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TP ICAP Finance plc - Cash Tender Offer - Launch

TP ICAP Finance plc announces Cash Tender Offer for its outstanding £500,000,000 5.250 per cent. Notes due 2024

03 APRIL 2023

Full announcement including disclosures and disclaimers, available via Lonse

"3 April 2023. TP ICAP Finance plc (the Offeror) announces today an invitation to eligible holders of its outstanding £500,000,000 5.250 per cent. Notes due 2024 (ISIN: XS1555815494) (the Notes) to tender any and all of such Notes for purchase by the Offeror for cash subject to the satisfaction (or waiver by the Offeror) of the New Financing Condition (as defined below) (such invitation, the Offer).

The Offer is being made on the terms and subject to the conditions contained in the tender offer memorandum dated 3 April 2023 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offer, and is subject to the offer restrictions set out below, as more fully described in the Tender Offer Memorandum. For detailed terms of the Offer, please refer to the Tender Offer Memorandum, copies of which are (subject to distribution restrictions) available from the Tender Agent as set out below.

Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Tender Offer Memorandum.

Summary of the Offer

A summary of certain of the terms of the Offer appears below:"


"Rationale for the Offer

The Offer, in conjunction with the issuance of the New Notes (as defined below), is being made to proactively manage the Offeror's debt profile. Notes purchased by the Offeror pursuant to the Offer are expected to be cancelled and will not be re-issued or re-sold."


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