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Information Booklet 28 January 2020

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Information Booklet 28 January 2020 Information Booklet 28 January 2020 The information contained herein may only be released, published or distributed in the United Kingdom, Information booklet the Isle of Man, the Republic of Ireland, Jersey and the Bailiwick of Guernsey in accordance with applicable regulatory requirements. [●] January 2020 Bruntwood Bond 2 plc 6.00 Per cent. bonds due 2025 (the “Bonds”) Guaranteed by Bruntwood Limited (the “Parent Guarantor”) and Bruntwood Management Services Limited (the “Subsidiary Guarantor”) Joint Lead Managers City & Continental Ltd Peel Hunt LLP Initial Authorised Offerors Equiniti Financial Services Limited (Trading as Selftrade, Shareview and/or Saga Share Direct) Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA. AJ Bell YouInvest 4 Exchange Quay Salford, The Quays, Manchester M5 3EE This Information Booklet is an advertisement and not a prospectus. Any decision to purchase or sell the Bonds should be made solely on the basis of a careful review of the exchange offer memorandum and Prospectus (“the Prospectus”) dated 28 January 2020, available on the Bruntwood Group’s website, at www.bruntwood.co.uk Important information This Information Booklet is an advertisement for the purposes of Prospectus Rule 3.3 and Article 22 of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and is not a prospectus for the purposes of the Prospectus Regulation and/or Part VI of the Financial Services and Markets Act 2000 (the “FSMA”). This Information Booklet is not an offer for the subscription or sale of the Bonds (defined in the following paragraph). This Information Booklet relates to a proposed offer of 6.00 per cent. Bonds due 25 February 2025 (the “Bonds”). An exchange offer memorandum and prospectus dated 28 January 2020 (the “Prospectus”), which comprises a prospectus for the purposes of the Prospectus Regulation, has been prepared and made available to the public in accordance with the Prospectus Regulation. Copies of the Prospectus are available from the website of Lucid Issuer Services Limited (https://portal.lucid-is. com), the website of the London Stock Exchange plc (www.londonstockexchange.com/ newissues) and Bruntwood’s website (www.bruntwood.co.uk). Your Authorised Offeror will provide you with a copy of the Prospectus. This Information Booklet should not be relied on for making any investment decision in relation to the purchase of the Bonds. Any investment decision should be made solely on the basis of a careful review of the Prospectus. Please therefore read the Prospectus carefully before you invest. You should ensure that you understand and accept the risks and rewards relating to an investment in the Bonds before making such an investment. You should seek your own professional investment, accounting, legal and tax advice as to whether an investment in the Bonds is suitable for you. The Prospectus has been approved by the Financial Conduct Authority (the “FCA”). The FCA only approves the Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Such approval should not be considered as an endorsement of either the Issuer or the Guarantors or the quality of the Bonds that are the subject of the Prospectus and investors should make their own assessment as to the suitability of investing in the Bonds. 2 Important information (Cont.) This Information Booklet is a financial promotion No reliance may be placed on the Joint Lead approved, for the purposes of section 21(2)(b) of Managers for advice or recommendations of FSMA, by Peel Hunt LLP and City & Continental any sort. The Joint Lead Managers make no Ltd (together, the “Joint Lead Managers”) and representation or warranty to you with regard to made by Bruntwood Bond 2 plc (the “Issuer”). the information contained in the Prospectus. This Peel Hunt LLP (incorporated in England and Information Booklet contains information derived Wales with registered number OC357088) whose from the Prospectus and is believed to be reliable registered office is Moor House, 120 London Wall, but, in so far as it may do so under applicable London EC2Y 5ET, is authorised and regulated law, the Joint Lead Managers do not warrant or by the FCA. City & Continental Ltd (incorporated make any representation as to its completeness, in England and Wales with registered number reliability or accuracy. 