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No Intention to Make an Offer for CAB Payments

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StoneX Group Inc. has announced it will not proceed with an offer for CAB Payments Holdings plc, following the Helios Consortium's decision not to provide an irrevocable undertaking or support the proposed 110p per share offer. This statement, falling under Rule 2.8 of the City Code on Takeovers and Mergers, means StoneX and its concert parties are restricted from making a new offer for CAB Payments for six months, unless specific circumstances arise, such as the Helios Consortium's offer lapsing or a third party announcing a firm intention to offer.

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THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"). THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

5th May 2026

StoneX Group Inc. ("StoneX")

No Intention to Make an Offer for CAB Payments Holdings plc ("CAB Payments")

On 16th April 2026, the Independent Board of CAB Payments announced that it would be minded to recommend an increased final possible offer by StoneX at a price of 110p per share.

StoneX is disappointed by the Helios Consortium's subsequent announcement that it will neither provide an irrevocable undertaking or otherwise support or accept such an offer.

Having reflected on the Helios Consortium's decision (which prevents StoneX from acquiring 100% control of CAB Payments), StoneX today confirms that it does not intend to proceed to make an offer for CAB Payments.

This is a statement to which Rule 2.8 of the Code applies. Accordingly, StoneX and any person acting in concert with it will be bound by the restrictions under Rule 2.8 of the Code, save in the circumstances set out below or otherwise with the consent of the Panel on Takeovers and Mergers (the "Panel").

Under Note 2 on Rule 2.8 of the Code, StoneX (and any person acting in concert with it) reserves the right to set aside the restrictions in Rule 2.8 of the Code within six months of the date of this announcement in any one or more of the following circumstances: (i) in the event the Helios Consortium's firm offer is withdrawn or lapses, with the agreement of the Board of CAB Payments; (ii) a third party (other than the Helios Consortium) announces a firm intention to make an offer for CAB Payments; (iii) CAB Payments announces a Rule 9 waiver proposal (as described in Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a reverse takeover (as defined in the Code); or (iv) there has been a material change of circumstances (as determined by the Panel).

StoneX Group Inc., through its subsidiaries, operates a global financial services network that connects companies, organizations, traders, and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise. StoneX strives to be the one trusted partner to its clients, providing its network, product, and services to allow them to pursue trading opportunities, manage their market risks, make investments, and improve their business performance. A Fortune-500 company headquartered in New York City and listed on the Nasdaq Global Select Market (NASDAQ:SNEX), StoneX Group Inc. and its approximately 5,400 employees serve more than 80,000 commercial, institutional, and global payments clients, and more than 400,000 retail accounts, from more than 80 offices spread across five continents.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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