PUSU Extension

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND THERE CAN BE NO CERTAINTY THAT ANY SUCH OFFER WILL BE MADE

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

17 May 2021

Equiniti Group plc

PUSU Extension

On 19 April 2021, Equiniti Group plc ("EQ" or the "Company") confirmed that it had received a non-binding proposal from Siris Capital Group, LLC ("Siris"), to acquire the entire issued and to be issued share capital of EQ for 170 pence per share in cash. On 28 April 2021, EQ announced that it had received a revised non-binding proposal of 180 pence per share in cash from Siris (the "Revised Proposal") and that the EQ Board would be minded to recommend a firm offer by Siris to EQ shareholders on the financial terms of the Revised Proposal. The Revised Proposal is subject to a number of pre-conditions including completion of confirmatory due diligence.

In accordance with Rule 2.6(a) of the Code, Siris was required, by not later than 5.00 pm on 17 May 2021, to either announce a firm intention to make an offer for EQ in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer for EQ, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies.

As due diligence continues to progress, in accordance with Rule 2.6(c) of the Code, the EQ Board has requested, and the Takeover Panel has consented to, an extension to this deadline until 5.00 p.m. (London time) on 28 May 2021.

This revised deadline may be extended further with the consent of the Takeover Panel, at the EQ Board's request, in accordance with Rule 2.6(c) of the Code.

There can be no certainty that a firm offer will be made even if the pre-conditions referred to above are satisfied or waived. A further announcement will be made in due course.

This announcement is being made with the consent of Siris. Pursuant to Rule 2.5(a) of the Code, Siris reserves the right to vary the form and / or mix of the offer consideration set out in this announcement. Siris also reserves the right to make the offer at a lower value:

a) with the recommendation or consent of the Board of EQ;

b) if EQ announces, declares or pays any dividend or any other distribution or return of value to shareholders, in which case Siris reserves the right to make an equivalent reduction to the Revised Proposal and / or other offer terms;

c) following the announcement by EQ of a whitewash transaction pursuant to the Code; or

d) if a third party announces a firm intention to make an offer for EQ pursuant to Rule 2.7 of the Code which, at that date, is valued at a lower price than the Revised Proposal referred to above.

The person responsible for arranging the release of this announcement on behalf of EQ is Matthew Jones, for and on behalf of Prism Cosec Limited, Company Secretary.

Media enquiries: +44 (0) 20 7353 4200

Tulchan Communications LLP

Martin Robinson

Olivia Peters

Important notice related to financial advisers

N.M. Rothschild & Sons Limited ("Rothschild & Co"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for EQ and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than EQ for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.

Citigroup Global Markets Limited ("Citi"), which is authorised by the Prudential Regulation Authority ("PRA") and regulated in the UK by the Financial Conduct Authority and the PRA, is acting as financial adviser for EQ and for no one else in connection with the matters described in this announcement, the Revised Proposal, and will not be responsible to anyone other than EQ for providing the protections afforded to clients of Citi nor for providing advice in connection with the Revised Proposal, or any other matters referred to in this announcement. Neither Citi nor any of its affiliates, directors or employees owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, consequential, whether in contract, in tort, in delict, under statute or otherwise) to any person who is not a client of Citi in connection with this announcement, any statement contained herein, the Revised Proposal or otherwise.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at http://www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Publication on Website

A copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) on EQ's website at https://investors.equiniti.com/ by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into an ddoes not form part of this announcement.