LSEGA Financing Plc Announces Pricing Of Its Tender Offer

LSEGA Financing plc (the "Offeror") announces today the pricing of its previously announced tender offer (the "Offer") for its outstanding U.S.$1,250,000,000 2.500% Notes due 2031 (the "Notes"), issued by the Offeror and guaranteed by London Stock Exchange Group plc (the "Guarantor", and, together with its subsidiaries, the "Group"). The terms and conditions of the Offer are described in an offer to purchase dated November 14, 2024 (the "Offer to Purchase"). Capitalized terms not otherwise defined in this announcement have the same meaning as assigned to them in the Offer to Purchase.

The Early Tender Deadline for the Offer was 5:00 p.m. (New York City time) on November 27, 2024, and pricing of the Offer took place at or around 10:00 a.m., New York City time today (the "Price Determination Date"). The following table sets forth certain pricing information regarding the Offer as of the Price Determination Date.

(1) For the avoidance of doubt, the Early Tender Premium (US$50 per US$1,000) is already included within the Early Tender Offer Consideration (calculated using the Fixed Spread over the Reference Yield as described in the Offer to Purchase) and is not in addition to the Early Tender Offer Consideration. In addition, Noteholders whose Notes are accepted for purchase will also receive Accrued Interest on such Notes, such Accrued Interest accrued from (and including) the interest payment date of such Notes immediately preceding the Early Settlement Date to (but excluding) the Early Settlement Date.

Although the Offer will finally expire at 5:00 p.m. (New York City time) on December 13, 2024, unless extended by the Offeror (such time and date, as the same may be extended, the "Expiration Deadline"), as the aggregate principal amount of Notes tendered at or prior to the Early Tender Deadline was greater than the Maximum Acceptance Amount, no Notes tendered after the Early Tender Deadline will be accepted for purchase. Because the Offer was oversubscribed as at the Early Tender Deadline, the Offeror intends to accept for purchase Notes tendered at or prior to the Early Tender Deadline on a prorated basis. If such proration and rounding down would result in Notes in a principal amount of less than the Minimum Denomination being returned to a Noteholder, then the Offeror, in its sole and absolute discretion, intends to purchase all of such Noteholder's validly tendered Notes, without applying proration.

Pursuant to the terms of the Offer, the deadline to withdraw tendered Notes expired at the Early Tender Deadline and all Notes validly tendered prior to the Early Tender Deadline may no longer be withdrawn.

The settlement date for the Notes validly tendered on or prior to the Early Tender Deadline and accepted for purchase by the Offeror is expected to be December 3, 2024, unless extended by the Offeror (the "Early Settlement Date"). Noteholders whose Notes are accepted for purchase will also receive Accrued Interest on such Notes.

Noteholders are advised to read carefully the Offer to Purchase for full details of and information on the procedures for participating in the Offer.

Further information

Noteholders may access the Offer to Purchase at https://www.gbsc-usa.com/LSEGA/.

Questions and requests for assistance in connection with the Offer may be directed to the Dealer Managers:

Dealer Managers

Questions and requests for assistance in connection with the tender of Notes including requests for a copy of the Offer to Purchase may be directed to:

Information Agent:

Depositary Agent: