Bridgepoint Regulatory News (BPT)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL.

23 July 2021

Bridgepoint Group plc

Exercise of Over-allotment Option

Further to its announcement on 21 July 2021 relating to its initial public offering (the "Offer"), Bridgepoint Group plc announces that J.P. Morgan Securities plc (which conducts its UK investment banking activity as J.P. Morgan Cazenove), as stabilising manager, has today given notice to exercise the over-allotment option (the "Over-allotment Option") granted by Burgundy A1 Nominees Limited, Burgundy A2 Nominees Limited, Burgundy A3 Nominees Limited, Burgundy A4 Nominees Limited, Burgundy A5 Nominees Limited and Dyal Capital Partners IV (C) LP in respect of 33,813,951 ordinary shares in Bridgepoint Group plc (the "Over-allotment Shares"), representing 15.0% of the initial size of the Offer. The Over-allotment Shares will be sold at the offer price of 350 pence per ordinary share.

The Company did not participate in the Over-allotment Option.

Giving effect to the exercise of the Over-allotment Option, the final total size of the Offer is £907 million (259,240,293 ordinary shares), in total representing 31.5 per cent. of the ordinary shares currently in issue.

Media Enquiries

Bridgepoint

Christian Jones / James Murray

Christian.jones@bridgepoint.eu

James.murray@bridgepoint.eu 

+44 (0)20 7034 3500

Finsbury Glover Hering (public relations adviser to Bridgepoint)

Roland Rudd / James Murgatroyd

Charles O'Brien / (0)20 7251 3801 / 07825 043 656

Anjali Unnikrishnan / 020 7251 3801 / 07826 534 233

Bridgepoint@Finsbury.com 

Important Legal Information

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. The contents of this announcement are not to be construed as legal, financial or tax advice.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not contain or constitute a prospectus, nor form part of any offer to sell or issue, or any invitation or solicitation of an offer to buy, shares to any person in any jurisdiction to whom or in which such offer or solicitation is unlawful, including the United States (including its territories or possessions or any State of the United States and the District of Columbia ("United States"), Australia, Canada or Japan. The shares referred to herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act") or the laws of any state of the United States. The shares referred to herein may not be offered, sold or otherwise transferred in the United States, except to qualified institutional buyers as defined in, and in reliance on, Rule 144A under the Securities Act or pursuant to another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been, and will not be, registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. Subject to certain exceptions, the shares referred to herein may not be offered, sold or resold in Australia, Canada, Japan, or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. There was no public offer of the securities referred to herein in the United States, Australia, Canada, Japan, or elsewhere.

In the United Kingdom, this announcement is being distributed only to, and is directed only at, persons who: (A) (i) are "investment professionals" specified in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and/or (ii) fall within Article 49(2)(a) to (d) of the Order (and only where the conditions contained in those Articles have been, or will at the relevant time be, satisfied); (B) are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) as it forms part of retained EU law as defined in the European Union (Withdrawal) Act 2018; and (C) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "Relevant Persons"). In the European Economic Area (the "EEA"), this announcement is addressed only to and directed only at, persons in member states who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation (Regulation ((EU) 2017/1129) ("Qualified Investors"). This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not Relevant Persons, and (ii) in any member state of the EEA, by persons who are not Qualified Investors. Any investment or investment activity to which this announcement relates is available only to: (i) in the United Kingdom, Relevant Persons; and (ii) in any member state of the EEA, Qualified Investors, and will be engaged in only with such persons.