Update Statement

Introduction

On 12 February 2026, the Helios Consortium announced a cash offer to acquire the entire issued and to be issued share capital of CAB Payments Holdings plc ("CAB Payments"), excluding CAB Payments shares already owned or controlled by Helios Fund III (the "Helios Offer Announcement") (the "Helios Offer").

Under the terms of the Helios Offer, Eligible CAB Payments Shareholders would be entitled to receive US$1.15 in cash per existing CAB Payments share or the Partial Alternative Offer. The Helios Offer is supported by shareholders representing 52.70% of CAB Payments' issued share capital, as described in further detail in the Schedule.

StoneX possible offer is not deliverable

On 16 March 2026, StoneX Group Inc. ("StoneX") announced that it had approached CAB Payments regarding a potential acquisition of the entire issued and to be issued share capital of CAB Payments. StoneX submitted a non-binding cash proposal which is subject to the satisfaction or waiver of a number of pre-conditions, including the receipt by StoneX of an irrevocable undertaking from the Helios Consortium in support of StoneX's proposal.

The Helios Consortium has declined a request to provide an irrevocable undertaking.

Therefore, the Helios Consortium considers that the Helios Offer is the only firm and deliverable offer available to CAB Payments shareholders.

Regulatory filings

In connection with the Pre-Conditions and Conditions to the Helios Offer, the Helios Consortium is required to make certain filings with regulators. These filings need to include specific, non-public information in respect of CAB Payments ("Requisite Information").

Notwithstanding the fact that the CAB Board has not recommended the Helios Offer, the Helios Consortium believes it is in the interests of CAB Payments shareholders, whether they intend to accept the Helios Offer or not, that the regulatory filings are made as soon as possible so that shareholders can consider and assess the terms of the Helios Offer sooner.

The Helios Consortium has therefore asked the board of CAB Payments ("CAB Board") to provide the Requisite Information to facilitate the making of the necessary filings. The CAB Board has so far refused to provide the Helios Consortium with the Requisite Information.

The Helios Consortium considers this stance to be against the interests of CAB Payments shareholders for the following reasons:

• Providing the Requisite Information will enable the Helios Consortium to complete this necessary regulatory process sooner, thereby allowing the Helios Offer to be put to shareholders so they can properly assess the merits of the offer sooner.
• If the CAB Board decides not to provide the Requisite Information this will not prevent the Helios Offer being put to shareholders, it will only prolong and delay the process.
• The Helios Consortium currently has no choice but to proceed with making the relevant filings based on incomplete information. However, certain regulators will require the CAB Board to provide the Requisite Information in any case. This would result in a piecemeal and regulatory-reactive approach which would only lead to inefficiencies and delays to the offer process and disruption to the CAB Payments business to the detriment of all shareholders.

CAB Payments shareholders, whether they intend to accept the Helios Offer or not, are therefore encouraged to ask the CAB Board to engage fully with the Helios Consortium, and the relevant regulators, in the making of these regulatory filings so as to bring this necessary process to a conclusion as soon as possible.

Capitalised terms used in this announcement, unless otherwise defined herein, have the same meanings as set out in the Helios Offer Announcement.

Rule 26.1 disclosure

Additional Information

Schedule

Helios Fund III owns or controls in aggregate 114,640,189 Company Shares, representing approximately 45.11% of CAB Payments' issued share capital.

BidCo has received an irrevocable undertaking from Eurocomm in respect of a total of 13,264,981 Company Shares representing, in aggregate, approximately 5.22% of CAB Payments' issued share capital as at the close of business on 26 March 2026 (the "Latest Practicable Date").

Pursuant to the irrevocable undertaking, Eurocomm has agreed to (i) accept or procure acceptance of the Offer (or, if the Helios Offer is implemented by way of a Scheme, to vote in favour of a Scheme at the Court Meeting and the resolutions to be proposed at a CAB Payments General Meeting, as necessary), and (ii) elect to receive the Partial Alternative Offer, in each case in respect of its entire interest in Company Shares.

BidCo has also received a letter of intent from Bhairav Trivedi supporting the Helios Offer in respect of a total of 6,019,689 Company Shares, representing, in aggregate, approximately 2.37% of CAB Payments' issued share capital as at the close of business on the Latest Practicable Date.

As a result, BidCo and the Helios Consortium own or control, or have received an irrevocable undertaking and a letter of intent in respect of, a total of 133,924,859 Company Shares, representing approximately 52.70% of CAB Payments' issued share capital as at the close of business on the Latest Practicable Date.

Further details of the irrevocable undertaking and letter of intent are set out in Appendix III of the Helios Offer Announcement.

References to the issued share capital (254,143,218) and percentage they represent are based on The Takeover Panel Disclosure Table as at 26 March 2026.