Clarkson Regulatory News (CKN)

This announcement and the information contained herein is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in, into or from Australia, Canada, Japan, the republic of South Africa, the United States or any other jurisdiction in which the same would be unlawful. Please see the important notice at the end of this announcement.

17 March 2016

Clarkson PLC

COMPLETION OF PLACING OF SHARES IN CLARKSON PLC ("CLARKSONS" OR "THE COMPANY") AND NOTIFICATION OF TRANSACTIONS OF DIRECTORS / PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY

Clarksons announces that it has received notification that on 17 March 2016 a number of former shareholders of RS Platou ASA ("Platou") sold 2,034,416 ordinary shares in the capital of the Company in London at a price of 1840p per ordinary share pursuant to the secondary placing announced on 16 March 2016.

Peter M. Anker, a PDMR of the Company, has sold 169,000 Placing Shares as part of the Placing. Post transaction, Peter M. Anker holds 357,477 existing ordinary shares and 2,667 conditional awards in the capital of the company, equivalent to 1.2 per cent. of issued ordinary share capital.

This notification is made in order to satisfy Disclosure Rule and Transparency Rule 3.1.4R.

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IMPORTANT NOTICE

The distribution of this announcement and the offer and sale of the Placing Shares in certain jurisdictions may be restricted by law. The Placing Shares may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the Placing Shares in such jurisdiction. No action has been taken by Clarksons, Nomura, Panmure Gordon or any of their respective affiliates that would permit an offering of the Placing Shares or possession or distribution of this announcement or any other offering or publicity material relating to such securities in any jurisdiction where action for that purpose is required.

This announcement is not for publication, distribution or release, directly or indirectly, in or into the United States of America (including its territories and dependencies, any State of the United States and the District of Columbia), Australia, Canada, Japan or Republic of South Africa or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this 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.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), 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 Securities Act. Neither this document nor the information contained herein constitutes or forms part of an offer to sell or the solicitation of an offer to buy securities in the United States. There will be no public offer of any securities in the United States or in any other jurisdiction.

In member states of the European Economic Area ("EEA") which have implemented the Prospectus Directive (each, a "Relevant Member State"), this announcement is directed exclusively at persons who are 'qualified investors' within the meaning of the Prospectus Directive ("Qualified Investors"). For these purposes, the expression 'Prospectus Directive' means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression '2010 PD Amending Directive' means Directive 2010/73/EU. In the United Kingdom this announcement is directed exclusively at Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) who fall within Article 49(2)(A) to (D) of the Order, and (iii) to whom it may otherwise lawfully be communicated.

This announcement is not an offer of securities or investments for sale nor a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

Panmure Gordon is authorised and regulated by the Financial Conduct Authority in the United Kingdom, and is acting exclusively for the Company and the selling shareholders and for no one else in connection with the Placing and will not regard any other person as a client in relation to the Placing and will not be responsible to any other person for providing the protections afforded to its clients nor for providing advice in relation to the Placing or any other matter referred to in this announcement.

Nomura is authorised by the Prudential Regulation Authority and is regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, and is acting as Placing Agent to Panmure Gordon in respect of the Placing, and will not be responsible to any other person for providing the protections afforded to clients nor for providing advice in relation to the Placing or any other matter referred to in this announcement.