Admission and Listing of New Ordinary Shares

        Metro Bank PLC (LSE: MTRO LN)

22 May 2023

Metro Bank PLC (“Metro Bank”)

Legal Entity Identifier: 213800X5WU57YL9GPK89

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

CAPITALISED TERMS DEFINED IN THE SCHEME DOCUMENT AND PROSPECTUS HAVE THE SAME MEANING WHEN USED IN THIS ANNOUNCEMENT, UNLESS OTHERWISE DEFINED IN THIS ANNOUNCEMENT.

Proposed introduction of Metro Bank Holdings PLC as a new non-operating bank holding company of the Metro Bank Group which will be effected by means of a scheme of arrangement pursuant to Part 26 of the Companies Act 2006  and admission to the premium listing segment of the Official List and to trading on the main market of the London Stock Exchange.

Admission and Listing of new ordinary shares

Metro Bank PLC (“Metro Bank”) and Metro Bank Holdings PLC (“New MB”) are pleased to announce that the Scheme became effective on 19 May 2023. Pursuant to the Scheme, 172,615,316 Old MB Shares were cancelled and extinguished and Scheme Shareholders received one New MB Share for every one Old MB Share held at 6.30 p.m. on 19 May 2023.

New MB also announces that its entire issued ordinary share capital of 172,615,316 New MB Shares of £0.000001 each have been admitted to the premium listing segment of the Official List and to trading on the London Stock Exchange’s main market for listed securities today. The commencement of dealings in New MB Shares is expected to take place at 8.00 a.m. today. It is also expected that with effect from 8.00 a.m. today, Old MB Shares will cease to be listed on the Official List and their admission to trading on the main market of the London Stock Exchange will be cancelled.

New MB hereby notifies the market that, with effect from the commencement of dealings, New MB’s issued share capital as at today, 22 May 2023, consists of 172,615,316 ordinary shares of £0.000001 each. New MB does not hold any shares in treasury.

Therefore, the total number of voting rights in New MB is 172,615,316. The figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, New MB under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

All references to times in this Announcement are to London time, unless otherwise stated.

The ISIN for the Old MB Shares is GB00BZ6STL67.
The ISIN for the New MB Shares is GB00BMX3W479.

Enquiries

For more information, please contact:

Metro Bank PLC Investor Relations

Jo Roberts

+44 (0) 20 3402 8900

IR@metrobank.plc.uk

Metro Bank PLC Media Relations

Tina Coates / Mona Patel

+44 (0) 7811 246016 / +44 (0) 7815 506845

pressoffice@metrobank.plc.uk

Teneo

Charles Armitstead / Haya Herbert Burns

+44 (0)7703 330269 / +44 (0) 7342 031051

metrobank@teneo.com

RBC Capital Markets (Sponsor to Metro Bank)

Rupert Walford / Elliot Thomas / Kathryn Deegan

+44 (0) 20 7653 4000

ENDS

About Metro Bank

Metro Bank services 2.7 million customer accounts and is celebrated for its exceptional customer experience. It is the highest rated high street bank for overall service quality for personal customers and the best bank for service in-store for personal and business customers, in the Competition and Markets Authority’s Service Quality Survey in February 2023. Metro Bank has also been awarded “2023 Best Lender of the Year – UK” in the M&A Today, Global Awards, “Best Mortgage Provider of the Year” in 2022 MoneyAge Mortgage Awards, “Best Business Credit Card” in 2022 Moneynet Personal Finance Awards, “Best Business Credit Card 2022”, Forbes Advisor, “Best Current Account for Overseas Use” by Forbes 2022 and accredited as a top ten Most Loved Workplace 2022.  It was “Banking Brand of The Year” at the Moneynet Personal Finance Awards 2021 and received the Gold Award in the Armed Forces Covenant’s Employer Recognition Scheme 2021.

The community bank offers retail, business, commercial and private banking services, and prides itself on giving customers the choice to bank however, whenever and wherever they choose, and supporting the customers and communities it serves. Whether that’s through its network of 76 stores open seven days a week, 362 days a year; on the phone through its UK-based contact centres; or online through its internet banking or award-winning mobile app, the bank offers customers real choice.

Metro Bank PLC. Registered in England and Wales. Company number: 6419578. Registered office: One Southampton Row, London, WC1B 5HA. ‘Metrobank’ is the registered trademark of Metro Bank PLC.

It is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and Prudential Regulation Authority. Eligible deposits are protected by the Financial Services Compensation Scheme. For further information about the Scheme refer to the FSCS website www.fscs.org.uk. All Metro Bank products are subject to status and approval.

Metro Bank PLC is an independent UK bank – it is not affiliated with any other bank or organisation (including the METRO newspaper or its publishers) anywhere in the world. Please refer to Metro Bank using the full name.