SNN.L Regulatory News (SNN)

3 January 2017

Sanne Group plc

("Sanne" or "the Company")

COMPLETION OF IFS ACQUISITION AND ISSUE OF CONSIDERATION SHARES

Sanne is pleased to announce that, following receipt of regulatory approvals, its Acquisition of International Financial Services Limited and IFS Trustees, previously announced on 30 November 2016, has now completed.

The consideration for the Acquisition was satisfied partly in cash and partly through the issue by Sanne of 5,844,507 Consideration Shares to Couldiplall Basanta Lala. Couldiplall Basanta Lala is subject to a Restricted Sale Agreement pursuant to which, subject to certain exceptions, he is not able to offer, sell, contract to sell, pledge, charge, agree to lend, grant options over or otherwise dispose of the Consideration Shares nor mandate any third party to do so, or announce the intention to do so, save that he shall be released from the restriction on making any disposals of Consideration Shares on a pro rata basis over a four year period with 40 per cent. of the Consideration Shares being released after two years, 35 per cent. being released after three years and the remaining 25 per cent. being released after four years. The restricted sale periods may also be extended in certain circumstances.

Applications have been made to the FCA and the London Stock Exchange, respectively, for the 5,844,507 Consideration Shares to be admitted to the premium listing segment of the Official List and to trading on the Main Market. It is expected that Admission of the Consideration Shares will become effective and dealings in the Consideration Shares will commence at 8.00 a.m. today (3 January 2017).

Following Admission of the Consideration Shares the Company will have 141,131,367 Ordinary Shares of £0.01 each in issue of which 98,533 are held in treasury. Therefore, following Admission of the Consideration Shares the total number of voting rights in the Company will be 141,032,834 (the "Voting Rights Figure"), and this Voting Rights Figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their voting rights interest, or a change to that interest, in the Company under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms not otherwise defined in this announcement have the meanings given to them in the Company's Combined Prospectus dated 30 November 2016.

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