EVG.L Regulatory News (EVG)

The Evolution Group Plc

Notification of Transactions of Directors

15 September 2011

THE EVOLUTION GROUP PLC

(the "Company")

Notification of Transactions of Directors

The Evolution Group Plc 2002 Executive Share Incentive Plan

The Evolution Group PLC announces that the Remuneration Committee of the Company (the "Committee") has on 14 September 2011 granted call rights over 1,285,000 ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") to Chief Executive, Alex Snow, under the Evolution Group Plc 2002 Executive Share Incentive Plan (the "Plan").

The awards, which were granted for nil consideration, have an exercise price of 1 pence per share. The awards were granted subject to performance conditions which include continued employment up to the date of exercise of call rights and achievement in aggregate of the Group's internal forecast statutory profit before tax for the three years to 31 December 2013 and will vest in July 2014. The awards also vest automatically on a change of control of the Company.

These awards were granted following agreement in principle by the Committee in May 2011 to provide long term incentive arrangements for the Chief Executive following the lapse of awards made in 2009 under the Plan. The awards made in 2009 were also subject to automatic vesting on change of control.

On 25 July 2011, the Committee agreed to enter into a commitment to make awards to Alex Snow under the Plan over 2,000,000 Ordinary Shares subject to the performance conditions set out above (including automatic vesting on change of control) once the Company was no longer in a close period. In light of the possible change of control of the Company announced on 9 September 2011, Alex Snow requested that the Committee reduce the quantum of the awards from 2,000,000 to 1,285,000 Ordinary Shares. The Committee has agreed to this request, although it has resolved to reconsider the granting of further awards in due course should a change of control not take place.

Also on 25 July 2011, the Committee agreed to enter into a commitment (once the Company was no longer in a close period) to award additional call rights over 570,000 Ordinary Shares to Alex Snow under the Plan in respect of deferral of £400,000 or four fifths of his base salary (the "Salary Deferral Awards"). Given the possible change of control of the Company, Alex Snow has requested that the Committee not make the Salary Deferral Awards. The Committee has agreed to this request and those awards will not now be granted.

Following the above transactions, Alex Snow holds the following awards under the Plan and under the 2010 Joint Share Ownership Plan )("JSOP").

Name The Plan JSOP

Alex Snow 1,838,330 2,333,333

This notification relates to disclosures made in accordance with Disclosure and Transparency Rule 3.1.4(R)(1)(a).

For more information please contact:

Pelham Bell Pottinger Tel: 020 7861 3925

Victoria Geoghegan Mob: 07917 551155