Exercise of Over-allotment Option

RNS Number : 7979V

Trustpilot Group PLC

16 April 2021

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.

16 April 2021

Trustpilot Group plc

Exercise of Over-allotment Option

Further to its announcement on 23 March 2021 relating to its initial public offering (the "Offer"), Trustpilot Group plc ("Trustpilot") announces that Morgan Stanley & Co. International plc, acting as the stabilising manager, has today given notice to exercise the over-allotment option (the "Over-allotment Option") granted by DFJ Europe X, L.P., Esprit Capital III Founder L.P.,   Esprit Capital III L.P., Esprit Capital IV LP, Index Ventures Growth II (Jersey), L.P., Index Ventures Growth II Parallel Entrepreneur Fund (Jersey), L.P., Index Ventures VI (Jersey), L.P., Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P., Yucca (Jersey) SLP, Northzone VI L.P., SEED Capital Denmark II K/S and SEED Capital Denmark II 2019 K/S in respect of 3,291,602 ordinary shares in Trustpilot at the offer price of 265 pence per share.

Giving effect to the exercise of the Over-allotment Option, the final size of the Offer is approximately £482 million (approximately 181.9 million ordinary shares), representing approximately 44.4 per cent. of the ordinary shares in Trustpilot.

Enquiries:

Tulchan (Public Relations adviser to Trustpilot)

James Macey White, Sunni Chauhan and Matt Low

[phone]

[e-mail]

Morgan Stanley

Tom Perry / Angus Millar / Bobak Shoraka / Anisha Singhal

[phone]

Important Legal Information

The information contained in this announcement is for background purposes only and does not purport to be full or complete, nor does this announcement constitute or form part of any invitation or inducement to engage in investment activity. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. The contents of this announcement are not to be construed as legal, financial or tax advice.

This announcement and the information contained herein is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for, or otherwise invest in, securities to any person in any jurisdiction, including the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein may not be offered, sold or resold in the United States unless registered under the United States Securities Act of 1933, as amended (the "Securities Act") or in a transaction exempt from, or not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been, and will not be, registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. Subject to certain exceptions, the Shares referred to herein may not be offered, sold or resold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. There was no, and will be no, public offer of the securities referred to herein in the United States, Australia, Canada, Japan, or elsewhere.

Certain data in this announcement, including financial, statistical, and operating information has been rounded. As a result of the rounding, the totals of data presented in this announcement may vary slightly from the actual arithmetic totals of such data. Percentages may have been rounded and accordingly may not add up to 100%.

 

END

 

 

MSCSFWFMMEFSEDL