Solicitation-Bond Consents-Worldpay Finance plc

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU NO. 596/2014).

This communication is for information only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or subscribe for securities in the United States of America, its territories and possessions, any State of the United States of America, and the District of Columbia (the "United States") or any other jurisdiction. None of the securities referred to in this communication will be registered under the U.S. Securities Act of 1933, as amended, and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted.

Solicitation of Bond Consents issued by Worldpay Finance plc

26 September 2017

Worldpay Group plc ("Worldpay") announces that its wholly owned subsidiary, Worldpay Finance plc (the "Company"), has commenced a consent solicitation in respect of all of its €500 million 3.75% senior notes due 2022 (the "Notes"), which are guaranteed by Worldpay, for a proposed waiver of and amendments to the change of control provisions included in the indenture governing the Notes (the "Indenture") as they relate to the proposed merger of Worldpay with Vantiv, Inc. and Vantiv UK Limited, as well as other proposed amendments to allow for the provision of a guarantee of the Notes by any parent of Worldpay, to allow Worldpay to satisfy its ongoing reporting obligations under the Indenture by providing certain reports of such guarantor or a parent of such guarantor, to permit reports and calculations under the Indenture to be made based on GAAP or IFRS and to make other related or consequential changes to the Indenture. The consent solicitation will expire at 17.00 London time on 10 October 2017, unless extended or earlier terminated by the Company.

Full details of the terms and conditions of the consent solicitation are set out in the Consent Solicitation Statement, dated 26 September 2017 (the "Consent Solicitation Statement") which holders of the Notes can obtain from Lucid Issuer Services Limited ("Lucid"), the Tabulation Agent and Information Agent for the solicitation. Requests for copies of the Consent Solicitation Statement should be directed to Lucid: +44 20 7704 0880; [email protected].

Morgan Stanley & Co. LLC has been engaged to act as the Solicitation Agent for the solicitation. Questions from holders of Notes should be directed to Morgan Stanley: +44 207 677 5040; [email protected].

Under no circumstances shall the solicitation constitute an offer to sell or issue or the solicitation of an offer to buy or subscribe for any Notes in any jurisdiction.

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About Worldpay Group plc

Worldpay (LSE: WPG; LEI 213800CJ5Z6YSGIIZA22) is a leader in global payments. We provide an extensive range of technology-led payment products and services to over 400,000 customers, enabling their businesses to grow and prosper. We manage the increasing complexity of the payments landscape for our customers, allowing them to accept the widest range of payment types around the world. Using our network and technology, we are able to process payments across 146 countries and 126 transaction currencies. We help our customers to accept more than 300 different payment types. http://investors.worldpay.com/

Cautionary Statement

This communication is for information purposes only and does not constitute a prospectus or any offer to sell or the solicitation of an offer to buy any security in the United States of America or in any other jurisdiction. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended.

This communication is directed only at: (a) those persons in the United Kingdom falling within the definition of Investment Professionals (contained in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order")), or within Article 43 of the Order, or other persons to whom it may lawfully be communicated in accordance with the Order; or (b) persons outside the United Kingdom (such persons collectively being "relevant persons"). Any investment activity to which this communication relates is only available to relevant persons and the transactions contemplated herein will be available only to, or engaged in only with, relevant persons, and this financial promotion must not be relied or acted upon by persons or any person to whom it may otherwise lawfully be made other than relevant persons.

Neither this communication nor the Solicitation shall be considered an "offer of securities to the public" for purposes of the Luxembourg law on prospectus for public offering dated July 10, 2005, or give rise to or require a prospectus in a European Economic Area member state which has implemented Directive 2003/71/EC (and amendments thereto).

Forward-Looking Statements

This communication may include "forward-looking statements". Forward-looking statements provide the Group's current expectations, intentions or forecasts of future events. Forward-looking statements include statements about expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not statements of historical fact. Words or phrases such as "anticipate", "believe", "continue", "ongoing", "estimate", "expect", "intend", "may", "plan", "potential", "predict", "project", "target", "seek" or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause future results to differ materially from those expected or implied by the forward-looking statements.

In addition, even if future results are consistent with the forward-looking statements contained in this communication, those results may not be indicative of results in subsequent periods.