the loan balances and impairment provisions associated with those arrangements. All balances subject to forbearance are classed as either Stage 2 or Stage 3 for ECL purposes.

 
                                                                            Impairment allowance 
                                                                                      on 
                                                                              loans and advances 
                                          Total loans and advances          subject to forbearance 
                                       subject to forbearance measures             measures 
----------------------------------  ------------------------------------  ------------------------- 
                                                      Gross 
                                                   carrying                  Impairment 
                                       Number of     amount   % of total      allowance    Coverage 
As at 30 September 2019 (audited)      customers       GBPm    portfolio           GBPm           % 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
Term extension                               187        153         1.93           14.9        9.70 
Deferral of contracted capital 
 repayments                                   98        134         1.68           15.0       11.16 
Reduction in contracted interest 
 rate                                          3          1         0.02              -        3.37 
Alternative forms of payment                   2          7         0.08            0.4        5.37 
Debt forgiveness                               2          4         0.05              -        1.06 
Refinancing                                   16         10         0.12            1.5       15.03 
Covenant breach/reset/waiver                  60        200         2.50           23.6       11.82 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
Total business forbearance                   368        509         6.38           55.4       10.87 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
 

Risk Management

Credit risk

 
                                                                            Impairment allowance 
                                                                                      on 
                                                                              loans and advances 
                                          Total loans and advances          subject to forbearance 
                                       subject to forbearance measures             measures 
----------------------------------  ------------------------------------  ------------------------- 
                                                      Gross 
                                                   carrying                  Impairment 
                                       Number of     amount   % of total      allowance    Coverage 
As at 30 September 2018 (audited)      customers       GBPm    portfolio           GBPm           % 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
Term extension                               179        162         2.15           10.5        6.48 
Deferral of contracted capital 
 repayments                                  103        129         1.73           15.6       12.02 
Reduction in contracted interest 
 rate                                          2          1         0.01              -        4.05 
Alternative forms of payment                   4         25         0.33            7.5       30.46 
Debt forgiveness                               4         11         0.14            0.6        5.64 
Refinancing                                   17         10         0.13            1.0        9.87 
Covenant breach/reset/waiver                  61        207         2.75            9.2        4.43 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
Total business forbearance                   370        545         7.24           44.4        8.14 
----------------------------------  ------------  ---------  -----------  -------------  ---------- 
 

Included in other financial assets at fair value is a portfolio of loans that is included in the above table. The gross value of fair value loans subject to forbearance as at 30 September 2019 is GBP8m (30 September 2018: GBP15m), representing 0.11% of the total business portfolio (30 September 2018: 0.19%). The credit risk adjustment on these amounts totalled GBP0.6m (30 September 2018: GBP2m), a coverage of 6.94% (30 September 2018: 11.66%).

Risk Management

Financial risk

Financial risk covers several categories of risk which impact the manner in which the Group can support its customers in a safe and sound manner. They include capital risk, funding risk, liquidity risk, market risk, model risk, pension risk and financial risks arising from climate change.

Capital

Capital is held by the Group to protect its depositors, to cover inherent risks in a normal and stressed operating environment and to support the Group's strategy of pioneering growth. Capital risk is the risk that the Group has insufficient quantity or quality of capital to support its operations.

Capital position

The Group's capital position as at 30 September 2019 is summarised below:

Regulatory capital (unaudited)(1)

 
                                                      2019   2018 
                                                      GBPm   GBPm 
---------------------------------------------------  -----  ----- 
Statutory total equity                               5,021  3,186 
 
CET1 capital: regulatory adjustments(2) 
AT1 capital instruments                              (915)  (450) 
Defined benefit pension fund assets                  (257)  (138) 
Prudent valuation adjustment                           (5)    (3) 
Intangible assets                                    (501)  (412) 
Goodwill                                              (11)      - 
Deferred tax asset relying on future profitability   (146)   (99) 
Cash flow hedge reserve                                 26     39 
Excess expected losses                                (88)      - 
AT1 coupon accrual                                    (20)   (10) 
IFRS 9 transitional adjustments                        100      - 
---------------------------------------------------  -----  ----- 
Total CET1 capital                                   3,204  2,113 
---------------------------------------------------  -----  ----- 
 
AT1 capital 
AT1 capital instruments                                915    450 
---------------------------------------------------  -----  ----- 
Total AT1 capital                                      915    450 
---------------------------------------------------  -----  ----- 
 
Total Tier 1 capital                                 4,119  2,563 
---------------------------------------------------  -----  ----- 
 
Tier 2 capital 
Subordinated debt                                      721    474 
Credit risk adjustments(3)                               -    152 
---------------------------------------------------  -----  ----- 
Total Tier 2 capital                                   721    626 
---------------------------------------------------  -----  ----- 
 
Total regulatory capital                             4,840  3,189 
---------------------------------------------------  -----  ----- 
 

(1) This table shows the capital position on a CRD IV 'fully loaded' basis and transitional IFRS 9 basis.

(2) A number of regulatory adjustments to CET1 capital are required under CRD IV regulatory capital rules.

(3) The current period does not include Tier 2 credit risk adjustments due to the transition to IFRS 9 reporting.

Risk Management

Financial risk

 
                                                           CRD IV  CRD IV 
                                                             2019    2018 
Regulatory capital flow of funds (unaudited)(1)              GBPm    GBPm 
---------------------------------------------------------  ------  ------ 
CET1 capital(2) 
CET1 capital at 1 October                                   2,113   2,437 
Share capital and share premium                                 3       1 
Retained earnings and other reserves (including special 
 purpose entities)                                          (210)   (217) 
Acquisition of Virgin Money Holdings (UK) plc               1,567       - 
Prudent valuation adjustment                                  (2)       1 
Intangible assets                                            (89)    (73) 
Goodwill arising on acquisition of Virgin Money Holdings 
 (UK) plc                                                    (11)       - 
Deferred tax asset relying on future profitability           (47)    (71) 
Defined benefit pension fund assets                         (119)     (3) 
Cash flow hedge reserve                                      (13)      38 
IRB shortfall of credit risk adjustments to expected 
 losses                                                      (88)       - 
IFRS 9 transitional relief                                    100       - 
---------------------------------------------------------  ------  ------ 
Total CET1 capital at 30 September                          3,204   2,113 
---------------------------------------------------------  ------  ------ 
 
AT1 capital 
AT1 capital at 1 October                                      450     450 
AT1 capital issued and transferred from Virgin Money 
 Holdings (UK) plc                                            465       - 
---------------------------------------------------------  ------  ------ 
Total AT1 capital at 30 September                             915     450 
---------------------------------------------------------  ------  ------ 
Total Tier 1 capital at 30 September                        4,119   2,563 
---------------------------------------------------------  ------  ------ 
 
Tier 2 capital 
Tier 2 capital at 1 October                                   626     627 
Credit risk adjustments(3)                                  (152)     (2) 
Other movements                                                 -       1 
Capital instruments issued: subordinated debt                 247       - 
Tier 2 capital at 30 September                                721     626 
---------------------------------------------------------  ------  ------ 
Total capital at 30 September                               4,840   3,189 
---------------------------------------------------------  ------  ------ 
 

(1) The table shows the capital position on a CRD IV 'fully loaded' basis and transitional IFRS 9 basis.

(2) CET1 capital is comprised of shares issued and related share premium, retained earnings and other reserves less specified regulatory adjustments.

(3) The transition to IFRS 9 reporting has removed the requirement for Tier 2 credit risk adjustments.

The Group's CET1 capital increased by GBP1,091m in the year primarily driven by the positive impact of the acquisition of Virgin Money Holdings (UK) plc, offset by exceptional items in the year.

Risk Management

Financial risk

During the year, there were also increases in AT1 and Tier 2 capital. The Group issued an additional GBP250m of Tier 2 capital in December 2018 in the form of Fixed Rate Reset 10 non-call 5-year Subordinated Contingent Convertible Notes. In addition, in August 2019, Virgin Money Holdings (UK) plc successfully received investor consent to transfer obligations on its outstanding AT1 (GBP230m) to Virgin Money UK PLC.

 
                                                     2019   2018 
Minimum Pillar 1 capital requirements (unaudited)    GBPm   GBPm 
--------------------------------------------------  -----  ----- 
Credit risk                                         1,685  1,449 
Operational risk                                      209    132 
Counterparty credit risk                               15     10 
Credit valuation adjustment                            15     17 
--------------------------------------------------  -----  ----- 
Total Pillar 1 regulatory capital requirements      1,924  1,608 
--------------------------------------------------  -----  ----- 
 

IFRS 9 transitional arrangements (unaudited)(1)

 
                                              30 September 2019 
                                                    (GBPm) 
---------------------------------------  ---------------------------- 
                                                IFRS 9         IFRS 9 
                                          transitional   Fully loaded 
Available capital (amounts)                      basis          basis 
---------------------------------------  -------------  ------------- 
CET1 capital                                     3,204          3,104 
Tier 1 capital                                   4,119          4,019 
Total capital                                    4,840          4,740 
RWA (amounts) 
Total RWA                                       24,046         23,983 
---------------------------------------  -------------  ------------- 
Capital ratios 
CET1 (as a percentage of RWA)                    13.3%          12.9% 
Tier 1 (as a percentage of RWA)                  17.1%          16.8% 
Total capital (as a percentage of RWA)           20.1%          19.8% 
---------------------------------------  -------------  ------------- 
Leverage ratio 
Leverage ratio total exposure measure           94,744         94,644 
Leverage ratio                                    4.3%           4.2% 
---------------------------------------  -------------  ------------- 
 

(1) The table shows a comparison of capital resources, requirements and ratios with and without the application of transitional arrangements for IFRS 9.

RWA movements (unaudited)

 
                                  12 months to 30 September                     12 months to 30 September 
                                             2019                                          2018 
                         --------------------------------------------  -------------------------------------------- 
                                            Other             Capital                      Other            Capital 
                         IRB RWA   STD RWA    RWA    Total   Required  IRB RWA  STD RWA   RWA(2)   Total   Required 
RWA flow statement          GBPm      GBPm   GBPm     GBPm       GBPm     GBPm     GBPm     GBPm    GBPm       GBPm 
-----------------------  -------  --------  -----  -------  ---------  -------  -------  -------  ------  --------- 
RWA at 1 October               -    18,104  1,998   20,102      1,608        -   17,753    1,925  19,678      1,574 
Asset size                   958       478     10    1,446        116        -      347       73     420         34 
Asset quality              (291)       (8)      -    (299)       (24)        -        4        -       4          - 
Model updates              (396)         -      -    (396)       (32)        -        -        -       -          - 
Methodology and policy       250         -      -      250         20        -        -        -       -          - 
Acquisitions and 
 disposals                 4,330     2,870    962    8,162        654        -        -        -       -          - 
IRB accreditation         10,247  (15,592)      -  (5,345)      (428)        -        -        -       -          - 
Other                          6       101     19      126         10        -        -        -       -          - 
-----------------------  -------  --------  -----  -------  ---------  -------  -------  -------  ------  --------- 
RWA at 30 September       15,104     5,953  2,989   24,046      1,924        -   18,104    1,998  20,102      1,608 
-----------------------  -------  --------  -----  -------  ---------  -------  -------  -------  ------  --------- 
 

In October 2018, the Group received IRB accreditation from the PRA for both the mortgage and business portfolios. The impact of this can be seen in the IRB accreditation line above. Also in October 2018, the Group acquired Virgin Money Holdings (UK) plc, which calculates RWA on mortgages under IRB methodology and on all other portfolios under standardised methodology. This impact can be seen in the Acquisitions and disposals line above.

Risk Management

Financial risk

Formal FIRB accreditation for the business portfolios was received in October 2018 for a suite of recalibrated models which were implemented during November 2018, resulting in a GBP170m model impact, included within the Model updates line above. The differential is predominantly in relation to the retail mortgage quarterly PD model calibrations. Since this implementation, no additional model changes have occurred.

Methodology and processing enhancements implemented prior to formal IRB reporting are captured within the Methodology and policy line.

Other includes operational risk, CVA and counterparty credit risk.

Pillar 1 RWAs and capital requirements by business line (unaudited)

 
                                          At 30 September 2019         At 30 September 2018 
-------------------------------------  ---------------------------  --------------------------- 
                                         Capital                      Capital 
Capital requirements for calculating    required     RWA  Exposure   required     RWA  Exposure 
 RWA                                        GBPm    GBPm      GBPm       GBPm    GBPm      GBPm 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Corporates                                   501   6,258     8,587          -       -         - 
Retail                                       708   8,846    64,067          -       -         - 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Total IRB approach                         1,209  15,104    72,654          -       -         - 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Central governments or central 
 banks                                         1       9    11,663          -       1    11,361 
Regional governments or local 
 authorities                                   1      13       175          1      12       143 
Public sector entities                         -       5       335          -       2       155 
Multilateral development banks                 -       -     1,034          -       -       155 
Financial institutions                        16     195       948         11     136       630 
Corporates                                    28     347       376        316   3,956     4,311 
Retail                                       319   3,993     5,324         90   1,124     1,499 
Secured by mortgages on immovable 
 property                                     40     498       875        938  11,708    28,423 
Exposures in default                           5      59        55         45     562       465 
Collective investments undertakings            -       1         1          -       1         1 
Equity exposures                               1      11         9          -       5         4 
Items associated with particularly 
 high risk                                     1      11         7          4      49        33 
Covered bonds                                 11     141     1,415          5      61       615 
Other items                                   53     670       754         39     487       715 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Total standardised approach                  476   5,953    22,971      1,449  18,104    48,510 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Total credit risk                          1,685  21,057    95,625      1,449  18,104    48,510 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Operational risk                             209   2,606                  132   1,655 
Counterparty credit risk                      15     191                   10     125 
Credit valuation adjustment                   15     192                   17     218 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
Total Pillar 1 regulatory capital 
 requirements                              1,924  24,046                1,608  20,102 
-------------------------------------  ---------  ------  --------  ---------  ------  -------- 
 

The exposure amounts disclosed above are post-credit conversion factors and pre-credit mitigation.

Additional breakdown analysis of the IRB portfolios can be seen within the 'EU CR6 - IRB Approach - Credit risk by exposure class and PD range' table in the Group's Pillar 3 disclosures.

Prior period comparatives are reported under the standardised approach to credit risk as accreditation for IRB was received in October 2018.

Risk Management

Financial risk

 
                                                Pro forma  reported 
                                          2019       2018      2018 
Capital position and CET1 (unaudited)     GBPm       GBPm      GBPm 
--------------------------------------  ------  ---------  -------- 
RWA(1) 
Retail mortgages                         8,846      8,794     9,002 
Business lending                         7,124      6,604     7,407 
Other retail lending                     4,042      3,463       981 
Other lending                              481        109       109 
Other(2)                                   564      1,013       605 
--------------------------------------  ------  ---------  -------- 
Credit risk                             21,057     19,983    18,104 
Credit valuation adjustment                192        243       218 
Operational risk                         2,606      2,523     1,655 
Counterparty credit risk                   191        194       125 
--------------------------------------  ------  ---------  -------- 
Total RWA                               24,046     22,943    20,102 
--------------------------------------  ------  ---------  -------- 
 
Capital ratios 
CET1 ratio                               13.3%      15.1%     10.5% 
Tier 1 ratio                             17.1%      18.3%     12.7% 
--------------------------------------  ------  ---------  -------- 
Total capital ratio                      20.1%      20.6%     15.9% 
--------------------------------------  ------  ---------  -------- 
 

(1) RWA are calculated under the Advanced internal ratings-based (AIRB) approach for the mortgage portfolio and the FIRB approach for the business portfolio, with all other portfolios being calculated under the standardised approach, via either sequential IRB implementation or Permanent Partial Use (PPU).

(2) The items included in the Other exposure class that attract a capital charge include items in the course of collection, fixed assets, prepayments, other debtors and deferred tax assets that are not deducted.

The Group measures the amount of capital it is required to hold by applying CRD IV as implemented in the UK by the PRA and supplemented through additional regulation under the PRA Rulebook. The table below summarises the amount of capital in relation to RWAs the Group is currently required to hold, excluding any PRA buffer.

 
                                        As at 30 Sep 2019 
-------------------------------------  -------------------- 
Minimum requirements (unaudited)        CET1  Total Capital 
-------------------------------------  -----  ------------- 
Pillar 1(1)                             4.5%           8.0% 
Pillar 2A                               3.0%           5.3% 
-------------------------------------  -----  ------------- 
Total capital requirement               7.5%          13.3% 
-------------------------------------  -----  ------------- 
 
Capital conservation buffer             2.5%           2.5% 
UK countercyclical capital buffer(2)    1.0%           1.0% 
-------------------------------------  -----  ------------- 
Total (excluding PRA buffer)(3)        11.0%          16.8% 
-------------------------------------  -----  ------------- 
 

(1) The minimum amount of total capital under Pillar 1 of the regulatory framework is determined as 8% of RWAs, of which at least 4.5% of RWAs is required to be covered by CET1 capital.

(2) The UK countercyclical capital buffer (CCyB) may be set between 0% and 2.5%. On 28 November 2018 the UK CCyB increased from 0.5% to 1.0%. At its October 2019 meeting, the FPC maintained the UK CCyB rate at 1%, noting the underlying vulnerabilities (excluding Brexit) that can amplify economic shocks have not changed materially since the November 2018 Financial Stability Report and remain at a standard level overall in the UK.

(3) The Group may be subject to a PRA buffer as set by the PRA but is not permitted to disclose the level of any buffer. A PRA buffer can consist of two components:

   -     a risk management and governance buffer that is set as a scalar of the Pillar 1 and Pillar 2A requirements; and 
   -     a buffer relating to the results of the BoE stress tests. 

Underlying capital generation by the core divisions post additional AT1 distribution was 77bps, largely driven by strong underlying profits more than offsetting asset growth and investment spending. After absorbing the net impact of costs associated with restructuring, the acquisition of Virgin Money Holdings (UK) plc and legacy conduct issues, the Group's CET1 ratio was 13.3%.

Risk Management

Financial risk

In August 2019, Virgin Money Holdings (UK) plc successfully received investor consent to transfer obligations on its outstanding AT1 (GBP230m) and Senior Notes (GBP350m) to Virgin Money UK PLC (formerly named CYBG PLC). All of the Group's regulatory capital and MREL instruments are now issued out of Virgin Money UK PLC, consistent with the single point of entry resolution model. This also removed the previous need to adjust for non-controlling interests in the Group's capital calculations.

Dividend

As disclosed in the Business and financial review, the Board has recommended not to pay a final dividend for the financial year ending 30 September 2019.

Leverage

 
                                                                  reported 
                                                            2019      2018 
Leverage ratio (unaudited)                                  GBPm      GBPm 
--------------------------------------------------------  ------  -------- 
Total Tier 1 capital for the leverage ratio 
Total CET1 capital                                         3,204     2,113 
AT1 capital                                                  915       450 
--------------------------------------------------------  ------  -------- 
Total Tier 1                                               4,119     2,563 
--------------------------------------------------------  ------  -------- 
 
Exposures for the leverage ratio 
Total assets as per published financial statements        90,999    43,456 
Adjustment for off-balance sheet items                     2,728     1,763 
Adjustment for derivative financial instruments             (35)     (134) 
Adjustment for securities financing transactions (SFTs)    1,934     1,468 
Other regulatory adjustments                               (882)     (613) 
--------------------------------------------------------  ------  -------- 
Leverage ratio exposure                                   94,744    45,940 
--------------------------------------------------------  ------  -------- 
 
 
                                  pro forma  reported 
                            2019       2018      2018 
                            GBPm       GBPm      GBPm 
-------------------------  -----  ---------  -------- 
CRD IV leverage ratio(1)    4.3%       4.6%      5.6% 
-------------------------  -----  ---------  -------- 
UK leverage ratio(2)        4.9%       5.1%      6.5% 
-------------------------  -----  ---------  -------- 
 

(1) IFRS 9 transitional capital arrangements have been applied to the leverage ratio calculation as at 30 September 2019.

(2) The Group's leverage ratio on a modified basis as at 30 September 2019, excluding qualifying central bank claims from the exposure measure in accordance with the policy statement issued by the PRA in October 2017.

The UK leverage ratio framework, which came into force on 1 January 2016, is relevant to PRA regulated banks and building societies with consolidated retail deposits equal to or greater than GBP50bn. The Group is currently excluded from the full reporting requirements of the UK leverage ratio framework but will be required to comply in the first reporting period following the date at which this threshold is breached, which is 31 December 2019.

The leverage ratio is monitored against a Board approved RAS, with responsibility for managing the ratio delegated to the Group's Asset and Liability Committee (ALCO), which monitors it on a monthly basis.

The leverage ratio is the ratio of Tier 1 capital to total exposures, defined as:

   -   capital: Tier 1 capital defined on a CRD IV fully loaded and IFRS 9 transitional basis; and 

- exposures: total on- and off-balance sheet exposures (subject to credit conversion factors) as defined in the delegated act amending CRR article 429 (Calculation of the Leverage Ratio), which includes deductions applied to Tier 1 capital.

Other regulatory adjustments consist of adjustments that are required under CRD IV to be deducted from Tier 1 capital. The removal of these from the exposure measure ensures consistency is maintained between the capital and exposure components of the ratio.

The Group's leverage ratio is 4.3% (30 September 2018 pro forma: 4.6%) which exceeds the Basel Committee's proposed minimum of 3%, applicable from 2018, and the UK minimum ratio of 3.60% (3.25% plus 0.35% countercyclical leverage buffer.)

Risk Management

Financial risk

Funding and liquidity risk

Funding risk occurs where the Group is unable to raise or maintain funds of sufficient quantity and quality to support the delivery of the business plan or sustain lending commitments. Prudent funding risk management reduces the likelihood of liquidity risks occurring, increases the stability of funding sources, minimises concentration risks and controls future balance sheet growth. Liquidity risk occurs when the Group is unable to meet its current and future financial obligations as they fall due or at acceptable cost, or when the Group reduces liquidity resources below internal or regulatory stress requirements.

Liquid assets

The quantity and quality of the Group's liquid assets are calibrated to the Board's view of liquidity risk appetite and remain at a prudent level above regulatory requirements. The Group was compliant with all internal and regulatory liquidity metrics at 30 September 2019 (30 September 2018: compliant). The LCR moved from 137% to 152% during the year.

The liquid asset portfolio provides a buffer against sudden and potentially sharp outflows of funds. Liquid assets must therefore be of a high quality so they can be realised for cash and cannot be encumbered for any other purpose (e.g. to provide collateral for payments systems). The liquid asset portfolio is primarily comprised of cash at BoE, UK government securities (gilts) and listed securities (e.g. bonds issued by supra-nationals and AAA-rated covered bonds).

 
                                                  pro forma    REPORTED                 Average     Average 
                                         2019          2018        2018      Change        2019        2018 
                                    (audited)   (Unaudited)   (audited)   (audited)   (audited)   (audited) 
Liquid asset portfolio(1)                GBPm          GBPm        GBPm           %        GBPm        GBPm 
---------------------------------  ----------  ------------  ----------  ----------  ----------  ---------- 
Level 1 
Cash and balances with central 
 banks                                  7,469         7,979       3,942       89.5%       7,266       3,405 
UK government treasury bills and 
 gilts                                  1,076           908         513      109.7%         870         568 
Other debt securities                   2,867         2,180         943      204.0%       2,604         913 
---------------------------------  ----------  ------------  ----------  ----------  ----------  ---------- 
Total level 1                          11,412        11,067       5,398      111.4%      10,740       4,886 
---------------------------------  ----------  ------------  ----------  ----------  ----------  ---------- 
LEVEL 2(2)                                 29           175           -           -         103           - 
---------------------------------  ----------  ------------  ----------  ----------  ----------  ---------- 
Total LCR eligible assets              11,441        11,242       5,398      111.9%      10,843       4,886 
---------------------------------  ----------  ------------  ----------  ----------  ----------  ---------- 
 

(1) Excludes encumbered assets.

(2) Includes Level 2A and Level 2B.

Encumbered assets by asset category

The Group manages the level of asset encumbrance to ensure appropriate assets are maintained to support potential future planned and stressed funding requirements. Encumbrance limits are set in the Group RAS and calibrated to ensure that after a stress scenario is applied that increases asset encumbrance, the balance sheet can recover over an acceptable period of time. Examples of reasons for asset encumbrance include, among others, supporting the Group's secured funding programmes to provide stable term funding to the Group, the posting of assets in respect of drawings under the Term Funding Scheme, use of assets as collateral for payments systems in order to support customer transactional activity, and providing security for the Group's issuance of Scottish bank notes.

Encumbered assets by asset category (audited)

 
                                                                                 Other assets 
--------------  -------                             -----------  ---------------------------------------------  ------ 
                        Assets encumbered 
                               with                                      Assets not positioned 
                         non-central bank                                    at the central 
                          counterparties                                          bank 
                ----------------------------------               -------------------------------------  ------ 
                                                     Positioned 
                                                         at the                     Other 
                                                        central      Readily       assets 
                                                           bank    available      capable       Cannot 
                Covered     Securi-                  (including          for     of being           be 
                  bonds   tisations  Other   Total  encumbered)  encumbrance   encumbered   encumbered   Total   Total 
September 2019     GBPm        GBPm   GBPm    GBPm         GBPm         GBPm         GBPm         GBPm    GBPm    GBPm 
--------------  -------  ----------  -----  ------  -----------  -----------  -----------  -----------  ------  ------ 
Loans and 
 advances to 
 customers        2,896       8,571      -  11,467       19,929       19,933       18,589        3,430  61,881  73,348 
Cash and 
 balances with 
 central banks        -           -      -       -        3,219        7,077            -            -  10,296  10,296 
Due from other 
 banks              156         550    171     877            -            -          131           10     141   1,018 
Derivative 
 financial 
 instruments          -           -      -       -            -            -            -          366     366     366 
Financial 
 instruments 
 at fair value 
 through other 
 comprehensive 
 income              41          34    555     630            -        3,697            -            1   3,698   4,328 
Other assets          -           -    409     409            -            -          173        1,061   1,234   1,643 
--------------  -------  ----------  -----  ------  -----------  -----------  -----------  -----------  ------  ------ 
Total assets      3,093       9,155  1,135  13,383       23,148       30,707       18,893        4,868  77,616  90,999 
--------------  -------  ----------  -----  ------  -----------  -----------  -----------  -----------  ------  ------ 
 

Risk Management

Financial risk

 
                                                                                 Other assets 
-------------  -------                            ------------  ----------------------------------------------  ------ 
                       Assets encumbered 
                              with                                      Assets not positioned 
                        non-central bank                                    at the central 
                         counterparties                                          bank 
               ---------------------------------                --------------------------------------  ------ 
                                                    Positioned 
                                                        at the                      Other 
                                                       central       Readily       assets 
                                                          bank     available      capable       Cannot 
               Covered     Securi-                  (including           for     of being           be 
September        bonds   tisations  Other  Total   encumbered)   encumbrance   encumbered   encumbered   Total   Total 
2018              GBPm        GBPm   GBPm   GBPm          GBPm          GBPm         GBPm         GBPm    GBPm    GBPm 
-------------  -------  ----------  -----  -----  ------------  ------------  -----------  -----------  ------  ------ 
Loans and 
 advances to 
 customers       1,393       5,243      -  6,636         6,940         5,016       11,322        2,830  26,108  32,744 
Cash and 
 balances 
 with 
 central 
 banks               -           -      -      -         2,809         3,764            -            -   6,573   6,573 
Due from 
 other banks       161         299    163    623             -             -           70            -      70     693 
Derivatives          -           -      -      -             -             -            -          262     262     262 
Financial 
 assets - 
 available 
 for sale            -           -     36     36            46         1,468            5            7   1,526   1,562 
Other 
 financial 
 assets              -           -      -      -             -             -          362            -     362     362 
Other assets         -           -    143    143             -             -           95        1,022   1,117   1,260 
-------------  -------  ----------  -----  -----  ------------  ------------  -----------  -----------  ------  ------ 
Total assets     1,554       5,542    342  7,438         9,795        10,248       11,854        4,121  36,018  43,456 
-------------  -------  ----------  -----  -----  ------------  ------------  -----------  -----------  ------  ------ 
 

Analysis of debt securities in issue by residual maturity (unaudited)

 
                                  3 months  3 to 12  1 to 5      Over 
                                   or less   months   years   5 years  Total  Total 
                                      GBPm     GBPm    GBPm      GBPm   2019   2018 
--------------------------------  --------  -------  ------  --------  -----  ----- 
Covered bonds                            -       10     599     1,303  1,912    742 
Securitisation                         574      928   3,549         -  5,051  2,956 
Medium term notes                        -      311     298     1,288  1,897    796 
Subordinated debt                        -        9     722         -    731    479 
--------------------------------  --------  -------  ------  --------  -----  ----- 
Total debt securities in issue         574    1,258   5,168     2,591  9,591  4,973 
--------------------------------  --------  -------  ------  --------  -----  ----- 
Of which issued by Virgin Money 
 UK PLC                                  -       18   1,016     1,223  2,257  1,276 
--------------------------------  --------  -------  ------  --------  -----  ----- 
 

Risk Management

Financial risk

External credit ratings

The Group's long-term credit ratings are summarised below:

 
                                 Outlook as at                 As at 
------------------------------  ----------------------  ------------------- 
                                                         30 Sep   30 Sep 
material risk for the Group      30 Sep 2019(1)           2019     2018 
------------------------------  ----------------------  -------  ---------- 
Virgin Money UK PLC 
Moody's                          Positive                Baa3     Not rated 
Fitch                            Rating Watch Negative   BBB+     BBB+ 
Standard & Poor's                Stable                  BBB-     BBB- 
------------------------------  ----------------------  -------  ---------- 
 
Clydesdale Bank PLC 
Moody's(2)                       Positive                Baa1     Baa1 
Fitch                            Rating Watch Negative   A-       BBB+ 
Standard & Poor's                Stable                  BBB+     BBB+ 
------------------------------  ----------------------  -------  ---------- 
 
Virgin Money Holdings (UK) plc 
Moody's                          Stable                  Baa3     Baa3 
Fitch                            Rating Watch Negative   BBB+     BBB+ 
------------------------------  ----------------------  -------  ---------- 
 
Virgin Money plc 
Moody's                          Positive                Baa1     Baa2 
Fitch                            Rating Watch Negative   A-       BBB+ 
------------------------------  ----------------------  -------  ---------- 
 

(1) For detailed background on the latest credit opinion by S&P and Fitch, please refer to the respective rating agency websites.

(2) Long-term deposit rating

On 1 March 2019, due to a reassessment of the probability of a no-deal/disruptive Brexit scenario, Fitch placed all of the Group's long-term Issuer Default Ratings (IDR) on Rating Watch Negative (along with 19 UK banks in total). None of the Group's other ratings or its 'anchor' Viability Rating have been impacted.

On 3 June 2019, Fitch upgraded the long-term ratings of Clydesdale Bank PLC and Virgin Money PLC to A-. The upgrades followed an increase in the junior debt buffer at Clydesdale Bank PLC.

On 21 October 2019, Fitch and Moody's withdrew the long-and short-term ratings of Virgin Money Holdings (UK) PLC and Virgin Money PLC following completion of the FSMA Part VII transfer. None of the Group's other ratings was impacted by the FSMA Part VII transfer.

As at 27 November 2019, there have been no other changes to the Group's long-term credit ratings or outlooks since the report date, with the exception of the outlook on the Virgin Money UK PLC and Clydesdale Bank PLC Moody's ratings, which were moved from 'positive' to 'stable' on 12 November 2019. This followed a revision in Moody's outlook for the UK Sovereign from 'stable' to 'negative'. This was as a result of Moody's view that UK institutions have weakened and the UK's economic and fiscal strength are likely to be weaker going forward. Subsequently, Moody's adjusted the ratings outlook for 15 UK banks, including the Group.

Directors' responsibility statement in respect of the Annual Report and Accounts

The responsibility statement below has been prepared in connection with the Company's full Annual Report and Accounts for the year ending 30 September 2019. Certain parts thereof are not included within this announcement.

The Directors confirm that to the best of their knowledge:

- the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the Group and the undertakings included in the consolidation taken as a whole; and

- the Strategic report includes a fair review of the development and performance of the business and the position of the Company and the Group, together with a description of the principal risks and uncertainties that they face.

The Directors consider the Annual Report and Accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's and Group's position and performance, business model and strategy.

David Duffy

Chief Executive Officer

27 November 2019

Group financial statements

Consolidated income statement

 
                                                            2019     2018 
for the year ended 30 September                    Note     GBPm     GBPm 
-------------------------------------------------  ----  -------  ------- 
Interest income                                            2,420    1,098 
Other similar interest                                        13       15 
Interest expense and similar charges                       (919)    (262) 
-------------------------------------------------  ----  -------  ------- 
Net interest income                                 2.2    1,514      851 
Gains less losses on financial instruments 
 at fair value                                              (17)      (3) 
Other operating income                                       252      159 
-------------------------------------------------  ----  -------  ------- 
Non-interest income                                 2.3      235      156 
-------------------------------------------------  ----  -------  ------- 
Total operating income                                     1,749    1,007 
Operating and administrative expenses before 
 impairment losses                                  2.4  (1,729)  (1,130) 
-------------------------------------------------  ----  -------  ------- 
Operating profit/(loss) before impairment losses              20    (123) 
Impairment losses on credit exposures               3.2    (252)     (41) 
-------------------------------------------------  ----  -------  ------- 
Loss on ordinary activities before tax                     (232)    (164) 
Tax credit                                          2.5       38       19 
-------------------------------------------------  ----  -------  ------- 
Loss for the year                                          (194)    (145) 
-------------------------------------------------  ----  -------  ------- 
 
Attributable to: 
Ordinary shareholders                                      (268)    (181) 
Other equity holders                                          41       36 
Non-controlling interests                                     33        - 
-------------------------------------------------  ----  -------  ------- 
Loss for the year                                          (194)    (145) 
-------------------------------------------------  ----  -------  ------- 
Basic loss per share (pence)                        2.6   (17.9)   (19.7) 
-------------------------------------------------  ----  -------  ------- 
Diluted loss per share (pence)                      2.6   (17.9)   (19.7) 
-------------------------------------------------  ----  -------  ------- 
 

All material items dealt with in arriving at the loss before tax for the above years relate to continuing activities.

The notes on pages 48 to 105 form an integral part of these financial statements.

