Offer price

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA

This announcement is an advertisement and not a prospectus and investors should not subscribe for or purchase any shares referred to in this announcement except on the basis of information in the prospectus (the "Prospectus") published by esure Group plc (the "Company" or "esure" and together with its subsidiaries, the "Group") on 8 March 2013 in connection with the offer of its ordinary shares (the "Shares") and the admission of its Shares to the premium listing segment of the Official List of the UK Listing Authority (the "Official List") and to trading on the main market for listed securities (the "Main Market") of the London Stock Exchange plc ("Admission") (the "IPO" or "Offer"). Copies of the Prospectus are available from esure's registered office during normal business hours between Monday and Friday (public holidays excepted) for a period ending 28 days following its publication. In addition, the Prospectus is available on esure's website at www.esuregroup.com, subject to certain access restrictions applicable to persons resident outside the UK.

This announcement is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada, Japan or other excluded territories. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada, Japan or other excluded territories. The securities of esure have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to any national, resident or citizen of Australia, Canada or Japan. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions.

22 March 2013

esure Group plc

Initial Public Offering - Offer price set at 290 pence per Share

esure today announces that the offer price for Shares to be sold in its IPO has been set at 290 pence per Share (the "Offer Price").

• The implied market capitalisation of esure at the Offer Price is £1,209 million (taking into account the proceeds to be raised by esure through the issue of new Shares pursuant to the Offer), which is expected to make esure eligible for inclusion in the FTSE 250 Index in due course.

• 191,179,310 existing Shares and 17,241,380 newly issued Shares will be sold through the Offer, representing approximately 50 per cent of esure's total share capital on Admission.

• In addition, up to 15 per cent of the Shares to be sold through the Offer may be over-allotted to investors pursuant to stabilisation arrangements. J.P. Morgan Securities plc has been granted an over-allotment option, which is exercisable for a period of 30 calendar days from today, by Tosca Penta Investments LP (pursuant to which Tosca Penta Investments LP may sell up to an additional 31,263,103 Shares, representing 7.5 per cent of esure's share capital on Admission).

·; Immediately following Admission, Peter Wood will hold approximately 30.9 per cent of esure's share capital (assuming there is no exercise of the over-allotment option), Tosca Penta Investments LP will hold approximately 11.6 per cent of esure's share capital (assuming there is no exercise of the over-allotment option) and other the Directors (excluding Peter Wood) will hold approximately 0.9 per cent in aggregate of esure's share capital.

• The Company expects to raise £50 million from the sale of newly issued Shares through the Offer, which will be applied to repay all outstanding debt on Admission.

·; 22,519,843 Shares have been allocated to intermediaries for the purpose of satisfying applications by private investors in the UK, the Channel Islands and the Isle of Man to purchase Shares through the Offer. This represents approximately 10.8 per cent of the total number of Shares comprised in the Offer (excluding Shares that may be over-allotted pursuant to investors pursuant to the stabilisation arrangements).

·; Conditional dealings in the Shares on the London Stock Exchange commence today, Admission to the premium listing segment of the Official List and to trading on the Main Market of the London Stock Exchange and commencement of unconditional dealings in the Shares are expected to take place at 8.00 am on 27 March 2013.

·; Deutsche Bank is acting as Joint Global Co-ordinator and Joint Bookrunner, J.P. Morgan Cazenove is acting as Joint Global Co-ordinator, Joint Bookrunner and Sole Sponsor, and Canaccord Genuity Limited and Numis Securities Limited are acting as Co-Lead Managers.

Peter Wood, Chairman of esure Group plc said:

"Today's pricing is a ringing endorsement of esure's strengths and future prospects and we welcome all of our new shareholders, both institutional and retail, as co-investors in the next exciting phase of our development. As a premium listed company, esure will have the right corporate platform for development, and it is our task to maximise the opportunities that we see ahead of us for the mutual benefit of all our shareholders."

