NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
- Virgin Australia currently expects to list on the ASX on Tuesday, 24 June 2025.
- Offer size of A$685 million, representing 30.2% of shares on issue.
- Market capitalisation of A$2.3 billion based on offer price.
6 June 2025: Virgin Australia Holdings Limited (Virgin Australia) has confirmed its intention to proceed with an Initial Public Offering (IPO) and list on the Australian Securities Exchange (ASX) under the ticker code VGN. A Prospectus has today been lodged with the Australian Securities and Investments Commission (ASIC) and filed with the ASX. The Prospectus can be viewed here.
Virgin Australia is the country’s second largest airline group, focused on delivering great value and choice to approximately 20 million passengers annually. Revitalised under the ownership of Bain Capital, Virgin Australia is a value carrier which operates a fleet of more than 100 aircraft on 76 routes to 38 destinations across its domestic and short-haul international airline business. The airline has a world class suite of international airline partners which enable its customers to fly to over 650 destinations globally, and from next week will commence its own long-haul international services between Australia and Doha through a wet lease with Qatar Airways. Virgin Australia’s airline business is supported by the award-winning loyalty program Velocity, which has approximately 80 commercial partners and approximately 13 million members, making it one of the largest loyalty programs in the country.
The IPO is comprised of an offer of 236.2 million fully paid ordinary shares (Shares) at an offer price of A$2.90 per share, raising A$685 million to allow certain existing equity holders the opportunity to realise part of their investment in the company.
On completion, investors participating in the offer are expected to hold 30.2% of shares on issue, with the remainder being held by existing investors, which include Bain Capital, Qatar Airways Group, Virgin Group, and Queensland Investment Corporation.
The airline has also announced changes to its Board, including the appointment of Peter Warne as Independent, Non-Executive Chairman. Peter, who is a former Chair of Macquarie Group Limited, became a Non-Executive Director of Virgin Australia in April 2025. Virgin Australia CEO Dave Emerson has joined the Board as Managing Director, while experienced company Director Melinda Conrad has also been appointed as an Independent, Non-Executive Director and Chair of the Remuneration, Nomination, People and Culture Committee. Following her appointment as an Independent, Non-Executive Director of Virgin Australia in April 2025, Pippa Downes has been appointed as Chair of the Audit, Risk, Sustainability and Compliance Committee. Ryan Cotton, who served as Chairman from November 2020 to June 2025, remains on the Board as Non-Executive Director and Chair of the Safety Committee. Mark Drusch, Barnaby Lyons and Ray Hass have concluded their Board tenures.
Commentary from Virgin Australia Chairman, Peter Warne:
“After making significant progress in Virgin Australia’s transformation and with the backing of leading global airline Qatar Airways Group as a strategic investor, we believe it is now appropriate for the business to transition to a publicly listed company,” he said.
“This provides an opportunity for new investors to share in the success of Virgin Australia as the airline enters its next phase.
“I commend all those involved in orchestrating Virgin Australia’s remarkable turnaround and setting the business up for long-term success.”
Commentary from Virgin Australia CEO, Dave Emerson:
“Virgin Australia is a simple, focused business with a transformed operational and commercial model. We have a clear strategy and an incredible team of people who deliver wonderful flying experiences to our customers every day,” he said.
“We are delivering on our ambition to be Australia’s most loved airline and continuing to expand our award-winning Velocity frequent flyer program.”
It is currently expected that trading of shares on the ASX will commence on 24 June 2025, initially on a conditional and deferred settlement basis.
Reunion Capital Partners is independent financial adviser, Goldman Sachs, UBS and Barrenjoey are Joint Lead Managers, and Gilbert + Tobin is the Australian legal advisor to Virgin Australia for the IPO.
ENDS
Important Notice and Disclaimer
This email does not constitute an offer to sell, or the solicitation of an offer buy, securities in the United States or in any other jurisdiction in which such an offer would be unlawful. Any securities described in this email have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or the securities laws of any state or other jurisdiction of the United States and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and appliable securities laws of any state or other jurisdiction of the United States. This communication is confidential and must not be distributed or released in the United States.
This document contains certain forward-looking statements and comments about future events, including Virgin Australia’s (the Company) expectations about the performance of the Company’s businesses and growth strategy. Forward-looking statements can generally be identified by the use of forward-looking words such as, ‘expect’, ‘anticipate’, ‘likely’, ‘intend’, ‘should’, ‘could’, ‘may’, ‘predict’, ‘plan’, ‘propose’, ‘will’, ‘believe’, ‘forecast’, ‘estimate’, ‘target’ and other similar expressions within the meaning of securities laws of applicable jurisdictions. Indications of, and guidance or outlook on, future earnings or financial position or performance are also forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, both general and specific, and there is a risk that such predictions, forecasts, projections and other forward-looking statements will not be achieved. A number of important factors could cause the Company and the Group’s actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements, and many of these factors are beyond the Company and the Group’s control. Forward-looking statements are provided as a general guide only, and should not be relied on as an indication or guarantee of future performance and involve known and unknown risks, uncertainty and other factors, many of which are outside the control of the Company and the Group. As such, undue reliance should not be placed on any forward-looking statement. Past performance is not necessarily a guide to future performance and no representation or warranty is made by any person as to the likelihood of achievement or reasonableness of any forward-looking statements, forecast financial information or other forecast. Nothing contained in this document nor any information made available to you is, or shall be relied upon as, a promise, representation, warranty or guarantee as to the past, present or the future performance of the Company and its controlled entities.
This document is not, and does not constitute, an offer to sell or the solicitation, invitation, advertisement or recommendation to purchase any securities or other financial products in any jurisdiction and neither this document nor any of the information contained herein shall form the basis of any contract or commitment. The information in this document remains subject to change without notice. No responsibility or liability is assumed by the Company, its related bodies corporate or any of their respective officers, employees, advisers and agents for updating any information in this document or to inform any recipient of any new or more accurate information or any errors or mis-descriptions of which any member of that group may become aware. Full details about the Offer are contained in the Prospectus dated 6 June 2025 issued by Virgin Australia Holdings Limited (ACN 100 686 226) and Virgin Australia SaleCo Limited (ACN 687 595 366). The Prospectus is available in electronic form to Australian residents on the Company’s offer website, www.VirginAustraliaIPO.com.au. The Offer constituted by this Prospectus in electronic form is available only to Australian residents accessing the website within Australia and is not available to persons in any other jurisdictions, including the United States. A hard copy of the Prospectus is available free of charge during the offer period to any person in Australia by calling the Virgin Australia IPO Information Line on 1300 273 158 (within Australia) or +61 3 9415 4264 (outside Australia) between 8:30am and 5:00pm (Sydney time), Monday to Friday, excluding national public holidays. Applications for Shares may only be made on the Application Form attached to, or accompanying, the Prospectus in its hard copy form, or in its soft copy form available online at www.VirginAustraliaIPO.com.au, together with an electronic copy of the Prospectus. The Corporations Act prohibits any person from passing the Application Form on to another person unless it is attached to, or accompanied by, the Prospectus in its paper copy form or the complete and unaltered electronic version of this Prospectus. A person should consider the prospectus in deciding whether to acquire the securities.