Group financial statements

Consolidated statement of comprehensive income

 
                                                         2019   2018 
for the year ended 30 September                   Note   GBPm   GBPm 
------------------------------------------------  ----  -----  ----- 
Loss for the year                                       (194)  (145) 
 
Items that may be reclassified to the income 
 statement 
Change in cash flow hedge reserve 
Gains/(losses) during the year                             73   (58) 
Transfers to the income statement                        (57)      9 
Taxation thereon - deferred tax (charge)/credit           (9)     11 
Taxation thereon - current tax credit                       6      - 
------------------------------------------------  ----  -----  ----- 
                                                           13   (38) 
------------------------------------------------  ----  -----  ----- 
Change in FVOCI reserve 
Gains during the year                                      13      - 
Transfers to the income statement                         (4)      - 
Taxation thereon - deferred tax charge                    (2)      - 
------------------------------------------------  ----  -----  ----- 
                                                            7      - 
------------------------------------------------  ----  -----  ----- 
Total items that may be reclassified to the 
 income statement                                          20   (38) 
------------------------------------------------  ----  -----  ----- 
 
Items that will not be reclassified to the 
 income statement 
Change in asset revaluation reserve                3.9      -      - 
Taxation thereon - deferred tax (charge)/credit           (1)      1 
 
Remeasurement of defined benefit pension plans    3.12    110    (9) 
Taxation thereon - deferred tax (charge)/credit          (56)      3 
Taxation thereon - current tax credit                       7      - 
------------------------------------------------  ----  -----  ----- 
                                                           61    (6) 
------------------------------------------------  ----  -----  ----- 
Total items that will not be reclassified to 
 the income statement                                      60    (5) 
------------------------------------------------  ----  -----  ----- 
 
Other comprehensive income/(losses), net of 
 tax                                                       80   (43) 
------------------------------------------------  ----  -----  ----- 
Total comprehensive losses for the year, net 
 of tax                                                 (114)  (188) 
------------------------------------------------  ----  -----  ----- 
 
Attributable to: 
Ordinary shareholders                                   (188)  (224) 
Other equity holders                                       41     36 
Non-controlling interests                                  33      - 
------------------------------------------------  ----  -----  ----- 
Total comprehensive losses for the year, net 
 of tax                                                 (114)  (188) 
------------------------------------------------  ----  -----  ----- 
 

The notes on pages 48 to 105 form an integral part of these financial statements.

Group financial statements

Consolidated balance sheet

 
                                                        2019  2018(2) 
as at 30 September                              Note    GBPm     GBPm 
----------------------------------------------  ----  ------  ------- 
Assets 
Financial assets at amortised cost 
   Loans and advances to customers               3.1  73,095   32,748 
   Cash and balances with central banks          3.4  10,296    6,573 
   Due from other banks                                1,018      693 
Financial assets at fair value through profit 
 or loss 
   Loans and advances to customers               3.5     253      362 
   Derivative financial instruments              3.6     366      262 
   Other financial assets                        3.5      14        - 
Financial assets at fair value through other 
 comprehensive income(1)                         3.7   4,328        - 
Financial assets available for sale(1)           3.8       -    1,562 
Property, plant and equipment                    3.9     145       88 
Intangible assets and goodwill                  3.10     516      412 
Current tax assets                                        13        - 
Deferred tax assets                             3.11     322      206 
Defined benefit pension assets                  3.12     396      212 
Other assets                                             237      338 
----------------------------------------------  ----  ------  ------- 
Total assets                                          90,999   43,456 
----------------------------------------------  ----  ------  ------- 
 
Liabilities 
Financial liabilities at amortised cost 
   Customer deposits                            3.13  64,000   28,904 
   Debt securities in issue                     3.14   9,591    4,973 
   Due to other banks                           3.15   8,916    3,088 
Financial liabilities at fair value through 
 profit or loss 
   Customer deposits                             3.5       4       15 
   Derivative financial instruments              3.6     273      361 
Deferred tax liabilities                        3.11     201       77 
Provisions for liabilities and charges          3.16     459      331 
Other liabilities                               3.17   2,534    2,521 
----------------------------------------------  ----  ------  ------- 
Total liabilities                                     85,978   40,270 
----------------------------------------------  ----  ------  ------- 
 
Equity 
Share capital and share premium                  4.1     146       89 
Other equity instruments                         4.1     915      450 
Capital reorganisation reserve                   4.1   (839)    (839) 
Merger reserve                                   4.1   2,128      633 
Other reserves                                   4.1      10     (20) 
Retained earnings                                4.1   2,661    2,873 
----------------------------------------------  ----  ------  ------- 
Total equity                                           5,021    3,186 
----------------------------------------------  ----  ------  ------- 
Total liabilities and equity                          90,999   43,456 
----------------------------------------------  ----  ------  ------- 
 

(1) Changes required as a result of the adoption of IFRS 9 from 1 October 2018. Refer to notes 1.9 and 5.4.

(2) The comparative year has been restated in line with the current year presentation. Refer to note 1.10.

The notes on pages 48 to 105 form an integral part of these financial statements.

These financial statements were approved by the Board of Directors on 27 November 2019 and were signed on its behalf by:

   David Duffy                                             Ian Smith 
   Chief Executive Officer                           Group Chief Financial Officer 

Virgin Money UK PLC, Registered number: 09595911

Group financial statements

Consolidated statement of changes in equity

 
                                                                                  Other reserves 
-----------------  -------  -------  -------  -------  --------------------------------------------------------------------  --------  --------  ------ 
                     Share 
                   capital                      Other                     Equity            Available                  Cash                 Non 
                       and  Capital            equity     Own  Deferred    based    Asset         for                  flow            control- 
                     share   reorg'   Merger  instru-  shares    shares    comp'    reval        sale       FVOCI     hedge                ling 
                   premium  reserve  reserve    ments    held   reserve  reserve  reserve  reserve(1)  reserve(1)   reserve  Retained  interest   Total 
                      GBPm     GBPm     GBPm     GBPm    GBPm      GBPm     GBPm     GBPm        GBPm        GBPm      GBPm  earnings      GBPm  equity 
Note                 4.1.1    4.1.3    4.1.4    4.1.2   4.1.5     4.1.5    4.1.5    4.1.5       4.1.5       4.1.5     4.1.5      GBPm     4.1.6    GBPm 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
As at 1 October 
 2017                   88    (839)      633      450       -         -        8        1           7           -       (1)     3,055         -   3,402 
Loss for the 
 year                    -        -        -        -       -         -        -        -           -           -         -     (145)         -   (145) 
Other 
 comprehensive 
 income/(losses), 
 net of tax              -        -        -        -       -         -        -        1           -           -      (38)       (6)         -    (43) 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
Total 
 comprehensive 
 income/(losses) 
 for the year            -        -        -        -       -         -        -        1           -           -      (38)     (151)         -   (188) 
Dividends paid 
 to ordinary 
 shareholders            -        -        -        -       -         -        -        -           -           -         -       (9)         -     (9) 
AT1 distribution 
 paid (net of 
 tax)                    -        -        -        -       -         -        -        -           -           -         -      (29)         -    (29) 
Transfer from 
 equity based 
 compensation 
 reserve                 -        -        -        -       -         -      (7)        -           -           -         -         7         -       - 
Ordinary shares 
 issued                  1        -        -        -       -         -        -        -           -           -         -         -         -       1 
Equity based 
 compensation 
 expensed                -        -        -        -       -         -        9        -           -           -         -         -         -       9 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
As at 30 
 September 
 2018                   89    (839)      633      450       -         -       10        2           7           -      (39)     2,873         -   3,186 
Changes on 
 adoption 
 of IFRS 9 and 
 IFRS 15 (note 
 5.4)                    -        -        -        -       -         -        -        -         (7)           4         -      (18)         -    (21) 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
As at 1 October 
 2018                   89    (839)      633      450       -         -       10        2           -           4      (39)     2,855         -   3,165 
Loss for the 
 year                    -        -        -        -       -         -        -        -           -           -         -     (194)         -   (194) 
Other 
 comprehensive 
 (losses)/income 
 net of tax              -        -        -        -       -         -        -      (1)           -           7        13        61         -      80 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
Total 
 comprehensive 
 (losses)/income 
 for the year            -        -        -        -       -         -        -      (1)           -           7        13     (133)         -   (114) 
Acquisition 
 of Virgin Money 
 Holdings (UK) 
 PLC                    54        -    1,495        -     (5)        23        -        -           -           -         -         -       422   1,989 
Dividends paid 
 to ordinary 
 shareholders            -        -        -        -       -         -        -        -           -           -         -      (45)         -    (45) 
AT1 distribution 
 paid (net of 
 tax)                    -        -        -        -       -         -        -        -           -           -         -      (33)         -    (33) 
Distributions 
 to 
 non--controlling 
 interests (net 
 of tax)                 -        -        -        -       -         -        -        -           -           -         -      (26)         -    (26) 
Transfer from 
 equity based 
 compensation 
 reserve                 -        -        -        -       -         -      (8)        -           -           -         -         8         -       - 
Equity based 
 compensation 
 expensed                -        -        -        -       -         -        4        -           -           -         -         -         -       4 
Settlement of 
 Virgin Money 
 Holdings (UK) 
 PLC share awards        3        -        -        -       4       (4)        -        -           -           -         -         1         -       4 
AT1 issuance             -        -        -      465       -         -        -        -           -           -         -         -         -     465 
Capital note 
 redemption              -        -        -        -       -         -        -        -           -           -         -        34     (422)   (388) 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
As at 30 
 September 
 2019                  146    (839)    2,128      915     (1)        19        6        1           -          11      (26)     2,661         -   5,021 
-----------------  -------  -------  -------  -------  ------  --------  -------  -------  ----------  ----------  --------  --------  --------  ------ 
 

(1) Changes required as a result of the adoption of IFRS 9 from 1 October 2018. Refer to notes 1.9 and 5.4.

The notes on pages 48 to 105 form an integral part of these financial statements.

Group financial statements

Consolidated statement of cash flows

 
                                                                2019     2018 
for the year ended 30 September                        Note     GBPm     GBPm 
-----------------------------------------------------  ----  -------  ------- 
Operating activities 
Loss on ordinary activities before tax                         (232)    (164) 
Adjustments for: 
Non-cash or non-operating items included in 
 loss before tax                                        5.2  (1,035)    (715) 
Changes in operating assets                             5.2  (2,211)  (1,059) 
Changes in operating liabilities                        5.2    2,635    (122) 
Interest received                                              2,320    1,108 
Interest paid                                                  (745)    (173) 
Tax paid                                                         (8)        - 
-----------------------------------------------------  ----  -------  ------- 
Net cash provided by/(used in) operating activities              724  (1,125) 
-----------------------------------------------------  ----  -------  ------- 
 
Cash flows from investing activities 
Interest received                                                 27       12 
Cash acquired on acquisition of Virgin Money 
 Holdings (UK) PLC                                             4,106        - 
Proceeds from maturity of financial assets 
 at FVOCI                                                        659        - 
Proceeds from maturity of available for sale 
 investments                                                       -      245 
Proceeds from sale of financial assets at FVOCI                  352        - 
Proceeds from sale of available for sale investments               -      822 
Purchase of financial assets at FVOCI                        (1,647)        - 
Purchase of available for sale investments                         -    (593) 
Proceeds from sale of 50% (less one share) 
 consideration in UTM                                             45        - 
Proceeds from sale of property, plant and equipment                3        9 
Purchase of property, plant and equipment                       (20)     (22) 
Purchase and development of intangible assets                  (130)    (144) 
-----------------------------------------------------  ----  -------  ------- 
Net cash provided by investing activities                      3,395      329 
-----------------------------------------------------  ----  -------  ------- 
 
Cash flows from financing activities 
Interest received                                                  -        1 
Interest paid                                                   (81)     (94) 
Proceeds from issuance of other equity instruments               247        - 
Repayment of AT1 classified as non-controlling 
 interest                                                      (160)        - 
Redemption and principal repayment on RMBS 
 and covered bonds                                           (2,003)  (1,372) 
Issuance of RMBS and covered bonds                             2,227    1,049 
Issuance of medium-term notes/subordinated 
 debt                                                            642      497 
Amounts drawn down under the TFS                                   -    1,250 
Amounts repaid under the TFS                                 (1,295)    (900) 
Ordinary dividends paid                                         (45)      (9) 
AT1 distributions                                               (41)     (36) 
Distributions to non-controlling interests                      (33)        - 
-----------------------------------------------------  ----  -------  ------- 
Net cash (used in)/provided by financing activities            (542)      386 
-----------------------------------------------------  ----  -------  ------- 
Net increase/(decrease) in cash and cash equivalents           3,577    (410) 
Cash and cash equivalents at the beginning 
 of the year                                                   6,542    6,952 
-----------------------------------------------------  ----  -------  ------- 
Cash and cash equivalents at the end of the 
 year                                                   5.2   10,119    6,542 
-----------------------------------------------------  ----  -------  ------- 
 

Group financial statements

Consolidated statement of cash flows

 
                                                         Term         Debt 
                                                      funding   securities 
Reconciliation of movements to liabilities from        scheme     in issue    Total 
 cash flows arising from financing activities            GBPm         GBPm     GBPm 
---------------------------------------------------  --------  -----------  ------- 
At 1 October 2018                                       2,254        4,973    7,227 
 
Cash flows: 
   Issuances                                                -        2,869    2,869 
   Redemptions                                              -      (2,003)  (2,003) 
   Repayment                                          (1,295)            -  (1,295) 
 
Non-cash flows: 
   Acquisition of TFS and debt securities in issue      6,389        3,548    9,937 
   Fair value adjustments and associated unwind 
    on acquired TFS and debt securities in issue         (48)            8     (40) 
   Movement in accrued interest                             8            7       15 
   Unrealised foreign exchange movements                    -           45       45 
   Unamortised costs                                        -            6        6 
   Other movements                                          -          138      138 
---------------------------------------------------  --------  -----------  ------- 
At 30 September 2019                                    7,308        9,591   16,899 
---------------------------------------------------  --------  -----------  ------- 
 

The notes on pages 48 to 105 form an integral part of these financial statements.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation

 
Overview 
 This section sets out the Group's accounting policies that relate to 
 the consolidated financial statements as a whole. Where an accounting 
 policy is specific to one note, the policy is described in the note 
 to which it relates. This section also shows new accounting standards, 
 amendments and interpretations which are relevant to the Group, and 
 whether they are effective in 2019 or later years. We explain how these 
 changes are expected to impact the financial position and performance 
 of the Group. 
======================================================================== 
 
   1.1     General information 

The Company is a public company limited by shares, incorporated in the United Kingdom under the Companies Act and registered in England and Wales.

The consolidated financial statements comprise those of the Company and its controlled entities, together the 'Group'.

   1.2     Basis of accounting 

The consolidated financial statements have been prepared in accordance with IFRS as adopted by the EU and in accordance with the provisions of the Companies Act 2006.

The financial information has been prepared under the historical cost convention, as modified by the revaluation of land and buildings, investment properties, and certain other financial assets and liabilities at fair value through profit or loss and other comprehensive income. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

   1.3     Presentation of risk, offsetting and maturity disclosures 

Certain disclosures required under IFRS 7 'Financial instruments: disclosures' and IAS 1 'Presentation of financial statements' have been included within the audited sections of the Risk management report. Where information is marked as audited, it is incorporated into these financial statements by this cross reference and it is covered by the Independent auditor's report contained within the Group's Annual report and accounts.

   1.4     Going concern 

The Group's business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic report contained within the Group's Annual report and accounts. In addition, the Risk report included within the Group's Annual report and accounts includes the Group's risk management objectives and the Group's objectives, policies and processes for managing its capital.

In assessing the Group's going concern position as at 30 September 2019, the Directors have considered a number of factors, including the current balance sheet position, the principal and emerging risks which could impact the performance of the Group, the Group's strategic and financial plan and the impact of the acquisition of Virgin Money Holdings (UK) PLC. The assessment concluded that, for the foreseeable future, the Group has sufficient capital to support its operations; has a funding and liquidity base which is strong, robust and well managed with future capacity; and has expectations that performance will continue to improve as the Group's strategy is executed.

As a result of the assessment, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future and therefore believe that the Group is well placed to manage its risks successfully in line with its business model and strategic aims. Accordingly, they continue to adopt the going concern basis in preparing the consolidated financial statements.

   1.5     Basis of consolidation 

Controlled entities are all entities (including structured entities) to which the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. An assessment of control is performed on an ongoing basis.

Controlled entities are consolidated from the date on which control is established by the Group until the date that control ceases. The acquisition method of accounting is used to account for business combinations other than those under common control. A non--controlling interest is recognised by the Group in respect of any portion of the total assets less total liabilities of an acquired entity or entities that is not owned by the Group. Post-acquisition, income received and expenses incurred by the entity or entities acquired are included in the consolidated income statement on a line-by-line basis in accordance with the accounting policies set out herein. Balances and transactions between entities within the Group and any unrealised gains and losses arising from those transactions are eliminated in full upon consolidation.

The Group's interests in joint venture entities are accounted for using the equity method and then assessed for impairment in the relevant company's financial statements.

The consolidated financial statements have been prepared using uniform accounting policies.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation continued

   1.6     Foreign currency 

Functional and presentation currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates, the 'functional currency'. The consolidated financial statements are presented in pounds sterling (GBP), which is also the Group's presentation currency, rounded to the nearest million pounds sterling (GBPm) unless otherwise stated.

Transactions and balances

The Group records an asset, liability, expense or revenue arising from a transaction using the closing exchange rate between the functional and foreign currency on the transaction date. At each subsequent reporting date, the Group translates foreign currency monetary items at the closing rate. Foreign exchange differences arising on translation or settlement of monetary items are recognised in the income statement during the year in which the gains or losses arise.

Foreign currency non-monetary items measured at historical cost are translated at the date of the transaction, with those measured at fair value translated at the date when the fair value is determined. Foreign exchange differences are recognised directly in equity for non-monetary items where any component of associated gains or losses is recognised directly in equity. Foreign exchange differences arising from non-monetary items, whereby the associated gains or losses are recognised in the income statement, are also recognised in the income statement.

   1.7     Financial assets and liabilities 

Recognition and derecognition

A financial asset or a financial liability is recognised on the balance sheet when the Group becomes party to the contractual provisions of the instrument. Purchases and sales of financial assets classified within fair value through profit or loss or fair value through other comprehensive income are recognised on trade date.

The Group derecognises a financial asset when the contractual cash flows from the asset expire or it transfers the right to receive contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership are transferred. Financial liabilities are derecognised when the Group has discharged its obligation to the contract, or the contract is cancelled or expires.

Classification and measurement

The Group measures a financial asset or liability on initial recognition at its fair value, plus or minus transaction costs that are directly attributable to the acquisition or issue of the financial asset or the financial liability (with the exception of financial assets or liabilities at fair value through profit or loss, where transaction costs are recognised directly in the income statement as they are incurred).

Financial assets

Subsequent accounting for a financial asset is determined by the classification of the asset depending on the underlying business model and contractual cash flow characteristics. This results in classification within one of the following categories:

   i.   Amortised cost 

A financial asset is measured at amortised cost when (1) the asset is held within a business model whose objective is achieved by collecting contractual cash flows; and (2) the contractual terms give rise to cash flows on specified dates which are solely payments of principal and interest on the principal amount outstanding.

   ii.   Fair value through other comprehensive income 

A financial asset is measured at fair value through other comprehensive income (FVOCI) when (1) the asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and (2) the contractual terms give rise to cash flows on specified dates which are solely payments of principal and interest on the principal amount outstanding, unless the financial asset is designated at fair value through profit or loss on initial recognition.

iii. Fair value through profit or loss

A financial asset is measured at fair value through profit or loss (FVTPL) if it (1) does not fall into one of the business models described above; (2) is specifically designated as FVTPL on initial recognition in order to eliminate or significantly reduce a measurement mismatch; or (3) is classified as held for trading.

A financial instrument is classified as held for trading if it is acquired principally for the purpose of selling in the near term, forms part of a portfolio of financial instruments that are managed together and for which there is evidence of short-term profit taking, or it is a derivative not in a qualifying hedge relationship.

Financial liabilities

All financial liabilities are measured at amortised cost, except for financial liabilities at fair value through profit or loss. Such liabilities include derivatives (other than derivatives that are financial guarantee contracts or are designated and effective hedging instruments), and liabilities designated at fair value through profit or loss on initial recognition.

Offsetting

This can only occur, and the net amount be presented on the balance sheet, when the Group currently has a legally enforceable right to set off the recognised amounts and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation continued

   1.8     Critical accounting estimates and judgements 

The preparation of financial statements requires the use of certain critical accounting estimates and judgements that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosed amount of contingent liabilities. Assumptions made at each balance sheet date are based on best estimates at that date. Although the Group has internal control systems in place to ensure that estimates can be reliably measured, actual amounts may differ from those estimates. The Group considers the most significant use of accounting estimates and judgements relate to the following areas:

   -   impairment provisions on credit exposures (note 3.2); 
   -   effective interest rate (note 2.2); 
   -   deferred tax (note 3.11); 
   -   PPI redress provision and other conduct related matters (note 3.16); and 
   -   retirement benefit obligations (note 3.12). 

The valuation of the Group's portfolio of loans and advances held at fair value through profit or loss is no longer considered a critical accounting estimate. While unobservable inputs such as the future expectation of credit losses will continue to impact the value of the portfolio, the balance has reduced to a level such that these are no longer considered to be critical to the Group's results.

   1.9     New accounting standards and interpretations 

The Group has adopted a number of International Accounting Standards Board (IASB) pronouncements in the current financial year.

IFRS 9 'Financial Instruments'

IFRS 9 'Financial Instruments' was issued in July 2014 and effective for financial periods beginning on or after 1 January 2018. IFRS 9 replaces IAS 39 'Financial Instruments: Recognition and Measurement' in accounting for financial instruments and introduces changes to the classification and measurement of financial instruments and the impairment of financial assets. IFRS 9 also introduces new requirements for hedge accounting but includes an accounting policy choice for entities to continue to follow the hedge accounting requirements under IAS 39 until the IASB has an agreed strategy for macro hedge accounting. Consequently, the Group has decided to exercise the available accounting policy option and has chosen not to adopt the hedge accounting requirements of IFRS 9 at this time. There is no change to the Group's policy on financial liabilities, which are measured at amortised cost, except for trading liabilities and other financial liabilities designated at fair value through profit or loss.

Financial assets are classified under IFRS 9 using a two-step process: (i) a business model assessment, and (ii) an assessment of whether the contractual terms of the financial asset give rise to cash flows which are consistent with that of solely payments of principal and interest.

The accounting policies for loans and advances to customers (note 3.1), impairment provisions on credit exposures (note 3.2) and financial assets at fair value through profit or loss (note 3.5), have been revised, and an accounting policy for the new category of financial assets 'financial assets at fair value through other comprehensive income' introduced (note 3.7).

The accounting policy for financial assets available for sale (note 3.8) is no longer relevant as this financial asset category has been removed with the introduction of IFRS 9. All accounting policies for financial assets under IAS 39 that were applicable for the Group up to and including 30 September 2018 have not been replicated in this results announcement but can be found in the Group's 2018 Annual Report and Accounts.

On transition and as permitted by IFRS 9, the Group has not restated comparative figures, with the impact of adopting IFRS 9 adjusted through retained earnings. Further detail on the transitional impact of IFRS 9 can be found in note 5.4.

IFRS 15 'Revenues from Contracts with Customers'

IFRS 15 'Revenue from Contracts with Customers' was issued in May 2014 and effective for financial periods beginning on or after 1 January 2018. IFRS 15 replaces IAS 11 'Construction Contracts' and IAS 18 'Revenue' as the accounting standard on revenue recognition.

IFRS 15 requires revenue to be reflected as a transfer of goods or services to customers in an amount that recognises the consideration to which the Group expects to be entitled. This is satisfied by following a principles based five-step model for revenue recognition.

The majority of the Group's revenue is interest income generated from financial instruments, with the recognition criteria covered in IFRS 9 and not as part of IFRS 15. Interest income generated from lease contracts is also out of scope for IFRS 15. Fees and commissions together with certain elements of non-interest income are in scope of IFRS 15, with the Group's existing accounting policy materially consistent with the expectations under IFRS 15.

On transition and as permitted by IFRS 15, the Group has not restated comparative figures, with the impact of adopting IFRS 15 adjusted through retained earnings. Further detail on the transitional impact of IFRS 15 can be found in note 5.4.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation continued

   1.9     New accounting standards and interpretations continued 

Other accounting standards and interpretations

Except where otherwise stated, the following IASB pronouncements did not have a material impact on the Group's consolidated financial statements:

- amendments to IFRS 2: 'Classification and Measurement of Share-based Payment Transactions' issued in June 2016 and effective for financial years beginning on or after 1 January 2018. The amendments provide guidance on the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based payments; classification of share-based payments with a net settlement feature for withholding tax obligations; and accounting for modifications to a share-based payment that change the classification from cash-settled to equity-settled;

- 'Annual Improvements to IFRS Standards 2014-2016 Cycle', issued December 2016 and effective for financial years beginning on or after 1 January 2018. The amendment relates to IAS 28: 'Investments in Associates and Joint Ventures' and the measurement of an associate or joint venture at fair value;

- IFRIC interpretation 22: 'Foreign Currency Transactions and Advance Consideration', issued December 2016 and effective for financial years beginning on or after 1 January 2018. The new interpretation provides requirements on which exchange rate to use in reporting foreign currency transactions (such as revenue transactions) when payment is made or received in advance; and

- amendments to IFRS 9: 'Prepayment Features with Negative Compensation' issued in October 2017 and effective for financial years beginning on or after 1 January 2019. The amendments allow companies to measure particular prepayable financial assets with negative compensation at amortised cost or fair value through other comprehensive income if a specified condition is met, instead of these being measured at fair value through profit or loss. The Group early adopted this amendment with effect from 1 October 2018 in line with the adoption of IFRS 9.

New accounting standards and interpretations not yet adopted

IFRS 16 'Leases' was issued in January 2016 and is effective for financial years beginning on or after 1 January 2019. A separate update on the Group's implementation of this new standard can be found at the end of this section.

There are a number of other standards, interpretations and amendments that have not been applied by the Group in preparing these financial statements as they are either not available for adoption in the EU or are not mandatory for the Group as at 30 September 2019. The pronouncements, while relevant to the Group, are not anticipated to have a material impact and include:

- IFRIC interpretation 23: 'Uncertainty over Income Tax Treatments', issued June 2017 and effective for financial years beginning on or after 1 January 2019. The new interpretation applies to any situation in which there is uncertainty as to whether an income tax treatment is acceptable under tax law and is not limited to actual ongoing disputes;

- 'Annual Improvements to IFRS Standards 2015-2017 Cycle'(1) , issued December 2017 and effective for financial years beginning on or after 1 January 2019. The IASB has made amendments to the following standards: IFRS 3 'Business Combinations'; IFRS 11 'Joint arrangements'; IAS 12 'Income Taxes'; and IAS 32 'Borrowing Costs'. The amendment clarifies that the income tax consequences of distributions on financial instruments classified as equity should be recognised alongside the past transactions or events that generated the distributable profits. The Group has assessed that, on adoption of this amendment, the taxation impacts of distributions relating to AT1 securities would be recognised within 'Tax expense' in the income statement. Currently these taxation impacts are recognised directly in 'Retained earnings' within equity. As the amendment impacts only the presentation of taxation impacts but not their calculation, adoption will not result in any change to the Group's net assets but will result in an increase in 'Profit for the year attributable to equity owners' compared to existing practice. If the Group had applied the amendment in these financial statements, the Profit for the year attributable to equity owners would have been GBP15m (2018: GBP7m) higher than that disclosed in the income statement, with an equivalent reduction in 'Tax expense';

- amendment to IAS 19: 'Plan amendment, curtailment or settlement'(1) issued in February 2018 and effective prospectively for financial years beginning on or after 1 January 2019. The amendments clarify that after a plan event companies should use these updated assumptions to measure current service cost and net interest for the remainder of the reporting period;

- amendments to references to the 'Conceptual Framework in IFRS Standards'(1) , issued in March 2018 and effective for financial years beginning on or after 1 January 2020. The amendments were issued following the IASB's publication of a revised version of its Conceptual Framework for Financial Reporting and updates the references in IFRS standards to previous versions of the Conceptual Framework;

- amendment to IAS 28: 'Long-term Interests in Associates and Joint Ventures' issued in October 2017 and effective for financial years beginning on or after 1 January 2019. The amendment clarifies that an entity applies IFRS 9 to long-term interests in an associate or joint venture to which the equity method is not applied but that, in substance, form part of the net investment in the associate or joint venture (long-term interests);

- amendments to IAS 1: 'Presentation of Financial Statements' and IAS 8: 'Accounting Policies, Changes in Accounting Estimates and Errors'(1) issued in October 2018 and effective prospectively for financial years beginning on or after 1 January 2020. The amendments provide clarification on the definition of 'material';

- amendments to IFRS 3: 'Business Combinations'(1) issued in October 2018 and effective prospectively for financial years beginning on or after 1 January 2020. The amendment assists in the determination of whether an acquired set of activities and assets meets the test of being classed as a business; and

- Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39 and IFRS 7)(1) issued in September 2019 and effective for financial years beginning on or after 1 January 2020. The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark with an alternative nearly risk-free interest rate (an RFR). The Group is working through the implications of the amendment ahead of implementation from 1 October 2020.

(1) Not yet endorsed by the EU.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation continued

   1.9     New accounting standards and interpretations continued 

Update on IFRS 16: 'Leases'

IFRS 16 'Leases' was issued in January 2016 and replaces IAS 17 'Leases', IFRIC 4 'Determining whether an Arrangement contains a Lease', SIC-15 'Operating Leases-Incentives' and SIC-27 'Evaluating the Substance of Transactions Involving the Legal Form of a Lease'. IFRS 16 is effective for annual periods beginning on or after 1 January 2019 and was EU endorsed on 31 October 2017. The Group will apply the standard from 1 October 2019.

IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases and will result in most leases for lessees being brought on to the balance sheet under a single lease model, removing the distinction between finance and operating leases. It requires a lessee to recognise a 'right-of-use' asset and a lease liability. Lessor accounting remains largely unchanged.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to restore the underlying asset, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate is used for the discount rate.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in amount expected to be payable under a residual value guarantee, or if there is a change in the assessment of whether a purchase, extension or termination option will be exercised.

When a lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-to-use asset or is recorded in the income statement if the carrying amount of the right-of-use asset has been reduced to zero.

Transition approach and use of practical expedients

The Group will elect to apply the practical expedient to grandfather the assessment of which transactions are leases. It will apply IFRS 16 only to contracts that were previously identified as leases by IAS 17. Contracts that were not identified as leases under IAS 17 and IFRIC 4 will not be reassessed. Therefore, the definition of a lease under IFRS 16 will only be applied to contracts entered into or changed on or after 1 October 2019.

The Group will also elect to apply the recognition exemptions for short-term leases (with a remaining lease term of less than 12 months) and low value leases. Lease payments associated with these leases will be recognised as an expense on a straight line basis over the term of the lease.

The Group will apply IFRS 16 using the modified retrospective approach, under which the cumulative effect of initial application is recognised in retained earnings as at 1 October 2019 and comparatives are not restated.

Under the modified approach, at transition, lease liabilities will be measured at the present value of the remaining lease payments, discounted at the Group's incremental borrowing rate as at 1 October 2019.

For the purposes of applying the modified retrospective approach, the Group will elect to:

-- measure the right-of-use asset at an amount equal to the lease liability at the date of initial application adjusted by the amount of any prepaid or accrued lease payments;

-- apply the exemption not to recognise right-of-use assets and liabilities for leases with less than 12 months of lease term; and

-- apply the practical expedient to rely on its assessment whether the lease was onerous under IAS 37 and therefore adjust the right-of-use asset at the date of initial application by the onerous lease provision rather than conduct an impairment test.

Key accounting judgements

The Group undertook a technical assessment of IFRS 16. The two key accounting judgements in relation to IFRS 16 are the determination of the discount rates and lease term.

When measuring the lease liability, lease payments are discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate is used for the discount rate. Under the modified retrospective approach, the Group will use its incremental borrowing rate at the date of initial application as the discount rate. Judgement will be required to determine an appropriate incremental borrowing rate.

When determining lease term, an assessment is required of whether an extension or termination option will be exercised. This is reassessed if there is a significant event or significant change in circumstances within the Group's control. Judgement is required when making this assessment.

Impact of transition to IFRS 16

On transition to IFRS 16, the Group estimates it will recognise right-of-use assets of approximately GBP196m and lease liabilities of approximately GBP207m, with no material impact to retained earnings. The Group will not restate comparative periods.

The Group continues to refine, monitor and validate certain elements of the IFRS 16 model and related controls ahead of full reporting of IFRS 16 impacts later in 2020.

The standard is not expected to have any significant impact on lessor accounting by the Group.

Group financial statements

Notes to the consolidated financial statements

Section 1: Basis of preparation continued

   1.10   Prior period comparatives 

The prior period comparatives in the balance sheet have been restated in line with the current year presentation. GBP34m of derivative collateral in relation to clearing houses has been reclassified between other liabilities and due to other banks and GBP143m has been reclassified between other assets and due from other banks. In addition, certain line items within assets and liabilities which are not material have been aggregated with other similar line items.

Section 2: Results for the year continued

   2.1     Segment information 

The Group's operating segments are operating units engaged in providing different products or services and whose operating results and overall performance are regularly reviewed by the Group's Chief Operating Decision Maker, the Executive Leadership Team.

Following the acquisition of Virgin Money Holdings (UK) PLC and up until 30 September 2019, the business has been assessed and reported to the Group's Chief Operating Decision Maker as a single segment, with decisions being made on the performance of the Group on that basis.

With effect from 1 October 2019, the business has been aligned to a three operating segments model: Business, Personal and Mortgages. Reporting on this segmental basis will be included in the 2020 Interim Results.

Summary income statement

 
                                           2019     2018 
                                           GBPm     GBPm 
--------------------------------------  -------  ------- 
Net interest income                       1,514      851 
Non-interest income                         235      156 
--------------------------------------  -------  ------- 
Total operating income                    1,749    1,007 
Operating and administrative expenses   (1,729)  (1,130) 
Impairment losses on credit exposures     (252)     (41) 
--------------------------------------  -------  ------- 
Segment loss before tax                   (232)    (164) 
--------------------------------------  -------  ------- 
 
Average interest earning assets          86,362   39,417 
--------------------------------------  -------  ------- 
 

The Group has no operations outside the UK and therefore no secondary geographical area information is presented. The Group is not reliant on a single customer. Liabilities are managed on a centralised basis.

