14th April 2021
Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.
Trustpilot Group plc
Mid-Stabilisation Period Announcement
Further to the pre-stabilisation period announcement dated 23 March 2021, Morgan Stanley & Co. International plc acting as Coordinating Stabilisation Manager (contact: James Cresswell; telephone: +44 (0)20 7677 0981) hereby gives notice that the Stabilisation Manager(s) named below undertook stabilisation (within the meaning of Article 3.2(d) of the EU Market Abuse Regulation (596/2014), as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 in relation to the offer of the following securities, as set out below.
| Securities | |
| Issuer | Trustpilot Group plc |
| ISIN / SEDOL | GB00BNK9TP58 / BNK9TP5 GB
|
| Description | Ordinary registered shares ("ORDs" or "Ordinary Shares") of the Issuer (ISIN: GB00BNK9TP58) |
| Offer Size | 178,596,461 shares (excluding the over-allotment option) |
| Offer Price | 265 pence per share |
| Stabilisation | |
| Stabilisation Manager(s) | Morgan Stanley & Co. International plc |
For each of the dates during which stabilisation transactions were carried out during the period covered by this announcement, the aggregate [quantity / volume / number] and price range was as follows:
| Stabilisation Transaction(s) | ||||||
| Date | Aggregate (Qty / Vol / No) | Buy / Sell | Lowest Price | Highest Price | Currency | Stabilisation Trading Venue |
| 01/04/21 | 259,148 | Buy | 2.6340 | 2.6500 | GBP | LONDON STOCK EXCHANGE (XLON) |
| 01/04/21 | 1,533 | Buy | 2.6500 | 2.6500 | GBP | TURQUOISE LIT (TRQX) |
This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.
This announcement and the offer of the securities to which it relates are only addressed to and directed at persons outside the United Kingdom and persons in the United Kingdom who have professional experience in matters related to investments or who are high net worth persons within Article 12(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and must not be acted on or relied on by other persons in the United Kingdom.
In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, the UK before the publication of a prospectus in relation to the securities which has been approved by the competent authority in the UKin accordance with Regulation (EU) 2017/1129 [as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018] (the " UK Prospectus Regulation"), this announcement and the offer are only addressed to and directed at persons in the UK who are qualified investors within the meaning of the UK Prospectus Regulation (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in the UK.
This announcement is not an offer of securities for sale into the United States. The securities referred to above have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There has not been and will not be a public offer of the securities in the United States.
END.
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