Statement regarding PSCs further statement on PSSL

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2 March 2020

Pollen Street Secured Lending plc ("PSSL" or the "Company")

Statement regarding Pollen Street Capital's further statement on PSSL

Earlier today a public announcement was made by PSC Credit Holdings LLP ("PSC"), the investment manager of Pollen Street Secured Lending plc (the "Company"). This announcement was stated to be a response to the Company's announcement made on 25 February 2020 concerning a proposal for a possible cash offer by funds advised by Waterfall Asset Management, LLC ("Waterfall") for the entire issued share capital of the Company, and also the decision of its board (the "Board") to give 12 months' notice of termination of the investment management agreement (the "IMA") with PSC.

The independent board of directors of the Company is acutely aware of its duties to the Company and its shareholders. In discharging its duties it takes advice from, and relies upon, a range of professionals including its appointed investment manager, PSC. PSC's duties are to the Company, as the Company's agent, and are set out in the IMA. While PSC may advise the Board, PSC is not the Board and is obliged to follow instructions given by the Board. The Board believes that Waterfall's proposal is genuine and serious and is one that, having taken advice, it would be minded to recommend. Waterfall's proposal should not be frustrated by PSC's failure to provide the Company with its own information. That information is needed so that the Board can form a view as to what would be appropriate to share with Waterfall for the purposes of due diligence.

Any reader of the PSC announcement will understand just how difficult the relationship with PSC has now become and how important it is for the Board to ensure good governance. The Board will address in detail in a further announcement and letter to shareholders the numerous mistaken arguments and criticisms set out in PSC's announcement of this morning. For now, the immediate focus of the Board is ensuring that the proposal from Waterfall is not frustrated through the Company's inability to engage constructively with Waterfall, while also seeking to ensure that the Company's business continues to operate in line with the principles of good corporate governance.

Enquiries:

Disclaimer

Smith Square Partners LLP, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for PSSL and for no one else in connection with the possible offer and will not be responsible to anyone other than PSSL for providing the protections afforded to its clients or for providing advice in connection with the possible offer referred to in this announcement.

Liberum Capital Limited, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for PSSL and for no one else in connection with the possible offer and will not be responsible to anyone other than PSSL for providing the protections afforded to its clients or for providing advice in connection with the possible offer referred to in this announcement.