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.2     Net interest income 
 
Accounting policy 
 Interest income is reflected in the income statement using the effective 
 interest method which discounts the estimated future cash payments or 
 receipts over the expected life of the financial instrument to the gross 
 carrying amount of the non-credit impaired financial asset. Interest 
 expense is reflected in the income statement using the same effective 
 interest method on the amortised cost of the financial liability. 
 When calculating the effective interest rate, cash flows are estimated 
 considering all contractual terms of the financial instrument (e.g. 
 prepayment, call and similar options) excluding future credit losses. 
 The calculation includes all amounts paid or received that are an integral 
 part of the effective interest rate such as transaction costs and all 
 other premiums or discounts. Where it is not possible to reliably estimate 
 the cash flows or the expected life of a financial instrument (or group 
 of financial instruments), the contractual cash flows over the full 
 contractual term of the financial instrument (or group of financial 
 instruments) are used. 
 Loan origination and commitment fees are recognised within the effective 
 interest rate calculation. Non-utilisation of a commitment fee is recognised 
 as revenue upon expiry of the agreed commitment period. Loan related 
 administration and service fees are recognised as revenue over the period 
 of service. 
 Interest income on financial assets in impairment Stages 1 and 2 is 
 recognised on the unwind of the discount from the initial recognition 
 of the expected credit loss (ECL) using the original effective rate 
 of interest. Once a financial asset or group of similar financial assets 
 has been categorised as credit-impaired (Stage 3), interest income is 
 recognised on the net carrying value (after the ECL allowance) using 
 the asset's original effective interest rate. The interest income for 
 purchase or originated credit impaired financial assets is calculated 
 using the credit-adjusted effective interest rate applied to the amortised 
 cost of the financial asset from initial recognition. The Group recognises 
 and presents the reversal of expected credit losses following the curing 
 of a credit impaired financial asset as a reversal of impairment losses. 
 Interest income and interest expense on hedged assets and liabilities 
 and financial assets and liabilities designated as fair value through 
 profit or loss are also recognised as part of net interest income. 
 Interest income and expense on derivatives economically hedging interest 
 bearing financial assets or liabilities (but not designated as hedging 
 instruments) and other financial assets and liabilities held at fair 
 value through profit or loss (either mandatory or by election) are also 
 recognised within net interest income. With effect from 1 October 2018, 
 IAS 1 'Presentation of financial statements' prohibits the inclusion 
 of such interest within 'Interest income'. Therefore interest income 
 or expense on these items is now presented within 'Other similar interest'. 
 Comparatives have been restated. 
 Critical accounting estimates and judgements 
 Effective interest rate (EIR) 
 Following the acquisition of Virgin Money Holdings (UK) PLC, the Group 
 considered the application of EIR in relation to its reported amounts 
 of assets, liabilities, revenues and expenses. The Group has concluded 
 that sufficient judgement is now exercised on EIR for it to be included 
 within its disclosures on critical accounting estimates and judgements. 
 The EIR is determined at initial recognition based upon management's 
 best estimate of the future cash flows of the financial instrument. 
 In the event these estimates are revised at a later date, a present 
 value adjustment to the carrying value of the EIR asset may be recognised 
 in profit or loss. Such adjustments can introduce income statement volatility 
 and consequently the EIR method introduces a source of estimation uncertainty. 
 Management considers that material risk of adjustments exists in relation 
 to the application of EIR to the Group's mortgage and credit card portfolios. 
 Mortgages 
 The main accounting judgement when assessing the cash flows within the 
 Group's secured lending EIR model is the product life (including assumptions 
 based on observed historic customer behaviour when in a standard variable 
 rate (SVR) period) and the early repayment charge income receivable. 
 The Group currently assumes that 83% of customers will have fully repaid 
 or re-mortgaged within two months of reverting to SVR. If this were 
 to increase to 90%, the loans and advances to customers balance would 
 reduce by GBP20m with the adjustment recognised in net interest income. 
 Credit cards 
 The Group measures credit card EIR by modelling expected cash flows 
 based on assumptions of future customer behaviour, which is supported 
 by observed experience. Key behavioural assumptions include an estimation 
 of utilisation of available credit, transaction and repayment activity 
 and the retention of the customer balance after the end of a promotional 
 period. 
 The EIR of new business written in the current year is 5.26% while that 
 on acquired portfolios nearing the end of their promotional periods 
 is 8.22% (this excludes those which were out of their promotional periods 
 at the date of acquisition and therefore do not form part of the EIR 
 modelling). Revisions to the estimates of future cash flows (compared 
 to the original assumptions) that would have resulted in the EIR across 
 all cohorts being reduced by 25bps, would lead to a GBP16m decrease 
 in the loans and advances to customers balance. This present value adjustment 
 would be recognised in interest income. 
 The Group holds an appropriate level of model risk reserve across both 
 asset classes to mitigate the risk of estimation uncertainty. 
=============================================================================== 
 

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.2     Net interest income continued 
 
                                                              2019   2018 
                                                              GBPm   GBPm 
-----------------------------------------------------------  -----  ----- 
Interest income 
Loans and advances to customers                              2,320  1,057 
Loans and advances to other banks                               72     26 
Financial assets at fair value through other comprehensive 
 income                                                         27      - 
Financial assets available for sale                              -     12 
Other interest income                                            1      3 
-----------------------------------------------------------  -----  ----- 
Total interest income                                        2,420  1,098 
-----------------------------------------------------------  -----  ----- 
 
Other similar interest 
Financial assets at fair value through profit or loss           21     29 
Financial liabilities at fair value through profit 
 or loss                                                         -    (1) 
Derivatives economically hedging interest bearing assets       (8)   (13) 
-----------------------------------------------------------  -----  ----- 
Total other similar interest                                    13     15 
-----------------------------------------------------------  -----  ----- 
 
Less: interest expense and similar charges 
Customer deposits                                            (580)  (148) 
Debt securities in issue                                     (185)   (94) 
Due to other banks                                           (144)   (18) 
Other interest expense                                        (10)    (2) 
-----------------------------------------------------------  -----  ----- 
Total interest expense and similar charges                   (919)  (262) 
-----------------------------------------------------------  -----  ----- 
Net interest income                                          1,514    851 
-----------------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.3     Non-interest income 
 
Accounting policy 
 Gains less losses on financial instruments at fair value 
 This includes fair value gains and losses from three distinct activities: 
  *    derivatives classified as held for trading - the full 
       change in fair value of trading derivatives is 
       recognised inclusive of interest income and expense 
       arising on those derivatives except when economically 
       hedging other assets and liabilities at fair value as 
       outlined in note 2.2; 
 
 
  *    other financial assets and liabilities designated at 
       fair value through profit or loss - these relate 
       principally to the Group's fixed interest rate loan 
       portfolio and related term deposits (note 3.5), which 
       were designated at inception as fair value through 
       profit or loss. The fair value of these loans is 
       derived from the future loan cash flows using 
       appropriate discount rates and includes adjustments 
       for credit risk and credit losses. The valuation 
       technique used is reflective of current market 
       practice; and 
 
 
  *    hedged assets, liabilities and derivatives designated 
       in hedge relationships - fair value movements are 
       recognised on both the hedged item and hedging 
       derivative in a fair value hedge relationship, the 
       net of which represents hedge ineffectiveness, and 
       hedge ineffectiveness on cash flow hedge 
       relationships (note 3.6). 
 
 
 Fees and commissions 
 Fees and commissions receivable which are not an integral part of the 
 effective interest rate are recognised as income as the Group fulfils 
 its performance obligations. The Group's principal performance obligations 
 arising from contracts with customers are in respect of current accounts, 
 debit cards and credit cards. The Group provides the service and consequently 
 generates the fees monthly; the fees are recognised in income on this 
 basis. Costs incurred to generate fee and commission income are charged 
 to fees and commissions expense as they are incurred. 
 Income from insurance, protection and investments 
 This includes management fees generated from the sale of and management 
 of funds, Stocks and Shares Individual Savings Accounts ('ISAs') and 
 pensions to retail investors. The contractual performance obligations 
 to investors are aligned to the obligations required of UK authorised 
 fund managers. 
 In return for providing these continuous services, a management charge 
 (expressed on an annualised basis to customers) is levied on investors' 
 funds under management. This charge is accrued by the products via adjustment 
 to the closing unit prices of investors' holdings on a daily basis. 
============================================================================== 
 
 
                                                               2019   2018 
                                                               GBPm   GBPm 
------------------------------------------------------------  -----  ----- 
Gains less losses on financial instruments at fair 
 value 
Held for trading derivatives                                     16     16 
Financial assets and liabilities at fair value(1)                 3   (13) 
Ineffectiveness arising from fair value hedges (note 
 3.6)                                                          (22)      - 
Ineffectiveness arising from cash flow hedges (note 
 3.6)                                                          (14)    (6) 
------------------------------------------------------------  -----  ----- 
                                                               (17)    (3) 
------------------------------------------------------------  -----  ----- 
Other operating income 
Net fee and commission income                                   195    141 
Margin on foreign exchange derivative brokerage                  19     18 
Gain on sale of financial assets at fair value through 
 other comprehensive income                                       3      - 
Gain on sale of Virgin Money Unit Trust Managers Limited(2)      35      - 
Share of joint venture results                                  (1)      - 
Other income                                                      1      - 
------------------------------------------------------------  -----  ----- 
                                                                252    159 
------------------------------------------------------------  -----  ----- 
Total non-interest income                                       235    156 
------------------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.3     Non-interest income continued 

Non-interest income includes the following fee and commission income disaggregated by income type:

 
                                         2019   2018 
                                         GBPm   GBPm 
--------------------------------------  -----  ----- 
Current account and debit card fees       117    114 
Credit cards                               42     13 
Insurance, protection and investments      37     13 
Non-banking and other fees(3)              31     32 
--------------------------------------  -----  ----- 
Total fee and commission income           227    172 
Total fee and commission expense         (32)   (31) 
--------------------------------------  -----  ----- 
Net fee and commission income             195    141 
--------------------------------------  -----  ----- 
 

(1) A credit risk gain on other assets and liabilities at fair value of GBP2m has been recognised in the current year (2018: GBP3m gain).

(2) The Group ceased generating management fees directly from the sale and management of funds products from 31 July 2019 when it sold 50% (less one share) of its shareholding in Virgin Money Unit Trust Managers Limited (UTM) to Aberdeen Standard Investments. A gain on sale of GBP35m was recorded on the partial disposal. Consequently, UTM became a joint venture and is accounted for under the equity method from the date of disposal.

   (3)      Non-banking and other fees include mortgages, invoice and asset finance and ATM fees. 
   2.4     Operating and administrative expenses before impairment losses 
 
Accounting policy 
 Personnel expenses primarily consist of wages and salaries, accrued 
 bonus and social security costs arising from services rendered by employees 
 during the financial year. 
 The Group recognises bonus costs where it has a present obligation that 
 can be reliably measured. Bonus costs are recognised over the relevant 
 service period required to entitle the employee to the reward. 
 The Group's accounting policies on pension expenses and equity based 
 compensation are included in notes 3.12 and 4.2 respectively. 
============================================================================ 
 
 
                                                           2019   2018 
                                                           GBPm   GBPm 
--------------------------------------------------------  -----  ----- 
Personnel expenses                                          421    223 
Depreciation and amortisation expense (notes 3.9, 3.10)     108     89 
Other operating and administration expenses               1,200    818 
--------------------------------------------------------  -----  ----- 
Total operating and administrative expenses               1,729  1,130 
--------------------------------------------------------  -----  ----- 
 

Personnel expenses comprise the following items:

 
                                                             2019   2018 
                                                             GBPm   GBPm 
----------------------------------------------------------  -----  ----- 
Salaries, wages and non-cash benefits and social security 
 costs                                                        256    139 
Defined contribution pension expense                           47     33 
Defined benefit pension expense (note 3.12)                     9      2 
Equity based compensation (note 4.2)                            4      9 
Other personnel expenses                                      105     40 
----------------------------------------------------------  -----  ----- 
Personnel expenses                                            421    223 
----------------------------------------------------------  -----  ----- 
 

On 26 October 2018, the High Court delivered a judgement confirming that defined benefit schemes should equalise pension benefits for men and women in relation to GMP and concluded on the methods that were appropriate. The estimated increase in the Scheme liabilities at the date of the judgement was GBP11m, which was based on a number of assumptions and the actual impact may be different. This has been reflected as a past service cost within the defined benefit pension expense above, and in the closing net accounting surplus of the Scheme (note 3.12).

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.4     Operating and administrative expenses before impairment losses continued 

The average number of FTE employees of the Group during the year was made up as follows:

 
                    2019     2018 
                  Number   number 
---------------  -------  ------- 
Managers           2,989    2,161 
Clerical staff     5,714    3,608 
---------------  -------  ------- 
                   8,703    5,769 
---------------  -------  ------- 
 

The average monthly number of employees was 9,787 (2018: 6,461).

All staff are contracted employees of the Group and its subsidiary undertakings. The average figures above do not include contractors.

Other items of significance to the Group which are included within operating and administrative expenses are:

 
                                                    2019   2018 
                                                    GBPm   GBPm 
-------------------------------------------------  -----  ----- 
Restructuring costs                                  154      - 
Consent solicitation                                  18      - 
Legacy restructuring and separation                    5     46 
Virgin Money Holdings (UK) PLC transaction costs      11     37 
SME transformation                                    30     16 
Intangible asset write-off                           127      - 
PPI redress expense (note 3.16)                      415    352 
Other conduct expenses (note 3.16)                    18     44 
Operating lease charges                               35     26 
-------------------------------------------------  -----  ----- 
 

Restructuring costs represents the Group's integration costs as it embarks upon a three year programme to fully integrate both banks. The legacy restructuring and separation costs relate to the Sustain programme and demerger from NAB, both of which completed in the current period.

Incidental to the integration programme, a GBP127m charge was recognised in the year following a review of the Group's software estate, which identified a number of core assets (including GBP70m in relation to the Virgin Money Digital Bank asset) that are no longer of value to the Group's future strategy and therefore required to be written down.

Auditor's remuneration included within other operating and administrative expenses:

 
                                                          2019      2018 
                                                       GBP'000   GBP'000 
----------------------------------------------------  --------  -------- 
Fees payable to the Company's auditor for the audit 
 of the Company's financial statements                      21        21 
Fees payable to the Company's auditor for the audit 
 of the Company's subsidiaries(1)                        2,967     1,593 
----------------------------------------------------  --------  -------- 
Total audit fees                                         2,988     1,614 
Audit related assurance services                           436       120 
Other assurance services                                   289       700 
----------------------------------------------------  --------  -------- 
Total non-audit fees                                       725       820 
Fees payable to the Company's auditor in respect of 
 associated pension schemes                                 88        84 
Total fees payable to the Company's auditor              3,801     2,518 
----------------------------------------------------  --------  -------- 
 

(1) Includes the audit of the Group's structured entities, and the audit of Virgin Money Holdings (UK) PLC subsidiaries for the year ending 31 December 2019.

Non-audit services of GBP725k (2018: GBP820k) performed by the auditor during the year included the review of the Interim Financial Report; PRA Written Auditor Reporting; agreed upon procedures under the Conduct Indemnity arrangement with NAB; comfort letters for the global medium-term note programme and AT1 issuance; and client money reviews. The decrease in the year is principally due to reporting accountant procedures in relation to the acquisition of Virgin Money Holdings (UK) PLC.

In addition to the above, out of pocket expenses of GBP161k (2018: GBP49k) were borne by the Group, principally related to reimbursement of travel expenses incurred by staff when performing the above services.

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.5     Taxation 
 
Accounting policy 
 Income tax on the profit or loss for the year comprises current and 
 deferred tax. Income tax is recognised in the income statement except 
 to the extent that it is related to items recognised directly in equity, 
 in which case the tax is also recognised in equity. 
 Current tax is the expected tax payable or receivable on the taxable 
 profit or loss for the year, using tax rates enacted or substantively 
 enacted at the balance sheet date, and any adjustment to tax payable 
 in respect of previous years. Deferred tax assets and liabilities are 
 recognised on temporary differences arising between the tax bases of 
 assets and liabilities and their carrying amounts in the financial statements. 
 Deferred tax is determined using tax rates and laws that have been enacted 
 or substantively enacted by the balance sheet date and are expected 
 to apply when the related deferred tax asset is realised or the deferred 
 tax liability is settled. 
=============================================================================== 
 
 
                                        2019   2018 
                                        GBPm   GBPm 
-------------------------------------  -----  ----- 
Current tax 
Current year                              20      8 
Adjustment in respect of prior years     (5)      8 
-------------------------------------  -----  ----- 
                                          15     16 
-------------------------------------  -----  ----- 
Deferred tax (note 3.11) 
Current year                            (56)    (1) 
Adjustment in respect of prior years       3   (34) 
-------------------------------------  -----  ----- 
                                        (53)   (35) 
-------------------------------------  -----  ----- 
Tax credit for the year                 (38)   (19) 
-------------------------------------  -----  ----- 
 

The tax assessed for the year differs from that arising from applying the standard rate of corporation tax in the UK of 19%. A reconciliation from the credit implied by the standard rate to the actual tax credit is as follows:

 
                                                          2019   2018 
                                                          GBPm   GBPm 
-------------------------------------------------------  -----  ----- 
Loss on ordinary activities before tax                   (232)  (164) 
-------------------------------------------------------  -----  ----- 
Tax credit based on the standard rate of corporation 
 tax in the UK of 19% (2018: 19%)                         (44)   (31) 
-------------------------------------------------------  -----  ----- 
Effects of: 
Disallowable expenses                                       50     42 
Conduct indemnity adjustment                                10    (5) 
Deferred tax assets recognised                            (49)    (8) 
Non-taxable gain on partial disposal of UTM (note 2.3)     (7)      - 
Bank levy                                                    1      - 
Impact of rate changes                                       3      9 
Adjustments in respect of prior years                      (2)   (26) 
-------------------------------------------------------  -----  ----- 
Tax credit for the year                                   (38)   (19) 
-------------------------------------------------------  -----  ----- 
 

Disallowable expenses represent, in the main, conduct charges that are not deductible in computing taxable profits, and non--deductible transaction costs predominantly in relation to the acquisition of Virgin Money Holdings (UK) PLC.

The increase in the conduct indemnity adjustment reflects a change in anticipated quantum and timing of the use of historic indemnified losses, following the acquisition of Virgin Money Holdings (UK) PLC.

Deferred tax assets recognised represent previously unrecognised historic losses that are now brought onto the balance sheet in accordance with the Group's established methodology.

Group financial statements

Notes to the consolidated financial statements

Section 2: Results for the year continued

   2.6     Earnings per share (EPS) 
 
Accounting policy 
 Basic earnings per share 
 Basic earnings per share is calculated by taking the profit attributable 
 to ordinary shareholders of the parent company, deducting the weighted-average 
 of the Group's holdings of its own shares, and then dividing this by 
 the weighted-average number of ordinary shares outstanding during the 
 period. 
 Diluted earnings per share 
 This requires the weighted-average number of ordinary shares in issue 
 to be adjusted to assume conversion of all dilutive potential ordinary 
 shares. These arise from awards made under equity based compensation 
 schemes. Share awards with performance conditions attaching to them 
 are not considered to be dilutive unless these conditions have been 
 met at the reporting date. 
=============================================================================== 
 

The Group presents basic and diluted loss per share data in relation to the ordinary shares of Virgin Money UK PLC.

 
                                                           2019   2018 
                                                           GBPm   GBPm 
--------------------------------------------------------  -----  ----- 
Loss attributable to ordinary shareholders                (268)  (181) 
Tax relief on AT1 distribution attributable to ordinary 
 equity holders                                               8      7 
Tax relief on non-controlling interest distributions 
 attributable to ordinary equity holders                      7      - 
--------------------------------------------------------  -----  ----- 
Loss attributable to ordinary equity holders for the 
 purposes of basic and diluted EPS                        (253)  (174) 
--------------------------------------------------------  -----  ----- 
 
 
                                                            2019        2018 
                                                       Number of   Number of 
                                                          shares      shares 
                                                       (million)   (million) 
----------------------------------------------------  ----------  ---------- 
Weighted-average number of ordinary shares in issue 
- Basic                                                    1,414         885 
- Diluted                                                  1,414         885 
Basic loss per share (pence)                              (17.9)      (19.7) 
Diluted loss per share (pence)                            (17.9)      (19.7) 
----------------------------------------------------  ----------  ---------- 
 

Basic earnings per share has been calculated after deducting 1m (2018: Nil) ordinary shares representing the weighted-average of the Group's holdings of its own shares. The calculation of the diluted earnings per share excludes conditional awards of over 1m (2018: 1m) ordinary shares made under equity based compensation schemes. These are considered anti-dilutive due to the Group making a loss in both the current and the prior year.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities

   3.1     Loans and advances to customers 
 
Accounting policy 
 Loans and advances to customers arise when the Group provides money 
 directly to a customer and includes mortgages, term lending, overdrafts, 
 credit card lending, lease finance and invoice financing. They are recognised 
 initially at fair value and are subsequently measured at amortised cost, 
 using the effective interest method, adjusted for expected credit losses 
 (note 3.2). They are derecognised when the rights to receive cash flows 
 have expired or the Group has transferred substantially all the risks 
 and rewards of ownership. 
 Leases entered into by the Group as lessor, where the Group transfers 
 substantially all the risks and rewards of ownership to the lessee, 
 are classified as finance leases. The leased asset is not held on the 
 Group balance sheet; instead, a finance lease is recognised representing 
 the minimum lease payments receivable under the terms of the lease, 
 discounted at the rate of interest implicit in the lease. Interest income 
 is recognised in interest receivable, allocated to accounting periods 
 to reflect a constant periodic rate of return. 
 In certain limited circumstances, the Group has elected to apply the 
 fair value through profit or loss measurement option to some debt instruments 
 that would otherwise be classified at amortised cost (note 3.5). 
============================================================================== 
 
 
                                                         2019  2018(1) 
                                                         GBPm     GBPm 
-----------------------------------------------------  ------  ------- 
Gross loans and advances to customers                  73,246   32,943 
Impairment provisions on credit exposures (note 3.2)    (362)    (195) 
Fair value hedge adjustment                               211        - 
-----------------------------------------------------  ------  ------- 
                                                       73,095   32,748 
-----------------------------------------------------  ------  ------- 
 

(1) The prior year comparative has been restated in line with the current year presentation (note 1.10).

The Group has a portfolio of fair valued business loans of GBP253m (2018: GBP362m) which are classified separately as financial assets at fair value through profit or loss on the balance sheet (note 3.5). Combined with the above, this is equivalent to total loans and advances of GBP73,348m (2018: GBP33,110m).

The fair value hedge adjustment represents an offset to the fair value movement on derivatives designated in hedge relationships to manage the interest rate risk inherent in the Group's fixed rate mortgage portfolio.

The Group has transferred a proportion of mortgages to the securitisation and covered bond programmes (note 3.3).

Lease finance

The Group leases a variety of assets to third parties under finance lease arrangements, including vehicles and general plant and machinery. The cost of assets acquired by the Group during the year for the purpose of letting under finance leases and hire purchase contracts amounted to GBP38m (2018: GBP20m) and GBP408m (2018: GBP399m) respectively.

Finance lease and hire purchase receivables

 
                                                                 2019   2018 
                                                                 GBPm   GBPm 
--------------------------------------------------------------  -----  ----- 
Gross investment in finance lease and hire purchase 
 receivables 
Due within 1 year                                                 276    269 
Due within 1 to 5 years                                           386    376 
Due after more than 5 years                                        23     15 
--------------------------------------------------------------  -----  ----- 
                                                                  685    660 
Unearned income                                                  (36)   (32) 
--------------------------------------------------------------  -----  ----- 
Net investment in finance lease and hire purchase receivables     649    628 
--------------------------------------------------------------  -----  ----- 
 

The total receivables from finance leases and hire purchase contracts were GBP60m (2018: GBP32m) and GBP589m (2018: GBP596m) respectively.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.2     Impairment provisions on credit exposures 
 
Accounting policy 
 At each reporting date, the Group assesses financial assets measured 
 at amortised cost, as well as loan commitments and financial guarantees 
 not measured at fair value through profit or loss, for impairment. The 
 impairment loss allowance is calculated using an expected credit loss 
 (ECL) methodology. The overarching objective is to calculate an impairment 
 loss allowance that reflects: (i) an unbiased and probability weighted 
 amount; (ii) the time value of money which discounts the impairment 
 loss; and (iii) reasonable and supportable information that is available 
 without undue cost or effort at the reporting date about past events, 
 current conditions and forecasts of future economic conditions. 
 ECL methodology 
 The ECL methodology is based upon the combination of probability of 
 default (PD), loss given default (LGD) and exposure at default (EAD) 
 estimates that consider a range of factors which have a direct bearing 
 on credit risk and consequently the required level of impairment loss 
 provisioning. 
 The future cash flows used within the ECL calculation are estimated 
 based on the contractual cash flows of the assets, adjusted for the 
 probability of default occurring and taking account of historical loss 
 experience. In addition, the Group uses reasonable and supportable forecasts 
 of future economic conditions to estimate the ECL allowance. The use 
 of such judgements and reasonable estimates is considered by management 
 to be an essential part of the process which does not impact reliability. 
 The methodology and assumptions are reviewed regularly and updated as 
 necessary. 
 The ECL assessment is performed on either a collective or individual 
 basis as follows: 
 Collectively assessed: these assets are assessed and provided for on 
 a group or a pooled basis due to the existence of shared risk characteristics. 
 Financial assets with shared risk characteristics are assessed in the 
 sense that assets with similar characteristics at a given point in time 
 will tend to display a similar PD profile but only for as long as they 
 retain those similar characteristics. In particular, movement between 
 stages will tend to occur when individual assets have deteriorated, 
 rather than because a proportion of a pool is presumed to have deteriorated. 
 Individually assessed: these assets are assessed and provided for at 
 the financial instrument level, with the assessment (which is governed 
 by the Group's Credit Policy) taking into consideration a range of likely 
 potential outcomes relating to each customer and their associated financial 
 assets. 
 It is not possible for an asset to have both an individual and a collectively 
 assessed ECL provision. Regardless of the calculation basis, the Group 
 generates an allowance at the individual financial instrument level. 
 Significant increase in credit risk assessment 
 The impairment loss allowance is calculated as either a 12-month or 
 lifetime ECL depending on whether the financial asset has exhibited 
 a significant increase in credit risk (SICR) since origination or has 
 otherwise become credit impaired as at the reporting date. 
 The Group uses a PD threshold curve (distinct for each portfolio) to 
 assess for a SICR and also utilises the 30 days past due and 90 days 
 past due backstops for recognising SICR and credit impairment effectively. 
 The Group has not made use of the low credit risk option under IFRS 
 9 for loans and advances at amortised cost. 
 Impairment staging 
 Financial assets where a 12-month ECL is recognised are classified as 
 Stage 1; financial assets which are considered to have experienced a 
 SICR are classified as Stage 2; and financial assets which have defaulted 
 or are otherwise considered to be credit impaired are classified as 
 Stage 3. The Group adopts the backstop position that a financial asset 
 has experienced a SICR (and therefore falls into Stage 2) when it reaches 
 30 days past due, and that a financial asset becomes credit impaired 
 (and therefore falls into Stage 3) when it reaches 90 days past due. 
 In addition to the above stages, purchase or originated credit-impaired 
 (POCI) financial assets are those which are assessed as being credit 
 impaired upon initial recognition. Once a financial asset is classified 
 as POCI, it remains there until de-recognition irrespective of its credit 
 quality. POCI financial assets are disclosed separately from those financial 
 assets in Stage 3. The Group regards the date of acquisition as the 
 origination date for purchased portfolios. 
 Financial assets can move between stages when the relevant staging criteria 
 are no longer satisfied. If the level of impairment loss reduces in 
 a subsequent period, the previously recognised impairment loss allowance 
 is reversed and recognised in the income statement. 
 Write-offs and recoveries 
 When there is no reasonable expectation of recovery for a loan, it is 
 written off against the related provision. Such loans are written off 
 after all the necessary procedures have been completed and the amount 
 of the loss has been determined. Subsequent recoveries of amounts previously 
 written off decrease the amount of the impairment charge in the income 
 statement. 
 The Group's impairment policy for debt instruments at fair value through 
 other comprehensive income is included in note 3.7. The impact of the 
 ECL methodology on the Group's cash and balances with central banks 
 and due from other banks balances is immaterial. 
 Critical accounting estimates and judgements 
 The use of an ECL methodology under IFRS 9 requires the Group to apply 
 estimates and exercise judgement when calculating an impairment allowance 
 for credit exposures. The most significant of these are detailed below. 
=============================================================================== 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.2     Impairment provisions on credit exposures continued 
 
Accounting policy continued 
 Accounting estimates 
 Asset lifetimes 
 The calculation of the ECL allowance is also dependent on the expected 
 life of the Group's portfolios. The Group assumes the remaining contract 
 term as the maximum period to consider credit losses wherever possible. 
 For the Group's credit card and overdraft portfolios, behavioural factors 
 such as observed retention rates and other portfolio level assumptions 
 are taken into consideration in determining the estimated asset life. 
 Shortening the Group's credit card portfolio lifetime assumption by 
 three months would equate to an ECL decrease of GBP1m. 
 Economic scenarios 
 The Group relies on three economic scenarios over a five-year forecast 
 period when calculating the ECL allowance: base case, mild upside and 
 severe downside. These contain a number of key economic assumptions 
 such as unemployment rates, base rates and inflation, which ensure that 
 non-linear relationships between different forward-looking scenarios 
 and their associated credit losses do not materially impact the ECL 
 calculation. The base case used by the Group for IFRS 9 modelling is 
 also used for the Group's internal planning purposes. 
 The Group sources forward-looking scenarios and a range of macroeconomic 
 conditions over the forecast period from a third-party provider. The 
 Group considers that the resulting 'mild upside' and 'severe downside' 
 scenarios provide a balance in reaching an ECL calculation that is free 
 from bias and addresses concerns around the potential for non-linearity 
 of the ECL calculation. The Group applied the following weightings to 
 the chosen scenarios:                  30 september  1 october 
                           2019       2018 
 ----------------  ------------  --------- 
 Mild upside                20%        25% 
 Base case                  60%        60% 
 Severe downside            20%        15% 
 ----------------  ------------  --------- 
 
 
 The scenario weightings are considered and debated by an internal review 
 panel and then recommended and approved for use in the IFRS 9 models 
 by ALCO. The slight increase in the weightings towards the mild upside 
 scenario on adoption of IFRS 9 reflected the relative conservatism in 
 the Group's base case, which was closer to the chosen downside scenario. 
 The weightings applied at 30 September 2019 were revised to reflect 
 a general deterioration in future economic outlook relative to the base 
 case. 
 The calculation of the Group's impairment provision is sensitive to 
 changes in the chosen weightings, with the effect on the closing impairment 
 allowance of GBP362m as a result of applying a 100% weighting separately 
 to each scenario producing the following: Base case - an ECL reduction 
 of GBP11m; Mild upside - an ECL reduction of GBP27m; and Severe downside 
 - an ECL increase of GBP65m. 
 Accounting judgements 
 Significant increase in credit risk 
 Considerable management judgement is required in determining the point 
 at which a SICR has occurred, as this is the point at which a 12-month 
 ECL is replaced by a lifetime ECL. Management has developed a series 
 of triggers that indicate where a SICR has occurred when assessing exposures 
 for the risk of default occurring at each reporting date compared to 
 the risk at origination. There is no single factor that influences this 
 decision, rather a combination of different criteria that enable management 
 to make an assessment based on the quantitative and qualitative information 
 available. This includes the impact of forward-looking macroeconomic 
 factors but excludes the existence of any collateral implications. 
 Indicators of a significant increase in credit risk include deterioration 
 of the residual lifetime PD by set thresholds which are unique to each 
 product portfolio, non-default forbearance programmes, and watch list 
 status. The Group adopts the backstop position that a significant increase 
 in credit risk will have taken place when the financial asset reaches 
 30 days past due. 
 Changes to these set thresholds can impact staging, driving accounts 
 into higher stages. If a further 10% of the business population in Stage 
 1 were to move Stage leading to an increase in ECL held by approximately 
 GBP13m. In contrast, if a further 10% of the credit card population 
 in Stage 1 were to experience a non-default related forbearance issue 
 and migrate to Stage 2, the level of ECL held would increase by GBP52m. 
 In mortgages this would increase by GBP7m. Introducing a PD stress, 
 which increased PDs upwards by 20% for all portfolios, would result 
 in an overall increase in ECLs of GBP54m. 
 Definition of default 
 The PD of a credit exposure is a key input to the measurement of the 
 ECL allowance. Default occurs when there is evidence that a customer 
 is experiencing significant financial difficulty which is likely to 
 affect the ability to repay amounts due. The Group utilises the 90 days 
 past due backstop for default purposes. 
 Post Model Adjustments (PMAs) 
 The ECL provision is further impacted by management judgements in the 
 form of PMAs, which were also a feature of impairment provisioning under 
 IAS 39. These are judgements that increase the collectively assessed 
 modelled output where management consider that not all of the risks 
 identified in a particular product segment have been, or are capable 
 of being, accurately reflected within those models. This can be the 
 case when modelled inputs are not sufficiently sensitive to sudden changes 
 in economic conditions e.g. Brexit. PMAs can also be applied when assessing 
 potential recoveries on individually assessed provisions where factors 
 such as customer and economic specific conditions need to be considered. 
============================================================================= 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.2     Impairment provisions on credit exposures continued 

Movement in impairment provisions on credit exposures

 
                                                       2019   2018 
                                                       GBPm   GBPm 
----------------------------------------------------  -----  ----- 
Opening balance at 30 September                         195    210 
IAS 39 restatement                                    (195)      - 
IFRS 9 adoption                                         224      - 
Charge for the year                                     252     41 
Amounts written off                                   (142)   (68) 
Recoveries of amounts written off in previous years      28     13 
Other                                                     -    (1) 
----------------------------------------------------  -----  ----- 
Closing balance                                         362    195 
----------------------------------------------------  -----  ----- 
 

Following the adoption of IFRS 9 on 1 October 2018, the Group impairment provision is classified by stage allocation as follows:

 
           2019   2018 
           GBPm   GBPm 
--------  -----  ----- 
Stage 1      79      - 
Stage 2     168      - 
Stage 3     118      - 
POCI        (3)      - 
--------  -----  ----- 
            362      - 
--------  -----  ----- 
 

The transitional stage allocation on adoption date of 1 October 2018 is presented in the Risk management section on page 27.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.3     Securitisation and covered bond programmes 
 
Accounting policy 
 The Group sponsors the formation of structured entities, primarily for 
 the purpose of facilitation of asset securitisation and covered bond 
 transactions, the full details of which can be found in note 6.2 to 
 the Company financial statements. The Group has no shareholding in these 
 entities, but is exposed, or has rights, to variable returns and has 
 the ability to affect those returns. The entities are consolidated in 
 the Group's financial statements in accordance with note 1.5. 
 Securitisation 
 The Group has securitised a portion of its retail mortgage loan portfolio 
 under both master trust (Lanark & Lannraig) and standalone (Gosforth) 
 securitisation programmes. The securitised mortgage loans have been 
 assigned at principal value to bankruptcy remote structured entities. 
 The securitised debt holders have no recourse to the Group other than 
 the principal and interest (including fees) generated from the securitised 
 mortgage loan portfolio. 
 The externally held securitised notes in issue are included within debt 
 securities in issue (note 3.14). There are a number of notes held internally 
 by the Group which are used as collateral for repurchases and similar 
 transactions or for credit enhancement purposes. 
 Covered bond 
 A subset of the Group's retail mortgage loan portfolio has been ring-fenced 
 and assigned to bankruptcy remote limited liability partnerships, Clydesdale 
 Covered Bond No 2 LLP and Eagle Place LLP, to provide a guarantee for 
 the obligations payable on the covered bonds issued by the Group. 
 The covered bond partnerships are consolidated with the mortgage loans 
 retained on the consolidated balance sheet and the covered bonds issued 
 included within debt securities in issue (note 3.14). The covered bond 
 holders have dual recourse: firstly, to the bond issuer on an unsecured 
 basis; and secondly, to the appropriate LLP under the Covered Bond Guarantee 
 secured against the mortgage loans. 
 Under both the securitisation and covered bond programmes, the mortgage 
 loans do not qualify for balance sheet derecognition because the Group 
 remains exposed to the majority of the risks and rewards of the mortgage 
 loan portfolio, principally the associated credit risk. The Group continues 
 to service the mortgage loans in return for an administration fee and 
 is also entitled to any residual income after all payment obligations 
 due under the terms of the programmes and senior programme expenses 
 have been met. In the mortgage originator a deemed loan liability is 
 recognised for the proceeds of the funding transaction. 
 Significant restrictions 
 Where the Group uses its financial assets to raise finance through securitisations 
 and the sale of securities subject to repurchase agreements, the assets 
 become encumbered and are not available for transfer around the Group. 
=================================================================================== 
 

The assets and liabilities in relation to securitisation and covered bonds in issue at 30 September are as follows:

 
                                            2019                     2018 
---------------------------------  -----------------------  ----------------------- 
                                      Loans and                Loans and 
                                       advances      notes      advances      notes 
                                    securitised   in issue   securitised   in issue 
                                           GBPm       GBPm          GBPm       GBPm 
---------------------------------  ------------  ---------  ------------  --------- 
Securitisation Programmes 
Lanark Master Issuer                      5,009      4,597         5,479      4,536 
Lannraig Master Issuer                    1,032        838           933        899 
Gosforth 2014-1                             372        385             -          - 
Gosforth 2015-1                             707        630             -          - 
Gosforth 2016-1                           1,142      1,048             -          - 
Gosforth 2016-2                             701        579             -          - 
Gosforth 2017-1                             934        852             -          - 
Gosforth 2018-1                           1,353      1,267             -          - 
---------------------------------  ------------  ---------  ------------  --------- 
                                         11,250     10,196         6,412      5,435 
Less held by the Group                             (5,154)                  (2,486) 
                                                 ---------                --------- 
                                                     5,042                    2,949 
                                                 ---------                --------- 
Covered Bond Programmes 
Clydesdale Covered Bond No 2 LLP          1,253        776         1,389        732 
Eagle Place LLP                           2,622      1,126             -          - 
---------------------------------  ------------  ---------  ------------  --------- 
                                          3,875      1,902         1,389        732 
---------------------------------  ------------  ---------  ------------  --------- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.3     Securitisation and covered bond programmes continued 

The fair values of financial assets and associated liabilities relating to the securitisation programmes where the counterparty to the liabilities has recourse only to the financial assets were GBP11,329m and GBP5,085m respectively (2018: GBP6,284m and GBP2,948m).

