Pricing and Allocation

Arc International PLC 21 September 2000 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN ARC INTERNATIONAL PLC PRICING AND ALLOCATION Following completion of the global bookbuilding exercise on 20 September 2000, ARC International plc today announces: Pricing and valuation * Offer price has been set at 210p per Ordinary Share. * Net proceeds to the Company from the Global Offer of approximately £103.3 million. * Market capitalisation of the Company is approximately £545.9 million at the offer price. * Global Offer of 75,000,000 Ordinary Shares, representing 29% of the total enlarged ordinary share capital of ARC International plc, of which 54,000,000 new Ordinary Shares are to be issued by the Company and 21,000,000 existing Ordinary Shares are to be sold by selling shareholders. In addition the Company has granted Goldman Sachs International an over-allotment option of an additional 11,250,000 new Ordinary Shares. * The Company's employees will subscribe for 435,791 Ordinary Shares at an offer price of 200p per share pursuant to the Employee Offer. On 25 August 2000, ARC International announced its intention to seek a listing on the London Stock Exchange. ARC International is a leading designer and developer of customisable, high- performance microprocessor cores and related intellectual property solutions for integrating microprocessors with embedded systems applications. ARC International has designed Tangent, an application-specific processor which can be customised for use in a wide variety of increasingly sophisticated products, including telecommunications, voice and data networking, and consumer electronic products. Goldman Sachs International is sole global co-ordinator, bookrunner and sponsor. Goldman Sachs International and UBS Warburg are joint lead managers. Co-managers for the Global Offer are Robertson Stephens International, Chase H&Q, Dain Rauscher Wessels and Nomura International. NewMedia Investors Ltd acted as adviser to management for the Global Offer. Commenting, Bob Terwilliger, Chief Executive: 'We are encouraged by the very heavy level of subscription in our initial public offering which will enable the Company to fund its rapid pace of growth.' Expected timetable for dealings * Commencement of conditional dealings 8.00 am, 21 September 2000 * Ordinary Shares credited to CREST accounts 28 September 2000 * Admission and expected commencement of unconditional dealings 8.00 am, 28 September 2000 Enquiries: Citigate Dewe Rogerson 020 7638 9571 Andy Cornelius Sue Pemberton This announcement has been issued by and is the sole responsibility of ARC International plc ('ARC International') and has been approved by Goldman Sachs International solely for the purposes of Section 57 of the Financial Services Act 1986 of the United Kingdom. Goldman Sachs International, which is regulated by The Securities and Futures Authority Limited, is acting for ARC International in connection with the offer referred to in this announcement and no-one else and will not be responsible to anyone other than ARC International for providing the protections afforded to customers of Goldman Sachs International nor for providing advice in connection with the offer. This announcement does not constitute or form part of an offer or any solicitation of an offer for shares in ARC International. Any such offer or solicitation will be made in listing particulars published in connection with the proposed offer and any acquisition of shares should be made solely on the basis of information contained in those listing particulars. The shares referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the 'Securities Act') and may not be offered or sold in the United States or to or for the benefit of U.S. persons unless they are registered under the Securities Act or pursuant to an exemption from such registration. No public offering of ARC International shares shall be made in the United States. Stabilisation/FSA Notes to Editors ARC International plc ('ARC International' or the 'Company') is a leading designer and developer of customisable, high-performance microprocessor cores and related intellectual property solutions for integrating microprocessors with embedded systems applications. The Company has designed Tangent, an application-specific processor which can be customised for use in a wide variety of increasingly sophisticated products, including telecommunications, voice and data networking, and consumer electronics products. Using the Company's ARChitect software, customers are able to rapidly design and configure the Tangent processor. Customers are also able to develop embedded systems applications for the Tangent processor using the Company's SeeCode software tool chain. In addition, the Tangent processor can be repeatedly tested and verified by the customer at each stage of development, including pre- and post-fabrication, to ensure that it is optimised and properly configured to satisfy each customer's requirements. The Tangent processor can be manufactured with any semiconductor silicon process, thereby enabling customers to select the foundry of their choice. The Company licenses its Tangent processor and related intellectual property solutions to system original equipment manufacturers and semiconductor vendors, including fab or fabless semiconductor manufacturers (companies with or without the ability to manufacture semiconductors). The Company's licensees include, among others, Austrian Mikro System, BrightCom, Chameleon Systems, Fujitsu Microelectronics, Hyperchip, MOSAID Technologies, PixelFusion, SanDisk, Sierra Imaging, Stream Machine, Texas Instruments, TopLayer Networks, Vitesse and Xemics. The Company's principal offices are located in Elstree, England. These principal offices also include research and development and sales facilities. The Company has three additional research and development offices located in Canada and the United States. The Company also has sales offices across the United States and in Canada, France, Germany, Israel and Sweden, as well as direct sales representation across the United States and in Japan.
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