Trading Update-Proposed Placing-Results Timetable

Companies

Trifast (TRI)

UK 100

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Admission	means admission of the New Ordinary Shares to the premium listing segment of the Official List and to trading on the London Stock Exchange's main market for listed securities;
Affiliate	has the meaning given in Rule 501(b) of Regulation D under the Securities Act or Rule 405 under the Securities Act, as applicable and, in the case of the Company, includes its subsidiary undertakings;
Announcement	means this announcement (including its Appendices);
Bookbuild	means the bookbuilding process to be commenced by Peel Hunt to use reasonable endeavours to procure Placees for the Placing Shares, as described in this Announcement and subject to the terms and conditions set out in this Announcement and the Placing Agreement;
Broker Option	the option granted by the Company to Peel Hunt to coordinate the receipt of expressions of interest for the Broker Option Shares, pursuant to the terms of the Placing Agreement;
Broker Option Shares	up to 830,000 new Ordinary Shares to be subscribed for by existing and other investors at the Placing Price, to the extent the Broker Option is exercised under the terms of the Placing Agreement;
Closing Date	means the day on which the transactions effected in connection with the Placing or the Broker Option will be settled;
Company	means Trifast plc;
CREST	means the relevant system (as defined in the Uncertificated Securities Regulations 2001 (SI 2001 No. 3755)) in respect of which Euroclear is the Operator (as defined in such Regulations) in accordance with which securities may be held and transferred in uncertificated form;
Euroclear	means Euroclear UK & Ireland Limited, a company incorporated under the laws of England and Wales;
FCA or Financial Conduct Authority	means the UK Financial Conduct Authority;
FSMA	means the Financial Services and Markets Act 2000 (as amended);
Fundraising	means the Placing and the Broker Option;
Group	means the Company and its subsidiary undertakings;
JerseyCo	means Project Lavender Limited;
Listing Rules	means the rules and regulations made by the FCA under FSMA;
London Stock Exchange	means London Stock Exchange plc;
MAR	means the Market Abuse Regulation (EU) No.596/2014;
Material Adverse Change	has the meaning given to such term in the Placing Agreement;
New Ordinary Shares	means the Placing Shares and/or the Broker Option Shares (if any), as the context requires;
Option Agreement	means the option agreement entered into between the Company, Peel Hunt and JerseyCo on or about the date hereof;
Ordinary Share	means an ordinary share of 5 pence each in the capital of the Company;
Peel Hunt	means Peel Hunt LLP;
Placee	means each person who is invited to and who chooses to participate in the Placing and/or the Broker Option;
Placing	has the meaning given in paragraph 2 of this Announcement;
Placing Agreement	has the meaning given to it in Appendix 1 to this Announcement;
Placing Documents	means this Announcement and the Placing Results Announcement;
Placing Price	means the price per Ordinary Share at which the New Ordinary Shares are placed;
Placing Results Announcement	means the announcement published by the Company confirming the results of the Placing on a Regulatory Information Service immediately following the execution of the Placing Terms;
Placing Shares	has the meaning given in paragraph 2 of this Announcement;
Placing Terms	has the meaning given to it in Appendix 1 to this Announcement;
Prospectus Regulation	means the Prospectus Regulation (EU) 2017/1129;
Regulation S	means Regulation S promulgated under the Securities Act;
Regulatory Information Service	means any of the services set out in Appendix 3 of the Listing Rules;
Relevant Person	has the meaning given to it in Appendix 1 to this Announcement;
Representative	has the meaning given to it in Appendix 1 to this Announcement;
Restricted Territory	means the United States, Australia, Canada, Japan, Jersey or the Republic of South Africa;
Securities Act	means the U.S. Securities Act of 1933, as amended;
Subscription and Transfer Agreement	means the subscription and transfer agreement entered into between the Company, Peel Hunt and JerseyCo on or about the date hereof;
subsidiary or subsidiary undertaking	each have the meaning given to that term in the Companies Act 2006;
uncertificated or in uncertificated form	means in respect of a share or other security, where that share or other security is recorded on the relevant register of the share or security concerned as being held in uncertificated form in CREST and title to which may be transferred by means of CREST;
United Kingdom or UK	means the United Kingdom of Great Britain and Northern Ireland; and
United States or US	means the United States of America, its territories and possessions, any state of the United States of America, the District of Columbia and all other areas subject to its jurisdiction and any political sub-division thereof.