There were no events during the year that resulted in any Group transferred financial assets being derecognised.

The Group has contractual and non-contractual arrangements which may require it to provide financial support as follows:

Securitisation programmes

The Group provides credit support to the structured entities via reserve funds, which are partly funded through subordinated debt arrangements and by holding junior notes. Exposures totalled GBP100m in subordinated debt (2018: GBP23m) and GBP1,722m in junior notes held (2018: GBP971m). The Group has a beneficial interest in the securitised mortgage portfolio held by the structured entities of GBP1,467m (2018: GBP1,074m).

Looking forward through future reporting periods there are a number of date-based options on the notes issued by the structured entities which could be actioned by them as issuer. These could require the Group, as sponsor, to provide additional liquidity support.

Covered bond programmes

The nominal level of over-collateralisation was GBP699m (2018: GBP860m) in Clydesdale Covered Bond No 2 LLP and GBP1,490m in Eagle Place LLP. From time-to-time the obligations of the Group to provide over-collateralisation may increase due to the formal requirements of the programme.

Under all programmes, the Group has an obligation to repurchase mortgage exposures if certain mortgage loans no longer meet the programme criteria.

   3.4     Cash and balances with central banks 
 
Accounting policy 
 Cash and balances with central banks are measured at amortised cost, 
 using the effective interest method, adjusted for expected credit losses, 
 and are derecognised when the rights to receive cash flows have expired 
 or the Group has transferred substantially all the risks and rewards 
 of ownership. These balances are generally of a short-term nature, and 
 repayable on demand or within a short timescale, generally three months. 
========================================================================== 
 
 
                                                               2019   2018 
                                                               GBPm   GBPm 
-----------------------------------------------------------  ------  ----- 
Cash assets                                                   1,574  1,656 
Balances with central banks (including EU payment systems)    8,722  4,917 
-----------------------------------------------------------  ------  ----- 
                                                             10,296  6,573 
Less mandatory deposits with central banks(1)                 (183)   (75) 
-----------------------------------------------------------  ------  ----- 
Included in cash and cash equivalents (note 5.2)             10,113  6,498 
-----------------------------------------------------------  ------  ----- 
 

(1) Mandatory deposits are not available for use in the Group's day-to-day business and are non-interest bearing.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.5     Financial assets and liabilities at fair value through profit or loss 
 
Accounting policy 
 Financial assets and liabilities are designated at fair value through 
 profit or loss, with gains and losses recognised in the income statement 
 as they arise (note 2.3), when this reduces measurement or recognition 
 inconsistencies (e.g. an accounting mismatch) or where the performance 
 is evaluated on a fair value basis in accordance with risk management 
 and investment strategies. 
 The Group's unlisted securities and other financial assets which were 
 held under IAS 39 as 'available for sale' have been classified as FVTPL 
 on adoption of IFRS 9, with the business model they are held under assessed 
 as neither to hold and collect contractual cash flows nor to hold and 
 collect contractual cash flows and to sell. 
============================================================================ 
 
 
                                                         2019   2018 
                                                         GBPm   GBPm 
------------------------------------------------------  -----  ----- 
Financial assets at fair value through profit or loss 
Loans and advances                                        253    362 
Other financial assets(1)                                  14      - 
------------------------------------------------------  -----  ----- 
                                                          267    362 
------------------------------------------------------  -----  ----- 
Financial liabilities at fair value through profit 
 or loss 
Customer deposits - term deposits                           4     15 
------------------------------------------------------  -----  ----- 
 

(1) Included within other financial assets is GBP8m (2018: GBPNil) of unlisted securities.

Loans and advances

Included in financial assets at fair value through profit or loss is a historical portfolio of loans (sales ceased in 2012). Interest rate risk associated with these loans is managed using interest rate derivative contracts and the loans are recorded at fair value to avoid an accounting mismatch. The maximum credit exposure of the loans is GBP253m (2018: GBP362m) including accrued interest receivable of GBP1m (2018: GBP2m). The cumulative loss in the fair value of the loans attributable to changes in credit risk amounts to GBP4m (2018: GBP8m) and the change for the current year is a decrease of GBP4m (2018: decrease of GBP3m), of which GBP2m (2018: GBP3m) has been recognised in the income statement.

Other financial assets

This represents deferred consideration receivable and consists of the rights to future income.

Note 5.4 provides the transitional disclosures for IFRS 9.

Refer to note 3.18 for further information on the valuation methodology applied to financial assets held at fair value through profit or loss and their classification within the fair value hierarchy. Details of the credit quality of financial assets is provided in the Risk management section.

Customer deposits - term deposits

Included in other financial liabilities at fair value through profit or loss are fixed rate deposits, the interest rate risk on which is hedged using interest rate derivative contracts. The deposits are recorded at fair value to avoid an accounting mismatch.

The change in fair value attributable to changes in the Group's credit risk is GBPNil (2018: GBPNil). The Group is contractually obligated to pay GBPNil (2018: GBP0.3m) less than the carrying amount at maturity to the deposit holder.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments 
 
Accounting policy 
 The Group uses derivative financial instruments to manage exposure to 
 interest rate and foreign currency risk. Interest rate risk arises when 
 there is a mismatch between fixed interest rate and floating interest 
 rates, and different repricing characteristics between assets and liabilities. 
 Currency risk arises when assets and liabilities are not denominated 
 in the functional currency of the entity. Derivatives are recognised 
 on the balance sheet at fair value on trade date and are measured at 
 fair value throughout the life of the contract. Derivatives are carried 
 as assets when the fair value is positive and as liabilities when the 
 fair value is negative. The notional amount of a derivative contract 
 is not recorded on the balance sheet but is disclosed as part of this 
 note. 
 Netting 
 Derivative assets and liabilities are offset against collateral received 
 and paid respectively, and the net amount reported in the due to and 
 from other banks in the balance sheet only when there is a legally enforceable 
 right to offset the recognised amounts, and there is an intention to 
 settle on a net basis. Amounts offset on the balance sheet represent 
 the Group's centrally cleared derivative financial instruments and collateral 
 paid to/from central clearing houses, which meet the criteria for offsetting 
 under IAS 32. 
 Hedge accounting 
 The Group elects to apply hedge accounting for the majority of its risk 
 management activity that uses derivatives. This results in greater alignment 
 in the timing of recognition of gains and losses on hedged items and 
 hedging instruments and therefore reduces income statement volatility. 
 The Group does not have a trading book, however, derivatives that do 
 not meet the hedging criteria, or for which hedge accounting is not 
 applied, are classified as held for trading. 
 IFRS 9 replaces IAS 39 for annual periods beginning on or after 1 January 
 2018. The Group has elected, as a policy choice permitted under IFRS 
 9, to continue to apply hedge accounting in accordance with IAS 39. 
 The method of recognising the fair value gain or loss on a derivative 
 depends on whether it is designated as a hedging instrument and the 
 nature of the item being hedged. Certain derivatives are designated 
 as either hedges of highly probable future cash flows attributable to 
 a recognised asset or liability, or a highly probable forecast transaction 
 (a cash flow hedge); or hedges of the fair value of recognised assets 
 or liabilities or firm commitments (a fair value hedge). 
 Cash flow hedge 
 The effective portion of changes in the fair value of derivatives that 
 are designated and qualify as cash flow hedges is recognised in equity. 
 Specifically, the separate component of equity (note 4.1) is adjusted 
 to the lesser of the cumulative gain or loss on the hedging instrument, 
 and the cumulative change in fair value of the expected future cash 
 flows on the hedged item from the inception of the hedge. Any remaining 
 gain or loss on the hedging instrument is recognised in the income statement. 
 The carrying value of the hedged item is not adjusted. Amounts accumulated 
 in equity are transferred to the income statement in the period in which 
 the hedged item affects profit or loss. 
 When a hedging instrument expires or is sold, or when a hedge no longer 
 meets the criteria for hedge accounting, any cumulative gain or loss 
 remains in equity and is recognised when the forecast transaction is 
 ultimately recognised in the income statement. When a forecast transaction 
 is no longer expected to occur, the cumulative gain or loss that was 
 reported in equity is immediately transferred to the income statement. 
 Fair value hedge 
 The carrying value of the hedged item on initial designation is adjusted 
 for the fair value attributable to the hedged risk. Subsequently, changes 
 in the fair value of derivatives that are designated and qualify as 
 fair value hedges are recorded in the income statement, together with 
 any changes in the fair value of the hedged asset or liability that 
 are attributable to the hedged risk. This movement in the fair value 
 of the hedged item is made as an adjustment to the carrying value of 
 the hedged asset or liability. 
 Where the hedged item is derecognised from the balance sheet, the adjustment 
 to the carrying amount of the asset or liability is immediately transferred 
 to the income statement. When a hedging instrument expires or is sold, 
 or when a hedge no longer meets the criteria for hedge accounting, the 
 adjustment to the carrying amount of a hedged item is amortised to the 
 income statement over the remaining life of the asset or liability. 
 Hedge effectiveness 
 The Group documents, at the inception of a transaction, the relationship 
 between hedging instruments and the hedged items, and the Group's risk 
 management objective and strategy for undertaking these hedge transactions. 
 The documentation covers how effectiveness will be measured throughout 
 the life of the hedge relationship and its assessment, both at hedge 
 inception and on an ongoing basis, of whether the derivatives that are 
 used in hedging transactions are highly effective in offsetting changes 
 in fair values or cash flows of hedged items. A hedge is expected to 
 be highly effective if the changes in fair value or cash flows attributable 
 to the hedged risk during the period for which the hedge is designated 
 are expected to offset in a range of 80% to 125%. 
 Derivatives held for trading 
 Changes in value of held for trading derivatives are immediately recognised 
 in the income statement (note 2.3). 
=============================================================================== 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments continued 

The tables below analyse derivatives between those designated as hedging instruments and those classified as held for trading:

 
                                                  2019   2018 
                                                  GBPm   GBPm 
-----------------------------------------------  -----  ----- 
Fair value of derivative financial assets 
Designated as hedging instruments                  315    203 
Designated as held for trading                      51     59 
-----------------------------------------------  -----  ----- 
                                                   366    262 
-----------------------------------------------  -----  ----- 
Fair value of derivative financial liabilities 
Designated as hedging instruments                  191    259 
Designated as held for trading                      82    102 
-----------------------------------------------  -----  ----- 
                                                   273    361 
-----------------------------------------------  -----  ----- 
 

Cash collateral on derivatives placed with banks totalled GBP55m (2018: GBP306m). Cash collateral received on derivatives totalled GBP149m (2018: GBP37m). These amounts are included within due from and due to other banks respectively. Collateral placed with clearing houses, which did not meet offsetting criteria, totalled GBP55m (30 September 2018: GBP143m) and is included within other assets. Similarly, collateral received from clearing houses is included in other liabilities and totalled GBPNil (30 September 2018: GBP34m).

The derivative financial instruments held by the Group are further analysed below. The notional contract amount is the amount from which the cash flows are derived and does not represent the principal amounts at risk relating to these contracts.

 
Total derivative contracts                             2019                                    2018 
------------------------------------  --------------------------------------  -------------------------------------- 
                                       Notional                                Notional 
                                       contract  Fair value       Fair value   contract  Fair value       Fair value 
                                         amount   of assets   of liabilities     amount   of assets   of liabilities 
                                           GBPm        GBPm             GBPm       GBPm        GBPm             GBPm 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Derivatives designated as hedging 
 instruments 
Cash flow hedges 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (gross)              25,023         105              121     24,570          88              111 
Less: net settled interest rate 
 swaps(1)                              (14,513)        (47)             (75)          -           -                - 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (net)(2)             10,510          58               46     24,570          88              111 
Cross currency swaps(2)                   1,446         162                -        690          70                - 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
                                         11,956         220               46     25,260         158              111 
Fair value hedges 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (gross)              25,492         146              526      2,180          45              148 
Less: net settled interest rate 
 swaps(1)                              (23,872)        (60)            (389)          -           -                - 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (net)(2)              1,620          86              137      2,180          45              148 
Cross currency swaps(2)                     808           9                8          -           -                - 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
                                          2,428          95              145      2,180          45              148 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Total derivatives designated as 
 hedging instruments                     14,384         315              191     27,440         203              259 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
 
Derivatives designated as held 
 for trading 
Foreign exchange rate related 
 contracts 
Spot and forward foreign exchange(2)        728          16               15      1,788          26               23 
Cross currency swaps(2)                   1,123          11                9        455          10               10 
Options(2)                                    2           -                -         11           -                - 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
                                          1,853          27               24      2,254          36               33 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate related contracts 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (gross)               1,159          24               53        811          15               59 
Less: net settled interest rate 
 swaps(1)                                 (363)         (5)              (2)          -           -                - 
                                      ---------  ----------  ---------------  ---------  ----------  --------------- 
Interest rate swaps (net)(2)                796          19               51        811          15               59 
Swaptions(2)                                 11           -                2         33           -                - 
Options(2)                                  465           2                3        501           1                3 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
                                          1,272          21               56      1,345          16               62 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Commodity related contracts                  55           2                2         53           7                7 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Equity related contracts                      3           1                - 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
Total derivatives designated as 
 held for trading                         3,183          51               82      3,652          59              102 
------------------------------------  ---------  ----------  ---------------  ---------  ----------  --------------- 
 

(1) Presented within other assets.

(2) Presented within derivative financial instruments.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments continued 

Hedge accounting

The hedging strategy of the Group is divided into micro hedges, where the hedged item is a distinctly identifiable asset or liability, and portfolio hedges, where the hedged item is a homogenous portfolio of assets and liabilities.

In some hedge accounting relationships, the Group designates risk components of hedged items as follows:

   -   benchmark interest rate risk as a component of interest rate risk, such as the LIBOR component; 
   -   exchange rate risk for foreign currency financial assets and financial liabilities; and 

- components of cash flows of hedged items, for example certain interest payments for part of the life of an instrument.

Other risks such as credit risk and liquidity risk are managed by the Group but are not included in the hedge accounting relationship. Changes in the designated risk component usually account for the largest portion of the overall change in fair value or cash flows of the hedged item.

Portfolio fair value hedges

The Group applies macro fair value hedging to its fixed rate mortgages and fixed rate customer deposits. The Group determines hedged items by identifying portfolios of homogeneous loans or deposits based on their contractual maturity and other risk characteristics. Loans or deposits within the identified portfolios are allocated to repricing time buckets based on expected, rather than contractual, repricing dates. The hedging instruments are designated appropriately to those repricing time buckets. Hedge effectiveness is measured on a monthly basis, by comparing fair value movements of the designated proportion of the bucketed loans due to the hedged risk, against the fair value movements of the derivatives, to ensure that they are within an 80% to 125% range.

The aggregated fair value changes in the hedged loans and deposits are recognised on the Group's balance sheet as an asset and liability respectively. At the end of every month, in order to minimise the ineffectiveness from early repayments and accommodate new exposures, the Group voluntarily de-designates the hedge relationships and redesignates them as new hedges. At de-designation, the fair value hedge accounting adjustments are amortised on a straight line basis over the original hedged life. The Group has elected to commence amortisation at the date of de-designation.

Micro fair value hedges

The Group uses this hedging strategy on GBP and foreign currency denominated fixed rate assets held at fair value through other comprehensive income (or available-for-sale fixed rate assets in the year to 30 September 2018) and GBP and foreign currency denominated fixed rate debt issuances by the Group.

Portfolio cash flow hedges

The Group applies macro cash flow hedge accounting to a portion of its floating rate financial assets and liabilities. The hedged cash flows are a group of forecast transactions that result in cash flow variability from resetting of interest rates, reinvestment of financial assets, or refinancing and rollovers of financial liabilities. This cash flow variability can arise on recognised assets or liabilities or highly probable forecast transactions. The hedged items are designated as the gross asset or liability positions allocated to time buckets based on projected repricing and interest profiles. The Group aims to maintain a position where the principal amount of the hedged items are greater than or equal to the notional amount of the corresponding interest rate swaps used as the hedging instruments. The hedge accounting relationship is reassessed on a monthly basis with the composition of hedging instruments and hedged items changing frequently in line with the underlying risk exposures. If necessary, the hedge relationships are de-designated and redesignated based on the effectiveness test results.

Micro cash flow hedges

Floating rate issuances that are denominated in currencies other than the functional currency of the Group are designated in cash flow hedges with cross currency swaps.

Hedge ineffectiveness

Hedge ineffectiveness can arise from:

   -   differences in timing of cash flows of hedged items and hedging instruments; 
   -   changes in expected timings and amounts of forecast future cash flows; 

- different interest rate curves applied to discount the hedged items and hedging instruments; and

- derivatives used as hedging instruments having a non-zero fair value at the time of designation.

Additionally, for portfolio fair value hedges of the Group's fixed rate mortgage portfolio, ineffectiveness also arises from the difference between forecast and actual prepayments (prepayment risk).

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments continued 

The below table discloses the impact derivatives held in micro hedging relationships are expected to have on the timing and uncertainty of future cash flows. All notional principal amounts and carrying values are presented gross, prior to any netting permitted for balance sheet presentation as this reflects the derivative position used for risk management and the impact on future cash flows.

30 September 2019

 
                               3 months  3 to 12 
                                or less   months  1 to 5 years  Total 
-----------------------------  --------  -------  ------------  ----- 
Cash flow hedges 
Foreign exchange risk 
Cross currency swap 
   Notional principal (GBPm)        107      445           894  1,446 
   Average GBP/EUR rate          1.3459   1.3423        1.3680    n/a 
   Average GBP/USD rate          1.3263   1.3228        1.3089    n/a 
-----------------------------  --------  -------  ------------  ----- 
 

Summary of hedging instruments in designated hedge relationships

In the below table, the Group sets out the accumulated adjustments arising from the corresponding continuing hedge relationships, irrespective of whether or not there has been a change in hedge designation during the year.

 
30 September 2019                            Carrying amount 
------------------------------  ---------  -------------------  ------------------------------- 
                                                                           Change in fair value 
                                                                                     of hedging 
                                 Notional                                     instrument in the 
                                 contract                                         year used for 
                                   amount  Assets  Liabilities   ineffectiveness measurement(2) 
                                     GBPm    GBPm         GBPm                             GBPm 
------------------------------  ---------  ------  -----------  ------------------------------- 
Cash flow hedges 
Interest rate risk 
   Interest rate swaps(1)          25,023     105        (121)                                - 
Foreign exchange risk 
   Cross currency swaps             1,446     162            -                               59 
------------------------------  ---------  ------  -----------  ------------------------------- 
Total derivatives designated 
 as cash flow hedges               26,469     267        (121)                               59 
------------------------------  ---------  ------  -----------  ------------------------------- 
 
Fair value hedges 
Interest rate risk 
   Interest rate swaps(1)          25,492     146        (526)                            (264) 
Foreign exchange and interest 
 rate risk 
   Cross currency swaps               808       9          (8)                                1 
------------------------------  ---------  ------  -----------  ------------------------------- 
Total derivatives designated 
 as fair value hedges              26,300     155        (534)                            (263) 
------------------------------  ---------  ------  -----------  ------------------------------- 
 

(1) As shown in the total derivatives contracts table on page 69, for centrally cleared derivatives, where the IAS 32 'Financial Instruments: Presentation' netting criteria is met, the derivative balances are offset within other assets. For all other derivatives, the derivative balances are presented within derivative financial instruments.

(2) Changes in fair value of cash flow hedging instruments are recognised in other comprehensive income. Changes in fair value of fair value hedging instruments are recognised in the income statement in non-interest income.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments continued 

Summary of hedged items in designated hedge relationships

In the below table, the Group sets out the accumulated adjustments arising from the corresponding continuing hedge relationships, irrespective of whether or not there has been a change in hedge designation during the year.

 
30 September 2019 
 
                                            Carrying amount                                       Cash flow hedge 
                                            of hedged items                                            reserve 
---------------------------------------  -------------------  ------------  ----------------  ------------------------ 
                                                                                      Change 
                                                                                     in fair 
                                                               Accumulated          value of 
                                                                    amoUnt            hedged 
                                                                        of              item 
                                                                fair value            in the 
                                                               adjustments              year 
                                                                    on the          used for 
                                                                    hedged   ineffectiveness  Continuing  Discontinued 
                                         Assets  Liabilities       item(6)       measurement      hedges        hedges 
                                           GBPm         GBPm          GBPm              GBPm        GBPm          GBPm 
---------------------------------------  ------  -----------  ------------  ----------------  ----------  ------------ 
Cash flow hedges 
Interest rate risk 
   Gross floating rate assets 
    and gross floating rate 
    liabilities(1)                                                                      (14)        (15)          (20) 
Foreign exchange risk 
   Floating rate currency issuances(2)                                                  (59)           -             - 
---------------------------------------  ------  -----------  ------------  ----------------  ----------  ------------ 
Total                                                                                   (73)        (15)          (20) 
---------------------------------------  ------  -----------  ------------  ----------------  ----------  ------------ 
 
Fair value hedges 
Interest rate risk 
   Fixed rate mortgages(3)               16,436            -           211               209 
   Fixed rate customer deposits(4)            -      (4,769)          (10)               (9) 
   Fixed rate FVOCI debt instruments(5)   2,940            -           166               133 
   Fixed rate issuances(2)                    -      (2,368)           122              (92) 
Foreign exchange and interest 
 rate risk 
   Fixed rate currency FVOCI debt 
    instruments(5)                           82            -             3                 4 
   Fixed rate currency issuances(2)           -        (530)             1               (4) 
---------------------------------------  ------  -----------  ------------  ----------------  ----------  ------------ 
Total                                    19,458      (7,667)           493               241 
---------------------------------------  ------  -----------  ------------  ----------------  ----------  ------------ 
 

(1) Future highly probable cash flows arising from loans and advances to customers, due to customers and debt securities in issue.

(2) Hedged item is recorded in debt securities in issue.

(3) Hedged item and the cumulative fair value changes, are recorded in loans and advances to customers.

(4) Hedged item and the cumulative fair value changes, are recorded in due to customers.

(5) Hedged item is recorded in financial assets at fair value through other comprehensive income.

(6) Includes cumulative unamortised fair value hedge adjustments relating to hedges that have been discontinued and are being amortised to the income statement over the remaining life of the asset or liability.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.6     Derivative financial instruments continued 
 
Gains and losses from hedge accounting 
 30 September 2019                                                                     Reclassified into 
                                                                                        income statement 
                                                                                               as 
----------------------------------------------  ----------------  --------------  -------------------------- 
                                                                       Effective 
                                                           Hedge         portion 
                                                 ineffectiveness      recognised 
                                                      recognised        in other 
                                                       in income   comprehensive  Net interest  Non-interest 
                                                    statement(1)          income        income        income 
                                                            GBPm            GBPm          GBPm          GBPm 
----------------------------------------------  ----------------  --------------  ------------  ------------ 
Cash flow hedges 
Interest rate risk 
   Gross floating rate assets and gross 
    floating rate liabilities                               (14)              14             -             - 
Foreign exchange risk 
   Floating rate currency issuances                            -              59             -          (57) 
----------------------------------------------  ----------------  --------------  ------------  ------------ 
Total (losses)/gains on cash flow 
 hedges                                                     (14)              73             -          (57) 
----------------------------------------------  ----------------  --------------  ------------  ------------ 
 
Fair value hedges 
Interest rate risk 
   Fixed rate mortgages                                     (24) 
   Fixed rate customer deposits                                4 
   Fixed rate FVOCI debt instruments                         (2) 
   Fixed rate issuances                                      (1) 
Foreign exchange and interest rate 
 risk 
   Fixed rate currency FVOCI debt instruments                  - 
   Fixed rate currency issuances                               1 
----------------------------------------------  ----------------  --------------  ------------  ------------ 
Total losses on fair value hedges                           (22) 
----------------------------------------------  ----------------  --------------  ------------  ------------ 
 

(1) Recognised in gains less losses on financial assets at fair value.

The ineffectiveness arising from cash flow and fair value hedges was:

 
                                                           2019   2018 
                                                           GBPm   GBPm 
--------------------------------------------------------  -----  ----- 
Loss arising from cash flow hedges 
Loss from cash flow hedges due to hedge ineffectiveness    (14)    (6) 
--------------------------------------------------------  -----  ----- 
                                                           (14)    (6) 
(Loss)/gain arising from fair value hedges 
Hedging instrument                                        (263)     14 
Hedged item attributable to the hedged risk                 241   (14) 
--------------------------------------------------------  -----  ----- 
                                                           (22)      - 
 
Ineffectiveness arising from cash flow and fair value 
 hedges                                                    (36)    (6) 
--------------------------------------------------------  -----  ----- 
 

Below is a schedule indicating, as at 30 September 2018, the periods when the hedged cash flows are expected to occur and when they are expected to affect profit or loss:

 
                           Forecast     Forecast 
                         receivable      payable 
                         cash flows   cash flows 
                               2018         2018 
                               GBPm         GBPm 
----------------------  -----------  ----------- 
Within 1 year                   109          283 
Between 1 and 2 years           130          366 
Between 2 and 3 years           108          160 
Between 3 and 4 years            63            5 
Between 4 and 5 years            37            3 
Greater than 5 years             60           10 
----------------------  -----------  ----------- 
                                507          827 
----------------------  -----------  ----------- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.7     Financial assets at fair value through other comprehensive income 
 
Accounting policy 
 Fair value through other comprehensive income (FVOCI) is a new financial 
 asset classification category introduced by IFRS 9 'Financial Instruments'. 
 As permitted by IFRS 9, the Group has not restated its comparative financial 
 statements, consequently no comparative is presented as at 30 September 
 2018. The Group's listed securities previously classified as 'available 
 for sale' under IAS 39 (note 3.8) have been assessed as meeting the 
 criteria to be classified as FVOCI. 
 Interest income and impairment gains and losses on FVOCI assets are 
 measured in the same manner as for assets measured at amortised cost 
 and are recognised in the income statement, with all other gains or 
 losses recognised in other comprehensive income as a separate component 
 of equity in the period in which they arise. Gains and losses arising 
 from changes in fair value are included as a separate component of equity 
 until sale when the cumulative gain or loss is transferred to the income 
 statement. For all FVOCI assets, the gain or loss is calculated with 
 reference to the gross carrying amount 
 Debt instruments at FVOCI are subject to the same impairment criteria 
 as amortised cost financial assets (note 3.2), with the expected credit 
 loss (ECL) element recognised directly in the income statement. As the 
 financial asset is fair valued through other comprehensive income, the 
 change in its value includes the ECL element, with the remaining fair 
 value change recognised in other comprehensive income. Any reversal 
 of the ECL is recorded in the income statement up to the value recognised 
 previously. 
 The Group exercises the low credit risk option for debt instruments 
 classified as FVOCI, recognising the high credit quality of the instruments, 
 accordingly a 12-month ECL is calculated on the assets. 
============================================================================= 
 
 
                                                      2019   2018 
                                                      GBPm   GBPm 
---------------------------------------------------  -----  ----- 
Listed securities                                    4,328      - 
---------------------------------------------------  -----  ----- 
Total financial assets at fair value through other 
 comprehensive income                                4,328      - 
---------------------------------------------------  -----  ----- 
 

Refer to note 3.18 for further information on the valuation methodology applied to financial assets at FVOCI at 30 September 2019 and their classification within the fair value hierarchy. Details of the credit quality of financial assets is provided in the Risk management section.

Note 5.4 provides the transitional disclosures for IFRS 9.

   3.8     Financial assets available for sale 
 
Accounting policy 
 The available for sale classification category for financial assets 
 ceased to apply from 1 October 2018 on the adoption of IFRS 9. 
 The Group's listed securities have been assessed as meeting the criteria 
 to be classified as fair value through other comprehensive income under 
 IFRS 9 (note 3.7). Unlisted securities and other financial assets have 
 been classified as fair value through profit or loss (note 3.5). 
========================================================================= 
 
 
                                             2019   2018 
                                             GBPm   GBPm 
------------------------------------------  -----  ----- 
Listed securities                               -  1,551 
Unlisted securities                             -      5 
Other financial assets                          -      6 
------------------------------------------  -----  ----- 
Total financial assets available for sale       -  1,562 
------------------------------------------  -----  ----- 
 

Refer to note 3.18 for further information on the valuation methodology applied to financial assets available for sale at 30 September 2018 and their classification within the fair value hierarchy. Details of the credit quality of financial assets is provided in the Risk management section.

Note 5.4 provides the transitional disclosures for IFRS 9.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.9     Property, plant and equipment 
 
Accounting policy 
 The Group's freehold and long-term leasehold land and buildings are 
 carried at their fair value as determined by the Directors, taking account 
 of advice received from independent valuers. Fair values are determined 
 in accordance with guidance published by the Royal Institution of Chartered 
 Surveyors, including adjustments to observable market inputs reflecting 
 any specific characteristics of the land and buildings. Directors' valuations 
 are performed annually in July, with the independent valuations carried 
 out on a three-year cycle on an open market basis. 
 All other items of property, plant and equipment are carried at cost, 
 less accumulated depreciation and impairment losses. Cost includes expenditure 
 that is directly attributable to acquisition of the asset. Impairment 
 is assessed whenever events or changes in circumstances indicate that 
 the carrying amount may not be recoverable. 
 With the exception of freehold and long-term leasehold land, all items 
 of property, plant and equipment are depreciated or amortised using 
 the straight line method, at rates appropriate to their estimated useful 
 life to the Group. The annual rates of depreciation or amortisation 
 are: 
 Buildings 50 years 
 Leases (leasehold improvements) the lower of the expected lease term 
 or the asset's remaining useful life 
 Fixtures and equipment 3-10 years 
 Residual values and useful lives of assets are reviewed at each reporting 
 date. Depreciation is recognised within operating expenses in the income 
 statement. 
=============================================================================== 
 
 
                                                   Long-term 
                                    Freehold       leasehold                   Fixtures 
                                        land            land       Building         and 
                               and buildings   and buildings   improvements   equipment  Total 
                                        GBPm            GBPm           GBPm        GBPm   GBPm 
----------------------------  --------------  --------------  -------------  ----------  ----- 
Cost or valuation 
At 1 October 2017                          5               3            143         102    253 
Additions                                  -               -              9          13     22 
Disposals                                (2)               -            (3)         (1)    (6) 
----------------------------  --------------  --------------  -------------  ----------  ----- 
At 30 September 2018                       3               3            149         114    269 
Acquisition of Virgin Money 
 Holdings (UK) PLC                        36               3             11          15     65 
Additions                                  -               -             12           8     20 
Disposals                                (1)               -            (4)           -    (5) 
----------------------------  --------------  --------------  -------------  ----------  ----- 
At 30 September 2019                      38               6            168         137    349 
----------------------------  --------------  --------------  -------------  ----------  ----- 
 
Accumulated depreciation 
At 1 October 2017                          1               -             88          78    167 
Charge for the year                        -               -             10           8     18 
Disposals                                  -               -            (3)         (1)    (4) 
----------------------------  --------------  --------------  -------------  ----------  ----- 
At 30 September 2018                       1               -             95          85    181 
Charge for the year (note 
 2.4)                                      3               -             11          11     25 
Disposals                                  -               -            (2)           -    (2) 
----------------------------  --------------  --------------  -------------  ----------  ----- 
At 30 September 2019                       4               -            104          96    204 
----------------------------  --------------  --------------  -------------  ----------  ----- 
Net book value 
At 30 September 2019                      34               6             64          41    145 
----------------------------  --------------  --------------  -------------  ----------  ----- 
At 30 September 2018                       2               3             54          29     88 
----------------------------  --------------  --------------  -------------  ----------  ----- 
 

Valuations

A comparison of the carrying value between the revaluation basis and the historical cost basis, for freehold and long-term leasehold land and buildings, is shown below:

 
                                                         2019   2018 
                                                          GBPm   GBPm 
-------------------------------------------------------  -----  ----- 
Carrying value as included under the revaluation basis   40     5 
Carrying value if the historical cost basis had been 
 used                                                    40     5 
-------------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.10   Intangible assets and goodwill 
 
Accounting policy 
 Capitalised software costs are stated at cost, less amortisation and 
 any provision for impairment. 
 Identifiable and directly associated external and internal costs of 
 acquiring and developing software are capitalised where the software 
 is controlled by the Group, and where it is probable that future economic 
 benefits that exceed its cost will flow from its use over more than 
 one year. Costs associated with maintaining software are recognised 
 as an expense as incurred. Capitalised software costs are amortised 
 on a straight line basis over their expected useful lives, usually between 
 three and ten years. Impairment losses are recognised in the income 
 statement as incurred. 
 Goodwill arises on the acquisition of an entity and represents the excess 
 of the fair value of the purchase consideration and direct costs of 
 making the acquisition over the fair value of the Group's share of the 
 net assets at the date of the acquisition. Goodwill is not subject to 
 amortisation and is tested for impairment on an annual basis. 
 Assets that are subject to amortisation are reviewed for impairment 
 whenever events or changes in circumstances indicate that the carrying 
 amount may not be recoverable, which typically arises when the benefits 
 associated with the software were substantially reduced from what had 
 originally been anticipated or the asset has been superseded by a subsequent 
 investment. In such situations, an impairment loss is recognised for 
 the amount by which the carrying amount of an asset exceeds its recoverable 
 amount. The recoverable amount of an asset is the higher of its fair 
 value less costs of disposal or its value in use. 
 Intangible assets which are fully amortised are reviewed annually to 
 consider whether the assets remain in use. 
============================================================================= 
 
 
                                       Capitalised            Core deposit 
                                          software  Goodwill    intangible  Total 
                                              GBPm      GBPm          GBPM   GBPm 
-------------------------------------  -----------  --------  ------------  ----- 
Cost 
At 1 October 2017                              589         -             -    589 
Additions                                      144         -             -    144 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2018                           733         -             -    733 
Acquisition of Virgin Money Holdings 
 (UK) PLC                                      172        11             6    189 
Additions                                      130         -             -    130 
Write-off                                     (85)         -             -   (85) 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2019                           950        11             6    967 
-------------------------------------  -----------  --------  ------------  ----- 
 
Accumulated amortisation 
At 1 October 2017                              250         -             -    250 
Charge for the year                             71         -             -     71 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2018                           321         -             -    321 
Charge for the year (note 2.4)                  82         -             1     83 
Impairment (note 2.4)                          115         -             -    115 
Write-off                                     (68)         -             -   (68) 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2019                           450         -             1    451 
-------------------------------------  -----------  --------  ------------  ----- 
 
Net book value 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2019                           500        11             5    516 
-------------------------------------  -----------  --------  ------------  ----- 
At 30 September 2018                           412         -             -    412 
-------------------------------------  -----------  --------  ------------  ----- 
 

GBP31m (2018: GBP1m) of the GBP130m (2018: GBP144m) software additions do not form part of internally generated software projects.

