LivaNova PLC — Major Shareholding Notification 2016

May 13, 2016

For filings with the FCA include the annex
For filings with issuer exclude the annex

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ^{ii}		LivaNova plc
2 Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights			☑
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached			☐
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments			☐
An event changing the breakdown of voting rights			☐
Other (please specify):			☐
3. Full name of person(s) subject to the notification obligation: ^{iii}	Mittel S.p.A. ("Mittel")
4. Full name of shareholder(s) (if different from 3.):^{iv}	Bios S.p.A. ("Bios")
5. Date of the transaction and date on which the threshold is crossed or reached: ^{v}	19 October 2015
6. Date on which issuer notified:	13 May 2016
7. Threshold(s) that is/are crossed or reached: ^{vi, vii}	Bios: 8%
Mittel: 8%

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1. Notified details:

A: Voting rights attached to shares $^{viii, ix}$

| Class/type of shares
if possible using the ISIN CODE | Situation previous to the triggering transaction | | Resulting situation after the triggering transaction | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | Number of Shares | Number of Voting Rights | Number of shares | Number of voting rights | | % of voting rights $^x$ | |
| | | | Direct | Direct $^{xi}$ | Indirect $^{xii}$ | Direct | Indirect |
| Ordinary shares
CUSIP number: G5509L101 | Nil | Nil | Nil | 4,262,285 (held by Bios) | Nil | 8.7% | Nil |
| Ordinary shares
CUSIP number: G5509L101 | Nil | Nil | Nil | Nil | 4,262,285 (held by Mittel via Bios) | Nil | 8.7% |

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financial instrument	Expiration date $^{xiii}$	Exercise/ Conversion Period $^{xiv}$	Number of voting rights that may be acquired if the instrument is exercised/ converted.	% of voting rights
N/A	N/A	N/A	N/A	N/A

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments $^{xv, xvi}$

Resulting situation after the triggering transaction

Type of financial instrument	Exercise price	Expiration date $^{xvii}$	Exercise/ Conversion period $^{xviii}$	Number of voting rights instrument refers to	% of voting rights $^{xix, xx}$
N/A	N/A	N/A	N/A	N/A	Nominal	Delta
					N/A	N/A

Total (A+B+C)

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Number of voting rights	Percentage of voting rights
4,262,285	Bios: 8.7%
Mittel: 8.7%

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1. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xx

The transaction which completed on 19 October 2015 triggered a notification requirement as the transaction resulted in:

• Bios directly owning 4,262,285 ordinary shares in LivaNova plc; and
• Mittel indirectly owning 4,262,285 ordinary shares in LivaNova plc via Mittel's 50%-owned subsidiary, Bios.

Previously, neither Bios nor Mittel held, directly or indirectly, any ordinary shares in LivaNova plc.

The 4,262,285 ordinary shares in LivaNova plc represent 8.7% of the total number of shares issued by LivaNova plc.

Proxy Voting:
10. Name of the proxy holder:	N/A
11. Number of voting rights proxy holder will cease to hold:	N/A
12. Date on which proxy holder will cease to hold voting rights:	N/A
13. Additional information:	N/A
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14. Contact name:	Rosario Bifulco
Pietro Santicoli
Paolo Facchi
15. Contact telephone number:	+39 02721411