Holding(s) in Company

For filings with the FCA include the annex                                                         
                                                                                                   
For filings with issuer exclude the annex                                                          
                                                                                                   
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi                                                    
                                                                                                   
1. Identity of the issuer or the underlying issuer                    Pendragon PLC                
of existing shares to which voting rights are                                                      
attached: ii                                                                                       
                                                                                                   
2 Reason for the notification (please tick the appropriate box or boxes):                          
                                                                                                   
An acquisition or disposal of voting rights                                                  X     
                                                                                                   
An acquisition or disposal of qualifying financial instruments which may result                    
in the acquisition of shares already issued to which voting rights are attached                    
                                                                                                   
An acquisition or disposal of instruments with similar economic effect to                          
qualifying financial instruments                                                                   
                                                                                                   
An event changing the breakdown of voting rights                                                   
                                                                                                   
Other (please                                                                                      
specify):                                                                                          
                                                                                                   
3. Full name of person(s) subject to the                           FIL Limited                     
notification obligation: iii                                                                       
                                                                                                   
4. Full name of shareholder(s)                                    See Section 9                    
 (if different from 3.):iv                                                                         
                                                                                                   
5. Date of the transaction and date on                               08.06.15                      
which the threshold is crossed or                                                                  
reached: v                                                                                         
                                                                                                   
6. Date on which issuer notified:                                    09.06.15                      
                                                                                                   
7. Threshold(s) that is/are crossed or                                  5%                         
reached: vi, vii                                                                                   
                                                                                                   


 

8. Notified details:                                                                                 
                                                                                                     
A: Voting rights attached to shares viii, ix                                                         
                                                                                                     
Class/type of    Situation previous        Resulting situation after the triggering transaction      
shares           to the triggering                                                                   
                 transaction                                                                         
if possible                                                                                          
using            Number       Number       Number      Number of voting      % of  voting rights x   
the ISIN CODE    of           of           of shares   rights                                        
                 Shares       Voting                                                                 
                              Rights       Direct      Direct xi  Indirect   Direct       Indirect   
                                                                  xii                                
                                                                                                     
Ordinary          73,794,337   73,794,337  65,732,001             65,732,001                 4.50%   
                                                                                                     
GB00B1JQBT10                                                                                         
                                                                                                     
B: Qualifying Financial Instruments                                                                  
                                                                                                     
Resulting situation after the triggering transaction                                                 
                                                                                                     
Type of financial       Expiration Exercise/               Number of voting        % of voting       
instrument              date xiii  Conversion Period xiv   rights that may be      rights            
                                                           acquired if the                           
                                                           instrument is                             
                                                           exercised/ converted.                     
                                                                                                     
C: Financial Instruments with similar economic effect to Qualifying Financial                        
Instruments xv, xvi                                                                                  
                                                                                                     
Resulting situation after the triggering transaction                                                 
                                                                                                     
Type of financial  Exercise   Expiration Exercise/     Number of voting rights  % of voting rights   
instrument         price      date xvii  Conversion    instrument refers to     xix, xx              
                                         period xviii                                                
                                                                                                     
                                                                                Nominal      Delta   
                                                                                                     
Total (A+B+C)                                                                                        
                                                                                                     
Number of voting rights                          Percentage of voting rights                         
                                                                                                     
                   65,732,001                                            4.5%                        
                                                                                                     


 

9. Chain of controlled undertakings through which the voting rights and/or the              
financial instruments are effectively held, if applicable: xxi                              
                                                                                            
Sum of Factored Shares Held                                                                 
                                                                                            
Custodian                     Day to Day IM                             Total               
                                                                                            
JP MORGAN, BOURNEMOUTH (C)    FII-FIL INVESTMENTS INTERNATIONAL           7,125,236         
                                                                                            
                              FILUK-FIL INVESTMENT SERVICES (UK)         58,606,765         
                              LIMITED                                                       
                                                                                            
Grand Total                                                              65,732,001         
                                                                                            
Proxy Voting:                                                                               
                                                                                            
10. Name of the proxy holder:                                        FIL Limited            
                                                                                            
11. Number of voting rights proxy holder will dispose of:             8,062,336             
                                                                                            
12. Date on which proxy holder will dispose of:                        08.06.15             
                                                                                            
                                                                                            
13. Additional information:                                                                 
                                                                                            
14. Contact name:                                            Richard Maloney                
                                                                                            
15. Contact telephone number:                                 01623 725119                  
                                                                                            


 

Note: Annex should only be submitted to the FCA not the issuer                           
                                                                                         
Annex: Notification of major interests in sharesxxii                                     
                                                                                         
A: Identity of the persons or legal entity subject to the notification                   
obligation                                                                               
                                                                                         
Full name                                                                                
(including legal form of legal entities)                                                 
                                                                                         
Contact address                                                                          
(registered office for legal entities)                                                   
                                                                                         
Phone number & email                                                                     
                                                                                         
Other useful information                                                                 
(at least legal representative for legal                                                 
persons)                                                                                 
                                                                                         
B: Identity of the notifier, if applicable                                               
                                                                                         
Full name                                                                                
                                                                                         
Contact address                                                                          
                                                                                         
Phone number & email                                                                     
                                                                                         
Other useful information                                                                 
(e.g. functional relationship with the                                                   
person or legal entity subject to the                                                    
notification obligation)                                                                 
                                                                                         
C: Additional information                                                                
                                                                                         
For notes on how to complete form TR-1 please see the FCA website.