A GBP127m charge (comprising impairment of GBP115m and write-offs with a net book value of GBP12m) was recognised in the year following a review of the Group's software estate following the acquisition of Virgin Money Holdings (UK) PLC, which identified a number of core assets (including GBP70m in relation to the Virgin Money Digital Bank asset) that are no longer of value to the Group's future strategy and therefore required to be written down (note 2.4).

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.11   Deferred tax 
 
Accounting policy 
 Deferred tax assets and liabilities are recognised on temporary differences 
 arising between the tax bases of assets and liabilities and their carrying 
 amounts in the consolidated financial statements. A deferred tax asset 
 is recognised for unused tax losses and unused tax credits only if it 
 is probable that future taxable amounts will arise against which those 
 temporary differences and losses may be utilised. 
 Critical accounting estimates and judgements 
 The Group has deferred tax assets of GBP322m (2018: GBP206m), the principal 
 components of which are tax losses, capital allowances and acquisition 
 accounting adjustments. 
 Tax losses carried forward of GBP146m (2018: GBP99m) have increased 
 due to the recognition of historic losses and a re-evaluation of the 
 rate at which they are expected to unwind. 
 The Group has assessed the recoverability of these deferred tax assets 
 at 30 September 2019 and considers it probable that sufficient future 
 taxable profits will be available against which the underlying deductible 
 temporary differences can be utilised over the corporate planning horizon. 
 At 30 September 2019, the Group had an unrecognised deferred tax asset 
 of GBP114m (2018: GBP157m) representing trading losses with a gross 
 value of GBP668m (2018: GBP926m). Although there is no prescribed period 
 after which losses expire, a deferred tax asset has not been recognised 
 in respect of these losses as the Directors have insufficient certainty 
 over their recoverability in the foreseeable future. 
============================================================================ 
 

Movement in net deferred tax asset

 
                                                     2019   2018 
                                                     GBPm   GBPm 
--------------------------------------------------  -----  ----- 
At 30 September                                       129     79 
IFRS 9 adjustment recognised in equity (note 5.4)       7      - 
--------------------------------------------------  -----  ----- 
At 1 October                                          136     79 
Recognised in the income statement (note 2.5)          53     35 
Recognised directly in equity                        (68)     15 
--------------------------------------------------  -----  ----- 
At 30 September                                       121    129 
--------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.11   Deferred tax continued 

The Group has recognised deferred tax in relation to the following items:

 
                                                         2019   2018 
                                                         GBPm   GBPm 
------------------------------------------------------  -----  ----- 
Deferred tax assets 
Tax losses carried forward                                146     99 
Capital allowances                                         91     88 
Cash flow hedge reserve                                     3     12 
Acquisition accounting adjustments                         44      - 
Transitional adjustment - IFRS 9                           16      - 
Transitional adjustment - available for sale reserve        1      1 
Employee equity based compensation                          5      3 
Unamortised issue costs                                     4      - 
Pension spreading                                          11      - 
Other                                                       1      3 
------------------------------------------------------  -----  ----- 
                                                          322    206 
------------------------------------------------------  -----  ----- 
 
Deferred tax liabilities 
Defined benefit pension scheme surplus                  (139)   (74) 
Acquisition accounting adjustments                       (51)      - 
Gains on unlisted financial instruments at fair value 
 through other comprehensive income                       (6)    (3) 
Intangible assets                                         (4)      - 
Other                                                     (1)      - 
------------------------------------------------------  -----  ----- 
                                                        (201)   (77) 
------------------------------------------------------  -----  ----- 
Net deferred tax asset                                    121    129 
------------------------------------------------------  -----  ----- 
 

Payments to the pension scheme were greater than 210% of 2018 contributions and therefore in accordance with the legislation, tax relief is spread over four years giving rise to the pension spreading deferred tax asset of GBP11m. The current and deferred tax impact of pension contributions, and pension spreading, are reflected in the consolidated statement of comprehensive income.

The accounting adjustments relating to the acquisition of Virgin Money Holdings (UK) PLC (note 3.19) resulted in a net deferred tax liability of GBP22m on the date of acquisition, which has subsequently unwound in line with the related unwind of the fair value adjustments to a net deferred tax liability of GBP7m at 30 September 2019. The constituent parts of the net liability have been shown as deferred tax assets of GBP44m and deferred tax liabilities of GBP51m as they are not expected to unwind at the same time.

In accordance with legislation, the tax relief on the IFRS 9 opening adjustment (note 5.4) is spread evenly over 10 years and will unwind through entity corporation tax computations across the Group. The IFRS 9 deferred tax asset balance of GBP16m represents the combination of the Group's transitional position as presented in note 5.4 and the IFRS 9 transitional element remaining of the Virgin Money Holdings (UK) PLC adoption of IFRS 9 on 1 January 2018.

The European Securities and Markets Authority (ESMA) issued a Public Statement relating to IAS 12 'Income Taxes' in July 2019. The publication covered considerations on the recognition of deferred tax assets arising from the carry-forward of unused tax losses. As the Group's deferred tax asset, including the element relating to tax losses carried forward, is material, the Group has assessed the content of the ESMA Public Statement and will look to incorporate any potential further disclosure requirements arising from the statement in the financial statements in future reporting periods.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.12   Retirement benefit obligations 
 
Accounting policy 
 The Group makes contributions to both defined benefit and defined contribution 
 pension schemes which entitle employees to benefits on retirement or 
 disability. 
 Defined contribution pension scheme 
 The Group recognises its obligation to make contributions to the scheme 
 as an expense in the income statement as incurred. Prepaid contributions 
 are recognised as an asset to the extent that a cash refund or a reduction 
 in future payments is available. 
 Defined benefit pension scheme 
 A liability or asset is recognised on the balance sheet in respect of 
 the defined benefit scheme and is measured as the difference between 
 the present value of the defined benefit obligation less the fair value 
 of the defined benefit scheme assets at the reporting date. The present 
 value of the defined benefit obligation for the scheme is discounted 
 by high quality corporate bond rates that have maturity dates approximating 
 to the terms of the defined benefit obligation. Surpluses are only recognised 
 to the extent that they are recoverable through reduced contributions 
 in the future or through refunds from the scheme. In assessing whether 
 a surplus is recoverable, the Group considers its current right to obtain 
 a refund or a reduction in future contributions and does not anticipate 
 any future acts by other parties that could change the amount of the 
 surplus that may be ultimately recovered. 
 Pension expense attributable to the Group's defined benefit scheme comprises 
 current service cost, net interest on the net defined benefit obligation/asset, 
 past service cost resulting from a scheme amendment or curtailment, 
 gains or losses on settlement and administrative costs incurred. Where 
 actuarial remeasurements arise, the Group recognises such amounts directly 
 in equity through the statement of comprehensive income in the period 
 in which they occur. Actuarial remeasurements arise from experience 
 adjustments (the effects of differences between previous actuarial assumptions 
 and what has actually occurred) and changes in actuarial assumptions. 
================================================================================ 
 

The following table summarises the present value of the defined benefit obligation and fair value of plan assets for the Scheme as at 30 September:

 
                                                                  2019     2018 
                                                                  GBPm     GBPm 
-------------------------------------------------------------  -------  ------- 
Active members' defined benefit obligation                        (30)     (24) 
Deferred members' defined benefit obligation                   (2,537)  (2,131) 
Pensioner and dependant members' defined benefit obligations   (1,744)  (1,591) 
-------------------------------------------------------------  -------  ------- 
Total defined benefit obligation                               (4,311)  (3,746) 
Fair value of Scheme assets                                      4,707    3,958 
-------------------------------------------------------------  -------  ------- 
Net defined benefit pension asset                                  396      212 
-------------------------------------------------------------  -------  ------- 
Post-retirement medical benefits obligations(1)                    (3)      (3) 
-------------------------------------------------------------  -------  ------- 
 

(1) Post-retirement medical benefits obligations are included within other liabilities (note 3.17).

The Group's pension arrangements

The Group operates both defined benefit and defined contribution arrangements. The Group's principal trading subsidiary, Clydesdale Bank PLC, is the sponsoring employer in one funded defined benefit pension scheme, the Yorkshire and Clydesdale Bank Pension Scheme ('the Scheme'). The current version of the Scheme was established under trust on 30 September 2009 with the assets held in a trustee administered fund. The Trustee is responsible for the operation and governance of the Scheme, including making decisions regarding the Scheme's funding and investment strategy.

The Scheme is subject to the funding legislation outlined in the Pensions Act 2004 which came into force on 30 December 2005. This, together with documents issued by the Pensions Regulator, sets out the framework for funding defined benefit occupational pension plans in the UK.

The Group has implemented a number of reforms to the Scheme to manage the obligation. It closed the Scheme to new members in 2004 and since April 2006 has determined benefits accruing on a career average revalued earnings basis. On 1 August 2017, the Scheme was closed to future benefit accrual for the majority of current employees, with affected employees' future pension benefits being provided through the Group's existing defined contribution scheme, 'Total Pension'. The income statement charge for this is separately disclosed in note 2.4.

The Group also provides post-retirement health care under a defined benefit scheme for pensioners and their dependant relatives for which provision has been made on a basis consistent with the methodology applied to the defined benefit pension scheme. This is a closed scheme and the provision will be utilised over the life of the remaining scheme members. The obligation in respect of this scheme was GBP3m at 30 September 2019 (2018: GBP3m) and is included within other liabilities in note 3.17.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.12   Retirement benefit obligations continued 

Scheme valuations

There are a number of means of measuring liabilities in the defined benefit schemes, with the ultimate aim of the Trustee being that the Scheme is 100% funded on an agreed self-sufficiency basis(1) . The two bases used by the Group to value its obligations are (i) an IAS 19 accounting basis; and (ii) a Trustee's Technical Provision basis.

(i) IAS 19 accounting basis

The valuations of the Scheme assets and obligations are calculated on an accounting basis in accordance with the applicable accounting standard IAS 19 which provides the basis for the accounting framework and methodology for entries in the income statement, balance sheet and capital reporting. The principal purpose of this valuation is to allow comparison of pension obligations between companies. The obligation under an accounting valuation can be higher or lower than those under a Trustee's Technical Provision valuation.

The rate used to discount the obligation on an IAS 19 basis is a key driver of any potential volatility and is based on yields on AA rated high-quality corporate bonds, regardless of how the Trustee of the Scheme invests the assets. The accounting valuation under IAS 19 can therefore move adversely because of low rates and narrowing credit spreads which are not fully matched by the Scheme assets. Inflation is another key source of volatility and arises as a result of member benefits having an element of index linking, which causes the obligation to increase in line with rises in long-term inflation assumptions. In practice however, over the long term, the relationship between interest and inflation rates tends to be negatively correlated resulting in a degree of risk offset.

(ii) Trustee's Technical Provision basis

This valuation basis reflects how much money the Trustee considers is required now in order to provide for the promised benefits as they come up for payment in the future. The Trustee is responsible for ensuring that the calculation is conducted prudently on an actuarial basis, taking into account factors including the Scheme's investment strategy and the relative financial strength of the sponsoring employer.

A key aspect of this valuation is the investment strategy the Trustee proposes to follow as part of the policy for meeting the Scheme's obligations. Because there are no guarantees about investment returns over long periods, legislation requires the Trustee to consider carefully how much of their expected future investment returns it would be prudent for them to account for in advance.

The last Scheme funding valuation was conducted in accordance with Scheme data and market conditions as at 30 September 2016 and resulted in a reported deficit of GBP290m(2) . The Group agreed to eliminate this deficit through making contributions as agreed in the recovery plan dated 31 July 2017 and a revised schedule of contributions dated 31 January 2018. The following scheduled contributions of GBP184m remain to be made over the period to March 2023:

   -   equal monthly contributions totalling GBP50m per annum until 31 March 2022; and 
   -     GBP55m in the year to 31 March 2023. 

The next triennial funding valuation is currently in progress and will be calculated with reference to the Scheme data and market conditions as at 30 September 2019. The Group expects this valuation to be agreed with the Trustee of the Scheme by the end of 2020.

Scheme assets are not subject to the same valuation differences as Scheme obligations and are consistently valued at current market value.

(1) This is where the Scheme is essentially self-funded and does not need to call on the Group for any additional funding.

(2) The IAS 19 valuation as at 30 September 2016 reported a Scheme deficit of GBP75m.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.12   Retirement benefit obligations continued 

IAS 19 position

The Scheme movements in the year are as follows:

 
                                                  2019                                        2018 
-----------------------------  ------------------------------------------  ------------------------------------------ 
                                   Present                                     Present 
                                     value  Fair value         Cumulative        value  Fair value         Cumulative 
                                        of     of plan               loss           of     of plan            loss in 
                                obligation      assets  Total      in OCI   obligation      assets  Total         OCI 
                                      GBPm        GBPm   GBPm        GBPm         GBPm        GBPm   GBPm        GBPm 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
Balance sheet surplus 
 at 1 October                      (3,746)       3,958    212                  (3,974)       4,181    207 
                                                                    (704)                                       (695) 
Total expense 
Current service cost                     -           -      -                      (1)           -    (1) 
Past service cost                     (11)           -   (11)                      (2)           -    (2) 
Interest (expense)/income            (100)         107      7                    (104)         109      5 
Administrative costs                     -         (5)    (5)                        -         (6)    (6) 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
Total (expense)/income 
 recognised in the 
 consolidated income 
 statement                           (111)         102    (9)                    (107)         103    (4) 
 
Remeasurements 
Return on Scheme 
 assets greater than 
 discount rate                           -         772    772         772            -          27     27          27 
Actuarial: 
Loss - experience 
 adjustments                           (9)           -    (9)         (9)         (35)           -   (35)        (35) 
Gain - demographic 
 assumptions                            30           -     30          30           19           -     19          19 
Loss - financial 
 assumptions                         (683)           -  (683)       (683)         (20)           -   (20)        (20) 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
Remeasurement (losses)/gains 
 recognised in other 
 comprehensive income                (662)         772    110         110         (36)          27    (9)         (9) 
 
Contributions and 
 payments 
Employer contributions                   -          83     83                        -          18     18 
Benefit payments                        96        (96)      -                       93        (93)      - 
Transfer payments                      112       (112)      -                      278       (278)      - 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
                                       208       (125)     83                      371       (353)     18 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
Balance sheet surplus 
 at 30 September                   (4,311)       4,707    396                  (3,746)       3,958    212 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
                                                                    (594)                                       (704) 
-----------------------------  -----------  ----------  -----  ----------  -----------  ----------  -----  ---------- 
 

The past service cost included within the income statement charge for the current year of GBP11m relates to GMP equalisation, which is detailed further below. In the prior year, the Group incurred a past service cost of GBP2m in relation to enhanced early retirement entitlements on redundancy, which was fully offset in the income statement by a corresponding release from the restructuring provision.

The expected contributions and benefit payments for the year ending 30 September 2020 are GBP56m (2019: GBP77m) and GBP108m (2019: GBP98m) respectively.

The Group and Trustee have entered into a contingent security arrangement (the 'Security Arrangement') (note 5.3).

GMP equalisation

On 26 October 2018, the High Court handed down a judgement concluding that defined benefit schemes should equalise pension benefits for men and women in relation to GMP and concluded on the methods that were appropriate. The estimated increase in the Scheme obligations at the date of the judgement was GBP11m which is based on a number of assumptions, therefore the actual impact may be different. An allowance for GMP equalisation has been reflected in the income statement and in the closing net accounting surplus of the Scheme.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.12   Retirement benefit obligations continued 

Maturity of Scheme liabilities

The estimated maturity period of Scheme obligations on an IAS 19 accounting basis is provided within the Group annual report and accounts.

The discounted mean term of the defined benefit obligation at 30 September 2019 is 20 years (2018: 19 years).

Scheme assets

In order to meet the obligations of the Scheme, the Trustee invests in a diverse portfolio of assets, with the level and volatility of asset returns being a key factor in the overall investment strategy. The investment portfolio is subject also to a range of risks typical of the types of assets held, such as: equity risk; credit risk on bonds; currency risk; interest rate and inflation risk; and exposure to the property market. The Trustee's investment strategy (including physical assets and derivatives) seeks to reduce the Scheme's exposure to these risks. In managing interest rate and inflation risks, the investment strategy seeks to hold portfolios of matching assets (including derivatives) that enable the Scheme's assets to better match movements in the value of liabilities due to changes in interest rates and inflation.

As at 30 September 2019, both the interest rate and inflation rate hedge ratios were around 85% and 75% respectively (2018: 81% and 71%) of the obligation when measured on a self-sufficiency basis. This strategy reflects the Scheme's obligation profile and the Trustee's and the Group's attitude to risk. The Trustee monitors the investment objectives and asset allocation policy on a regular basis.

The Trustee's investment strategy involves two main categories of investments:

- matching assets - a range of investments that provide a match to changes in obligation values; and

- return seeking assets - a range of investments designed to provide specific, planned and consistent returns.

The major categories of plan assets for the Scheme, stated at fair value, are as follows:

 
                                           2019                               2018 
----------------------------  ------------------------------  ------------------------------------ 
                              Quoted  Unquoted   Total        Quoted(3)  Unquoted(3)   Total 
                                GBPm      GBPm    GBPm     %       GBPm         GBPm    GBPm     % 
----------------------------  ------  --------  ------  ----  ---------  -----------  ------  ---- 
Bonds 
Fixed government                 569         -     569              478            -     478 
Index linked government        1,757         -   1,757            1,539            -   1,539 
Global sovereign                  20         1      21               23            1      24 
Corporate and other              531       305     836              412          294     706 
----------------------------  ------  --------  ------  ----  ---------  -----------  ------  ---- 
                               2,877       306   3,183   68%      2,452          295   2,747   70% 
Equities(1) 
Global equities                    -       503     503                -          555     555 
Emerging market equities           -        50      50                -           58      58 
UK equities                        -        32      32                -           37      37 
----------------------------  ------  --------  ------  ----  ---------  -----------  ------  ---- 
                                   -       585     585   12%          -          650     650   16% 
Other 
Secured income alternatives        -       358     358                -          336     336 
Derivatives(2)                     -       219     219                -          172     172 
Repurchase agreements              -     (534)   (534)                -        (836)   (836) 
Property                           -       129     129                -          132     132 
Alternative credit                 -       409     409                -          260     260 
Infrastructure                     -       352     352                -          255     255 
Cash                               -         1       1                -          238     238 
Equity options                     5         -       5                4            -       4 
----------------------------  ------  --------  ------  ----  ---------  -----------  ------  ---- 
                                   5       934     939   20%          4          557     561   14% 
 
Total Scheme assets            2,882     1,825   4,707  100%      2,456        1,502   3,958  100% 
----------------------------  ------  --------  ------  ----  ---------  -----------  ------  ---- 
 

(1) Equity investments are classified as unquoted reflecting the nature of the funds in which the Scheme invests directly. The underlying investments within those funds are, however, mostly quoted.

(2) Derivative financial instruments are used to modify the profile of the assets of the Scheme to better match the Scheme liabilities. Derivative holdings may lead to increased or decreased exposures to the physical asset categories disclosed above.

(3) The split of plan assets between quoted and unquoted in the prior year has been restated to reflect their nature.

At 30 September 2019, the Scheme had employer-related investments within the meaning of Section 40 (2) of the Pensions Act 1995 totalling GBP2m

(2018: nil).

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.12   Retirement benefit obligations continued 

Actuarial assumptions

The following assumptions were used in arriving at the IAS 19 defined benefit obligation:

 
                                                              2019      2018 
                                                            % p.a.    % p.a. 
---------------------------------------------------------  -------  -------- 
Financial assumptions 
Discount rate                                                 1.77      2.75 
Inflation (RPI)                                               3.20      3.30 
Inflation (CPI)                                               2.20      2.30 
Career average revalued earnings (CARE) revaluations: 
Pre 31 March 2012 benefits (RPI)                              3.20      3.30 
Post 31 March 2012 benefits (CPI capped at 5% per annum)      2.20      2.30 
Pension increases (capped at 2.5% per annum)                  2.10      2.13 
Pension increases (capped at 5% per annum)                    3.07      3.15 
Rate of increase for pensions in deferment                    2.20      2.30 
---------------------------------------------------------  -------  -------- 
 

Demographic assumptions

 
                                      2019    2018 
                                     years   years 
----------------------------------  ------  ------ 
Post-retirement mortality: 
Current pensioners at 60 - male       28.0    28.2 
Current pensioners at 60 - female     29.6    29.8 
Future pensioners at 60 - male        29.1    29.3 
Future pensioners at 60 - female      30.8    31.0 
----------------------------------  ------  ------ 
 
 
Critical accounting estimates and judgements 
 The value of the Group's defined benefit pension scheme requires management 
 to make several assumptions. The key areas of estimation uncertainty 
 are: 
 discount rate applied: this is set with reference to market yields at 
 the end of the reporting period on high quality corporate bonds in the 
 currency and with a term consistent with the Scheme's obligations. The 
 average duration of the Scheme's obligations is approximately 20 years. 
 The market for bonds with a similar duration is illiquid and, as a result, 
 significant management judgement is required to determine an appropriate 
 yield curve on which to base the discount rate; 
 inflation assumptions: this is set with reference to market expectations 
 of the RPI measure of inflation for a term consistent with the Scheme's 
 obligations, based on data published by the BoE. Other measures of inflation 
 (such as CPI, or inflation measures subject to an annual cap) are derived 
 from this assumption; and 
 mortality assumptions: the cost of the benefits payable by the Scheme 
 will also depend upon the life expectancy of the members. The assumptions 
 for mortality rates are based on standard mortality tables (as adjusted 
 to reflect the characteristics of Scheme members) which allow for future 
 improvements in life expectancies. 
 The table below sets out the sensitivity and impact on the balance sheet 
 surplus position of the Scheme, the defined benefit obligation and pension 
 cost to changes in the key actuarial assumptions:                                       Balance                Pension 
                                  sheet surplus   Obligation      cost 
  Assumption change                        GBPm         GBPm      GBPm 
 -------------------  --------  ---------------  -----------  -------- 
  Discount rate        + 0.25%              (6)        (205)       (5) 
                       - 0.25%                8          220         4 
  Inflation            + 0.25%              (9)          145         3 
                       - 0.25%              (9)        (137)       (2) 
  Life expectancy      +1 year            (169)          169         3 
                       -1 year              164        (164)       (3) 
 -------------------  --------  ---------------  -----------  -------- 
 
 The above sensitivity analyses are based on a change in an assumption 
 while holding all other assumptions constant. In practice, changes in 
 some of the assumptions may be correlated. 
======================================================================================================================= 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.13   Customer deposits 
 
                                         2019    2018 
                                         GBPm    GBPm 
-------------------------------------  ------  ------ 
Interest bearing demand deposits       38,551  19,895 
Term deposits                          22,239   6,192 
Non-interest bearing demand deposits    3,002   2,756 
Other wholesale deposits                    1       1 
-------------------------------------  ------  ------ 
                                       63,793  28,844 
Accrued interest payable                  207      60 
-------------------------------------  ------  ------ 
                                       64,000  28,904 
-------------------------------------  ------  ------ 
 
   3.14   Debt securities in issue 
 
Accounting policy 
 Debt securities comprise short and long-term debt issued by the Group 
 including commercial paper, medium-term notes, term loans, covered bonds 
 and RMBS notes. 
 Debt securities are initially recognised at fair value, being the issue 
 proceeds, net of transaction costs incurred. These instruments are subsequently 
 measured at amortised cost using the effective interest method resulting 
 in premiums, discounts and associated issue costs being recognised in 
 the income statement over the life of the instrument. 
================================================================================ 
 

The breakdown of debt securities in issue is shown below:

 
2019                           Medium-term  Subordinated                   Covered 
                                     notes          debt  Securitisation     bonds  Total 
                                      GBPm          GBPm            GBPm      GBPm   GBPm 
-----------------------------  -----------  ------------  --------------  --------  ----- 
Carrying value                       1,838           722           5,040     1,828  9,428 
Fair value hedge adjustments            47             -               2        74    123 
-----------------------------  -----------  ------------  --------------  --------  ----- 
Total debt securities                1,885           722           5,042     1,902  9,551 
Accrued interest payable                12             9               9        10     40 
-----------------------------  -----------  ------------  --------------  --------  ----- 
                                     1,897           731           5,051     1,912  9,591 
-----------------------------  -----------  ------------  --------------  --------  ----- 
 
 
2018                           Medium-term  Subordinated                  Covered 
                                     notes          debt  Securitisation    bonds    Total 
                                      GBPm          GBPm            GBPm     GBPm     GBPm 
-----------------------------  -----------  ------------  --------------  -------  ------- 
Carrying value                         794           476           2,949      698    4,917 
Fair value hedge adjustments           (1)             -               -       34       33 
-----------------------------  -----------  ------------  --------------  -------  ------- 
Total debt securities                  793           476           2,949      732    4,950 
Accrued interest payable                 3             3               7       10       23 
-----------------------------  -----------  ------------  --------------  -------  ------- 
                                       796           479           2,956      742    4,973 
-----------------------------  -----------  ------------  --------------  -------  ------- 
 

The acquisition of Virgin Money Holdings (UK) PLC on 15 October 2018 resulted in recognition of the following debt securities (excluding accrued interest), which are included within the above balances as at 30 September 2019:

 
                                  Medium-term  Subordinated                  Covered 
                                        notes          debt  Securitisation    bonds  Total 
                                         GBPm          GBPm            GBPm     GBPm   GBPm 
--------------------------------  -----------  ------------  --------------  -------  ----- 
Fair value of acquired balances           647             -           2,909        -  3,556 
--------------------------------  -----------  ------------  --------------  -------  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.14   Debt securities in issue continued 

The following tables provide a breakdown of the medium-term notes and subordinated debt by instrument as at 30 September:

Medium-term notes (excluding accrued interest)

 
                                                      2019   2018 
                                                      GBPm   GBPm 
---------------------------------------------------  -----  ----- 
CYBG 3.125% fixed-to-floating rate callable senior 
 notes due 2025                                        298    298 
CYBG 4% fixed rate reset callable senior notes due 
 2026                                                  523    495 
CYBG 3.375% fixed rate reset callable senior notes 
 due 2025                                              366      - 
CYBG 4% fixed rate reset callable senior notes due 
 2027                                                  397      - 
VM PLC 2.25% fixed rate senior notes due 2020          301      - 
---------------------------------------------------  -----  ----- 
                                                     1,885    793 
---------------------------------------------------  -----  ----- 
 

Subordinated debt (excluding accrued interest)

 
                                                        2019   2018 
                                                        GBPm   GBPm 
-----------------------------------------------------  -----  ----- 
CYBG 5% fixed rate reset callable subordinated notes 
 due 2026                                                476    476 
CYBG 7.875% fixed rate reset callable subordinated 
 notes due 2028                                          246      - 
-----------------------------------------------------  -----  ----- 
                                                         722    476 
-----------------------------------------------------  -----  ----- 
 

Details of securitisation and covered bond issuances are included in note 3.3.

During the year, the Group issued GBP400m of medium-term notes and GBP250m of subordinated notes. The Group also issued GBP1,102m in Sterling and US Dollar denominations and redeemed GBP769m in Sterling denominations from the securitisation programmes, and issued GBP1,132m in Sterling and Euro denominations from the Eagle Place covered bond programme.

   3.15   Due to other banks 
 
Accounting policy 
 Repurchase agreements 
 Securities sold subject to sale and repurchase agreements ('repos') 
 are retained in their respective balance sheet categories. The associated 
 liabilities are included in amounts due to other banks based upon the 
 counterparties to the transactions. 
 The difference between the sale and repurchase price of repos is treated 
 as interest and accrued over the life of the agreements using the effective 
 interest method. 
============================================================================ 
 
 
                                                     2019  2018(1) 
                                                     GBPm     GBPm 
--------------------------------------------------  -----  ------- 
Secured loans                                       7,308    2,254 
Securities sold under agreements to repurchase(2)   1,554      802 
Transaction balances with other banks                  12       29 
Deposits from other banks                              42        3 
--------------------------------------------------  -----  ------- 
                                                    8,916    3,088 
--------------------------------------------------  -----  ------- 
 

(1) The prior year comparative has been restated in line with the current year presentation. GBP34m of derivative collateral in relation to clearing houses has been reclassified between other liabilities and due to other banks (note 1.10).

(2) The underlying securities sold under agreements to repurchase have a carrying value of GBP2,324m (2018: GBP1,172m).

Secured loans comprise amounts drawn under the TFS (including accrued interest).

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.16   Provisions for liabilities and charges 
 
Accounting policy 
 Provisions for liabilities and charges are recognised when a legal or 
 constructive obligation exists as a result of past events, it is probable 
 that an outflow of economic benefits will be necessary to settle the 
 obligation, and the obligation can be reliably estimated. Provisions 
 for liabilities and charges are not discounted to the present value 
 of their expected net future cash flows except where the time value 
 of money is considered material. 
 Critical accounting estimates and judgements 
 PPI redress provision and other conduct related matters 
 With the FCA's deadline on PPI complaints now passed the level of uncertainty 
 in determining the quantum of PPI related liability has reduced. However, 
 owing to the significant volumes received in the weeks preceding the 
 time bar there continues to be significant judgement required to determine 
 the key assumptions used to estimate the quantum of the provision, including 
 the level of conversion rate if information requests convert into complaints, 
 uphold rates (how many claims are, or may be, upheld in the customer's 
 favour), and redress costs (the average payment made to customers). 
 The provision, therefore, continues to be subject to inherent uncertainties 
 as a result of the subjective nature of the assumptions used in quantifying 
 the overall estimated position at 30 September 2019, consequently the 
 provision calculated may be subject to change in the future if outcomes 
 differ to those currently assumed. Sensitivity analysis indicating the 
 impact of reasonably possible changes in key assumptions on the PPI 
 provision is presented within this note. 
 There are similar uncertainties and judgements for other conduct risk 
 related matters, however the level of liability is materially lower. 
============================================================================== 
 
 
                                                           2019   2018 
                                                           GBPm   GBPm 
--------------------------------------------------------  -----  ----- 
PPI redress provision 
Opening balance                                             275    422 
Charge to the income statement (note 2.4)                   415    352 
Charge reimbursed under Conduct Indemnity                     -    148 
Utilised                                                  (311)  (647) 
--------------------------------------------------------  -----  ----- 
Closing balance                                             379    275 
--------------------------------------------------------  -----  ----- 
 
Customer redress and other provisions 
Opening balance                                              41    109 
Virgin Money Holdings (UK) PLC provision on acquisition      11      - 
Charge to the income statement (note 2.4)                    18     44 
Utilised                                                   (45)  (112) 
--------------------------------------------------------  -----  ----- 
Closing balance                                              25     41 
--------------------------------------------------------  -----  ----- 
 
Restructuring provision 
Opening balance                                              15     23 
Virgin Money Holdings (UK) PLC provision on acquisition       2      - 
Charge to the income statement                               64     15 
Utilised                                                   (26)   (23) 
--------------------------------------------------------  -----  ----- 
Closing balance                                              55     15 
--------------------------------------------------------  -----  ----- 
 
Total provisions for liabilities and charges                459    331 
--------------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.16   Provisions for liabilities and charges continued 

PPI redress

In common with the wider UK retail banking sector, the Group has continued to deal with complaints and redress issues arising out of historic sales of PPI. During the year, the Group reassessed the level of provision that was considered appropriate to meet current and future expectations in relation to the mis-selling of PPI policies and concluded that a further charge of GBP415m was required due to the significant volume of information requests received, mainly from claims management companies ahead of the August 2019 industry deadline. It also incorporates a reassessment of the costs of processing cases and the impact of experience adjustments. The total provision raised to date in respect of PPI is GBP3,055m (30 September 2018: GBP2,640m), with GBP379m of this remaining (30 September 2018: GBP275m) for closing out the remaining stock of complaints and information requests including costs of administration.

To 30 September 2019, the Group has received 629,000 complaints (30 September 2018: 483,000) and has allowed for 86,000 further complaints converted from information requests received prior to the time bar (30 September 2018: 83,000).

The overall provision is based on a number of assumptions derived from a combination of past experience, estimated future experience, industry comparison and the exercise of judgement in the key areas identified. There remain risks and uncertainties in relation to these assumptions and consequently in relation to the ultimate costs of redress and related costs, including: (i) the number of PPI claims arising from the volume of information requests submitted prior to the time bar; (ii) the number of those claims that ultimately will be upheld; (iii) the amount that will be paid in respect of those claims; and (iv) the costs of administration.

As such, the factors discussed above mean there is a risk that existing provisions for PPI customer redress may not cover all potential costs. In light of this, the eventual costs of PPI redress and complaint handling may therefore differ materially from that estimated and further provision could be required.

The table below sets out the key assumptions and the effect on the provision at 30 September 2019 of future, potential, changes in key assumptions:

Assumptions

 
                                                            Change in 
                                                           assumption  Sensitivity(1) 
--------------------------------------------------------  -----------  -------------- 
Number of expected complaints converted from the stock 
 of information requests at 30 September 2019                   +/-5%          GBP44m 
Uphold rate on stock of complaints at 30 September 
 2019 and expected converted complaints from information 
 requests                                                       +/-1%           GBP5m 
Average redress costs(2)                                        +/-1%           GBP2m 
--------------------------------------------------------  -----------  -------------- 
 

(1) There are inter-dependencies between several of the key assumptions which add to the complexity of the judgements the Group has to make. This means that no single factor is likely to move independently of others, however, the sensitivities disclosed above assume all other assumptions remain unchanged.

