TP ICAP : Proposed acquisition of Louis Capital

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

TP ICAP PLC

23 December 2019

TP ICAP plc announces the proposed acquisition of Louis Capital Markets and MidCap Partners

TP ICAP plc ('TP ICAP') today announces the proposed acquisition of Louis Capital Markets and MidCap Partners (collectively 'Louis Capital'), a private brokerage group specialising in equities and fixed income, primarily based in Europe.

Louis Capital operates in London and Paris, with other offices in New York, Hong Kong and Tel Aviv. The group has 77 front-office employees and specialises in cash equities and equity derivatives, fixed income and small cap advisory services. Michael Benhamou and Patrice Cohen who founded and led Louis Capital will remain as senior management.

Completion of the transaction ('Completion') is expected to take place in the first quarter of 2020 and is subject to customary completion deliverables and certain other customary commercial conditions as well as regulatory approval by the Financial Conduct Authority ('FCA') in the UK, the Financial Industry Regulatory Authority ('FINRA') in the U.S. and other relevant regulators. .

Transaction details:

The initial consideration for the acquisition is $21 million in cash payable at Completion (such amount being subject to adjustment based on the level of regulatory capital, working capital and net cash in Louis Capital at completion) with deferred non-contingent consideration of $6 million that will be paid over two years. There is a further $17 million of deferred contingent consideration that may be payable dependent upon the performance of the business over three to five years. Finally, there is potential additional consideration via a profit share dependent upon the performance of the business. These subsequent payments will be satisfied through cash payments. TP ICAP expects the acquisition to be earnings accretive from the first year of acquisition on an underlying basis and from the second year on a reported basis.

For the year ended 31 December 2018, Louis Capital made profit before tax of $4.3m. At 31 December 2018, it had gross assets of $35.4m.

Nicolas Breteau, CEO of TP ICAP, said, 'Louis Capital's strong brand and breadth of equity, equity derivatives and fixed income products complement our existing offering and strengthen TP ICAP's position in Continental Europe '

Michael Benhamou and Patrice Cohen, co-CEOs of Louis Capital said 'We strongly believe that the Louis Capital business will be an excellent cultural fit to TP ICAP. We are committed to developingit further within the group'

ENDS

Enquiries:

TP ICAP:
Analysts and investors
Al Alevizakos
[e-mail][phone]

Media
William Baldwin-Charles
[e-mail][phone]

About TP ICAP

TP ICAP brings together buyers and sellers in global financial, energy and commodities markets. It is the world's largest wholesale market intermediary, with a portfolio of businesses that provide broking services, data & analytics and market intelligence, trusted by clients around the world. We operate from offices in 31 countries, supporting award-winning brokers with market-leading technology.

www.tpicap.com

Market Abuse Regulation (EU No. 596/20140)

Upon the publication of this announcement via a Regulatory Information Service, the inside information contained in it will be considered to be in the public domain. Richard Cordeschi is the person responsible for the release of this announcement.

Forward looking statements

This document contains forward-looking statements with respect to the financial condition, results and business of the Group. By their nature, forward-looking statements involve risk and uncertainty and there may be subsequent variations to estimates. The Group's actual future results may differ materially from the results expressed or implied in these forward-looking statements.