REG - CVC Advisers Limited Hargreaves Lansdown Nordic Cap XI Delta - De-Listing and Cancellation of Trading

Goldman SachsAnnouncement

25/03/2025 10:00

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RNS Number : 0453C  CVC Advisers Limited  25 March 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

25 March 2025

RECOMMENDED FINAL CASH ACQUISITION

of

Hargreaves Lansdown plc ("HL")

by

Harp Bidco Limited ("Bidco")

(a newly formed company indirectly owned by CVC Private Equity Funds, Nordic
Capital XI Delta, SCSp (acting through its general partner, Nordic Capital XI
Delta GP SARL) and Platinum Ivy B 2018 RSC Limited)

DE-LISTING AND CANCELLATION OF TRADING

Further to the announcement made by HL and Bidco on 24 March 2025 that the
Scheme relating to the acquisition of HL by Bidco had become Effective, HL
confirms that, following applications made on behalf of HL, the FCA has
cancelled the listing of HL Shares on the equity shares (commercial companies)
category of the Official List and the London Stock Exchange has cancelled the
trading of HL Shares on its main market for listed securities, in each case
with effect from 8.00 a.m. today, 25 March 2025.

Capitalised terms used but not defined in this announcement have the meanings
given to them in the scheme document published on 6 September 2024 (the
"Scheme Document"). Full details of the Acquisition are set out in the Scheme
Document.

All references to times in this announcement are to London, United Kingdom
time.

Enquiries:

 Hargreaves Lansdown plc
 James Found, Head of Investor Relations                                                                                                                                             +44 (0) 7970 066 634
 Lucy Thomas, Corporate Affairs Director                                                                                                                                             +44 (0) 7779 639 460
 Fenchurch Advisory Partners (Lead Financial Adviser to                                                                                                                              +44 (0) 20 7382 2222
 HL)

 Kunal Gandhi

 Rob Williams

 Graham Marchant

 Josh Needham

 Aoife Byrne
 Barclays Bank PLC, acting through its Investment Bank (Joint Financial Adviser                                                                                                      +44 (0) 20 7623 2323
 and Corporate Broker to
 HL)

 Alisdair Gayne

 Adrian Beidas

 Richard Bassingthwaighte

 Callum West

 Stuart Muress
 Deutsche Numis (Joint Financial Adviser and Corporate Broker to HL)                                                                                                                 +44 (0) 20 7260 1000

 Charles Farquhar

 Daniel Werchola

 Derek Shakespeare

 Rajesh Iyer

 Oliver Harding
 Morgan Stanley & Co. International plc (Special Financial Adviser to the                                                                                                            +44 (0) 20 7425 8000
 Independent HL Board)

 Gillian
 Sheldon

 Ben Grindley

 Adrian Doyle

 Nishil Bhagani
 Brunswick (PR Adviser to                                                                                                                                                            +44 (0) 20 7404 5959
 HL)

 Nick Cosgrove

 Joanna Donne
 CVC Private Equity Group                                                                                                                                                            +44 (0) 20 7420 4200

 Carsten Huwendiek

 Nick Board
 Nordic Capital                                                                                                                                                                      +46 8 440 5050

 Elin Ljung (of Nordic Capital Advisors)
 Platinum Ivy                                                                                                                                                                        +971 2 415 0000

 Garry Nickson
 Goldman Sachs International (Financial Adviser to Bidco and the Consortium)                                                                                                         +44 (0) 20 7774 1000

 Mark Sorrell

 Nick Harper

 Cara Pazdon

 Camila Rodriguez-Bedoya
 FGS Global (PR Adviser to Bidco and the Consortium)                                                                                                                                 +44 (0) 20 7251 3801

 Guy Lamming

 Mike Turner

 Anjali Unnikrishnan

Freshfields LLP is acting as legal adviser to HL.

Kirkland & Ellis International LLP is acting as legal adviser to Bidco
and Nordic Capital XI Delta. Latham & Watkins (London) LLP is acting as
legal adviser to CVC. Linklaters LLP is acting as legal adviser to Platinum
Ivy.

Important notices relating to financial advisers

Fenchurch Advisory Partners LLP ("Fenchurch"), which is authorised and
regulated in the United Kingdom by the FCA, is acting exclusively for HL and
no one else in connection with the Acquisition described in this announcement
and accordingly will not be responsible to anyone other than HL for providing
the protections afforded to its clients nor for providing advice in relation
to the matters described in this announcement.

Barclays Bank PLC ("Barclays"), acting through its Investment Bank, is
authorised by the PRA and regulated in the United Kingdom by the FCA and the
PRA, is acting exclusively for HL and no one else in connection with the
subject matter of this announcement and will not be responsible to anyone
other than HL for providing the protections afforded to clients of Barclays
nor for providing advice in relation to the Acquisition, the content of this
announcement or any other matter referred to in this announcement.

Numis Securities Limited ("Deutsche Numis"), which is authorised and regulated
in the United Kingdom by the FCA, is acting exclusively for HL and no one else
in connection with the matters set out in this announcement and will not
regard any other person as its client in relation to the matters in this
announcement and will not be responsible to anyone other than HL for providing
the protections afforded to clients of Deutsche Numis, nor for providing
advice in relation to any matter referred to herein. Neither Deutsche Numis
nor any of its affiliates (nor any of their respective directors, officers,
employees or agents), owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, whether in contract, in tort, under
statute or otherwise) to any person who is not a client of Deutsche Numis in
connection with this announcement, any statement contained herein or
otherwise.

Morgan Stanley & Co. International plc ("Morgan Stanley") which is
authorised by the PRA and regulated by the FCA and the PRA in the United
Kingdom is acting as special financial adviser exclusively for the Independent
HL Board and no one else in connection with the matters contained in this
announcement. Morgan Stanley, its affiliates and their respective directors,
officers, employees and agents will not regard any other person as their
client, nor will they be responsible to any person other than the Independent
HL Board for providing the protections afforded to clients of Morgan Stanley
or for providing advice in connection with the matters contained in this
announcement or any other matter referred to herein.

Goldman Sachs International ("Goldman Sachs"), which is authorised by the PRA
and regulated by the FCA and the PRA in the United Kingdom is acting
exclusively for Bidco and the Consortium as financial advisers and no one else
in connection with the Acquisition and other matters set out in this
announcement and will not be responsible to anyone other than Bidco and the
Consortium for providing the protections afforded to clients of Goldman Sachs,
nor for providing advice in connection with the Acquisition, the content of
this announcement or any matter referred to herein. Neither Goldman Sachs nor
any of Goldman Sachs' subsidiaries, affiliates or branches owes or accepts any
duty, liability or responsibility whatsoever (whether direct, indirect,
consequential, whether in contract, in tort, under statute or otherwise) to
any person who is not a client of Goldman Sachs in connection with this
announcement, any statement contained herein or otherwise.

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