Statement from Garda World Security Corporation ("GardaWorld") - No intention to make an offer for G4S plc ("G4S" or the "Company")

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May 05, 2019, 14:10 ET

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE UK CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE")

MONTREAL, May 5, 2019 /PRNewswire/ - Following the statement on 10 April 2019 in which GardaWorld confirmed that it was in the preliminary stages of considering an approach to the Board of G4S regarding a possible cash offer for the Company, GardaWorld today announces that it does not intend to make an offer for G4S.

This is a statement to which Rule 2.8 of the Code applies. Accordingly GardaWorld and any person acting in concert with it will, except with the consent of the Panel on Takeovers and Mergers, be bound by the restrictions under Rule 2.8 of the Code.

Under Note 2 on Rule 2.8 of the Code, GardaWorld, and any person acting in concert with GardaWorld, reserves the right to set aside the restrictions in Rule 2.8 in the following circumstances: (i) with the agreement of the board of G4S; (ii) if a third party announces a firm intention to make an offer for G4S; (iii) if G4S announces a "whitewash" proposal (see Note 1 of the Notes on Dispensations from Rule 9) or a reverse takeover (as defined in the Code); or (iv) if there has been a material change of circumstances (as determined by the Panel on Takeovers and Mergers).

Important notices

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on GardaWorld's website at (www.garda.com). The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

This communication is not intended to and does not constitute an offer to buy or the solicitation of an offer to subscribe for or sell or an invitation to purchase or subscribe for any securities or the solicitation of any vote in any jurisdiction.

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdictions.

The information contained within this announcement is considered by GardaWorld to constitute inside information as stipulated under the Market Abuse Regulation (EU) No.596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information will be considered to be in the public domain.

SOURCE Garda World Security Corporation