IL0A.L Regulatory News (IL0A)

6 April 2018

PERMANENT TSB GROUP HOLDINGS PLC (the "Company")

High Court approval of cancellation of deferred shares

The Company announces that on 5 April 2018, pursuant to Sections 84 and 85 of the Companies Act 2014, as amended (the Companies Act), the Irish High Court approved the Company's application to confirm a special resolution passed by the shareholders of the Company at the Company's annual general meeting on 10 May 2017 to (i) cancel and extinguish the entire of the Company's deferred shares in issue (being the 3,562,883,512 issued deferred shares of €0.289 each having an aggregate nominal value of €1,029,673,335); (ii) make payment of the sum of €1.5 million (€0.00042 per deferred share) to the holders of the deferred shares (as provided for by the Company's Articles of Association); and (iii) designate as realised profits the balance of the reserve arising on the cancellation of the deferred shares (being €1,028,173,335) in accordance with Section 117 of the Companies Act, and which balance of the reserve remains part of the regulatory capital of the Permanent TSB Group. No action to utilise any resulting reserves is currently proposed. The cancellation of the deferred shares is effective as of today, 6 April 2018, when the High Court order was registered with the Companies Registration Office.

The cancellation of the deferred shares has no impact on ordinary shareholders, the operating performance of the bank or the Permanent TSB Group's capital ratios.

-ENDS-

For further information, please contact:

Conor Ryan

Company Secretary

Permanent TSB Group Holdings plc

Tel: +353 (0)1 6695394