RNS Number : 8661U

Phoenix Group Holdings

06 December 2013



DTR3

Notification of Transactions of Directors/Persons Discharging Managerial Responsibility and Connected Persons

All relevant boxes should be completed in block capital letters.

1.	Name of the issuer PHOENIX GROUP HOLDINGS	2.	State whether the notification relates to (i) a transaction notified in accordance with DTR 3.1.2 R, (ii) a disclosure made in accordance LR 9.8.6R(1) or (iii) a disclosure made in accordance with section 793 of the Companies Act (2006). DISCLOSURE UNDER DTR 3.1.8
3.	Name of person discharging managerial responsibilities/director MANJIT DALE	4.	State whether notification relates to a person connected with a person discharging managerial responsibilities/director named in 3 and identify the connected person CONNECTED PERSONS TDR CAPITAL NOMINEES LTD JAMBRIGHT LIMITED TDR SHARES LIMITED JAMBRIGHT MIDCO LIMITED
5.	Indicate whether the notification is in respect of a holding of the person referred to in 3 or 4 above or in respect of a non-beneficial interest NOTIFICATION IS IN RESPECT of holdingS of the persons referred to in 4 above, being connected persons of Manjit Dale	6.	Description of shares (including class), debentures or derivatives or financial instruments relating to shares ORDINARY SHARES
7.	Name of registered shareholders(s) and, if more than one, the number of shares held by each of them TDR CAPITAL NOMINEES LTD 11,483,049 (after this transaction.) JAMBRIGHT LIMITED 2,086,700 (after this transaction) TDR SHARES LIMITED 353,659 (after this transaction) JAMBRIGHT MIDCO LIMITED 1 (after this transaction)	8.	State the nature of the transaction Sale of Shares
9.	Number of shares, debentures or financial instruments relating to shares acquired N/A	10.	Percentage of issued class acquired (treasury shares of that class should not be taken into account when calculating percentage) N/A
11.	Number of shares, debentures or financial instruments relating to shares disposed TDR CAPITAL NOMINEES LTD 18,144,054 JAMBRIGHT LIMITED  3,297,139 TDR SHARES LIMITED  558,807	12.	Percentage of issued class disposed (treasury shares of that class should not be taken into account when calculating percentage) 9.79%
13.	Price per share or value of transaction 660p	14.	Date and place of transaction  5 December 2013, LONDON
15.	Total holding following notification and total percentage holding following notification (any treasury shares should not be taken into account when calculating percentage) 13,923,409 / 6.19% Manjit Dale is connected to TDR Capital Nominees Limited, Jambright Limited, Jambright Midco Limited and TDR Shares Limited.  The above figure is the total of these companies' remaining share interests which are considered to be 'connected persons' of Manjit Dale for disclosure purposes.	16.	Date issuer informed of transaction 5 DECEMBER 2013

If a person discharging managerial responsibilities has been granted options by the issuer

complete the following boxes

17.	Date of grant	18.	Period during which or date on which exercisable
19.	Total amount paid (if any) for grant of the option	20.	Description of shares or debentures involved (class and number)
21.	Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise	22.	Total number of shares or debentures over which options held following notification
23.	Any additional information	24.	Name of contact and telephone number for queries Penny Carter - 01534 715430

Name of authorised official of issuer responsible for making notification - Gerald Watson

Date of notification - 6 DECEMBER 2013

Notes:    This form is intended for use by an issuer to make a RIS notification required by DR 3.3.

(1)	An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.
(2)	An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and 24.
(3)	An issuer making a notification in respect of options granted to a director/person discharging managerial responsibilities should complete boxes 1 to 3 and 17 to 24.
(4)	An issuer making a notification in respect of a financial instrument relating to the shares of the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

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