Publication of Prospectus

7 May 2020

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SWITZERLAND, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

Costain Group PLC

("Costain" or the "Group" or the "Company")

Publication of Prospectus

The combined circular and prospectus of Costain Group PLC dated 7 May 2020 (the "Prospectus") relating to the proposed firm placing and placing and open offer announced earlier today has been approved by the Financial Conduct Authority and has been published. The Prospectus will shortly be available to view on the website of the Company, www.costain.com.

A copy of the Prospectus will be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism following publication. 

For further enquiries please contact:

Costain Tel: 01628 842 444

Alex Vaughan, Chief Executive Officer

Tony Bickerstaff, Chief Financial Officer

Carolyn Rich, Investor Relations Director

Sara Lipscombe, Group Communications Director

Rothschild & Co (Sponsor and Financial Adviser to Costain) Tel: 020 7280 5000

Neil Thwaites

Peter Nicklin

Liberum (Joint Global Coordinator, Joint Bookrunner and Joint Corporate Broker)

Tel: 020 3100 2000

Bidhi Bhoma

Joshua Hughes

Euan Brown

Investec (Joint Global Coordinator, Joint Bookrunner and Joint Corporate Broker)

Tel: 020 7597 5970

James Rudd

Henry Reast

Virginia Bull

HSBC (Joint Global Coordinator and Joint Bookrunner) Tel: 020 7991 8888 

Keith Welch

Richard Fagan

Rob Baker

MHP (Financial PR Adviser to Costain)

Tim Rowntree Tel: 020 3128 8771

Peter Hewer Tel: 0770 932 6261

Email: [email protected]

Important notice

This announcement has been issued by and is the sole responsibility of Costain. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by N.M. Rothschild & Sons Limited ("Rothschild & Co"), Investec Bank plc ("Investec"), Liberum Capital Limited ("Liberum") or HSBC Bank plc ("HSBC"), or by any of their affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its accuracy or completeness. The information in this announcement is subject to change.

This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to sell, allot or issue, or any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for, any securities in the United States, Australia, Canada, Japan, Switzerland, New Zealand, the Republic of South Africa or in any jurisdiction to whom or in which such offer or invitation is unlawful, nor does the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment whatsoever with respect to such securities, the Company or otherwise.

Neither this announcement nor any copy of it nor the information contained in it and any related materials is for publication, distribution or release, in whole or in part, directly or indirectly, in or into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan, Switzerland, New Zealand, the Republic of South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

ENDS