Holding(s) in Company

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Phoenix Group Holdings

2. Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

Yes

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person(s) subject to thenotification obligation:

Xercise2 Limited

4. Full name of shareholder(s)  (if different from 3.):

Xercise2 Limited and its subsidiaries

5. Date of the transaction and date onwhich the threshold is crossed orreached:

28 August 2012

6. Date on which issuer notified:

28 August 2012

7. Threshold(s) that is/are crossed orreached:

14% and 15%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Indirect

Direct

Indirect

EUR 0.0001

23,213,514 (13.3%)

26,727,590

9,512,012

17,215,578

5.45%

9.86%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

26,727,590

15.31%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Proxy Voting:

10. Name of the proxy holder:

N/A

11. Number of voting rights proxy holder will ceaseto hold:

N/A

12. Date on which proxy holder will cease to holdvoting rights:

N/A

13. Additional information:

14. Contact name:

Stephen Farrugia

15. Contact telephone number:

0207 725 0810

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Phoenix Group Holdings

2. Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

Yes

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person(s) subject to thenotification obligation:

Alpha-Gamma Shares Limited

4. Full name of shareholder(s)  (if different from 3.):

5. Date of the transaction and date onwhich the threshold is crossed orreached:

28 August 2012

6. Date on which issuer notified:

28 August 2012

7. Threshold(s) that is/are crossed orreached:

4%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Indirect

Direct

Indirect

EUR 0.0001

6,783,291 (3.9%)

7,869,546

7,869,546

-

4.51%

-

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

7,869,546

4.51%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Proxy Voting:

10. Name of the proxy holder:

N/A

11. Number of voting rights proxy holder will ceaseto hold:

N/A

12. Date on which proxy holder will cease to holdvoting rights:

N/A

13. Additional information:

See accompanying TR1 from Alpha- Gamma Limited's parent company Xercise2 Limited

14. Contact name:

Stephen Farrugia

15. Contact telephone number:

0207 725 0810

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Phoenix Group Holdings

2. Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

Yes

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person(s) subject to thenotification obligation:

Hugh Edward Mark Osmond

4. Full name of shareholder(s)  (if different from 3.):

Friends Provident a/c 712134, Xercise2 Ltd and Alpha Gamma Shares Limited

5. Date of the transaction and date onwhich the threshold is crossed orreached:

28 August 2012

6. Date on which issuer notified:

28 August 2012

7. Threshold(s) that is/are crossed orreached:

Above 6%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Indirect

Direct

Indirect

EUR 0.0001

9,849,533 (5.6%)

11,072,825

11,072,825

6.34%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

11,072,825

6.34%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Proxy Voting:

10. Name of the proxy holder:

N/A

11. Number of voting rights proxy holder will ceaseto hold:

N/A

12. Date on which proxy holder will cease to holdvoting rights:

N/A

13. Additional information:

See accompanying DTR3 in relation to this transfer of shares from Connected Persons

14. Contact name:

Stephen Farrugia

15. Contact telephone number:

020 7725 0810

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Phoenix Group Holdings

2. Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

Yes

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

I

3. Full name of person(s) subject to thenotification obligation:

TDR Capital Nominees Limited

4. Full name of shareholder(s)  (if different from 3.):

TDR Capital Nominees Limited

TDR Shares Limited

Jambright Limited

5. Date of the transaction and date onwhich the threshold is crossed orreached:

28 August 2012

6. Date on which issuer notified:

28 August 2012

7. Threshold(s) that is/are crossed orreached:

17%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Indirect

Direct

Indirect

EUR 0.0001

29,101,962 (16.67%)

30,206,189

24,936,188

5,270,001

14.38%

3.02%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

30,206,189

17.30%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Proxy Voting:

10. Name of the proxy holder:

N/A

11. Number of voting rights proxy holder will ceaseto hold:

N/A

12. Date on which proxy holder will cease to holdvoting rights:

N/A

13. Additional information:

14. Contact name:

Blair Thompson

15. Contact telephone number:

0207 399 4200