Electra Private Equity: Hostmore Capital Markets Day



This presentation has been prepared by Electra Private Equity PLC (“Electra”). The information and opinions contained in the Presentation and any other material discussed orally (collectively, the “Presentation”) are provided as of the date of this presentation and are subject to change without notice.

This presentation has been made to you solely for information purposes within the framework of Electra’s Capital Market Day and in particular the proposed demerger by Electra of the Hostmore group and the admission of all of the issued and to be issued share capital. of Hostmore PLC (currently Hostmore Limited) (“Hostmore”) to the official listing of the Financial Conduct Authority (the “FCA”) and to trading on the main listed securities market of the London Stock Exchange plc (“Admission”) . This presentation may be modified and supplemented at Electra’s convenience, may not be relied on for the purpose of concluding a transaction and should not be construed as, nor be relied on in connection with, an offer, invitation or inducement to purchase. or to subscribe for, subscribe or otherwise acquire, hold or dispose of securities of Electra or Hostmore, and should not be construed as a recommendation in connection with any such transaction. This presentation is not a prospectus within the meaning of the FCA Prospectus Regulation Rules.

Hostmore shares have not been and will not be registered under the US Securities Act of 1933 (the “Securities Act”) or the securities laws of any state of the United States and may not be offered or sold to United States in the absence of registration with the United States Securities and Exchange Commission, except in the case of exemption or in connection with a transaction not subject to the registration requirements of the Securities Act. The securities referred to in this presentation have not been and will not be registered under the securities laws of any jurisdiction where it would constitute a violation of the relevant laws or regulations of that jurisdiction (collectively, the ( the) “Restricted Jurisdiction (s)”), and, subject to certain exceptions, may not be offered or sold in any Restricted Jurisdiction. Any breach of the above restrictions may constitute a violation of securities laws. This presentation does not constitute an offer of securities to the public in the United Kingdom, the United States or any other jurisdiction.

None from Electra, Hostmore, HSBC Bank plc (“HSBC”), Numis Securities Limited (“Numis”, and together with HSBC, the “Banks”) or any of their shareholders, subsidiaries, affiliates, partners or their respective directors, officers, partners, employees, representatives and advisers (the “associates” and together with Electra, Hostmore and the banks, the “parties concerned”) make any representation or warranty, express or implied, as to the fairness, truth , the completeness, accuracy or completeness of the information contained in this presentation, or otherwise made available, nor as to the reasonableness of any assumption contained herein, and any liability therefore (including with regard to direct, indirect or consequential loss or damage) is expressly excluded. Nothing herein is, or should be construed as, a promise or representation, whether for the past or the future, and no reliance, in whole or in part, should be placed on fairness, the accuracy, completeness or correctness of the information. contained here. In particular, but without limitation, no representation or warranty, express or implied, is given by them as to the achievement or reasonableness of, and no reliance should be placed on, any projections, opinions, estimates, forecasts, objectives, outlook, performance or other forward-looking statements contained in this document. Further, nothing in this presentation should be construed as constituting legal, commercial, tax, financial or other advice. Neither receipt of the Presentation by anyone, nor any information contained in the Presentation, provided with the Presentation or subsequently communicated to any person by or on behalf of Electra, Hostmore, the banks or any other relevant party constitutes or should not be taken as constituting the provision of investment advice by Electra, Hostmore, banks or any other relevant party.

HSBC, which is authorized by the Prudential Regulation Authority (the “PRA”) and regulated in the United Kingdom by the FCA and the PRA, and Numis which is authorized and regulated in the United Kingdom by the FCA, act as financial advisers exclusively for Electra and Numis acts exclusively as a sponsor for Hostmore and in each case for no one else in connection with the split, admission or any other matter described in this presentation and will not consider any other person (than ” whether or not it is the addressee of this presentation) other than Electra and Hostmore as a client in connection with the spin-off, the Admission or any other matter described in this presentation and will not be liable to anyone other than ” Electra and the Hostmore group to provide the protections accorded to their respective clients or to provide advice to any other person in connection with the spin-off, the Admission or any other matter mentioned in this presentation. Apart from any responsibilities and obligations, if any, which may be imposed on HSBC or Numis by the Financial Services and Markets Act 2000 or the regulatory regime established under it, neither HSBC, Numis nor any of their respective affiliates, directors, officers or employees owes or accepts any obligation, obligation or liability whatsoever (whether direct or indirect, consequential, contractual, tort, tort, statutory or otherwise) to any person who is not not a customer of HSBC or Numis (as the case may be) for the contents of this presentation or its accuracy, completeness or verification or for any other statement made or purported to be made by it, or on its behalf, or by any other person in connection with the Split, Admission, this presentation, any statement contained herein, or otherwise.

Certain industry and market data used in this presentation have been obtained from publications and studies carried out by third parties and from estimates prepared on the basis of certain assumptions. While industry and market data from external sources is believed to be accurate and correct, none of the parties involved has independently verified this data or sought to verify that the information remains accurate as of the date of this presentation. and the parties concerned do not make any representations as to the accuracy of this information.

Certain statements made in this announcement are forward-looking statements and by their nature, all such forward-looking statements involve risks and uncertainties. Forward-looking statements include all matters that are not historical fact and often use words such as “expects”, “could”, “will”, “could”, “should”, “intends to” “,” Plan “,” predict “,” consider “or” anticipate “or other words with similar meaning. These forward-looking statements are based on current beliefs and expectations based on information known to Electra and the Hostmore group at the date of this presentation. Actual results of the Hostmore Group and / or its industry may differ from those expressed or implied in forward-looking statements due to a number of known and unknown risks, uncertainties and other factors, including, but not limited to, the effects of the COVID-19 pandemic and uncertainties about its impact and duration, many of which are difficult to predict and generally beyond the control of Electra and the Hostmore Group. Persons receiving this announcement should not place undue reliance on forward-looking statements. Unless otherwise provided by applicable law or regulation, Electra, Hostmore, the banks and any other relevant party disclaim any obligation or commitment to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. All information, opinions and estimates contained in this document are given as of the date hereof and are subject to change without notice. None of Electra, Hostmore, banks or any other relevant party is obligated or committed to provide the recipient with access to any additional information or to update the presentation or any additional information or to correct any inaccuracy in presentation which may become apparent.

No statement in this presentation is intended as a forecast of profit for any period. Certain figures contained in this presentation, including financial information, have been subject to rounding adjustments. The financial information presented in this presentation is based on certain material assumptions and adjustments and does not purport to represent what results of operations are on an audited basis or actually will be in future periods.

None of the Parties concerned shall be liable for any loss whatsoever arising, directly or indirectly, from the use of this presentation or otherwise in connection with this presentation. No duty of care is owed to you or any other person by the parties involved in connection with this presentation.

By attending this presentation (whether in person, by telephone or by any other electronic means) and / or by accepting any copy of this document, you agree to be bound by the foregoing limitations and conditions and, in particular, you will be deemed to have represented, guaranteed and undertaken that you have read and agree to abide by the contents of this notice.



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