(2) Sensitivity to a change in average redress across customer initiated complaints.

Customer redress and other provisions

Other provisions include amounts in respect of a number of non-PPI conduct related matters, legal proceedings, and claims arising in the ordinary course of the Group's business. Over the course of the year, the Group has raised further provisions of GBP18m in relation to non-PPI conduct matters (note 2.4). The ultimate cost to the Group of these customer redress matters is driven by a number of factors relating to offers of redress, compensation, offers of alternative products, consequential loss claims and administrative costs. The matters are at varying stages of their life cycle and in certain circumstances, usually early in the life of a potential issue, elements of the potential exposure are contingent. These factors could result in the total cost of review and redress varying materially from the Group's estimate. The final amount required to settle the Group's potential liabilities in these matters is therefore uncertain and further provision could be required.

Conduct Indemnity Deed

The Group's economic exposure to the impact of historic conduct related liabilities was mitigated by a Capped Indemnity of GBP1.7bn from NAB. The full amount of the Capped Indemnity was drawn down in the year to 30 September 2018. Details of this matter can be found in note 3.14 of the 2018 Annual Report and Accounts.

To the extent that tax relief is expected in relation to provisions for which reimbursement income is applicable, amounts may become repayable to NAB. In the consolidated financial statements, deferred tax assets are only recognised in respect of the loss share proportion (9.7%) of unused tax losses on Relevant Conduct Matters, on the basis that the Group does not obtain the economic benefit of the future tax relief which is repayable to NAB.

   3.16   Provisions for liabilities and charges continued 

Restructuring provision

Restructuring of the business is currently ongoing and a provision is held to cover redundancy payments, property vacation costs and associated enablement costs. During the year GBP64m (2018: GBP15m) was provided for in accordance with the requirements of IAS 37. GBP26m (2018: GBP23m) of the total provision was utilised in the year.

Included within the restructuring provision is an amount for committed rental expense on surplus lease space consistent with the expected exposure on individual leases where the property is unoccupied. This element of the provision will be utilised over the remaining life of the leases, or until the leases are assigned, and is measured at present values by discounting anticipated future cash flows.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.17   Other liabilities 
 
                                2019  2018(1) 
                                GBPm     GBPm 
-----------------------------  -----  ------- 
Notes in circulation           2,277    2,254 
Accruals and deferred income     130      125 
Other(2)                         127      142 
-----------------------------  -----  ------- 
                               2,534    2,521 
-----------------------------  -----  ------- 
 

(1) The prior year comparative has been restated in line with the current year presentation. GBP34m of derivative collateral in relation to clearing houses has been reclassified between other liabilities and due to other banks (note 1.10).

(2) Other includes GBP3m (2018: GBP3m) of post retirement medical benefit obligations (note 3.12).

   3.18   Fair value of financial instruments 
 
Accounting policy 
 Fair value is the price that would be received to sell an asset or paid 
 to transfer a liability in an orderly transaction between market participants 
 at the valuation date. 
 When available, the Group measures the fair value of an instrument using 
 quoted prices in an active market for that instrument. Where no such 
 active market exists for the particular asset or liability, the Group 
 uses a valuation technique to arrive at the fair value, including the 
 use of transaction prices obtained in recent arm's length transactions 
 where possible, discounted cash flow analysis, option pricing models 
 and other valuation techniques commonly used by market participants. 
 In doing so, fair value is estimated using a valuation technique that 
 makes maximum possible use of market inputs and that places minimal 
 possible reliance upon entity-specific inputs. 
 The best evidence of the fair value of a financial instrument at initial 
 recognition is the transaction price, which represents the fair value 
 of the consideration paid or received, unless the fair value of that 
 instrument is evidenced by comparison with other observable current 
 market transactions in the same instrument (i.e. without modification 
 or repackaging) or based on a valuation technique whose variables include 
 only data from observable markets. When such evidence exists, the Group 
 recognises profits or losses on the transaction date. 
 In certain limited circumstances, the Group applies the fair value measurement 
 option to financial assets including loans and advances where the inherent 
 market risks (principally interest rate and option risk) are individually 
 hedged using appropriate interest rate derivatives. The loan is designated 
 as being carried at fair value through profit or loss to offset the 
 movements in the fair value of the derivative within the income statement 
 and therefore avoid an accounting mismatch. When a loan is held at fair 
 value, a statistical-based calculation is used to estimate expected 
 losses attributable to adverse movements in credit risk on the assets 
 held. This adjustment to the credit quality of the asset is then applied 
 to the carrying amount of the loan to arrive at fair value and recognised 
 in the income statement. 
 Analysis of the fair value disclosures uses a hierarchy that reflects 
 the significance of inputs used in measuring fair value. The level in 
 the fair value hierarchy within which a fair value measurement is categorised 
 is determined on the basis of the lowest level input that is significant 
 to the fair value measurement in its entirety. The fair value hierarchy 
 is as follows: 
 Level 1 fair value measurements - quoted prices (unadjusted) in active 
 markets for an identical financial asset or liability; 
 Level 2 fair value measurements - inputs other than quoted prices within 
 Level 1 that are observable for the financial asset or liability, either 
 directly (as prices) or indirectly (derived from prices); and 
 Level 3 fair value measurements - inputs for the financial asset or 
 liability that are not based on observable market data (unobservable 
 inputs). 
 For the purpose of reporting movements between levels of the fair value 
 hierarchy, transfers are recognised at the beginning of the reporting 
 period in which they occur. 
=============================================================================== 
 

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.18   Fair value of financial instruments continued 

(a) Fair value of financial instruments recognised on the balance sheet at amortised cost

The tables show a comparison of the carrying amounts of financial assets and liabilities measured at amortised cost, and their fair values, where these are not approximately equal.

There are various limitations inherent in this fair value disclosure, particularly where prices are derived from unobservable inputs due to some financial instruments not being traded in an active market. The methodologies and assumptions used in the fair value estimates are therefore described in the notes to the tables. The difference between carrying value and fair value is relevant in a trading environment but is not relevant to assets such as loans and advances.

 
                                      30 September 2019     30 September 2018 
-----------------------------------  --------------------  -------------------- 
                                     Carrying              Carrying 
                                        value  Fair value     value  Fair value 
                                         GBPm        GBPm      GBPm        GBPm 
-----------------------------------  --------  ----------  --------  ---------- 
Financial assets 
Loans and advances to customers(1)     73,095      73,119    32,748      32,307 
 
Financial liabilities 
Due to other banks(2)                   8,916       8,874     3,122       3,057 
Customer deposits(2)                   64,000      64,166    28,904      28,968 
Debt securities in issue(3)             9,591       9,667     4,973       5,052 
-----------------------------------  --------  ----------  --------  ---------- 
 

(1) Loans and advances to customers are categorised as Level 3 in the fair value hierarchy with the exception of GBP1,513m (2018: GBP1,110m) of overdrafts which are categorised as Level 2.

(2) Categorised as Level 2 in the Fair Value Hierarchy.

(3) Categorised as Level 2 in the Fair Value Hierarchy with the exception of GBP2,606m of listed debt (2018: GBP1,279m) which is categorised as Level 1.

The Group's fair values disclosed for financial instruments at amortised cost are based on the following methodologies and assumptions:

(a) Loans and advances to customers - The fair values of loans and advances are determined by firstly segregating them into portfolios of similar characteristics. Contractual cash flows are then adjusted for expected credit losses and expectations of customer behaviour based on observed historic data. The cash flows are then discounted using current market rates for instruments of similar terms and maturity to arrive at an estimate of their fair value.

(b) Due to other banks - The fair value is determined from a discounted cash flow model using current market rates for instruments of similar terms and maturity.

(c) Customer deposits - The fair value of deposits is determined using a replacement cost method which assumes alternative funding is raised in the most advantageous market. The contractual cash flows have been discounted using a funding curve with credit spreads reflecting the tenor of each deposit.

(d) Debt securities in issue - The fair value is taken directly from quoted market prices where available or determined from a discounted cash flow model using current market rates for instruments of similar terms and maturity.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.18   Fair value of financial instruments continued 

(b) Fair value of financial instruments recognised on the balance sheet at fair value

The following tables provide an analysis of financial instruments that are measured subsequent to initial recognition at fair value, using the fair value hierarchy described above.

 
                                 Fair value measurement as        Fair value measurement as 
                                             at                               at 
                                     30 September 2019                30 September 2018 
----------------------------  -------------------------------  ------------------------------- 
                                Level   Level   Level            Level   Level   Level 
                                    1       2       3   Total        1       2       3   Total 
                                 GBPm    GBPm    GBPm    GBPm     GBPm    GBPm    GBPm    GBPm 
----------------------------  -------  ------  ------  ------  -------  ------  ------  ------ 
Financial assets 
Financial assets 
 at fair value through 
 other comprehensive 
 income(1)                      4,328       -       -   4,328        -       -       -       - 
AFS investments(1)                  -       -       -       -    1,551       -      11   1,562 
Financial assets 
 at fair value through 
 profit or loss                     -     253       -     253        -     362       -     362 
Other financial assets              -       -      14      14        -       -       -       - 
Derivative financial 
 assets                             -     366       -     366        -     262       -     262 
----------------------------  -------  ------  ------  ------  -------  ------  ------  ------ 
Total financial assets 
 at fair value                  4,328     619      14   4,961    1,551     624      11   2,186 
----------------------------  -------  ------  ------  ------  -------  ------  ------  ------ 
 
Financial liabilities 
Financial liabilities 
 at fair value                      -       4       -       4        -      15       -      15 
Derivative financial 
 liabilities                        -     273       -     273        -     361       -     361 
----------------------------  -------  ------  ------  ------  -------  ------  ------  ------ 
Total financial liabilities 
 at fair value                      -     277       -     277        -     376       -     376 
----------------------------  -------  ------  ------  ------  -------  ------  ------  ------ 
 

(1) Changes required as a result of the adoption of IFRS 9 from 1 October 2018. Refer to notes 1.9 and 5.4.

There were no transfers between Level 1 and 2 in the current or prior year.

The Group's valuations for financial instruments that are measured subsequent to initial recognition at fair value are based on the following methodologies and assumptions:

(a) Derivative financial assets and liabilities - The fair values of derivatives, including foreign exchange contracts, interest rate swaps, interest rate and currency option contracts, and currency swaps, are obtained from discounted cash flow models or option pricing models as appropriate.

(b) Fair value through other comprehensive income - The fair values of listed investments are based on quoted closing market prices(1) .

(c) Financial assets and liabilities at fair value through profit or loss:

- Loans and advances to customers and term deposits (Level 2) - The fair values are derived from data or valuation techniques based upon observable market data and non-observable inputs as appropriate to the nature and type of the underlying instrument.

- Financial assets at fair value through profit or loss (Equity investment, Level 3) - Primarily represents GBP6m of Visa Inc. preferred stock received as partial consideration for the sale of the Group's share in Visa Europe (note 2.3). The preferred stock is convertible into Visa Inc. common stock or its equivalent at a future date, subject to potential reduction for certain litigation losses that may be incurred by Visa Europe. The fair value of the preference shares has been calculated by taking the period end New York Stock Exchange share price for Visa Inc. and discounting for illiquidity and clawback related to contingent litigation. For other unlisted equity investments, the Group's share of the net asset value or the transaction price respectively is considered the best representation of the exit price and is the Group's best estimate of fair value(1) .

- Financial assets at fair value through profit or loss (Debt investment, Level 3) - Primarily represents GBP5m of deferred consideration receivable and consists of the rights to future commission. The valuation is determined from a discounted cash flow model incorporating estimated attrition rates and investment growth rates appropriate to the underlying funds under management(1) . For other unlisted debt investments, the transaction price is considered the best estimate of the exit price and is the Group's best estimate of fair value.

(1) These balances were disclosed under available for sale in 2018 and were reclassified as a result of IFRS 9 (note 1.9).

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.18   Fair value of financial instruments continued 

Level 3 movement analysis:

 
                                            2019                                   2018 
--------------------------  -------------------------------------  ------------------------------------- 
                                          Financial                              Financial 
                                             assets                                 assets 
                                                 at                                     at 
                             Financial   fair value     Financial   Financial   fair value     Financial 
                                assets      through   liabilities      assets      through   liabilities 
                             available       profit            at   available       profit            at 
                              for sale      or loss    fair value    for sale      or loss    fair value 
                                  GBPm         GBPm          GBPm        GBPm         GBPm          GBPm 
--------------------------  ----------  -----------  ------------  ----------  -----------  ------------ 
Balance at the beginning 
 of the year                        11            -             -          10          477          (26) 
Transfer to Level 
 2(1)                                -            -             -           -        (477)            26 
Reclassification 
 on adoption of IFRS 
 9(2)                             (11)           11             -           -            -             - 
Fair value gains/(losses) 
 recognised(3) 
   In profit or loss 
    - unrealised                     -            1             -           1            -             - 
   In profit or loss 
    - realised                       -            3             -         (1)            -             - 
   In available for 
    sale - unrealised                -            -             -           1            -             - 
Purchases                            -            3             -           -            -             - 
Settlements                          -          (4)             -           -            -             - 
--------------------------  ----------  -----------  ------------  ----------  -----------  ------------ 
Balance at the end 
 of the year                         -           14             -          11            -             - 
--------------------------  ----------  -----------  ------------  ----------  -----------  ------------ 
 

(1) The financial assets at fair value comprise a portfolio of loans which are no longer on sale. The continued run-off of these loans has resulted in the unobservable credit risk inputs no longer being significant to their fair value. As such, in the prior year, the loans (and associated liabilities) were reclassified to Level 2 in the fair value hierarchy. In accordance with the Group's accounting policy, the transfer was deemed to have occurred at the beginning of the reporting period.

(2) Changes required as a result of the adoption of IFRS 9 from 1 October 2018. Refer to notes 1.9 and 5.4.

(3) Net gains or losses were recorded in non-interest income, or available for sale reserve as appropriate.

Quantitative information about significant unobservable inputs in Level 3 valuations

The table below lists key unobservable inputs to Level 3 financial instruments and provides the range of those inputs as at 30 September 2019.

 
                     Fair value 
                           GBPm   Valuation technique   Unobservable inputs     Low range  High range 
-------------------  ----------  --------------------  -----------------------  ---------  ---------- 
other Financial 
 assets 
 at FVTPL 
                                  Discounted cash       Contingent litigation 
Equity investments            8    flow                  risk                          0%        100% 
                                  Discounted cash       Funds under management 
Debt investments              6    flow                  attrition rate               10%         20% 
-------------------  ----------  --------------------  -----------------------  ---------  ---------- 
 

Sensitivity of Level 3 fair value measurements to reasonably possible alternative assumptions

Where valuation techniques use non-observable inputs that are significant to a fair value measurement in its entirety, changing these inputs will change the resultant fair value measurement.

The most significant input impacting the carrying value of the FVTPL-debt investment is the 'Funds Under Management attrition' rate. The Group currently assumes an annual 15% attrition rate. If this rate was 20% the fair value would reduce by GBP1m; if it was 10% the fair value would increase by GBP2m.

Other than these significant Level 3 measurements, the Group has a limited remaining exposure to Level 3 fair value measurements and changing one or more of the inputs for fair value measurements in Level 3 to reasonable alternative assumptions would not change the fair value significantly with respect to profit or loss, total assets, total liabilities or equity on these remaining Level 3 measurements.

   3.19   Acquisition of Virgin Money Holdings (UK) PLC 

On 15 October 2018, the Group acquired all the voting rights in Virgin Money Holdings (UK) PLC by means of a scheme of arrangement under Part 26 of the UK Companies Act 2006 for a purchase consideration of GBP1,532m. This comprised the fair value of approximately 541m new CYBG PLC ordinary shares in exchange for all Virgin Money Holdings (UK) PLC shares at a ratio of 1.2125 CYBG shares for each Virgin Money Holdings (UK) PLC share. Immediately following completion, Virgin Money Holdings (UK) PLC shareholders owned approximately 38% of the Combined Group (on a fully diluted basis).

The fair value of the shares issued was calculated using the CYBG PLC market price of 286.4 pence per share, on the London Stock Exchange at its close of business on 12 October 2018.

In seeking to address the underlying trends of scale and adaptability within the banking industry, the combination brings together the two banks to create a national competitor to the large incumbent banks. The combination offers retail and business customers an alternative to the status quo.

Group financial statements

Notes to the consolidated financial statements

Section 3: Assets and liabilities continued

   3.19   Acquisition of Virgin Money Holdings (UK) PLC continued 

The table below sets out the fair values of the identifiable net assets and liabilities acquired.

 
                                                Book value                 Fair value 
                                                        at                         at 
                                                15 October    Fair value   15 October 
                                                      2018   adjustments         2018 
                                                      GBPm          GBPm         GBPm 
---------------------------------------------  -----------  ------------  ----------- 
Assets 
Cash and balances with central banks                 4,146             -        4,146 
Due from other banks                                   598             -          598 
Financial assets at fair value through other 
 comprehensive income(1)(2)                          2,028             -        2,028 
Other financial assets at fair value through 
 profit or loss                                          1             -            1 
Derivative financial instruments                        71             -           71 
Loans and advances to customers(3)                  37,840            34       37,874 
Property, plant and equipment                           73           (7)           66 
Intangible assets                                      172             6          178 
Deferred tax assets                                     23            22           45 
Other assets                                            93             -           93 
---------------------------------------------  -----------  ------------  ----------- 
Total assets                                        45,045            55       45,100 
---------------------------------------------  -----------  ------------  ----------- 
 
Liabilities 
Due to other banks(3)                                7,171         (114)        7,057 
Derivative financial instruments                        41             -           41 
Customer deposits                                   32,111            10       32,121 
Debt securities in issue                             3,548             8        3,556 
Deferred tax liabilities                                 -            44           44 
Other liabilities                                      337             1          338 
---------------------------------------------  -----------  ------------  ----------- 
Total liabilities                                   43,208          (51)       43,157 
---------------------------------------------  -----------  ------------  ----------- 
 
Net assets                                           1,837           106        1,943 
 
Fair value of net assets acquired                                               1,943 
Fair value of non-controlling interests(4)                                      (422) 
Goodwill arising on acquisition                                                    11 
Total consideration(2)(5)                                                       1,532 
---------------------------------------------  -----------  ------------  ----------- 
 

(1) Under IFRS 9 'Financial Instruments', debt investments which would previously have been classified in the available for sale category are reclassified to the new fair value through other comprehensive income category.

(2) Adjusted to remove the CYBG debt securities held by Virgin Money Holdings (UK) PLC.

(3) Included within Loans and advances to customers and Due to other banks is cGBP300m of fair value assets which will unwind through the income statement over the next 3 to 5 years.

(4) At the acquisition date, Virgin Money Holdings (UK) PLC had in issue Fixed Rate Resettable AT1 securities issued on the Luxembourg Stock Exchange. In accordance with IAS 32 these were classified as equity instruments. The Group did not acquire the AT1 securities which remained in issue to third parties, consequently these represented a non-controlling interest. As the AT1 instruments were actively traded, the fair value of GBP422m was calculated based on the market price on the Luxembourg Stock Exchange at its close of business on 12 October 2018.

(5) Includes 'shares to be issued' in the future relating to employee share plans in regard to the settlement of the outstanding Virgin Money Holdings (UK) PLC share awards partially offset by the purchase of 'own shares' (note 4.1.5).

At acquisition date, the contractual amount of loans and advances receivable from customers was GBP37,664m. The best estimate of the amounts not expected to be collected was GBP123m. The goodwill arising on the acquisition of Virgin Money Holdings (UK) PLC is mainly attributable to expected cash flows from new customers and significant synergies which are expected to be realised. The goodwill arising on acquisition is not expected to be deductible for tax purposes.

The amounts of net interest income and profit before tax contributed to the Group's consolidated income statement for the year ended 30 September 2019 from the acquired Virgin Money Holdings (UK) PLC business were GBP559m and GBP149m respectively. If the acquisition had occurred on 1 October 2018, the Group's total net interest income for the year would have increased by GBP22m to GBP1,536m and the loss before tax would have increased by GBP33m to GBP265m.

Transaction costs of GBP48m were incurred by CYBG PLC in relation to the acquisition.

Group financial statements

Notes to the consolidated financial statements

Section 4: Capital

   4.1     Equity 
 
Accounting policy 
 Equity 
 The financial instruments issued by the Company are treated as equity 
 (i.e. forming part of shareholders' funds) only to the extent that they 
 meet the following two conditions: 
 (a) they include no contractual obligations upon the Company to deliver 
 cash or other financial assets or to exchange financial assets or financial 
 liabilities with another party under conditions that are potentially 
 unfavourable to the Group; and 
 (b) where the instrument will or may be settled in the Company's own 
 equity instruments, it is either a non-derivative that includes no obligation 
 to deliver a variable number of the Company's own equity instruments 
 or is a derivative that will be settled by the Company exchanging a 
 fixed amount of cash or other financial assets for a fixed number of 
 its own equity instruments. 
 To the extent that this definition is not met, the proceeds of issue 
 are classified as a financial liability. 
 Incremental costs directly attributable to the issue of new shares or 
 options or to the acquisition of a business are shown in equity as a 
 deduction, net of tax, from the proceeds. 
 Dividends 
 Final dividends on ordinary shares are recognised as a liability and 
 deducted from equity when they are approved by the Company's shareholders. 
 Interim dividends are deducted from equity when they are no longer at 
 the discretion of the Company. 
 Proposed final dividends for the year are disclosed as an event after 
 the balance sheet date. 
============================================================================== 
 

4.1.1 Share capital and share premium

 
                                   2019   2018 
                                   GBPm   GBPm 
--------------------------------  -----  ----- 
Share capital                       143     89 
Share premium                         3      - 
--------------------------------  -----  ----- 
Share capital and share premium     146     89 
--------------------------------  -----  ----- 
 
 
                                               2019         2018 
                                             Number       Number   2019   2018 
                                          of shares    of shares   GBPm   GBPm 
------------------------------------  -------------  -----------  -----  ----- 
Ordinary shares of GBP0.10 each - 
 allotted, called up and fully paid 
Opening ordinary share capital          886,079,959  883,606,066     89     88 
Share for share exchange                540,856,644            -     54      - 
Issued under employee share schemes       7,549,086    2,473,893      -      1 
------------------------------------  -------------  -----------  -----  ----- 
Closing ordinary share capital        1,434,485,689  886,079,959    143     89 
------------------------------------  -------------  -----------  -----  ----- 
 

Acquisition of Virgin Money Holdings (UK) PLC

On 15 October 2018, CYBG PLC issued 540,856,644 GBP0.10 ordinary shares in exchange for the acquisition of the entire share capital of Virgin Money Holdings (UK) PLC by means of a scheme of arrangement under Part 26 of the UK Companies Act 2006 for a purchase consideration of GBP1.5bn. The nominal value of the shares issued was GBP54m and the balance of GBP1,495m was transferred to a merger reserve in accordance with Section 612 of the Companies Act.

The holders of ordinary shares are entitled to dividends as declared from time to time and are entitled to one vote per share at meetings of the shareholders of the Company. All shares in issue at 30 September 2019 rank equally with regard to the Company's residual assets.

During the year 7,549,086 (2018: 2,473,893) ordinary shares were issued under employee share schemes with a nominal value of GBP0.7m (2018: GBP0.2m).

A final dividend in respect of the year ended 30 September 2018 of 3.1p (2017: 1p) per ordinary share amounting to GBP45m (2017: GBP9m), was paid in February 2019. This dividend was deducted from retained profits in the current year. The Directors have recommended that no dividend will be paid in respect of the year ended 30 September 2019.

Share premium represents the aggregate of all amounts that have ever been paid above par value to the Company when it has issued ordinary shares.

Group financial statements

Notes to the consolidated financial statements

Section 4: Capital continued

   4.1     Equity continued 

A description of the other equity categories included within the consolidated statement of changes in equity, and significant movements during the year, is provided below:

4.1.2 Other equity instruments

Other equity instruments consist of the following Perpetual Contingent Convertible Notes.

- Perpetual securities (fixed 8% up to the first reset date) issued on 8 February 2016 with a nominal value of GBP450m and optional redemption on 8 December 2022.

- Perpetual securities (fixed 8.75% up to the first reset date) issued on 10 November 2016 with a nominal value of GBP230m and optional redemption on 10 November 2021. This was held by Virgin Money Holdings (UK) PLC on the date of acquisition and was originally recognised as a non-controlling interest (note 4.1.6). Following a change in obligor from Virgin Money Holdings (UK) PLC to CYBG PLC on 20 August 2019, this has been recognised within other equity.

- Perpetual securities (fixed 9.25% up to the first reset date) issued on 13 March 2019 with a nominal value of GBP250m and optional redemption on 8 June 2024.

The issues are treated as equity instruments in accordance with IAS 32 'Financial Instruments: Presentation' with the proceeds included in equity, net of transaction costs of GBP15m (2018: GBPNil). AT1 distributions of GBP41m were made in the year, GBP33m net of tax (2018: GBP36m paid, GBP29m net of tax).

4.1.3 Capital reorganisation reserve

The capital reorganisation reserve of GBP839m was recognised on the issuance of CYBG PLC ordinary shares in February 2016 in exchange for the acquisition of the entire share capital of the Group's previous parent company, CYB Investments Limited (CYBI). The reserve reflects the difference between the consideration for the issuance of CYBG PLC shares and CYBI's share capital and share premium.

4.1.4 Merger reserve

A merger reserve of GBP633m was recognised on the issuance of CYBG PLC ordinary shares in February 2016 in exchange for the acquisition of the entire share capital of CYBI. An additional GBP1,495m was recognised on the issuance of CYBG PLC ordinary shares in October 2018 in exchange for the acquisition of the entire share capital of Virgin Money Holdings (UK) PLC. The merger reserve reflects the difference between the consideration for the issuance of CYBG PLC shares and the nominal value of the shares issued.

4.1.5 Other reserves

Own shares held

Virgin Money Holdings (UK) PLC established an Employee Benefit Trust (EBT) in 2011 in connection with the operation of its share plans. On the date of acquisition by CYBG PLC, the shares held in the EBT were converted to CYBG shares at a ratio of 1.2125 CYBG shares for each Virgin Money Holdings (UK) PLC share. The investment in own shares as at 30 September 2019 is GBP1m (2018: GBPNil). The market value of the shares held in the EBT at 30 September 2019 was GBP1m (2018: GBPNil).

Deferred shares reserve

The deferred share reserve comprises shares to be issued in the future relating to employee share plans in regard to the settlement of outstanding Virgin Money Holdings (UK) PLC share awards, which will be settled through the issuance of Virgin Money UK PLC shares at a future date in line with the vesting profile of the underlying plans.

Equity-based compensation reserve

The Group's equity based compensation reserve records the value of equity settled share based payment benefits provided to the Group's employees as part of their remuneration that has been charged through the income statement and adjusted for deferred tax.

Asset revaluation reserve

The asset revaluation reserve includes the gross revaluation increments and decrements arising from the revaluation of land and buildings.

Available for sale (AFS) reserve

The AFS reserve recorded the gains and losses arising from changes in the fair value of AFS financial assets prior to 1 October 2018. On adoption of IFRS 9 'Financial Instruments' with the removal of the AFS category for financial assets, part of the balance on the reserve was transferred to the FVOCI reserve with GBP3m released to retained earnings (note 5.4).

Fair value through other comprehensive income (FVOCI ) reserve

The FVOCI reserve records the unrealised gains and losses arising from changes in the fair value of financial assets at fair value through other comprehensive income. The movements in this reserve are detailed in the consolidated statement of comprehensive income. On adoption of IFRS 9 'Financial Instruments' with the removal of the AFS category for financial assets, GBP4m of the balance on the AFS reserve was transferred to the FVOCI reserve (note 5.4).

Group financial statements

Notes to the consolidated financial statements

Section 4: Capital continued

4.1.5 Other reserves continued

Cash flow hedge reserve

The cash flow hedge reserve represents the effective portion of cumulative post-tax gains and losses on derivatives designated as cash flow hedging instruments that will be recycled to the income statement when the hedged items affect profit or loss.

 
                                                          2019   2018 
                                                          GBPm   GBPm 
-------------------------------------------------------  -----  ----- 
At 1 October                                              (39)    (1) 
 
Amounts recognised in other comprehensive income: 
Cash flow hedge - interest rate risk 
Effective portion of changes in fair value of interest 
 rate swaps                                                 14   (58) 
Amounts transferred to the income statement                  -      9 
Taxation                                                   (3)     11 
Cash flow hedge - Foreign exchange risk 
Effective portion of changes in fair value of cross 
 currency swaps                                             59      - 
Amounts transferred to the income statement               (57)      - 
Taxation                                                     -      - 
-------------------------------------------------------  -----  ----- 
At 30 September                                           (26)   (39) 
-------------------------------------------------------  -----  ----- 
 

4.1.6 Non-controlling interests

At the acquisition date, Virgin Money Holdings (UK) PLC had in issue Fixed Rate Resettable AT1 securities issued on the Luxembourg Stock Exchange. In accordance with IAS 32 these are classified as equity instruments. The Group did not acquire the AT1 securities which remained in issue to third parties, consequently these represented a non-controlling interest. As the AT1 instruments are actively traded, the fair value on acquisition of GBP422m was calculated based on the market price on the Luxembourg Stock Exchange at its close of business on 12 October 2018. Following the change in obligor from Virgin Money Holdings (UK) PLC to CYBG PLC on 20 August 2019, this has been recognised within other equity (note 4.1.2).

Distributions to non-controlling interests of GBP33m were made in the year, GBP26m net of tax (2018: GBPNil).

   4.2     Equity based compensation 
 
Accounting policy 
 The Group operates a number of equity settled share based compensation 
 plans in respect of services received from certain of its employees. 
 The fair value of the services received is recognised as an expense. 
 The total amount to be expensed is measured by reference to the fair 
 value of the Company's shares, performance options or performance rights 
 granted, including, where relevant, any market performance conditions 
 and any non-vesting conditions. The impacts of any service and non-market 
 performance vesting conditions are not included in the fair value and 
 instead are included in estimating the number of awards or options that 
 are expected to vest. 
 The total expense is recognised over the vesting period, which is the 
 period over which all of the specified vesting conditions are to be 
 satisfied. A corresponding credit is recognised in the equity based 
 compensation reserve, adjusted for deferred tax. In some circumstances, 
 employees may provide services in advance of the grant date and therefore 
 the grant date fair value is estimated for the purposes of recognising 
 the expense during the period between the start of the service period 
 and the grant date. 
 At the end of each reporting period, the Group revises its estimates 
 of the number of shares, performance options and performance rights 
 that are expected to vest based on the non-market and service vesting 
 conditions. The impact of the revision to original estimates, if any, 
 is recognised in the income statement, with a corresponding adjustment 
 to the equity based compensation reserve. 
========================================================================== 
 

The equity settled share based payment charge for the year is GBP4m (2018: GBP9m).

Group financial statements

Notes to the consolidated financial statements

Section 4: Capital continued

   4.2     Equity based compensation continued 

CYBG awards

The Group made a number of awards under its share plans:

 
Plan    Eligible employees  Nature of award     Vesting conditions(1)     Grant dates(2) 
------  ------------------  ------------------  ------------------------  -------------- 
DEP(3)  Selected employees  Conditional rights  Continuing employment     2016, 2017 
                             to shares           or leaving in certain     and 2018 
                                                 limited circumstances 
------  ------------------  ------------------  ------------------------  -------------- 
LTIP    Selected senior     Conditional rights  Continuing employment     2017 and 2018 
         employees           to shares           or leaving in certain 
                                                 limited circumstances 
                                                 and achievement of 
                                                 delivery of the Group's 
                                                 strategic goals and 
                                                 growth in shareholder 
                                                 value 
------  ------------------  ------------------  ------------------------  -------------- 
SIP     All employees       Non-conditional     Continuing employment     2016 and 2017 
                             share award 
------  ------------------  ------------------  ------------------------  -------------- 
 

(1) All awards are subject to vesting conditions and therefore may or may not vest.

(2) The year in which grants have been made under the relevant plan.

(3) Grants made under the DEP are made the year following the financial year to which they relate.

Further detail on each plan is provided below:

DEP

Under the plan employees were awarded conditional rights to CYBG PLC shares. The shares are subject to forfeiture conditions including forfeiture as a result of resignation, termination by the Group or failure to meet compliance requirements. Awards include:

- the upfront and deferred elements of bonus awards where required to comply with the PRA Remuneration Code or the Group's deferral policy;

   -   buyout of equity from previous employment for senior new hires; and 

- Demerger awards which are also subject to the achievement of performance conditions over a three-year period. Details of the performance conditions are set out in the Directors' remuneration report contained in the Group's Annual Report and Accounts.

LTIP

Under the plan, employees were awarded conditional rights to CYBG PLC shares. The shares are subject to forfeiture conditions including forfeiture as a result of resignation, termination by the Group or failure to meet compliance requirements.

The performance conditions of the plan must be met over a three-year period. The measures reflect a balanced approach between financial and non-financial performance and are aligned to the organisation's strategic goals. Measures, relative weightings and the quantum for assessing performance are outlined in the Directors' remuneration report section contained in the Group's Annual Report and Accounts.

SIP

Eligible employees at the date of the award, were awarded Group shares, which are held in the Share Incentive Plan Trust (SIP Trust). Awards are not subject to performance conditions and participants are the beneficial owners of the shares granted to them, but not the registered owners. Voting rights over the shares are normally exercised by the registered owner at the direction of the participants. For the 2015 Demerger award, leavers (with the exception of gross misconduct) retain their awards but they must withdraw their shares from the SIP Trust.

Group financial statements

Notes to the consolidated financial statements

Section 4: Capital continued

   4.2     Equity based compensation continued 

Awards/rights made during the year

 
                                                                                        Average 
                          Number                                              Number       fair 
                     outstanding                                         outstanding   value of 
                              at                                                  at     awards 
                       1 October     Number      Number        Number   30 September   at grant 
Plan                        2018    awarded   forfeited      released           2019      pence 
------------------  ------------  ---------  ----------  ------------  -------------  --------- 
DEP 
2015 Demerger          2,038,052          -   (223,829)   (1,785,999)         28,224     196.96 
2015 Bonus                54,953          -           -      (54,953)              -     195.17 
2015 Commencement         25,685          -           -      (25,685)              -     194.67 
2016 Bonus                21,403          -           -      (10,700)         10,703     266.03 
2016 Commencement         57,271          -           -      (36,867)         20,404     266.03 
2017 Bonus               592,807          -    (31,943)     (329,794)        231,070     313.20 
2017 Commencement         68,167          -    (34,324)      (28,734)          5,109     313.20 
2018 Bonus                     -  1,634,582           -   (1,462,777)        171,805     192.35 
------------------  ------------  ---------  ----------  ------------  -------------  --------- 
LTIP 
2016 LTIP              2,232,391          -   (203,923)             -      2,028,468     266.03 
2017 LTIP              2,314,487          -   (207,534)             -      2,106,953     313.20 
2018 LTIP                      -  5,857,259    (61,455)             -      5,795,804     190,47 
------------------  ------------  ---------  ----------  ------------  -------------  --------- 
SIP 
2015 Demerger          1,297,152          -       (512)  (270,148)(1)      1,026,492     194.67 
2017 Free Share          906,141          -       (477)      (68,688)        836,976     313.20 
2019 Free Share                -  2,343,888    (84,870)      (48,216)      2,210,802     202.53 
------------------  ------------  ---------  ----------  ------------  -------------  --------- 
 

(1) Shares withdrawn from SIP Trust on leaving the Group.

