Tarsus Plc – Proposed Placing

Tarsus also announces today that it intends to place up to 10,252,610 new ordinary shares of 5 pence each in the capital of Tarsus (the “Placing Shares”) at a price of 235.0 pence per Placing Share (the “Placing Price”), representing approximately 9.9 per cent. of Tarsus' existing issued share capital (the “Placing”), raising gross proceeds of GBP24.1 million. The proceeds of the Placing will be used to part-fund the Acquisition, with the remaining approximate $27.4 million of the maximum Acquisition consideration being funded through drawdown under the Group's amended bank facilities, which have been increased to GBP111.0 million and the maturity date extended to 2020. The Placing is not conditional upon completion of the Acquisition.
  Highlights:
  —      Acquisition of 80.1 per cent. of Connect, a market leading US business travel and meetings event organiser for a cash consideration of up to approximately $57.0 million.   —      Strategic rationale in line with Tarsus' Quickening the Pace strategy:
  o  Increases the Group's exposure to US economy;

   o    Addresses markets in transition;

 o  Strong financial track record; and
  o  Organic growth opportunities, including event replications.
  —      Connect has delivered a strong track record of growth and for the financial year ending 31 December 2016 the directors of Tarsus expect Connect to generate revenue of $17.2 million and EBITDA of $6.3 million.

   —      Management of Connect will continue to manage the business after the Acquisition.

 —      Net proceeds of the Placing of approximately GBP23.4 million to be used to part-fund the Acquisition.
  —      The directors of Tarsus believe that together the Placing and Acquisition will be earnings accretive in the year ending 31 December 2017 and thereafter.
  Commenting on the Placing, Douglas Emslie, Group Managing Director, said:
  “Following the recent acquisition of Intex in China, which brought two world class exhibitions into the Group, Music China and CES Asia, we are delighted to be acquiring Connect in the US. The US and China are two of the world's largest exhibition markets and both are a key area of focus for Tarsus. These acquisitions tick all of the boxes of our Quickening the Pace strategy.
  “Connect is a strong brand, led by an entrepreneurial team with a track record of delivering strong growth. We are pleased to have acquired Connect as companies of this size and quality are increasingly difficult to find. There is a great opportunity to quicken that growth further by expansion and replication within the US and other selected territories and to launch into new verticals. I would like to warmly welcome the Connect team on board.”
  This announcement contains inside information.