Notice

Aldermore Group PLC

£75,000,000 Fixed Rate Reset Additional Tier 1 Perpetual Subordinated Contingent Convertible Securities (ISIN: XS1150025549) (the "Securities")

Notice of adjustment to Conversion Price

On 10 March 2015, Aldermore Group PLC (the "Company") announced the pricing of its initial public offering (the "IPO") at 192 pence per ordinary share. It is expected that admission of the ordinary shares of 10 pence each in the Company (the "Shares") to the premium listing segment of the Official List of the Financial Conduct Authority and to trading on the main market for listed securities of the London Stock Exchange will occur on 13 March 2015 (together, the "IPO Event").

In accordance with the terms and conditions of the Securities (the "Conditions"), notice is hereby given to Bondholders that the Conversion Price will be adjusted to take account of the IPO Event.

Following such adjustment, with effect from 13 March 2015 (being the first date on which the Class E Ordinary Shares are redesignated into Shares pursuant to the IPO Event), the Conversion Price of the Securities will be £1.425. For the avoidance of doubt, such Conversion Price represents the Initial Post-IPO Conversion Price determined in accordance with the Conditions.

Capitalised terms used but not defined in this notice have the meaning provided in the Conditions.

12 March 2015

Aldermore Group PLC

This announcement has been issued through the Companies Announcement Service of

the Irish Stock Exchange