Completion of Acquisition

CITYFIBRE INFRASTRUCTURE HOLDINGS PLC

('CityFibre' or the 'Group' or the 'Company')

Completion of Acquisition

CityFibre (AIM: CFHL), a leading designer, builder, owner, and operator of fibre optic infrastructure in UK towns and cities, is pleased to announce that it has today completed the £90.0 million acquisition of certain of the national network infrastructure assets of KCOM Group plc, excluding the Hull and East Yorkshire areas.

This follows the announcements on 14 December 2015 in relation to the Acquisition and Placing, and approval of the Resolutions at the General Meeting of the Company on 12 January 2016.

CityFibre's expanded pro forma footprint, including existing assets, assets-under-construction, and acquired assets, thus comprises the following:

· Combined metro network route length of 2,100 kilometres, with significant presence in 36 towns and cities, 21 of which are entirely new markets for CityFibre;

· Addressable market estimated by the directors at 24,500 public sector sites, 7,000 cell sites, 245,000 businesses and 3.5 million homes, or approximately 15 per cent. of UK households;

· 1,100 kilometre national long distance network connecting 22 cities, allowing CityFibre to serve connectivity needs of national service providers, data centres and mobile operators in search of a genuine alternative to combined connectivity solutions offered by BT Wholesale;

As previously set out, KCOM Group plc will continue to serve its existing customers on the acquired networks via a framework agreement with CityFibre for a term up to fifteen years, subject to a minimum term of five years and a minimum revenue of £5.0 million per annum for those five years.

Greg Mesch, Chief Executive of CityFibre, commented:

"This is a momentous day for UK broadband infrastructure, which has seen no meaningful alternative investment for well over a decade. By combining the unique and highly attractive KCOM network assets with our own, we are well-positioned to tap into future growth in the rapidly evolving UK fibre market.

"With a significant presence in 36 cities, 21 of which are completely new markets for us, we are now established as a credible alternative to BT Openreach, and the largest independent provider of wholesale fibre infrastructure on a national basis.

"Moreover, the £180 million funding package we have closed equips us to push hard on commercialising the acquired assets, which we have already begun to do with our first new service provider relationship on the acquired Bristol network, as announced on 14 January 2016. It also funds our continued organic growth trajectory towards our medium term goal of dense network presence in 50 towns and cities, with an estimated addressable footprint of 35,000 public sector sites, 10,000 mobile cell sites, 350,000 businesses, and 5 million homes.

"This is a transformational acquisition which elevates us to a much more significant place in the UK network infrastructure arena and we look forward to continuing to prove out our strategy across a vastly expanded footprint."

Defined terms used in this announcement shall have the meanings set out in the Admission Document posted to shareholders of the Company dated 14 December 2015.

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About CityFibre:

CityFibre is the UK's largest alternative provider of wholesale fibre network infrastructure. It has major metro footprints in 36 cities across the UK and a national long distance network that connects these cities to major data-centres across the UK and to key peering points in London.

The company has an extensive customer base spanning service integrators, enterprise and consumer service providers and mobile operators. Providing a portfolio of active and dark fibre services, CityFibre's networks address 24,500 public sites, 7,000 mobile masts, 245,000 businesses and 3.5 million homes.

CityFibre is based in London, United Kingdom, and its shares trade on the AIM Market of the London Stock Exchange (AIM: CFHL). Further information on the company can be found at www.cityfibre.com