09997053) whose registered office is Cheyne House Crown Court, 62-63 Cheapside, London Bruntwood Bond 2 plc is the legal entity that EC2V 6AX, is authorised and regulated by the FCA. will issue the Bonds (the meaning of that term is explained below) and Bruntwood Limited and MIFID II product governance / Retail investors, Bruntwood Management Services Limited are the professional investors and ECPs target market legal entities that will provide a guarantee to the Bonds. Solely for the purposes of the manufacturers’ product approval process, the target market No offer for subscription or sale of any of the assessment in respect of the Bonds has led to Bonds has or may be circulated in Jersey unless the conclusion that: (i) the target market for the such offer is circulated in Jersey by a person Bonds is eligible counterparties, professional or persons authorised to conduct investment clients and retail clients, each as defined in business under the Financial Services (Jersey) Directive 2014/65/EU (as amended, “MiFID II”) Law 1998, as amended and (a) such offer does and (ii) all channels for distribution of the Bonds not for the purposes of Article 8 of the Control are appropriate, subject to the distributor’s of Borrowing (Jersey) Order 1958, as amended, suitability and appropriateness obligations under constitute an offer to the public; or (b) an identical MiFID II, as applicable. Any person subsequently offer is for the time being circulated in the United offering, selling or recommending the Bonds Kingdom without contravening the FSMA and (a “distributor”) should take into consideration is, mutatis mutandis, circulated in Jersey only to the manufacturer’s target market assessment; persons similar to those to whom, and in a manner however, a distributor subject to MiFID II is similar to that in which it is for the time being responsible for undertaking its own target market circulated in the United Kingdom. assessment in respect of the Bonds (by either adopting or refining the manufacturer‘s target The Bonds may only be sold in or from within market assessment) and determining appropriate the Bailiwick of Guernsey in compliance with distribution channels, subject to the distributor’s the provisions of the Protection of Investors suitability and appropriateness obligations under (Bailiwick of Guernsey) Law 1987 (as amended) MiFID II, as applicable. (the “POI Law”). The Bonds may not be promoted or offered for sale, directly or indirectly, in or PRIIPs Regulation from within the Bailiwick of Guernsey other than (i) by persons licensed to do so by the The Bonds have a fixed rate of interest and the Guernsey Financial Services Commission under redemption amount of the Bonds is fixed as the POI Law; (ii) to persons licensed under the described in the Prospectus. No key information POI Law, the Banking Supervision (Bailiwick of document pursuant to Regulation (EU) No Guernsey) Law, 1994 (as amended), the Insurance 1286/2014 (the “PRIIPs Regulation”) is required Business (Bailiwick of Guernsey) Law, 2002 (as for the purposes of offering the Bonds, and amended), the Insurance Managers and Insurance accordingly no key information document has Intermediaries (Bailiwick of Guernsey) Law, 2002 been prepared. 3 Important information (Cont.) (as amended) or the Regulation of Fiduciaries, No action has been or will be taken by the Issuer, Administration Business and Company Directors, the Guarantors, or the Joint Lead Managers in etc. (Bailiwick of Guernsey) Law, 2000 (as any jurisdiction other than the United Kingdom amended); or the requirements set out in section or Ireland that would, or is intended to, permit 29(c) of the Protection of Investors (Bailiwick of a public offer of the Bonds in any country or Guernsey) Law 1987 in respect of (b)(i) above and jurisdiction where any such action for that the requirements set out in section 29(cc) of the purpose is required. Accordingly, each Joint Lead Protection of Investors (Bailiwick of Guernsey) Manager will agree, to the best of its knowledge Law 1987 in respect of (b)(ii) above have been and belief, to comply in all material respects complied with. with all applicable laws and regulations in each jurisdiction in which it acquires, offers, sells The Bonds may not be marketed, offered or or delivers Bonds or has in its possession or sold in, or to persons resident in, the Isle of distributes the Prospectus or any amendment or Man, other than in compliance with the licensing supplement thereto or any other offering material, requirements of the Isle of Man Financial Services in all cases at its own expense. Potential investors Act 2008 or in accordance with any relevant are advised to review in full the “Subscription exclusion contained in the Isle of Man Regulated and Sale” section on page 109 onwards of the Activities Order 2011 or in accordance with any Prospectus for further information. relevant exemption contained in the Isle of Man Financial Services (Exemptions) Regulations 2011. This Information Booklet is not for distribution in the United States of America or to US persons. The Bonds have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) and the Bonds, which are in bearer form, are subject to certain US tax law requirements. The Bonds may not be offered, sold or delivered within the United States of America or to, or for the account or benefit of, US persons. 4 Offer of 6.00 Per Cent. Bonds due 2025 (“Bonds”) The Bruntwood Bond 2 plc 6.00 per cent.
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