Stuart Vann, Chief Executive Officer of esure Group plc said:

"The strong reception for our Offer is a reflection of investor appetite for differentiated, high quality exposure to the UK insurance sector. Looking ahead, our priority is to reward the trust placed in us by our new shareholders as we continue to drive forward our strategy for profitable growth through innovation, efficiency and top quality customer service."

Enquiries

esure Group plc Tel: 01737 641000

Adrian Webb, Head of Corporate Communications

Citigate Dewe Rogerson Tel: 020 7638 9571

Chris Barrie, Andrew Hey, Grant Ringshaw

Deutsche Bank Tel: 020 7545 8000

Tadhg Flood, Michael Lamb, Lorcan O'Shea

J.P. Morgan Cazenove Tel: 020 7742 4000

Conor Hillery, Piers Davison, James Taylor

Canaccord Genuity Tel: 020 7523 8350

Roger Lambert, Bruce Garrow

Numis Securities Tel: 020 7260 1000Oliver Hemsley, Charles Farquhar, Robert Bruce

Defined terms used in these notes to editors have the meanings given to such terms in the Prospectus published by esure on 8 March 2013.

1. Final Offer statistics

The final Offer Price and the other statistics relevant to the Offer are set out in the table below.

Notes:

(1) Up to a further 31,263,103 Existing Ordinary Shares, representing up to a total of 15 per cent of the total number of Ordinary Shares comprised in the Offer, may be over-allotted to Investors pursuant to the Over-allotment Arrangements.

(2) The figure presented excludes the number of Ordinary Shares that may be over-allotted to Investors pursuant to the Over-allotment Arrangements. As a result of the Offer, approximately 55 per cent of the Ordinary Shares will be in public hands (within the meaning of Rule 6.1.19 of the Listing Rules) immediately following Admission (assuming that no Ordinary Shares are over-allotted pursuant to the Over-allotment Arrangements). If the maximum number of Ordinary Shares are over-allotted pursuant to the Over-allotment Arrangements and the Over-allotment Option is exercised in full, it is estimated that approximately 62 per cent of the Ordinary Shares would be in public hands.

(3) The proceeds receivable by the Company are stated without the deduction of underwriting commissions and other estimated fees and expenses of approximately £7.0 million (inclusive of amounts in respect of VAT) payable by the Company and incurred in connection with Admission and the Offer, which the Company intends to fund from cash resources.

(4) The proceeds receivable by the Selling Shareholders are stated without the deduction of underwriting commissions and amounts in respect of stamp duty or SDRT payable by the Selling Shareholders in connection with the Offer, which are estimated to amount to up to £19.4 million. The proceeds receivable by the Selling Shareholders do not include any amounts which may be receivable by the Selling Shareholders as a result of the Over-allotment Arrangements (including as a result of any exercise of the Over-allotment Option).

(5) The market capitalisation of the Company at any given time will depend on the market price of the Ordinary Shares at that time. There can be no assurance that the market price of an Ordinary Share will be equal to or exceed the Offer Price.

2. Expected Timetable of Principal Events

Notes:

(1) Times and dates set out in the timetable above and mentioned throughout this announcement are indicative only and may be subject to change without further notice.

(2) All references to time in this timetable are to London time.

(3) The Offer Price and details of the final number of Ordinary Shares subject to the Offer are also set out in the Pricing Statementto be published today. The Pricing Statement will be submitted to the UK Listing Authority and will be available free of charge at the registered office of the Company at The Observatory, Castlefield Road, Reigate, Surrey RH2 0SG during normal business hours between Monday and Friday (public holidays excepted) until Admission. In addition, the Pricing Statement will, subject to certain restrictions, be published in electronic form and be available on the Company's website at www.esuregroup.com.

It should be noted that, if Admission does not occur, all conditional dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned.

