Statement re Blue Prism Group plc

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

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE").

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

29 September 2021

Statement regarding Blue Prism Group plc ("Blue Prism")

Further to the announcement made by Blue Prism on 31 August 2021 regarding possible offers for Blue Prism, TPG Capital, the private equity platform of alternative asset firm TPG, ("TPG") confirms that it does not intend to make an offer for Blue Prism.

Accordingly, TPG (and any person acting in concert with it) is, except in the circumstances set out below or otherwise with the consent of the the UK Panel on Takeovers and Mergers (the "Panel"), bound by the restrictions under Rule 2.8 of the Code.

Under Note 2 on Rule 2.8 of the Code, TPG (and any person acting in concert with it) reserves the right to set aside the restrictions in Rule 2.8 in the following circumstances:

(i) with the agreement of the board of directors of Blue Prism (following the withdrawal or lapse of the offer for Blue Prism by Bali Bidco Limited);

(ii) following the announcement of a firm intention to make an offer for Blue Prism by or on behalf of a new third party;

(iii) following the announcement by Blue Prism of a "whitewash" proposal (as described in Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a reverse takeover (as defined in the Code); or

(iv) where the Panel has determined that there has been a material change of circumstances.

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