Notification of Major Interests in Shares

TR-1: NOTIFICATION OF MAJOR INTERESTS IN SHARES (i)

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached (ii):

Poundland Group Plc

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

An accquisition or disposal of voting rights

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 the notification obligation (iii):

Citigroup Global Markets Limited

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

N/A

N/A

5. Date of the transaction and date on which the threshold is crossed or reached (v):

01-Aug-16

6. Date on which issuer notified:

03-Aug-16

7. Threshold(s) that is/are crossed or reached: (vi), (vii)

7%, 6% & 5%

8: Notified Details:

A: Voting Rights attched to Shares (viii), (ix)

Class/type of shares

Situation previous to the Triggering transaction

Resulting situation after the triggering transaction

if possible using the ISIN Code

Number of Shares

Number of Voting Rights

Number of Shares

Number of Voting Rights

% of Voting Rights (x)

Direct

Direct (xi)

Indirect (xii)

Direct

Indirect

GB00BJ34VB96

19,514,112

19,514,112

892,947

892,947

0

0.3323%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financial instrument

Expiration date (xiii)

Exercise/Converion Period (xiv)

Number of Voting Rights that may be acquired if the instrument is exercised/converted

% of Voting Rights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments (xv), (xvi)

Resulting situation after the triggering transaction

Type of financial instrument

Exercise Price

Expiration date (xvii)

Exercise / Conversion period (xviii)

Number of voting rights instrument refers to

% of Voting Rights (xix) , (xx)

Nominal

Delta

Equity Swap

11-Aug-201608-Sept-2017

372,292

0.1386%

Total (A+B+C)

Number of Voting Rights

% of Voting Rights

1,265,239

0.4709%

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

Citigroup Global Markets Limited

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will cease to hold:

12. Date on which proxy holder will cease to hold Voting Rights:

13. Additional information:

14. Contact name:

15. Contact telephone number:

ANNEX TO NOTIFICATION OF MAJOR INTERESTS IN SHARES (xvi)

A: Identity of the person or legal entity subject to the notification obligation

Full name (including legal form for legal entities)

Contact address

Phone number

Other useful information (at least legal representative for legal persons)

B: Identity of the notifier, if applicable (xvii)

Full name

Contact address

Phone number & email

Other useful information (e.g. functional relationship with the person or legal entity subject to the notification obligation)

C: Additional information

For notes on how to complete the form TR-1 please see the FCA website

Citigroup Global Markets Limited Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB United Kingdom

Tel +44 (0) 20 7986 4000 Fax +44 (0) 20 7986 2266