TP ICAP Regulatory News (TCAP)

TP ICAP PLC

25 January 2021

TP ICAP plc ("TP ICAP" or the "Group")

Update on Brexit Readiness Plan

In the prospectus published by TP ICAP plc dated 7 January 2021 in connection with its proposed rights issue (the Rights Issue Prospectus) and the prospectus published by TP ICAP Group plc dated 7 January 2021 in connection with the proposed re-domiciliation of the Group to Jersey (the Re-domiciliation Prospectus, and together with the Rights Issue Prospectus, the Prospectuses), it was stated that, "Following discussions with its lead regulators, the Group believes that, as a temporary measure, those lead regulators will allow the Group to continue to provide services to clients based in the 27 countries of the EU using London-based brokers acting on behalf of its UK-regulated entities, in order to support the stability and connectivity of the markets".

Following publication of the Prospectuses, on 22 January 2021, TP ICAP's regulators in France, the AMF and the ACPR, published a statement in respect of brokerage firms addressing Brexit implementation issues (the Statement). In the Statement, the AMF and the ACPR:

· noted that, as of 1 January 2021, EU law is no longer applicable in the UK and that European regulations no longer allow for the supply of investment services into the EEA through brokers located in the UK and acting on behalf of a UK entity;

· noted that entities located in the UK that wish to provide investment services into the EEA should establish an authorised branch or subsidiary there, which must have sufficient staff to ensure prudent risk management and effective supervision of their activities;

· set out their expectation that entities complete relocation plans that are being implemented as soon as possible and finalise transfers of persons who have not yet been relocated; and

· pointed out that an entity providing investment services in the EEA without proper approval or in accordance with the limited exceptions provided in national law is at risk of administrative or criminal prosecution under the law of each Member State.

As stated in the Prospectuses, as part of its Brexit readiness plan, TP ICAP has established and capitalised a new authorised subsidiary in France, TP ICAP Europe S.A. (TPIE), to undertake the Group's broking business in EU 27 member states (the EU 27). However, due partly to the extraordinary circumstances relating to the COVID-19 pandemic, in particular relating to stay-at-home orders and travel restrictions currently in effect, it has not yet been possible to complete the relocation of staff to the EU 27 or the local hiring of brokers in the EU-based offices of TPIE as quickly as originally planned. In response to the Statement, TP ICAP confirms its commitment to complete the relocation of staff to the EU 27 and the local hiring of staff in the EU-based offices of TPIE at the earliest opportunity.

Following the loss of the EU passporting rights, TP ICAP's UK-based authorised subsidiaries no longer have the full scope of necessary regulatory permissions to service all clients based in the EU 27. TP ICAP's UK-based authorised subsidiaries continue to service clients based in certain EU 27 member states where possible under available temporary permission regimes, existing third country access rights, or as otherwise permitted by applicable laws and regulations.

TP ICAP believes that the successful implementation of its Brexit readiness plan will ensure a robust and sustainable future operating platform for servicing EU 27-based clients, notwithstanding the fact that the regimes for the cross border provision of financial services from the UK to the EU 27 may evolve further during 2021.

TP ICAP does not expect any material impact on the Group's global broking business or its financial results as a result of any of the matters disclosed above, including any temporary reduction of services provided to clients based in the EU 27.

TP ICAP confirms that supplementary prospectuses in respect of the Rights Issue Prospectus and the Re-domiciliation Prospectus will be submitted to the Financial Conduct Authority (the FCA) for approval and, once approved by the FCA, will be published and made available on the Company's website, free of charge, at www.tpicap.com/investors and at the Company's registered office at Level 2, 155 Bishopsgate, London, EC2M 3TQ, United Kingdom. The Group expects the rights issue and re-domiciliation to proceed on the timetables set out in the Prospectuses.

For further information:

Analysts and investors:

· Al Alevizakos, Head of Investor Relations Mobile: +44 (0) 79 9991 2672

E-mail: Alevizos.Alevizakos@tpicap.com

Media:

· William Baldwin-Charles, Media Relations DirectorMobile: +44 (0) 78 3452 4833

E-mail: William.Baldwin-Charles@tpicap.com

· Neil Bennett, Maitland

Direct: +44 (0) 20 7379 5151

E-mail: tpicap-maitland@maitland.co.uk

About TP ICAP:

· TP ICAP brings together buyers and sellers in global financial, energy and commodities markets.

· It is the world's largest wholesale market intermediary, with a portfolio of businesses that provide broking services, data & analytics and market intelligence, trusted by clients around the world.

· We operate from offices in 26 countries, supporting award-winning brokers with market-leading technology.

Further information on TP ICAP and its activities is available on the Company's website: www.tpicap.com/investors