Determination of grant date fair values

Participants of the DEP and LTIP plans are not entitled to dividends until the awards vest, but the number of shares which vest may be increased to reflect the value of dividends that would have been paid up to the end of the holding period for the awards, subject to the extent permitted under the relevant remuneration regulation. Accordingly, the grant date fair value of the awards with only service conditions and/or non-market performance conditions has been taken as the market value of the Company's ordinary shares at the grant date. Where awards are subject to non-market performance conditions, an estimate is made of the number of awards expected to vest in order to determine the overall share-based payment charge to be recognised over the vesting period.

The Group has not issued awards under any CYBG plan with market performance conditions.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes

   5.1     Contingent liabilities and commitments 
 
Accounting policy 
 Financial guarantees 
 The Group provides guarantees in the normal course of business on behalf 
 of its customers. Guarantees written are conditional commitments issued 
 by the Group to guarantee the performance of a customer to a third party 
 and are primarily issued to support direct financial obligations such 
 as commercial bills or other debt instruments issued by a counterparty. 
 The rating of the Group as a guarantee provider enhances the marketability 
 of the paper issued by the counterparty in these circumstances. Financial 
 guarantee contracts are initially recorded at fair value which is equal 
 to the premium received, unless there is evidence to the contrary. 
 The expected credit loss requirements of IFRS 9 as set out in note 3.2 
 are equally applicable to loan commitments and financial guarantee contracts. 
 Operating lease commitments 
 The leases entered into by the Group are primarily operating leases, 
 with operating lease rentals charged to the income statement on a straight 
 line basis over the period of the lease. The Group discloses its obligations 
 for future minimum payments under non-cancellable leases. 
 Contingent liabilities 
 Contingent liabilities are possible obligations whose existence will 
 be confirmed only by uncertain future events or present obligations 
 where the transfer of economic benefit is uncertain or cannot be reliably 
 measured. Contingent liabilities are not recognised on the balance sheet 
 but are disclosed unless they are remote. 
============================================================================== 
 

The table below sets out the amounts of financial guarantees and commitments which are not recorded on the balance sheet. Financial guarantees and commitments are credit-related instruments which include acceptances, letters of credit, guarantees and commitments to extend credit. The amounts do not represent the amounts at risk at the balance sheet date but the amounts that would be at risk should the contracts be fully drawn upon and the customer defaults. Since a significant portion of guarantees and commitments is expected to expire without being drawn upon, the total of the contract amounts is not representative of future liquidity requirements.

Financial guarantees

 
                                                          2019   2018 
                                                          GBPm   GBPm 
------------------------------------------------------  ------  ----- 
Guarantees and assets pledged as collateral security: 
   Due in less than 3 months                                24     26 
   Due between 3 months and 1 year                          24     36 
   Due between 1 year and 3 years                            6     10 
   Due between 3 years and 5 years                          11      2 
   Due after 5 years                                        48     45 
------------------------------------------------------  ------  ----- 
                                                           113    119 
------------------------------------------------------  ------  ----- 
Other credit commitments 
Undrawn formal standby facilities, credit lines and 
 other commitments to lend at call                      15,158  7,016 
------------------------------------------------------  ------  ----- 
 

The Group's loan commitments and financial guarantee contracts attracted expected credit losses of GBP5m at 30 September 2019. The balance calculated on adoption of IFRS 9 is disclosed in note 5.4.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

   5.1     Contingent liabilities and commitments continued 

Capital commitments

The Group had future capital expenditure which had been contracted for, but not provided for, at 30 September 2019 of GBP0.2m (2018: GBP1m).

Operating lease commitments

 
                                                       2019   2018 
                                                       GBPm   GBPm 
----------------------------------------------------  -----  ----- 
Leases as lessor 
Future minimum lease payments under non-cancellable 
 operating leases: 
   Within 1 year                                          2      1 
   Between 1 year and 5 years                             4      4 
   Over 5 years                                           1      1 
----------------------------------------------------  -----  ----- 
                                                          7      6 
----------------------------------------------------  -----  ----- 
Leases as lessee 
Future minimum lease payments under non-cancellable 
 operating leases: 
   Within 1 year                                         35     29 
   Between 1 year and 5 years                           135     96 
   Over 5 years                                         244    124 
----------------------------------------------------  -----  ----- 
                                                        414    249 
----------------------------------------------------  -----  ----- 
 

Other contingent liabilities

Conduct risk related matters

There continues to be significant uncertainty and thus judgement is required in determining the quantum of conduct risk related liabilities, with note 3.16 reflecting the Group's current position in relation to redress provisions including those for PPI. The final amount required to settle the Group's potential liabilities for these, and other conduct related matters, is materially uncertain. Contingent liabilities include those matters where redress is likely to be paid and costs incurred but the amounts cannot currently be estimated.

The Group will continue to reassess the adequacy of provisions for these matters and the assumptions underlying the calculations at each reporting date based upon experience and other relevant factors at that time.

Legal claims

The Group is named in and is defending a number of legal claims arising in the ordinary course of business. No material adverse impact on the financial position of the Group is expected to arise from the ultimate resolution of these legal actions.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

   5.2     Notes to the statement of cash flows 
 
                                                                        2019     2018 
                                                                        GBPm     GBPm 
-------------------------------------------------------------------  -------  ------- 
Adjustments included in the loss before tax 
Interest receivable                                                  (2,432)  (1,113) 
Interest payable                                                         918      262 
Depreciation and amortisation (note 2.4)                                 108       89 
Derivative financial instruments fair value movements                     17      (3) 
Impairment losses on credit exposures (note 3.2)                         252       41 
Software impairments and write-offs                                      132        - 
Other non-cash movements                                                   1        - 
Gain on sale of 50% (less one share) consideration 
 in Virgin Money UTM                                                    (35)        - 
Equity based compensation                                                  4        9 
-------------------------------------------------------------------  -------  ------- 
                                                                     (1,035)    (715) 
-------------------------------------------------------------------  -------  ------- 
Changes in operating assets 
Net (increase)/decrease in: 
   Balances with supervisory central banks                              (20)     (31) 
   Due from other banks                                                  274      339 
   Derivative financial instruments                                       64       18 
   Financial instruments at fair value through other comprehensive 
    income                                                              (33)        - 
   Financial assets at fair value through profit or loss                 103      117 
   Loans and advances to customers                                   (2,663)  (1,488) 
   Defined benefit pension assets                                       (74)        - 
   Other assets                                                          138     (14) 
-------------------------------------------------------------------  -------  ------- 
                                                                     (2,211)  (1,059) 
-------------------------------------------------------------------  -------  ------- 
Changes in operating liabilities 
Net increase/(decrease) in: 
   Due to other banks                                                   (20)  (1,053) 
   Derivative financial instruments                                    (128)     (16) 
   Financial liabilities at fair value through profit 
    or loss                                                             (11)     (11) 
   Customer deposits                                                   2,837    1,186 
   Provisions for liabilities and charges                                128    (223) 
   Defined benefit pension obligations                                     -     (14) 
   Other liabilities                                                   (171)        9 
-------------------------------------------------------------------  -------  ------- 
                                                                       2,635    (122) 
-------------------------------------------------------------------  -------  ------- 
 

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

   5.2     Notes to the statement of cash flows continued 

For the purposes of the statement of cash flows, cash and cash equivalents comprise the following balances with less than three months maturity from the date of acquisition. This includes cash and liquid assets and amounts due to other banks (to the extent less than 90 days).

 
                                                    2019   2018 
                                                    GBPm   GBPm 
------------------------------------------------  ------  ----- 
Cash and balances with central banks (note 3.4)   10,113  6,498 
Other assets                                          43     86 
Due to other banks                                  (20)   (12) 
Other liabilities                                   (17)   (30) 
------------------------------------------------  ------  ----- 
                                                  10,119  6,542 
------------------------------------------------  ------  ----- 
 
   5.3     Related party transactions 

Following the acquisition of Virgin Money Holdings (UK) PLC, the Group has a number of additional related entities. No comparative information is required where the entity only became a related party during the period.

Assets with related entities

 
                                                                2019   2018 
                                                                GBPm   GBPm 
-------------------------------------------------------------  -----  ----- 
Investments in joint ventures and associates 
Virgin Money Unit Trust Managers Limited(1)                        8      - 
 
Other assets 
Amounts due from Virgin Money Unit Trust Managers Limited(1)       2      - 
-------------------------------------------------------------  -----  ----- 
Total assets with related entities                                10      - 
-------------------------------------------------------------  -----  ----- 
 
Liabilities with related entities 
 
Customer deposits 
The Virgin Money Foundation                                        1      - 
 
Other liabilities 
Group pension deposits(2)                                         17     36 
Commissions and charges due to Virgin Atlantic Airways 
 Limited(3)                                                        6      - 
Trademark licence fees due to Virgin Enterprises Limited(4)        4      - 
 
Total liabilities with related entities                           28     36 
-------------------------------------------------------------  -----  ----- 
 
Non-interest income 
Net fees and commissions to Virgin Atlantic Airways 
 Limited                                                        (15)      - 
Share of post-tax result of Virgin Money Unit Trust 
 Managers Limited(1)                                             (1)      - 
Gain on sale of 50% (less one share) consideration 
 in Virgin Money Unit Trust Managers Limited to Aberdeen 
 Standard Investments(1)                                          35      - 
 
Operating and administrative expenses 
Trademark licence fees to Virgin Enterprises Limited(4)         (11)      - 
Costs recharged to Virgin Money Unit Trust Managers 
 Limited(1)                                                        2      - 
Donations to the Virgin Money Foundation(5)                      (2)      - 
 
Total income statement                                             8      - 
-------------------------------------------------------------  -----  ----- 
 

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

   5.3     Related party transactions continued 

(1) The Group entered into a joint venture with Aberdeen Standard Investments (ASI), under the terms of which ASI acquired 50% (less one share) of the Group's investments and pensions business. This new joint venture is Virgin Money Unit Trust Managers Limited.

(2) The Group and the Trustee to the pension scheme have entered into a contingent Security Arrangement which provides additional support to the Scheme by underpinning recovery plan contributions and some additional investment risk. The security is in the form of a pre-agreed maximum level of assets that are set aside for the benefit of the Pension Scheme in certain trigger events. These assets are held by Red Grey Square Funding LLP, an insolvency remote consolidated structured entity. The Group incurred costs in relation to pension scheme administration. These costs, which amounted to GBP0.1m (2018: GBP0.3m), were charged to the Group sponsored scheme. Information on the pension schemes operated by the Group is provided in note 3.12. Pension contributions of GBP83m (2018: GBP18m) were made to the Scheme (note 3.12).

(3) The Group incurs credit card commissions and air mile charges with Virgin Atlantic Airways Limited (VAA) in respect of an agreement between the two parties. GBP4m of cash costs payable to VAA have been deferred on the balance sheet.

(4) Licence Fees of GBP11m were payable to Virgin Enterprises Limited for the use of the Virgin Money brand trademark. This contract was previously held by Virgin Money Holdings (UK) plc. However, following the acquisition of Virgin Money Holdings (UK) PLC, the contract was renewed directly between CYBG plc and Virgin Enterprises Ltd.

(5) The Group has made donations to the Virgin Money Foundation to enable it to pursue its charitable objectives. The Group has also provided a number of support services to the Virgin Money Foundation on a pro bono basis, including use of facilities and employee time. The estimated gift in kind for support services provided during the year was GBP0.6m and is included in the total value disclosed above.

The Group paid GBP0.2m of ordinary dividends to Virgin Group Holdings Ltd.

Compensation of key management personnel (KMP)

KMP comprises Directors of the Company and members of the Executive Leadership Team.

 
                                     2019   2018 
                                     GBPm   GBPm 
----------------------------------  -----  ----- 
Salaries and short-term benefits       14      9 
Other long-term employee benefits       -      - 
Termination benefits                    5      - 
Equity based compensation(1)            2      1 
----------------------------------  -----  ----- 
                                       21     10 
----------------------------------  -----  ----- 
 

(1) Basis of the expense recognised in the year in accordance with IFRS 2 'Equity based compensations', including associated employers' NIC.

The following information regarding Directors' remuneration is presented in accordance with the Companies Act 2006.

 
                          2019   2018 
                          GBPm   GBPm 
-----------------------  -----  ----- 
Aggregate remuneration       5      5 
-----------------------  -----  ----- 
 

In addition to the above, GBP0.5m (2018: GBP0.4m) was expensed relating to LTIP. None of the Directors were members of the Group's defined contribution pension scheme during 2019 (2018: none). None of the Directors were members of the Group's defined benefit pension scheme during 2019 (2018: none). None of the Directors hold share options and none were exercised during the year (2018: none).

Transactions with KMP

KMP, their close family members and any entities controlled or significantly influenced by the KMP have undertaken the following transactions with the Group in the normal course of business. The transactions were made on the same terms and conditions as applicable to other Group employees, or on normal commercial terms.

 
                      2019   2018 
                      GBPm   GBPm 
-------------------  -----  ----- 
Loans and advances       4      2 
Deposits                 3      3 
-------------------  -----  ----- 
 

No provisions have been recognised in respect of loans provided to the KMP (2018: GBPNil). There were no debts written-off or forgiven during the year to 30 September 2019 (2018: GBPNil). Included in the above are four (2018: six) loans totalling GBP1m (2018: GBP2m) made to Directors. In addition to the above, there are guarantees of GBPNil (2018: GBPNil) made to Directors and their related parties.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

5.4 Transition to IFRS 9 'Financial Instruments' from IAS 39 'Financial Instruments: Recognition and Measurement' and the adoption of IFRS 15 'Revenue from Contracts with Customers'

IFRS 9

IFRS 9 replaced IAS 39 as the accounting standard for financial instruments and was adopted (except for the hedge accounting requirements) by the Group with effect from 1 October 2018. The requirements of IFRS 9 allow for the transitional adjustments to be reflected through the opening retained earnings line, without the need to produce comparative information on an IFRS 9 basis.

The following table summarises the locations of the policies and key judgement areas and impact on the Group's financial position of adopting IFRS 9 on 1 October 2018(1) :

 
Detail                                        Location 
--------------------------------------------  ------------------------------------ 
New accounting standards                      Note 1.9 
Loans and advances to customers               Note 3.1 
Impairment provisions on credit exposures     Note 3.2 
Critical accounting estimates and judgements  Note 3.2 
 in relation to expected credit losses 
 (ECL) 
Financial assets and liabilities at           Note 3.5 
 fair value through profit or loss (FVTPL) 
Financial assets at fair value through        Note 3.7 
 other comprehensive income (FVOCI) 
Financial assets available for sale           Note 3.8 - and only applicable 
 (AFS)                                         for the year ended 30 September 
                                               2018 as this category for financial 
                                               assets was removed with the 
                                               introduction of IFRS 9 
Other relevant credit risk disclosures        Pages 144 to 157 of the Risk 
                                               report contained in the Group's 
                                               Annual Report and Accounts 
--------------------------------------------  ------------------------------------ 
 

The carrying amount of the Group's financial assets and financial liabilities at 30 September 2018 under IAS 39 and at 1 October 2018 under IFRS 9 are as follows:

 
                                                                          IAS 39 carrying 
                              Measurement under    Measurement under               amount  IFRS 9 carrying 
                               IAS 39               IFRS 9                        GBPm(2)      amount GBPm 
----------------------------  -------------------  ---------------------  ---------------  --------------- 
Financial assets 
Cash and balances 
 with central banks           Amortised cost       Amortised cost                   6,573            6,573 
Due from other banks          Amortised cost       Amortised cost                     693              693 
Financial assets available    Available for        Fair value through 
 for sale(3)                   sale                 profit or loss                  1,562               11 
  Fair value through 
   other comprehensive 
   income                                                                             n/a            1,551 
Loans and advances 
 to customers at fair 
 value through profit         Fair value through   Fair value through 
 or loss                       profit or loss       profit or loss                    362              362 
Derivative financial          Fair value through   Fair value through 
 instruments                   profit or loss       profit or loss                    262              262 
Loans and advances 
 to customers                 Amortised cost       Amortised cost                  32,748           32,719 
 
Financial liabilities 
Other financial liabilities   Fair value through   Fair value through 
 at fair value                 profit or loss       profit or loss                     15               15 
----------------------------  -------------------  ---------------------  ---------------  --------------- 
 

(1) The acquisition of Virgin Money Holdings (UK) PLC on 15 October 2018 has no impact or effect on the Group's disclosures on the transition to IFRS 9, which is based on the Group balance sheet position as at 30 September 2018 which was prior to the acquisition.

(2) The prior year comparative has been restated in line with the current year presentation (note 1.10).

(3) The Group's listed securities, comprising of UK Government Securities, and other listed securities (e.g. bonds issued by supra-nationals and AAA rated covered bonds), are held in a business model that is 'to hold to collect and sell' and classified at fair value through other comprehensive income. The Group's unlisted securities, and other financial assets held as available for sale have been classified at fair value through profit or loss.

The changes required (net of deferred tax) to the Group's financial assets and liabilities on adoption of IFRS 9 have been adjusted through the Group's retained earnings figure for 30 September 2018.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

5.4 Transition to IFRS 9 'Financial Instruments' from IAS 39 'Financial Instruments: Recognition and Measurement' and the adoption of IFRS 15 'Revenue from Contracts with Customers' continued

Initial adoption approach

The methodology and nature of the key judgements applied on the initial adoption of IFRS 9 were consistent with the Group policy as outlined in detail in note 3.2, and are therefore not repeated here.

Consistent with the Group's approach to the application of economic scenarios to the ECL calculation at 30 September 2019, similar scenarios fed into the ECL calculation at 1 October 2018. The Group applied the following weightings to the chosen scenarios at 1 October 2018:

   Mild upside              25% 
   Base case               60% 
   Severe downside   15% 

Refer to note 3.2 for further detail regarding the approach and comparison of the weightings applied at 1 October 2018 and 30 September 2019.

Future macroeconomic conditions

A range of future macroeconomic conditions is used in the scenarios over a five-year forecast period and reflects the best estimates of future conditions under each scenario. The Group has identified the following key macroeconomic conditions as the most significant inputs for IFRS 9 modelling purposes: UK GDP growth, CPI inflation, house prices, bank rates, unemployment rates and CRE capital values. These are assessed and reviewed by an internal panel on a six-monthly basis to ensure appropriateness and relevance to the ECL calculation. Where model inputs are not reflective of the current market conditions at the date of the financial statements, the Group may reflect these through the use of temporary adjustments to the ECL calculation using expert credit judgement.

The simple forward-looking five-year averages for the key model inputs used in the ECL calculations at 1 October 2018 are:

 
                  uk gdp growth  cpi inflation  house prices  bank rate   ilo unemployment 
                              %              %             %          %                  % 
----------------  -------------  -------------  ------------  ---------  ----------------- 
1 October 2018 
Mild upside                 2.6            2.4           4.9        2.5                3.3 
Base case                   2.1            1.9           4.3        1.1                4.2 
Severe downside             0.6            0.8         (1.7)        0.1                6.2 
----------------  -------------  -------------  ------------  ---------  ----------------- 
 

The revised simple forward-looking five-year averages for the key model inputs used in the ECL calculations at 30 September 2019 are:

 
                    uk gdp growth  cpi inflation  house prices  bank rate  ilo unemployment 
                                %              %             %          %                 % 
------------------  -------------  -------------  ------------  ---------  ---------------- 
30 September 2019 
Mild upside                   2.7            2.3           5.8        2.0               3.4 
Base case                     1.8            1.7           2.9        0.9               3.8 
Severe downside               0.2            0.8         (4.6)        0.4               5.8 
------------------  -------------  -------------  ------------  ---------  ---------------- 
 

IFRS 15

The Group also adopted IFRS 15 'Revenue from Contracts with Customers' with effect from 1 October 2018.

The requirements of IFRS 15 allow for the transitional adjustments to be reflected through the opening retained earnings line, without the need to produce comparative information on an IFRS 15 basis.

The majority of the Group's income was either not in scope for IFRS 15 or was being recognised in a way that was consistent with the requirements of the new standard. The limited exception to this was income recognised in relation to the Group's rights to future commission on the deferred consideration receivable. This was held as an 'other' available for sale financial asset under IAS 39 and reclassified to FVTPL on transition to IFRS 9 as detailed in this note. As a result of this remeasurement, a further GBP1m of future commission income was recognised on transition to IFRS 15, which has been reflected in increases to both other assets and retained earnings on transition.

Group financial statements

Notes to the consolidated financial statements

Section 5: Other notes continued

5.4 Transition to IFRS 9 'Financial Instruments' from IAS 39 'Financial Instruments: Recognition and Measurement' and the adoption of IFRS 15 'Revenue from Contracts with Customers' continued

Quantitative impact of IFRS 9 and IFRS 15 on adoption at 1 October 2018

The change to the carrying amounts of the Group's assets, liabilities, reserves and retained earnings as at 30 September 2018 as a result of the IFRS 9 and IFRS 15 reclassifications and remeasurements required on 1 October 2018 are as follows:

 
                            IAS 39                                           IFRS 9 - 
                          carrying                                            release 
                            amount                                                 of                      Carrying 
                             as at                            IFRS 9 -      Available                     amount as 
                           30 Sept            IFRS 9 -   remeasurement            for         IFRS 15            at 
                           2018(1)   reclassifications          in ECL   sale reserve   remeasurement    1 Oct 2019 
                              GBPm                GBPm            GBPm           GBPm            GBPm          GBPm 
-----------------------  ---------  ------------------  --------------  -------------  --------------  ------------ 
Assets 
Financial assets 
 available for sale          1,562             (1,562)               -              -               -             - 
Financial assets 
 at fair value through 
 other comprehensive 
 income                          -               1,551               -              -               -         1,551 
Other financial assets 
 at fair value                 362                  11               -              -               -           373 
Loans and advances 
 to customers               32,748                   -            (29)              -               -        32,719 
Deferred tax                   206                   -               7              -               -           213 
Other assets                   338                   -               -              -               1           339 
-----------------------  ---------  ------------------  --------------  -------------  --------------  ------------ 
 
Equity 
Available for sale 
 reserve                       (7)                   4               -              3               -             - 
FVOCI reserve                    -                 (4)               -              -               -           (4) 
Retained earnings          (2,873)                   -              22            (3)             (1)       (2,855) 
-----------------------  ---------  ------------------  --------------  -------------  --------------  ------------ 
 

(1) The prior year comparative has been restated in line with the current year presentation (note 1.10).

The move to IFRS 9 has resulted in a net GBP19m decrease in retained earnings at 1 October 2018 primarily due to the change in the measurement in impairment losses, which are now calculated on an ECL basis as opposed to the incurred loss methodology used in IAS 39. The gross impairment loss adjustment of GBP29m as at 1 October 2018 includes GBP5m of ECLs calculated on the Group's loan commitments and financial guarantee contracts. In addition, while an ECL calculation is also performed on the Group's financial assets held at FVOCI, the resultant impairment provision is not material enough to be reported separately in the above tables.

   5.5     Pillar 3 disclosures 

Basel III Capital Requirements Directive IV

Pillar 3 disclosure requirements are set out in Part Eight of the CRR. The consolidated disclosures of the Group, for the 2019 financial year, will be issued concurrently with the Annual Report and Accounts and will be found at www.virginmoneyukplc.com/investor-relations/results-and-reporting/financial-results/.

   5.6     Post balance sheet events 

FSMA Part VII transfer of trade and assets from Virgin Money PLC to Clydesdale Bank PLC

On 26 September 2019, at a hearing in the Court of Session in Edinburgh, the Court approved a banking business transfer scheme under Part VII of the Financial Services and Markets Act 2000. The scheme effective date was 21 October 2019, and in accordance with the court approval, on this date the business of Virgin Money PLC was transferred to Clydesdale Bank PLC for a cash consideration of GBP10m. The transfer of the trade and assets is a business transfer under common control and has no impact on the consolidated Group financial results.

Change in Company name

CYBG PLC changed its name to Virgin Money UK PLC on 30 October 2019. The registered office address of the Company has changed from Merrion Way to Jubilee House, Gosforth, Newcastle upon Tyne, NE3 4PL.

Additional information

Measuring financial performance - glossary

Financial performance measures

As highlighted in the Annual Report and Accounts, the Group utilises a range of performance measures(1) to assess the Group's performance. These can be grouped under the following headings:

   -   profitability; 
   -   asset quality; and 
   -   capital optimisation. 

The performance measures used are a combination of statutory, regulatory and alternative performance measures; with the type of performance measure used dependent on the component elements and source of what is being measured.

Statutory performance measures (S)

These are used when the basis of the calculation is derived from a measure that is required under generally accepted accounting principles (GAAP). An example of this would be references to earnings per share.

Regulatory performance measures (R)

These are used when the basis of the calculation is required and specified by the Group's regulators. Examples of this would be the leverage ratio and the Tier 1 ratio.

Alternative performance measures (A)

These are used when the basis of the calculation is derived from a non-GAAP measure - also referred to as APMs. Examples of this would be the statutory cost to income ratio and the statutory return on tangible equity.

Where a performance measure refers to an 'underlying' metric, the detail on how this measure is arrived at, along with management's reasoning for excluding the item from the Group's current underlying performance rationale, can be found on page 108, directly following this section. These adjustments to the Group's statutory results made by management are designed to provide a more meaningful underlying basis.

Descriptions of the performance measures used, including the basis of calculation where appropriate, are set out below:

Profitability:

 
Term                      Type  Definition 
------------------------  ----  ---------------------------------------------------------- 
Net interest margin       A     Underlying net interest income as a percentage 
 (NIM)                           of average interest earning assets for a given 
                                 period. Underlying net interest income of GBP1,433m 
                                 (2018: GBP1,457m) is divided by average interest 
                                 earning assets for a given period of GBP86,362m 
                                 (2018: GBP81,934m) (which is then adjusted to exclude 
                                 short-term repos used for liquidity management 
                                 purposes, fair value adjustments, amounts received 
                                 under the Conduct Indemnity and not yet utilised, 
                                 and any associated income). As a result of the 
                                 exclusions noted above, average interest earning 
                                 assets used as the denominator have reduced by 
                                 GBPNil (2018: GBP187m) and the net interest income 
                                 numerator has reduced by GBPNil (2018: GBP3m). 
------------------------  ----  ---------------------------------------------------------- 
Statutory return          A     Statutory profit/(loss) after tax attributable 
 on tangible equity              to ordinary equity holders as a percentage of average 
 (RoTE)                          tangible equity (total equity less intangible assets, 
                                 AT1 and non-controlling interests) for a given 
                                 period. 
------------------------  ----  ---------------------------------------------------------- 
Statutory return          A     Statutory profit/(loss) after tax as a percentage 
 on assets                       of average total assets for a given period. 
------------------------  ----  ---------------------------------------------------------- 
Statutory basic earnings  S     Statutory profit/(loss) after tax attributable 
 per share (EPS)                 to ordinary equity shareholders including tax relief 
                                 on any distributions made to other equity holders 
                                 and non-controlling interests, divided by the weighted 
                                 average number of ordinary shares in issue for 
                                 a given period (excluding own shares held). 
------------------------  ----  ---------------------------------------------------------- 
Underlying RoTE           A     Underlying profit after tax attributable to ordinary 
                                 equity holders, including tax relief on any distributions 
                                 made to other equity holders and non-controlling 
                                 interests, as a percentage of average tangible 
                                 equity (total equity less intangible assets, AT1 
                                 and non-controlling interests) for a given period. 
------------------------  ----  ---------------------------------------------------------- 
Underlying CIR            A     Underlying operating and administrative expenses 
                                 as a percentage of underlying total operating income 
                                 for a given period. 
------------------------  ----  ---------------------------------------------------------- 
Underlying return         A     Underlying profit after tax as a percentage of 
 on assets                       average total assets for a given period. 
------------------------  ----  ---------------------------------------------------------- 
Underlying basic          A     Underlying profit after tax attributable to ordinary 
 EPS                             equity holders divided by the weighted average 
                                 number of ordinary shares in issue for a given 
                                 period. 
------------------------  ----  ---------------------------------------------------------- 
Underlying profit         A     Underlying profit before tax of GBP539m (2018: 
 after tax attributable          GBP581m) less tax charge of GBP77m (2018: GBP101m), 
 to ordinary equity              less AT1 distributions (net of tax relief) of GBP33m 
 holders                         (2018: GBP29m), less distributions to non-controlling 
                                 interests (net of tax relief) of GBP26m (2018:GBP25m) 
                                 and was equal to GBP403m (2018: GBP426m). The underlying 
                                 tax charge is calculated by applying the statutory 
                                 tax rate for the relevant period to the taxable 
                                 items adjusted on the underlying basis. 
------------------------  ----  ---------------------------------------------------------- 
 

(1) The term 'financial performance measure' covers all metrics, ratios and percentage calculations used to assess the Group's performance and is interchangeable with similar terminology used in the Annual Report and Accounts such as highlights, key metrics, key performance indicators (KPIs) and key credit metrics.

Additional information

Measuring financial performance - glossary

Asset quality:

 
Term                    Type  Definition 
----------------------  ----  --------------------------------------------------- 
Impairment charge       A     Impairment losses on credit exposures plus credit 
 to average customer           risk adjustment on fair value loans to average 
 loans (cost of risk)          customer loans (defined as loans and advances to 
                               customers, other financial assets at fair value 
                               and due from customers on acceptances). 
----------------------  ----  --------------------------------------------------- 
Total provision to      A     Total impairment provision on credit exposures 
 customer loans                as a percentage of total customer loans at a given 
                               date. 
----------------------  ----  --------------------------------------------------- 
Indexed loan to value   A     The mortgage portfolio weighted by balance and 
 (LTV) of the mortgage         indexed using the MIAC Acadametrics indices for 
 portfolio                     the Clydesdale Bank PLC portfolio while the Virgin 
                               Money Holdings (UK) PLC portfolio is indexed using 
                               the Markit indices. 
----------------------  ----  --------------------------------------------------- 
 

Capital optimisation:

 
Term                     Type  Definition 
-----------------------  ----  ------------------------------------------------------------ 
Common Equity Tier       R     CET1 capital divided by RWAs at a given date. 
 1 (CET1) ratio 
-----------------------  ----  ------------------------------------------------------------ 
Tier 1 ratio             R     Tier 1 capital as a percentage of RWAs. 
-----------------------  ----  ------------------------------------------------------------ 
Total capital ratio      R     Total capital resources divided by RWAs at a given 
                                date. 
-----------------------  ----  ------------------------------------------------------------ 
CRD IV leverage ratio    R     This is a regulatory standard ratio proposed by 
                                Basel III as a supplementary measure to the risk-based 
                                capital requirements. It is intended to constrain 
                                the build-up of excess leverage in the banking 
                                sector and is calculated by dividing Tier 1 capital 
                                resources by a defined measure of on and off-balance 
                                sheet items plus derivatives. 
-----------------------  ----  ------------------------------------------------------------ 
UK leverage ratio        R     The Group's leverage ratio on a modified basis, 
                                excluding qualifying central bank claims from the 
                                exposure measure in accordance with the policy 
                                statement issued by the PRA in October 2017. 
-----------------------  ----  ------------------------------------------------------------ 
Tangible net asset       A     Tangible equity (total equity less intangible assets, 
 value (TNAV) per               AT1 and non-controlling interests) as at the period 
 share                          end divided by the number of ordinary shares in 
                                issue at the year end (excluding own shares held). 
-----------------------  ----  ------------------------------------------------------------ 
Pro forma tangible       A     Tangible equity (total equity less intangible assets, 
 net asset value (TNAV)         AT1 and non-controlling interests) as at the period 
 per share                      end divided by the number of ordinary shares in 
                                issue at the period end. For comparative periods, 
                                the number of ordinary shares in issue used in 
                                the calculation is the number of ordinary shares 
                                in issue on 15 October 2018 following the acquisition 
                                of Virgin Money Holdings (UK) PLC (excluding own 
                                shares held). 
-----------------------  ----  ------------------------------------------------------------ 
Pro forma underlying     A     Underlying profit after tax attributable to ordinary 
 basic earnings per             equity shareholders, including tax relief on any 
 share                          distributions made to other equity holders and 
                                non-controlling interests, divided by the weighted 
                                average number of ordinary shares in issue for 
                                a given period (excluding own shares held). The 
                                weighted average number of ordinary shares in issue 
                                assumes that the 540,856,644 shares issued on the 
                                acquisition of Virgin Money Holdings (UK) PLC, 
                                was completed on 1 October 2017. 
-----------------------  ----  ------------------------------------------------------------ 
Loan to deposit ratio    R     Customer loans as a percentage of customer deposits 
 (LDR)                          at a given date. 
-----------------------  ----  ------------------------------------------------------------ 
Liquidity coverage       R     Measures the surplus (or deficit) of the Group's 
 ratio (LCR)                    high quality liquid assets relative to weighted 
                                net stressed cash outflows over a 30-day period. 
                                It assesses whether the Group has sufficient liquid 
                                assets to withstand a short-term liquidity stress 
                                based on cash outflow assumptions provided by regulators. 
-----------------------  ----  ------------------------------------------------------------ 
Net stable funding       R     The total amount of available stable funding divided 
 ratio (NSFR)                   by the total amount of required stable funding, 
                                expressed as a percentage. The Group monitors the 
                                NSFR, based on its own interpretations of current 
                                guidance available for CRD IV NSFR reporting. Therefore, 
                                the reported NSFR may change over time with regulatory 
                                developments. Due to possible differences in interpretation 
                                of the rules, the Group's ratio may not be directly 
                                comparable with those of other financial institutions. 
-----------------------  ----  ------------------------------------------------------------ 
 

Additional information

Measuring financial performance - glossary

Underlying adjustments to the pro forma view of performance

On arriving at an underlying basis, the effects of certain items that do not promote an understanding of historical or future trends of earnings or cash flows are removed, as management consider that this presents more comparable results year-on-year. These items are all significant and are typically one-off in nature. Additional detail is provided below where considered necessary to further explain the rationale for their exclusion from underlying performance, in particular for new items in the current year or recurring non-underlying items:

