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LSEG Prospectus 9Dec2020

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LSEG Prospectus 9Dec2020 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 as soon as possible from your stockbroker, bank, solicitor, accountant or other appropriate independent professional financial adviser (being, in the case of persons in the United Kingdom, an adviser authorised pursuant to the Financial Services and Markets Act 2000 (“FSMA”), or from another appropriately authorised independent financial adviser if you are in a territory outside of the United Kingdom). This document constitutes a prospectus (the “Prospectus”) for the purposes of the Prospectus Regulation (as defined below) relating to London Stock Exchange Group plc (“LSEG plc” or the “Company”), in connection with the admission to the premium listing segment of the Official List of the UK Financial Conduct Authority (the “FCA”) and to trading on London Stock Exchange plc’s (“London Stock Exchange”) main market for listed securities (the “Main Market”) (together, “Admission”), of all the issued and to be issued voting ordinary shares of LSEG plc with a 79 nominal value of 6 /86 pence each (the “LSEG Ordinary Shares”). LSEG plc proposes to issue up to 204,225,968 Consideration Shares in connection with its proposed acquisition of Refinitiv (the “Transaction”), to be comprised of (i) LSEG Ordinary Shares; and (ii) limited-voting 79 ordinary LSEG plc shares of 6 /86 pence each (“Limited-voting Ordinary Shares”). Unless the context otherwise requires, this Prospectus has been drawn up on the assumption that the Transaction will become effective as disclosed in further detail in this document. Applications for Admission of all of the issued and to be issued LSEG Ordinary Shares are intended to be made as set out in this document. It is expected that Admission will become effective and that dealings for normal settlement in the LSEG Ordinary Shares will commence on London Stock Exchange at 8.00 a.m. London time on the business day on which completion of the Transaction (“Completion”) becomes effective. No applications are intended to be made for the LSEG Ordinary Shares to be admitted to listing or dealt with on any exchange other than London Stock Exchange, and no applications will be made for the Limited-voting Ordinary Shares to be admitted to listing or dealt with on any exchange. This document comprises a prospectus relating to the Company prepared in accordance with the terms of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (the “Prospectus Regulation”), the Prospectus Regulation Rules made under section 73A of the Financial Services and Markets Act 2000, as amended (the “FSMA”) (the “Prospectus Regulation Rules”) and the UK Companies Act 2006 (the “Companies Act”). This Prospectus has been approved by the FCA (as competent authority under the Prospectus Regulation in accordance with section 87A of the FSMA) as a prospectus prepared in accordance with the Prospectus Regulation Rules. The FCA only approves this Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation Rules, and such approval should not be considered as an endorsement of the issuer that is, or the quality of the securities that are, the subject of this document. Investors should make their own assessment as to the suitability of investing in the securities. LSEG plc, the directors of LSEG plc whose names appear on page 33 of this document (the “Directors”), and those individuals who have agreed to become directors of LSEG plc on Completion, whose names appear on page 33 of this document (the “Proposed Directors”), accept responsibility for the information contained in this document. To the best of the knowledge of LSEG plc, the Directors and the Proposed Directors, the information contained in this document is in accordance with the facts and this Prospectus makes no omission likely to affect its import. London Stock Exchange Group plc (Incorporated under the Companies Act 1985 and registered in England and Wales with registered number 5369106) Recommended all-share acquisition of Refinitiv by London Stock Exchange Group plc 79 Proposed issue by London Stock Exchange Group plc of up to 204,225,968 shares comprising new voting ordinary shares of 6 /86 pence 79 each and limited-voting ordinary shares of 6 /86 pence each Application for admission of all of the issued and to be issued voting ordinary shares in London Stock Exchange Group plc to the premium listing segment of the Official List of the UK Financial Conduct Authority and to trading on London Stock Exchange plc’s main market for listed securities Prospective investors should read this Prospectus and the documents incorporated herein by reference in their entirety. In particular, attention is drawn to Part 1 (Risk Factors) of this document for a discussion of certain risks and other factors that should be considered prior to any investment to which this Prospectus relates. Certain terms used in this document are defined in Part 16 (Definitions and Glossary) of this document. Prospective investors should rely only on the information contained in this document and the documents incorporated herein by reference. No person has been authorised to give any information or to make any representations other than those contained in this document and, if given or made, such information or representations must not be relied on as having been so authorised. Any delivery of this document shall not, under any circumstances, create any implication that there has been no change in the affairs of LSEG plc or Refinitiv since, or that the information contained herein is correct at any time subsequent to, the date of this document or the date of the documents incorporated by reference herein. LSEG plc will comply with its obligation to publish a supplementary prospectus containing further updated information if so required by law or by any regulatory authority but assumes no further obligation to publish additional information. This Prospectus is being made available to the public in accordance with the Prospectus Regulation and can be accessed free of charge in electronic form on LSEG plc’s corporate website at www.lseg.com/investor-relations. The contents of this document are not to be construed as legal, financial or tax advice. Each recipient of this document should consult his, her or its own legal adviser, independent financial adviser or tax adviser for legal, financial or tax advice. None of LSEG plc, the Banks (as defined below) or any of their respective representatives is making any representation to any prospective investor in the LSEG Shares regarding the legality of an investment in the LSEG Shares by such prospective investor under the laws applicable to such prospective investor. This Prospectus has been prepared as a requirement for Admission of all of the issued and to be issued LSEG Ordinary Shares following Completion of the Transaction, including the LSEG Ordinary Shares to be issued by LSEG plc in connection with the Transaction. For the avoidance of doubt, the allotment of such LSEG Ordinary Shares will, if the Transaction becomes effective, occur as a consequence of the terms of the Transaction and not in pursuance of any offer to sell or exchange or invitation to purchase, or the solicitation of an offer or invitation to purchase or subscribe for, any securities or to become a member of LSEG plc. This Prospectus does not constitute an offer of, or the solicitation of an offer to subscribe for or buy, any LSEG Shares to any person in any jurisdiction. The distribution of this document in certain jurisdictions may be restricted by law. Other than in the United Kingdom, no action has been or will be taken by LSEG plc to permit an issue of the LSEG Shares or to permit the possession or distribution of this document (or any other issuing or publicity materials relating to the LSEG Shares) in any jurisdiction where action for that purpose may be required or where to do so may be unlawful. Neither this Prospectus, any advertisement nor any other material relating to it may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession this Prospectus comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies and persons involved in the Transaction disclaim any responsibility or liability for the violation of any such restrictions by any person. Goldman Sachs International (“Goldman Sachs”), which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as lead financial adviser to LSEG plc and no one else in connection with the Transaction and the matters set out in this document. In connection with such matters, Goldman Sachs, its affiliates, and its or their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the Transaction or the contents of this document or any other matter referred to herein. Morgan Stanley & Co. International plc (“Morgan Stanley”), which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as lead financial adviser to LSEG plc and no one else in connection with the matters set out in this document.
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