Forward-looking Statements

This announcement contains "forward-looking" statements. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond esure's control and all of which are based on the directors' current beliefs and expectations about future events. Forward-looking statements are sometimes identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "could", "should", "shall", "risk", "intends", "estimates", "aims", "plans", "predicts", "projects", "anticipates", "continues", "assumes", "positioned" or "anticipates" or the negative thereof, other variations thereon or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. Forward-looking statements may and often do differ materially from actual results. They appear in a number of places throughout this announcement and include statements regarding the intentions, beliefs or current expectations of the directors or esure with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to esure's business concerning, amongst other things, the results of operations, financial condition, liquidity, prospects, growth and strategies of esure and the industry in which it operates. These forward-looking statements and other statements contained in this announcement regarding matters that are not historical facts involve predictions. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing esure. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements. The forward-looking statements contained in this announcement speak only as of the date of this announcement. esure disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in its expectations or any change in events, conditions or circumstances on which such statements are based unless required to do so by applicable law, the Prospectus Rules, the Listing Rules or the Disclosure and Transparency Rules of the Financial Services Authority.

* * *

Neither this announcement nor any copy of it may be made or transmitted into the United States, or distributed, directly or indirectly, in the United States. Neither this announcement nor any copy of it may be taken or transmitted into Australia, Canada or Japan or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. Any failure to comply with this restriction may constitute a violation of United States, Australian, Canadian or Japanese securities laws. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. The securities referred to herein have not been registered under the applicable securities laws of the United States, Canada, Australia or Japan and, subject to certain exceptions, may not be offered or sold within the United States, Canada, Australia or Japan or to any national, resident or citizen of the United States, Canada, Australia or Japan.

In particular, this announcement and the information contained herein are not for distribution (directly or indirectly) in or into the United States or other excluded territories. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.

The securities of esure have not been and will not be registered under the Securities Act and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the shares referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan.

* * *

The information in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any Shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor.

This announcement does not constitute a recommendation concerning the Offer. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the Offer cannot be relied upon as a guide to future performance. There is no guarantee that Admission will occur and you should not base your financial decisions on esure's intentions in relation to Admission at this stage. Potential investors should consult a professional advisor as to the suitability of the Offer for the entity concerned.

Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity and Numis Securities (together, the "Underwriters"), all of which are authorised and regulated in the United Kingdom by the Financial Services Authority, are acting exclusively for esure and no-one else in connection with the Offer. They will not regard any other person as their respective clients in relation to the Offer and will not be responsible to anyone other than esure for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offer, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the Offer, each of Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity and Numis Securities and any of their respective affiliates, acting as investors for their own accounts, may subscribe for or purchase Shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such Shares and other securities of esure or related investments in connection with the Offer or otherwise. Accordingly, references in the Prospectus, once published, to the Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by the Underwriters or any of their respective affiliates acting as investors for their own accounts. The Underwriters do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so. In addition, in connection with the Offer, certain of the Underwriters may enter into financing arrangements with investors, such as share swap arrangements or lending arrangements where Shares are used as collateral, that could result in such Underwriters acquiring shareholdings in the Company.

None of Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity or Numis Securities or any of their respective affiliates or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to esure, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

* * *

In connection with the Offer, J.P. Morgan Cazenove, as stabilising manager, or any of its agents, may (but will be under no obligation to), to the extent permitted by applicable law, over-allot Shares or effect other transactions with a view to supporting the market price of the shares at a higher level than that which might otherwise prevail in the open market. J.P. Morgan Cazenove will not be required to enter into such transactions and such transactions may be effected on any stock market, over-the-counter market, stock exchange or otherwise and may be undertaken at any time during the period commencing on the date of the commencement of conditional dealings of the Shares on the London Stock Exchange and ending no later than 30 calendar days thereafter. However, there will be no obligation on J.P. Morgan Cazenove or any of its agents to effect stabilising transactions and there is no assurance that stabilising transactions will be undertaken. Such stabilising measures, if commenced, may be discontinued at any time without prior notice. In no event will measures be taken to stabilise the market price of the Shares above the offer price. Save as required by law or regulation, neither J.P. Morgan Cazenove nor any of its agents intends to disclose the extent of any over-allotments made and/or stabilisation transactions conducted in relation to the Offer.

* * *

Certain figures contained in this announcement, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this document may not conform exactly with the total figure given.

* * *