 
                            2019   2018    Reason for exclusion from the Group's current 
Item                        GBPm   GBPm     underlying performance 
-------------------------  -----  -----  ------------------------------------------------------- 
Restructuring costs        (156)      -    These are part of the Group's publicised 
                                            three-year integration plan following the 
                                            acquisition of Virgin Money Holdings (UK) 
                                            PLC and comprise a number of one-off expenses 
                                            that are required to realise the anticipated 
                                            cost synergies. 
-------------------------  -----  -----  ------------------------------------------------------- 
Acquisition costs:                         All costs incurred as a direct result of 
                                            the acquisition of Virgin Money Holdings 
                                            (UK) PLC have been removed from underlying 
                                            performance due to the scale and nature of 
                                            the transaction. Further information on the 
                                            items is provided below to aid understanding. 
-------------------------  -----  -----  ------------------------------------------------------- 
Acquisition accounting      (87)      -    This consists principally of the unwind of 
                                            the IFRS 3 fair value adjustments created 
                                            on the acquisition of Virgin Money Holdings 
                                            (UK) PLC in October 2018 (GBP23m gain) and 
                                            the IFRS 9 impairment impact on acquired 
                                            assets (GBP103m charge) with other smaller 
                                            items amounting to GBP7m. These represent 
                                            either one-off adjustments or are the scheduled 
                                            reversals of the accounting adjustments that 
                                            arose following the fair value exercise required 
                                            by IFRS 3. These will continue to be treated 
                                            as non-underlying adjustments over the expected 
                                            three to five-year period until they have 
                                            been fully reversed. 
-------------------------  -----  -----  ------------------------------------------------------- 
Intangible asset           (127)      -    The charge for the software write-off is 
 write-off                                  significant and has arisen in respect of 
                                            software assets which are no longer considered 
                                            to be of value relative to the Group's strategy 
                                            following the acquisition of Virgin Money 
                                            Holdings (UK) PLC. 
-------------------------  -----  -----  ------------------------------------------------------- 
Mortgage EIR adjustments      80      -    The alignment of accounting practices is 
                                            a one-off exercise arising from the acquisition. 
-------------------------  -----  -----  ------------------------------------------------------- 
Virgin Money Holdings       (55)   (39)    These costs related directly to the transaction 
 (UK) PLC transaction                       and comprised legal, advisory and other associated 
 costs                                      costs required to complete the transaction. 
-------------------------  -----  -----  ------------------------------------------------------- 
Total acquisition 
 costs                     (189)   (39) 
-------------------------  -----  -----  ------------------------------------------------------- 
Legacy conduct             (433)  (396)    These costs are historical in nature and 
                                            are not indicative of the Group's current 
                                            practices. 
-------------------------  -----  -----  ------------------------------------------------------- 
Other: 
-------------------------  -----  -----  ------------------------------------------------------- 
Consent solicitation        (18)      -    One-off costs relating to the change in obligor 
                                            of senior debt from Virgin Money Holdings 
                                            (UK) PLC to CYBG on 20 August 2019. 
-------------------------  -----  -----  ------------------------------------------------------- 
SME transformation          (30)   (16)    These costs are significant and considered 
                                            to be one-off due to the unique growth opportunities 
                                            currently available to the Group in respect 
                                            of its Business lending. 
-------------------------  -----  -----  ------------------------------------------------------- 
Gain on sale of UTM           35      -    A one-off gain recognised on the disposal 
                                            of 50% (less one share) of Virgin Money Unit 
                                            Trust Managers Limited. 
-------------------------  -----  -----  ------------------------------------------------------- 
UTM transition costs         (1)      - 
-------------------------  -----  -----  ------------------------------------------------------- 
GMP equalisation            (11)      -    A one-off charge for GMP equalisation in 
 cost                                       the Group's defined benefit scheme. 
-------------------------  -----  -----  ------------------------------------------------------- 
Legacy restructuring         (5)   (46)    These legacy costs were significant in prior 
 and separation                             periods and related to the Sustain programme, 
                                            and demerger from NAB, both of which completed 
                                            in the current period. 
-------------------------  -----  -----  ------------------------------------------------------- 
Virgin Money digital 
 bank termination 
 costs                         -    (3) 
-------------------------  -----  -----  ------------------------------------------------------- 
Gain on disposal 
 of VocaLink                   4      - 
-------------------------  -----  -----  ------------------------------------------------------- 
Gain on disposal 
 of Visa C shares              -      3 
-------------------------  -----  -----  ------------------------------------------------------- 
Total other                 (26)   (62) 
-------------------------  -----  -----  ------------------------------------------------------- 
 

Additional information

Glossary

 
Term                       Definition 
-------------------------  ----------------------------------------------------------------- 
Additional Tier 1          Securities that are considered Additional Tier 1 capital 
 (AT1)                      in the context of CRD IV. 
-------------------------  ----------------------------------------------------------------- 
arrears                    A customer is in arrears when they fail to adhere to 
                            their contractual payment obligations resulting in an 
                            outstanding loan that is unpaid or overdue. 
-------------------------  ----------------------------------------------------------------- 
average assets             Represents the average of assets over the year adjusted 
                            for any disposed operations. 
-------------------------  ----------------------------------------------------------------- 
B                          The Group's digital application suite, offering retail 
                            customers money management capabilities across Web, 
                            Android and Apple platforms. 
-------------------------  ----------------------------------------------------------------- 
Bank                       Clydesdale Bank PLC. 
-------------------------  ----------------------------------------------------------------- 
Basel II                   The capital adequacy framework issued by the Basel Committee 
                            on Banking Supervision (BCBS) in June 2004. 
-------------------------  ----------------------------------------------------------------- 
Basel III                  Reforms issued by the BCBS in December 2017 with subsequent 
                            revisions. 
-------------------------  ----------------------------------------------------------------- 
basis points (bps)         One hundredth of a percent (0.01%); meaning that 100 
                            basis points is equal to 1%. This term is commonly used 
                            in describing interest rate movements. 
-------------------------  ----------------------------------------------------------------- 
Board                      Refers to the Virgin Money UK PLC Board or the Clydesdale 
                            Bank PLC Board as appropriate. 
-------------------------  ----------------------------------------------------------------- 
Business lending           Lending to non-retail customers, including overdrafts, 
                            asset and lease financing, term lending, bill acceptances, 
                            foreign currency loans, international and trade finance, 
                            securitisation and specialised finance. 
-------------------------  ----------------------------------------------------------------- 
Capped Indemnity           The indemnity from NAB in favour of the Group in respect 
                            of certain qualifying conduct costs incurred by the 
                            Group under the terms of the Conduct Indemnity Deed. 
-------------------------  ----------------------------------------------------------------- 
carrying value (also       The value of an asset or a liability in the balance 
 referred to as carrying    sheet based on either amortised cost or fair value principles. 
 amount) 
-------------------------  ----------------------------------------------------------------- 
collateral                 The assets of a borrower that are used as security against 
                            a loan facility. 
-------------------------  ----------------------------------------------------------------- 
collective impairment      Impairment assessment on a collective basis for homogeneous 
 provision                  groups of loans that are not considered individually 
                            significant and to cover losses which have been incurred 
                            but have not yet been identified on loans subject to 
                            individual assessment. 
-------------------------  ----------------------------------------------------------------- 
Combined Group             CYBG, now Virgin Money UK PLC, and its controlled entities 
                            following the acquisition of Virgin Money Holdings (UK) 
                            PLC. 
-------------------------  ----------------------------------------------------------------- 
commercial paper           An unsecured promissory note issued to finance short-term 
                            credit requirements. These instruments have a specified 
                            maturity date and stipulate the face amount to be paid 
                            to the investor on that date. 
-------------------------  ----------------------------------------------------------------- 
Common Equity Tier         The highest quality form of regulatory capital that 
 1 capital (CET1)           comprises total shareholders' equity and related non-controlling 
                            interests, less goodwill and intangible assets and certain 
                            other regulatory adjustments. 
-------------------------  ----------------------------------------------------------------- 
Company/CYBG               CYBG PLC up until 31 October 2019 and thereafter Virgin 
                            Money UK PLC. 
-------------------------  ----------------------------------------------------------------- 
Conduct Indemnity          The deed between NAB and CYBG setting out the terms 
 Deed                       of: 
                            the Capped Indemnity; and 
                            certain arrangements for the treatment and management 
                            of Relevant Conduct Matters. 
-------------------------  ----------------------------------------------------------------- 
conduct risk               The risk of treating customers unfairly and/or delivering 
                            inappropriate outcomes resulting in customer detriment, 
                            regulatory fines, compensation, redress costs and reputational 
                            damage. 
-------------------------  ----------------------------------------------------------------- 
counterparty               The other party that participates in a financial transaction, 
                            with every transaction requiring a counterparty in order 
                            for the transaction to complete. 
-------------------------  ----------------------------------------------------------------- 
Coverage ratio             Impairment allowance as at the period end shown as a 
                            percentage of gross loans and advances as at the period 
                            end. 
-------------------------  ----------------------------------------------------------------- 
covered bonds              A corporate bond with primary recourse to the institution 
                            and secondary recourse to a pool of assets that act 
                            as security for the bonds on issuer default. Covered 
                            bonds remain on the issuer's balance sheet and are a 
                            source of term funding for the Group. 
-------------------------  ----------------------------------------------------------------- 
CRD IV                     European legislation to implement Basel III. It replaces 
                            earlier European capital requirements directives with 
                            a revised package consisting of a new Capital Requirements 
                            Directive and a new Capital Requirements Regulation. 
                            CRD IV sets out capital and liquidity requirements for 
                            European banks and harmonises the European framework 
                            for bank supervision. See also 'Basel III'. 
-------------------------  ----------------------------------------------------------------- 
Credit conversion          Credit conversion factors are used in determining the 
 factor (CCF)               exposure at default in relation to a credit risk exposure. 
                            The CCF is an estimate of the proportion of undrawn 
                            and off-balance sheet commitments expected to be drawn 
                            down at the point of default. 
-------------------------  ----------------------------------------------------------------- 
Credit impaired financial  Financial assets that are in default or have an individually 
 assets                     assessed provision. This is also referred to as a 'Stage 
                            3' impairment loss and subject to a lifetime expected 
                            credit loss calculation. The Group considers 90 days 
                            past due as a backstop in determining whether a financial 
                            asset is credit impaired. 
-------------------------  ----------------------------------------------------------------- 
Credit risk mitigation     Techniques to reduce the potential loss in the event 
 (CRM)                      that a customer (borrower or counterparty) becomes unable 
                            to meet its obligations. This may include the taking 
                            of financial or physical security, the assignment of 
                            receivables or the use of credit derivatives, guarantees, 
                            credit insurance, set-off or netting. 
-------------------------  ----------------------------------------------------------------- 
 

Additional information

Glossary

 
Term                           Definition 
-----------------------------  -------------------------------------------------------------- 
credit risk adjustment/credit  An adjustment to the valuation of financial instruments 
 valuation adjustment           held at fair value to reflect the creditworthiness of 
                                the counterparty. 
-----------------------------  -------------------------------------------------------------- 
customer deposits              Money deposited by individuals and corporate entities 
                                that are not credit institutions, and can be either 
                                interest bearing, non-interest bearing or term deposits. 
-----------------------------  -------------------------------------------------------------- 
CYBI                           CYB Investments Limited. 
-----------------------------  -------------------------------------------------------------- 
default                        A customer is in default when either they are more than 
                                90 DPD on a credit obligation to the Group, or are considered 
                                unlikely to pay their credit obligations in full without 
                                recourse to actions such as realisation of security 
                                (if held). 
-----------------------------  -------------------------------------------------------------- 
delinquency                    See 'arrears'. 
-----------------------------  -------------------------------------------------------------- 
Demerger                       The demerger of the Group from NAB pursuant to which 
                                all of the issued share capital of CYBI was transferred 
                                to CYBG by NAB in consideration for the issue and transfer 
                                of CYBG shares to NAB in part for the benefit of NAB 
                                (which NAB subsequently sold pursuant to the IPO) and 
                                in part for the benefit of NAB shareholders under a 
                                scheme of arrangement under part 5.1 of the Australian 
                                Corporations Act. 
-----------------------------  -------------------------------------------------------------- 
Demerger date                  8 February 2016. 
-----------------------------  -------------------------------------------------------------- 
derivative                     A financial instrument that is a contract or agreement 
                                whose value is related to the value of an underlying 
                                instrument, reference rate or index. 
-----------------------------  -------------------------------------------------------------- 
earnings at risk (EaR)         A measure of the quantity by which net interest income 
                                might change in the event of an adverse change in interest 
                                rates. 
-----------------------------  -------------------------------------------------------------- 
effective interest             The carrying value of certain financial instruments 
 rate (EIR)                     which amortises the relevant fees over the expected 
                                life of the instrument. 
-----------------------------  -------------------------------------------------------------- 
encumbered assets              Assets that have been pledged as security, collateral 
                                or legally 'ring-fenced' in some other way which prevents 
                                those assets being transferred, pledged, sold or otherwise 
                                disposed. 
-----------------------------  -------------------------------------------------------------- 
exposure                       A claim, contingent claim or position which carries 
                                a risk of financial loss. 
-----------------------------  -------------------------------------------------------------- 
Exposure at default            The estimate of the amount that the customer will owe 
 (EAD)                          at the time of default. 
-----------------------------  -------------------------------------------------------------- 
fair value                     The price that would be received to sell an asset or 
                                paid to transfer a liability in an orderly transaction 
                                in the principal (or most advantageous) market at the 
                                measurement date under current market conditions. 
-----------------------------  -------------------------------------------------------------- 
Financial Ombudsman            An independent body set up by the UK Parliament to resolve 
 Service                        individual complaints between financial businesses and 
                                their customers. 
-----------------------------  -------------------------------------------------------------- 
Financial Services             The UK's compensation fund of last resort for customers 
 Compensation Scheme            of authorised financial services firms and is funded 
 (FSCS)                         by the financial services industry. The FSCS may pay 
                                compensation if a firm is unable, or likely to be unable, 
                                to pay claims against it. This is usually because it 
                                has stopped trading or has been declared in default. 
-----------------------------  -------------------------------------------------------------- 
forbearance                    The term generally applied to the facilities provided 
                                or changes to facilities provided to assist borrowers, 
                                who are experiencing, or are about to experience, a 
                                period of financial stress. 
-----------------------------  -------------------------------------------------------------- 
funding risk                   A form of liquidity risk arising when the liquidity 
                                needed to fund illiquid asset positions cannot be obtained 
                                at the expected terms and when required. 
-----------------------------  -------------------------------------------------------------- 
Group                          CYBG, now Virgin Money UK PLC, and its controlled entities. 
-----------------------------  -------------------------------------------------------------- 
hedge ineffectiveness          Represents the extent to which the income statement 
                                is impacted by changes in fair value or cash flows of 
                                hedging instruments not being fully offset by changes 
                                in fair value or cash flows of hedged items. 
-----------------------------  -------------------------------------------------------------- 
IFRS 9                         The new financial instrument accounting standard which 
                                was adopted by the Group with effect from 1 October 
                                2018. 
-----------------------------  -------------------------------------------------------------- 
impairment allowances          An expected credit loss provision held on the balance 
                                sheet for financial assets calculated in accordance 
                                with IFRS 9. The impairment allowance is calculated 
                                as either a 12-month or a lifetime expected credit loss. 
-----------------------------  -------------------------------------------------------------- 
impairment losses              The expected credit losses calculated in accordance 
                                with IFRS 9 and recognised in the income statement with 
                                the carrying value of the financial asset reduced by 
                                creating an impairment allowance. Impairment losses 
                                are calculated as either a 12-month or lifetime expected 
                                credit loss. 
-----------------------------  -------------------------------------------------------------- 
interest rate hedging          This incorporates: (i) standalone hedging products identified 
 products (IRHP)                in the Financial Services Authority (FSA) 2012 notice; 
                                (ii) the voluntary inclusion of certain of the Group's 
                                more complex tailored business loan (TBL) products; 
                                and (iii) the Group's secondary review of all fixed-rate 
                                tailored business loans (FRTBLs) complaints which were 
                                not in scope for the FSA notice. 
-----------------------------  -------------------------------------------------------------- 
Internal Capital Adequacy      The Group's assessment of the levels of capital that 
 Assessment Process             it needs to hold through an examination of its risk 
 (ICAAP)                        profile from regulatory and economic capital viewpoints. 
-----------------------------  -------------------------------------------------------------- 
Internal Liquidity             The Group's assessment and management of balance sheet 
 Adequacy Assessment            risks relating to funding and liquidity. 
 Process (ILAAP) 
-----------------------------  -------------------------------------------------------------- 
 

Additional information

Glossary

 
Term                         Definition 
---------------------------  --------------------------------------------------------------- 
Internal Ratings-Based       A method of calculating credit risk capital requirements 
 approach (IRB)               using internal, rather than supervisory, estimates of 
                              risk parameters. 
---------------------------  --------------------------------------------------------------- 
investment grade             The highest possible range of credit ratings, from 'AAA' 
                              to 'BBB', as measured by external credit rating agencies. 
---------------------------  --------------------------------------------------------------- 
Level 1 fair value           Financial instruments whose fair value is derived from 
 measurements                 unadjusted quoted prices for identical instruments in 
                              active markets. 
---------------------------  --------------------------------------------------------------- 
Level 2 fair value           Financial instruments whose fair value is derived from 
 measurements                 quoted prices for similar instruments in active markets 
                              and financial instruments valued using models where 
                              all significant inputs are observable. 
---------------------------  --------------------------------------------------------------- 
Level 3 fair value           Financial instruments whose fair value is derived from 
 measurements                 valuation techniques where one or more significant inputs 
                              are unobservable. 
---------------------------  --------------------------------------------------------------- 
Lifetime expected            The expected credit loss calculation performed on financial 
 credit loss                  assets where a significant increase in credit risk since 
                              origination has been identified. This can be either 
                              a 'Stage 2' or 'Stage 3' impairment loss depending on 
                              whether the financial asset is credit impaired. 
---------------------------  --------------------------------------------------------------- 
Listing Rules                Regulations applicable to any company listed on a United 
                              Kingdom stock exchange, subject to the oversight of 
                              the UK Listing Authority (UKLA). The Listing Rules set 
                              out mandatory standards for any company wishing to list 
                              its shares or securities for sale to the public. 
---------------------------  --------------------------------------------------------------- 
loan to value ratio          A ratio that expresses the amount of a loan as a percentage 
 (LTV)                        of the value of the property on which it is secured. 
---------------------------  --------------------------------------------------------------- 
Loss given default           The estimate of the loss that the Group will suffer 
 (LGD)                        if the customer defaults (incorporating the effect of 
                              any collateral held). 
---------------------------  --------------------------------------------------------------- 
medium-term notes            Debt instruments issued by corporates, including financial 
                              institutions, across a range of maturities. 
---------------------------  --------------------------------------------------------------- 
Minimum Requirement          MREL is a minimum requirement for institutions to maintain 
 for Own Funds and            equity and eligible debt liabilities, to help ensure 
 Eligible Liabilities         that when an institution fails the resolution authority 
 (MREL)                       can use these financial resources to absorb losses and 
                              recapitalise the continuing business. 
---------------------------  --------------------------------------------------------------- 
net interest income          The amount of interest received or receivable on assets, 
                              net of interest paid or payable on liabilities. 
---------------------------  --------------------------------------------------------------- 
Net Promoter Score           This is an externally collated customer loyalty metric 
 (NPS)                        that measures loyalty between a provider, who in this 
                              context is the Group, and a consumer. 
---------------------------  --------------------------------------------------------------- 
operational risk             The risk of loss resulting from inadequate or failed 
                              internal processes, people strategies and systems or 
                              from external events. 
---------------------------  --------------------------------------------------------------- 
Overall Liquidity            An FCA and PRA rule that firms must at all times maintain 
 Adequacy Rule (OLAR)         liquidity resources which are adequate both as to amount 
                              and quality, to ensure that there is no significant 
                              risk that its liabilities cannot be met as they fall 
                              due. This is included in the Group's risk appetite and 
                              subject to approval by the Board as part of the ILAAP. 
---------------------------  --------------------------------------------------------------- 
pension risk                 The risk that, at any point in time, the available assets 
                              to meet pension liabilities are at a value below current 
                              and future scheme obligations. 
---------------------------  --------------------------------------------------------------- 
Personal lending             Lending to individuals rather than institutions and 
                              excludes mortgage lending which is reported separately. 
---------------------------  --------------------------------------------------------------- 
PPI redress                  Includes PPI customer redress and all associated costs 
                              excluding fines. 
---------------------------  --------------------------------------------------------------- 
probability of default       The probability that a customer will default over either 
 (PD)                         the next 12 months or lifetime of the account. 
---------------------------  --------------------------------------------------------------- 
regulatory capital           The capital which the Group holds, determined in accordance 
                              with rules established by the PRA. 
---------------------------  --------------------------------------------------------------- 
Relevant Conduct Matters     The legacy conduct issues covered by the Capped Indemnity, 
                              including certain conduct issues relating to PPI, standalone 
                              IRHP, voluntary scope TBLs and FRTBLs and other conduct 
                              matters in the period prior to the Demerger date whether 
                              or not known at the Demerger date. 
---------------------------  --------------------------------------------------------------- 
residential mortgage-backed  Securities that represent interests in groups or pools 
 securities (RMBS)            of underlying mortgages. Investors in these securities 
                              have the right to cash received from future mortgage 
                              payments (interest and principal). 
---------------------------  --------------------------------------------------------------- 
ring-fencing                 A new regime of rules which require banks to change 
                              the way that they are structured by separating retail 
                              banking services from investment and international banking. 
                              This is to ensure the economy and taxpayers are protected 
                              in the event of any future financial crises. 
---------------------------  --------------------------------------------------------------- 
risk appetite                The level and types of risk the Group is willing to 
                              assume within the boundaries of its risk capacity to 
                              achieve its strategic objectives. 
---------------------------  --------------------------------------------------------------- 
risk weighted assets         On and off-balance sheet assets of the Group are allocated 
 (RWA)                        a risk weighting based on the amount of capital required 
                              to support the asset. 
---------------------------  --------------------------------------------------------------- 
sale and repurchase          A short-term funding agreement that allows a borrower 
 agreement ('repo')           to create a collateralised loan by selling a financial 
                              asset to a lender. As part of the agreement, the borrower 
                              commits to repurchase the security at a date in the 
                              future repaying the proceeds of the loan. For the counterparty 
                              (buying the security and agreeing to sell in the future) 
                              it is a reverse repurchase agreement or a reverse repo. 
---------------------------  --------------------------------------------------------------- 
 

Additional information

Glossary

 
Term                   Definition 
---------------------  -------------------------------------------------------------- 
Scheme                 The Group's defined benefit pension scheme, the Yorkshire 
                        and Clydesdale Bank Pension Scheme. 
---------------------  -------------------------------------------------------------- 
secured lending        Lending in which the borrower pledges some asset (e.g. 
                        property) as collateral for the lending. 
---------------------  -------------------------------------------------------------- 
securitisation         The practice of pooling similar types of contractual 
                        debt and packaging the cash flows from the financial 
                        asset into securities that can be sold to institutional 
                        investors in debt capital markets. It provides the Group 
                        with a source of secured funding than can achieve a 
                        reduction in funding costs by offering typically 'AAA' 
                        rated securities secured by the underlying financial 
                        asset. 
---------------------  -------------------------------------------------------------- 
Significant increase   The assessment performed on financial assets at the 
 in credit risk         reporting date to determine whether a 12-month or lifetime 
                        expected credit loss calculation is required. Qualitative 
                        and quantitative triggers are assessed in determining 
                        whether there has been a significant increase in credit 
                        risk since origination. The Group considers 30 days 
                        past due as a backstop in determining whether a significant 
                        increase in credit risk since origination has occurred. 
---------------------  -------------------------------------------------------------- 
specific impairment    A specific provision relates to a specific loan, and 
 provision              represents the estimated shortfall between the carrying 
                        value of the asset and the estimated future cash flows, 
                        including the estimated realisable value of securities 
                        after meeting securities realisation costs. 
---------------------  -------------------------------------------------------------- 
standardised approach  In relation to credit risk, a method for calculating 
                        credit risk capital requirements using External Credit 
                        Assessment Institutions (ECAI) ratings and supervisory 
                        risk weights. In relation to operational risk, a method 
                        of calculating the operational capital requirement by 
                        the application of a supervisory defined percentage 
                        charge to the gross income of eight specified business 
                        lines. 
---------------------  -------------------------------------------------------------- 
stress testing         The term used to describe techniques where plausible 
                        events are considered as vulnerabilities to ascertain 
                        how this will impact the own funds or liquidity which 
                        a bank holds. 
---------------------  -------------------------------------------------------------- 
structured entities    An entity created to accomplish a narrow well-defined 
 (SE)                   objective (e.g. securitisation of financial assets). 
                        An SE may take the form of a corporation, trust, partnership 
                        or unincorporated entity. SEs are often created with 
                        legal arrangements that impose strict limits on the 
                        activities of the SE. May also be referred to as an 
                        SPV. 
---------------------  -------------------------------------------------------------- 
subordinated debt      Liabilities which rank after the claims of other creditors 
                        of the issuer in the event of insolvency or liquidation. 
---------------------  -------------------------------------------------------------- 
Term Funding Scheme    Launched in 2016 by the BoE to allow banks and building 
 (TFS)                  societies to borrow from the BoE at rates close to base 
                        rate. This is designed to increase lending to businesses 
                        by lowering interest rates and increasing access to 
                        credit. 
---------------------  -------------------------------------------------------------- 
Tier 1 capital         A measure of a bank's financial strength defined by 
                        CRD IV. It captures CET1 capital plus other Tier 1 securities 
                        in issue, subject to deductions. 
---------------------  -------------------------------------------------------------- 
Tier 2 capital         A component of regulatory capital, including qualifying 
                        subordinated debt, eligible collective impairment allowances 
                        and other Tier 2 securities as defined by CRD IV. 
---------------------  -------------------------------------------------------------- 
unaudited              Financial information that has not been subject to validation 
                        by the Group's external auditor. 
---------------------  -------------------------------------------------------------- 
underlying capital     The amount of capital generated by the business in basis 
 generation             points over a given period, before non--underlying items 
                        are included. 
---------------------  -------------------------------------------------------------- 
unsecured lending      Lending in which the borrower pledges no assets as collateral 
                        for the lending (such as credit cards and current account 
                        overdrafts). 
---------------------  -------------------------------------------------------------- 
value at risk (VaR)    A measure of the loss that could occur on risk positions 
                        as a result of adverse movements in market risk factors 
                        (e.g. rates, prices, volatilities) over a specified 
                        time horizon and to a given level of confidence. 
---------------------  -------------------------------------------------------------- 
Virgin Money           Virgin Money UK PLC 
---------------------  -------------------------------------------------------------- 
Virgin Money Holdings  Virgin Money Holdings (UK) PLC 
---------------------  -------------------------------------------------------------- 
 

Additional information

Abbreviations

 
AIRB   Advanced internal 
        ratings-based 
-----  --------------------------- 
ALCO   Asset and Liability 
        Committee 
-----  --------------------------- 
API    Application programming 
        interface 
-----  --------------------------- 
ASX    Australian Securities 
        Exchange 
-----  --------------------------- 
AT1    Additional Tier 
        1 
-----  --------------------------- 
BCAs   Business current 
        accounts 
-----  --------------------------- 
BCBS   Basel Committee 
        on Banking Supervision 
-----  --------------------------- 
BoE    Bank of England 
-----  --------------------------- 
bps    Basis points 
-----  --------------------------- 
BTL    Buy-to-let 
-----  --------------------------- 
CAGR   Compound Annual 
        Growth Rate 
-----  --------------------------- 
CCB    Capital Conservation 
        Buffer 
-----  --------------------------- 
CCF    Credit conversion 
        factor 
-----  --------------------------- 
CCyB   Countercyclical 
        Capital Buffer 
-----  --------------------------- 
CET1   Common Equity Tier 
        1 Capital 
-----  --------------------------- 
CIR    Cost to income ratio 
-----  --------------------------- 
CMA    Competition and 
        Markets Authority 
-----  --------------------------- 
CPI    Consumer Price Index 
-----  --------------------------- 
CRD    Capital Requirements 
 IV     Directive IV 
-----  --------------------------- 
CRM    Credit risk mitigation 
-----  --------------------------- 
CRR    Capital Requirements 
        Regulation 
-----  --------------------------- 
CSR    Corporate Social 
        Responsibility 
-----  --------------------------- 
DEP    Deferred Equity 
        Plan 
-----  --------------------------- 
DPD    Days past due 
-----  --------------------------- 
DTR    Disclosure and Transparency 
        Rules 
-----  --------------------------- 
EAD    Exposure at default 
-----  --------------------------- 
EaR    Earnings at risk 
-----  --------------------------- 
EBA    European Banking 
        Authority 
-----  --------------------------- 
ECL    Expected credit 
        loss 
-----  --------------------------- 
EIR    Effective interest 
        rate 
-----  --------------------------- 
EPS    Earnings per share 
-----  --------------------------- 
FCA    Financial Conduct 
        Authority 
-----  --------------------------- 
FIRB   Foundation internal 
        ratings-based 
-----  --------------------------- 
FPC    Financial Policy 
        Committee 
-----  --------------------------- 
FRC    Financial Reporting 
        Council 
-----  --------------------------- 
FSCS   Financial Services 
        Compensation Scheme 
-----  --------------------------- 
FSMA   Financial Services 
        and Markets Act 
        2000 
-----  --------------------------- 
FTE    Full time equivalent 
-----  --------------------------- 
FVOCI  Fair value through 
        other comprehensive 
        income 
-----  --------------------------- 
FVTPL  Fair value through 
        profit or loss 
-----  --------------------------- 
GDPR   General Data Protection 
        Regulation 
-----  --------------------------- 
GHG    Greenhouse Gases 
-----  --------------------------- 
GMP    Guaranteed Minimum 
        Pension 
-----  --------------------------- 
HMRC   Her Majesty's Revenue 
        and Customs 
-----  --------------------------- 
HQLA   High Quality Liquid 
        Assets 
-----  --------------------------- 
IAS    International Accounting 
        Standard 
-----  --------------------------- 
IASB   International Accounting 
        Standards Board 
-----  --------------------------- 
ICAAP  Internal Capital 
        Adequacy Assessment 
        Process 
-----  --------------------------- 
IFRS   International Financial 
        Reporting Standard 
-----  --------------------------- 
ILAAP  Internal Liquidity 
        Adequacy Assessment 
        Process 
-----  --------------------------- 
ILO    International Labour 
        Organisation 
-----  --------------------------- 
IPO    Initial Public Offering 
-----  --------------------------- 
IRB    Internal ratings-based 
-----  --------------------------- 
IRHP   Interest rate hedging 
        products 
-----  --------------------------- 
IRRBB  Interest rate risk 
        in the banking book 
-----  --------------------------- 
ISDA   International Swaps 
        and Derivatives 
        Association 
-----  --------------------------- 
JV     Joint venture 
-----  --------------------------- 
LCR    Liquidity coverage 
        ratio 
-----  --------------------------- 
LDR    Loan to deposit 
        ratio 
-----  --------------------------- 
LGD    Loss Given Default 
-----  --------------------------- 
LIBOR  London Interbank 
        Offered Rate 
-----  --------------------------- 
LSE    London Stock Exchange 
-----  --------------------------- 
LTIP   Long-term incentive 
        plan 
-----  --------------------------- 
LTV    Loan to value ratio 
-----  --------------------------- 
MREL   Minimum Requirement 
        for Own Funds and 
        Eligible Liabilities 
-----  --------------------------- 
MRT    Material Risk Takers 
-----  --------------------------- 
NAB    National Australia 
        Bank Limited 
-----  --------------------------- 
NIM    Net interest margin 
-----  --------------------------- 
NPS    Net promoter score 
-----  --------------------------- 
NSFR   Net stable funding 
        ratio 
-----  --------------------------- 
OLAR   Overall liquidity 
        adequacy rule 
-----  --------------------------- 
PBT    Profit before tax 
-----  --------------------------- 
PCA    Personal current 
        accounts 
-----  --------------------------- 
PD     Probability of Default 
-----  --------------------------- 
PILON  Payment in lieu 
        of notice 
-----  --------------------------- 
POCI   Purchased or originated 
        credit impaired 
-----  --------------------------- 
PPI    Payment protection 
        insurance 
-----  --------------------------- 
PRA    Prudential Regulation 
        Authority 
-----  --------------------------- 
RAS    Risk Appetite Statement 
-----  --------------------------- 
RMBS   Residential mortgage-backed 
        securities 
-----  --------------------------- 
RMF    Risk Management 
        Framework 
-----  --------------------------- 
RoTE   Return on Tangible 
        Equity 
-----  --------------------------- 
RPI    Retail Price Index 
-----  --------------------------- 
RWA    Risk weighted assets 
-----  --------------------------- 
SICR   Significant increase 
        in credit risk 
-----  --------------------------- 
SIP    Share Incentive 
        Plan 
-----  --------------------------- 
SME    Small or medium 
        sized enterprises 
-----  --------------------------- 
SRB    Systemic Risk Buffer 
-----  --------------------------- 
SVR    Standard variable 
        rate 
-----  --------------------------- 
TCC    Transactional Credit 
        Committee 
-----  --------------------------- 
TFS    Term Funding Scheme 
-----  --------------------------- 
TNAV   Tangible net asset 
        value 
-----  --------------------------- 
TSA    Transitional Services 
        Agreement 
-----  --------------------------- 
TSR    Total Shareholder 
        Return 
-----  --------------------------- 
VAA    Virgin Atlantic 
        Airways 
-----  --------------------------- 
VaR    Value at risk 
-----  --------------------------- 
 

Additional information

Country by country reporting

The Capital Requirements (Country by Country Reporting) Regulations 2013 came into effect on 1 January 2014 and place certain reporting obligations on financial institutions that are within the scope of the European Union's CRD IV. The purpose of the Regulations is to provide clarity on the source of the Group's income and the locations of its operations.

The vast majority of entities that are consolidated within the Group's financial statements are UK registered entities. The activities of the Group are described in the Strategic report contained in the Group's Annual Report and Accounts.

 
                                   2019 
                                     UK 
-------------------------------  ------ 
Average FTE employees (number)    8,703 
Total operating income (GBPm)     1,749 
Loss before tax (GBPm)              232 
Corporation tax paid (GBPm)           7 
Public subsidies received 
 (GBPm)                               - 
-------------------------------  ------ 
 

The only other non-UK registered entity of the Group is a Trustee company that is part of the Group's securitisation vehicles (Lanark and Lannraig). Lannraig Trustees Limited is registered in Jersey. This entity plays a part in the overall securitisation process by having the beneficial interest in certain mortgage assets assigned to it. This entity has no assets or liabilities recognised in its financial statements with the securitisation activity taking place in other UK registered entities of the structures. This entity does not undertake any external economic activity and has no employees. The results of this entity as well as those of the entire Lanark and Lannraig securitisation structures are consolidated in the financial statements of the Group.

Other information

The financial information included in this results announcement does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 30 September 2019 were approved by the directors on 27 November 2019 and will be delivered to the Registrar of Companies following publication in December 2019. The auditor's report on those accounts was unqualified and did not include a statement under sections 498(2) (accounting records or returns inadequate or accounts not agreeing with records and returns) or 498(3) (failure to obtain necessary information and explanations) of the Companies Act 2006.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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