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APPLEGREEN PLC (Incorporated and Registered in the Republic of Ireland Under the Irish Companies Acts with Registered Number 491702)

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APPLEGREEN PLC (Incorporated and Registered in the Republic of Ireland Under the Irish Companies Acts with Registered Number 491702) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take, you are recommended to seek your own personal financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under the UK Financial Services and Markets Act 2000 (as amended) (“FSMA”) who specialises in advising on the acquisition of shares and other securities in the UK or, if you are resident in the Republic of Ireland, is duly authorised under the European Union (Markets in Financial Instruments) Regulations 2017 or the Investment Intermediaries Act 1995 (as amended), or otherwise duly qualified in your jurisdiction. This Document does not constitute an offer or constitute any part of an offer to the public within the meaning of sections 85 and 102B of FSMA or otherwise. This Document does not comprise a prospectus for the purposes of the Prospectus (Directive 2003/71/EC) Regulations 2005 (as amended), Regulation (EC) 809/2004 implementing Directive 2003/71/EC and Regulation (EU) 2017/1129 (the “Prospectus Regulations”) or within the meaning of section 85 of FSMA and does not constitute an offer of securities to the public in Ireland under the Prospectus Regulations or, within the meaning of section 102B of FSMA, the United Kingdom or elsewhere. This Document comprises an admission document in relation to AIM, a market operated by the London Stock Exchange (“AIM”), and ESM, a market operated by Euronext Dublin (“ESM”). This Document has been drawn up in accordance with the AIM Rules for Companies (the “AIM Rules”) and the ESM Rules for Companies (the “ESM Rules”) and has been issued in connection with the proposed Transaction, Admission and Placing. AIM and the ESM are both markets designed primarily for growth companies or emerging or smaller companies to which a higher investment risk tends to be attached than to larger or more established companies. AIM and ESM securities are not admitted to the Official List of the UK Listing Authority or the Main Securities Market of Euronext Dublin (together, the “Official Lists”). A prospective investor should be aware of the risks of investing in such companies and should make the decision to invest only after careful consideration and, if appropriate, consultation with an independent financial adviser. The AIM Rules and the ESM Rules are less demanding than the rules applicable to companies where shares are listed on the premium/primary segments of the Official Lists and it is emphasised that no application is being made for admission of the Ordinary Shares to the Official Lists. Each AIM company is required pursuant to the AIM Rules to have a nominated adviser. The nominated adviser is required to make a declaration to the London Stock Exchange on admission in the form set out in Schedule Two to the AIM Rules for Nominated Advisers. The London Stock Exchange has not itself examined or approved the contents of this Document. Each ESM company is required pursuant to the ESM Rules to have an ESM adviser. The ESM adviser is required to make a declaration to Euronext Dublin on admission in the form set out in Schedule 2 to the Rules for ESM Advisers. Euronext Dublin has not itself examined or approved the contents of this Document. You should read the entire text of this Document. Your attention is drawn to the Risk Factors set out in Part 2 (Risk Factors) of this Document which should be read in its entirety. The whole of this Document should be read in light of these Risk Factors. Application will be made for the Enlarged Share Capital to be admitted to trading on AIM and ESM. It is expected that Admission will become effective and that trading in the Ordinary Shares will commence on AIM and ESM on 25 October 2018. APPLEGREEN PLC (incorporated and registered in the Republic of Ireland under the Irish Companies Acts with registered number 491702) Proposed acquisition of a majority stake in Welcome Break Proposed placing of 28,782,895 New Ordinary Shares at a price of €6.08 (approximately 543 pence) per New Ordinary Share Proposed Admission of the Enlarged Share Capital to trading on AIM and ESM and Notice of Extraordinary General Meeting Financial Adviser, ESM Adviser, Joint Global Coordinator, Nominated Adviser, Joint Global Coordinator, Joint Bookrunner and Joint Broker Joint Bookrunner and Joint Broker Ordinary Share Capital immediately following Admission Issued and fully paid Number Amount Ordinary Shares of €0.01 each 120,496,053 €1,204,961 Goodbody Stockbrokers UC (“Goodbody”), which is authorised and regulated by the Central Bank of Ireland, has been appointed as ESM Adviser for the purposes of the ESM Rules and has agreed to act as broker to the Company. Persons receiving this Document should note that Goodbody is acting exclusively for the Company in connection with the Placing and Admission and is not acting for any other person and will not be responsible to any person for providing the protections afforded to customers of Goodbody or for advising any other person in connection with the Placing and Admission. Goodbody accepts no liability whatsoever for the accuracy of any information or opinions contained in this Document or for the omission of any material information, for which it is not responsible. Goodbody has not authorised the contents of, or any part of, this Document and no liability whatsoever is accepted by Goodbody for the accuracy of any information or opinions contained in this Document or for the omission of any information from this Document. Shore Capital and Corporate Limited (“SCC”), which is authorised and regulated by the Financial Conduct Authority, has been appointed as Nominated Adviser to the Company for the purposes of the AIM Rules. Shore Capital Stockbrokers Limited (“SCS”), which is a member of the London Stock Exchange and is authorised and regulated by the Financial Conduct Authority, has agreed to act as broker in the United Kingdom for the purposes of the AIM Rules exclusively to the Company and no one else in connection with the Placing and Admission. Persons receiving this Document should note that, in connection with the Placing and Admission, SCC and SCS are acting exclusively for the Company and no one else and will not be responsible to anyone, other than the Company, for providing the protections afforded to customers of SCC and SCS or for advising any other person on the Placing and Admission. SCC and SCS accept no liability whatsoever for the accuracy of any information or opinions contained in this Document or for the omission of any material information, for which it is not responsible. SCC and SCS have not authorised the contents of, or any part of, this Document and no liability whatsoever is accepted by SCC and SCS for the accuracy of any information or opinions contained in this Document or for the omission of any information from this Document. The responsibilities of SCC as Nominated Adviser under the AIM Rules and the AIM Rules for Nominated Advisers, and Goodbody as ESM Adviser under the ESM Rules and the Rules for ESM Advisers, are owed solely to the London Stock Exchange and Euronext Dublin, respectively, and are not owed to the Company or any Director of the Company or to any other person in respect of their decision to acquire or subscribe for Ordinary Shares in the Company in reliance on any part of this Document. No representation or warranty, express or implied, is made by SCC or Goodbody as to the contents of this Document, or for the omission of any material from this Document. The Directors of the Company, whose names and functions appear on page 9 of this Document, accept responsibility, both individually and collectively, for the information contained in this Document including responsibility for compliance with the AIM Rules and the ESM Rules. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this Document is in accordance with the facts, and this Document makes no omission likely to affect the import of such information. No representation or warranty, express or implied, is made by SCC, SCS or Goodbody as to any of the contents of this Document in connection with the Placing and Admission, or otherwise. The Ordinary Shares have not been and will not be registered under the US Securities Act of 1933 (the “Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, in, into or within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. Copies of this Document and documents incorporated by reference into this Document which is dated 28 September 2018, will be available on the Company’s website at www.applegreenstores.com from the date of this Document. Copies of this Document will also be available free of charge during normal business hours on any day (except Saturdays, Sundays and public holidays) at the offices of Goodbody Stockbrokers UC at Ballsbridge Park, Ballsbridge, Dublin 4, Ireland and at Shore Capital & Corporate Limited, Bond Street House, 14 Clifford Street, London W1S 4JU, United Kingdom for one month from the date of Admission. 2 IMPORTANT INFORMATION No legal, business, tax or other advice is provided in this Document.
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