Publication of a Prospectus

PGH Capital Public Limited Company

Phoenix Group Holdings plc

Publication of Prospectus

The following document has been approved by the UK Listing Authority on 24 June 2019 and is available for viewing:

Prospectus dated 24 June 2019 (the "Prospectus") relating to the PGH Capital Public Limited Company and Phoenix Group Holdings plc £3,000,000,000 Euro Medium Term Note Programme (the "Programme").

Each of PGH Capital Public Limited Company and Phoenix Group Holdings plc is an issuer under the Programme. Notes issued by PGH Capital Public Limited Company will be guaranteed by Phoenix Group Holdings plc on a senior basis.

To view the full document, please paste the following URL into the address bar of your browser.

http://www.rns-pdf.londonstockexchange.com/rns/2019D_1-2019-6-24.pdf

A copy of the Prospectus has also been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.

For further information, please contact:

PGH Capital Public Limited Company

Registered Office: Ten Earlsfort Terrace, Dublin 2, Ireland, DO2 T380

Group Treasurer: Rashmin Shah

Telephone: +44 20 3735 0059

Email: rashmin.shah@thephoenixgroup.com

Website: http://www.thephoenixgroup.com/

Phoenix Group Holdings plc

Office: Juxon House, 100 St Paul's Churchyard, London, EC4M 8BU

Group Treasurer: Rashmin Shah

Telephone: +44 20 3735 0059

Email: rashmin.shah@thephoenixgroup.com

Website: http://www.thephoenixgroup.com/

DISCLAIMER - INTENDED ADDRESSEES

Please note that the information contained in the Prospectus may be addressed to and/or targeted at persons who are residents of particular countries only and is not intended for use and should not be relied upon by any person outside these countries. Prior to relying on the information contained in the Prospectus you must ascertain from the Prospectus whether or not you are part of the intended addressees of the information contained therein.

The Prospectus does not constitute an offer of securities for sale in the United States or to U.S. persons. The Notes described therein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under any relevant securities laws of any state of the United States and may not be offered or sold to U.S. persons or to persons within the United States, except pursuant to an exemption from the Securities Act.

Your right to access this service is conditional upon complying with the above requirement.