Tarsus Regulatory News (TRS)

5 December 2016

THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.

Tarsus Group plc

Completion of Placing

Tarsus Group plc ("Tarsus" or the "Company") is pleased to confirm that, pursuant to the announcement earlier today, 10,252,610 new ordinary shares of 5 pence each in the capital of Tarsus (the "Placing Shares") have been placed by Investec Bank plc ("Investec") at a price of 235.0 pence per Placing Share with existing and new institutional investors, raising gross proceeds of approximately £24.1 million (the "Placing").

Applications have been made to the Financial Conduct Authority (the "FCA") for admission of the Placing Shares to the premium listing segment of the Official List of the UK Listing Authority (the "Official List") and to the London Stock Exchange plc for admission to trading of the Placing Shares on its main market for listed securities (together, "Admission"). It is expected that Admission will take place at 8.00 a.m. on 7 December 2016 and that dealings in the Placing Shares on the London Stock Exchange's main market for listed securities will commence at that time.

The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of 5 pence each in the share capital of the Company, including the right to receive all dividends and other distributions declared, made or paid in respect of such shares after the date of issue of the Placing Shares.

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Notes to Editors

Tarsus Group plc. (LSE:TRS) is an international business-to-business media group with interests in exhibitions, publishing and online media. The Group operates globally in the US and Americas, China, Southeast Asia, the Middle East and North Africa, Turkey and Europe, in key verticals including aviation, medical, labels and packaging, discount clothing (Off-Price), travel, housewares and automotive.

Tarsus runs more than 100 events and websites and its flagship brands include the Labelexpo Global Series in Europe, the Americas and Asia and the Dubai Airshow.

The Group operates across a worldwide network of offices in Dublin, London, Jakarta, Milwaukee, Atlanta, Boca Raton (Florida), Dubai, Shanghai and Istanbul.

For more information visit www.tarsus.com.

This announcement has been issued by, and is the sole responsibility of, the Company. This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including, without limitation, the United States, Australia, Canada, The Republic of South Africa or Japan. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. No prospectus will be made available in connection with the matters contained in this announcement and no such prospectus is required (in accordance with Directive 2003/71/EC as amended (including any relevant implementing directive measure in any member state) - the "Prospectus Directive") to be published. Persons needing advice should consult an independent financial adviser.

This announcement and the information contained herein is not an offer of securities for sale in the United States. The securities discussed herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act") and may not be offered or sold in the United States absent registration or an exemption from registration under the US Securities Act. No public offering of the securities discussed herein is being made in the United States and the information contained herein does not constitute an offering of securities for sale in the United States, Canada, Australia, Japan, The Republic of South Africa or any jurisdiction in which the same would be unlawful. No money, securities or other consideration is being solicited and, if sent in response to the information herein, will not be accepted. There will be no public offer of Placing Shares in the United States, the United Kingdom or elsewhere.

The distribution of this announcement and the Placing of the Placing Shares as set out in this announcement in certain jurisdictions may be restricted by law. No action has been taken that would permit an offering of such shares or possession or distribution of this announcement or any other offering or publicity material relating to such shares 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, such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is directed only at: (a) persons in member states of the European Economic Area who are qualified investors as defined in section 86(7) of the Financial Services and Markets Act 2000, as amended ("Qualified Investors"), being persons falling within the meaning of article 2(1)(e) of the Prospectus Directive; and (b) in the United Kingdom, Qualified Investors who are persons who (i) have professional experience in matters relating to investments falling within article 19(5) ('Investment professionals') of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (ii) are persons falling within article 49(2)(a) to (d) ('High net worth companies, unincorporated associations, etc') of the Order; or (iii) are persons to whom it may otherwise be lawfully communicated (all such persons in (a) and (b) together being referred to as "Relevant Persons"). This announcement and the information in it must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement and the information in it relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. This announcement does not itself constitute an offer for sale or subscription of any securities in the Company.

Investec, which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, is acting for the Company in connection with the Placing and no-one else and it will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for providing advice in relation to the Placing. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Investec or by any of its affiliates or agents as to or in relation to, the accuracy, completeness or sufficiency of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers in connection with the Company, the Placing Shares or the Placing and any liability therefore is expressly disclaimed.

Any indication in this announcement of the price at which Placing Shares have been bought or sold in the past cannot be relied upon as a guide to future performance. No statement in this announcement is intended to be a profit forecast and no statement in this announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company. The price of Placing Shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the Placing Shares.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.