Publication of Scheme Document

(a newly formed company which will, as at the Effective Date, be indirectly wholly-owned by funds managed and/or advised by AKKR Fund VII GP LP ("Accel-KKR") and its affiliates)

to be effected by means of a scheme of arrangement

under Part 26 of the Companies Act 2006

Publication of Scheme Document

On 10 September 2026, the boards of Bidco and Eleco announced that they had reached agreement on the terms of a recommended all cash offer pursuant to which Bidco would acquire the entire issued and to be issued ordinary share capital of Eleco (the "Acquisition").

It is intended that the Acquisition will be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") and is subject to the terms and conditions set out in the scheme document relating to the Acquisition (the "Scheme Document").

Unless otherwise defined, all capitalised terms in this announcement have the meanings given to them in the Scheme Document. All references to times are to London, UK, times unless otherwise stated.

Eleco is pleased to announce that the Scheme Document, together with the associated Forms of Proxy, is today being sent, or made available to Eleco Shareholders.

The Scheme Document contains, among other things, a letter from the Chair of Eleco, the full terms and conditions of the Scheme and the Acquisition, an explanatory statement pursuant to section 897 of the Companies Act 2006, an expected timetable of principal events, notices of the Court Meeting and General Meeting and details of the action to be taken by Eleco Shareholders and Scheme Shareholders.

In addition, in accordance with Rule 15 of the Takeover Code, letters will shortly be sent to Eleco Share Plan Participants to provide information on the effect of the Acquisition on their rights under the Eleco Share Plan and further details concerning any proposals that will be made in respect of their rights under the Eleco Share Plan.

Hard copies of the Scheme Document (or, depending on Eleco Shareholders' communication preferences, a letter or email giving details of the website where the Scheme Document may be accessed) and Forms of Proxy for the Court Meeting and General Meeting will be sent to Eleco Shareholders.

As further detailed in the Scheme Document, in order to become Effective, the Scheme will require, amongst other things: (i) a majority in number of the Scheme Shareholders present and voting (and entitled to vote), either in person or by proxy, representing 75 per cent. or more in value of each class of the Scheme Shares held by those Scheme Shareholders at the Court Meeting; (ii) the passing of the Special Resolution at the General Meeting; and (iii) the subsequent sanction of the Scheme by the Court. The Scheme is also subject to the satisfaction or waiver of the other Conditions and further terms, as described more fully in the Scheme Document.

Notices of the Court Meeting and the General Meeting, each of which will be held at the offices of Cavendish Capital Markets Limited, 1 Bartholomew Close, London, England, EC1A 7BL on 27 October 2026, are set out in Parts VIII and IX of the Scheme Document. The Court Meeting will start at 10.30 a.m. (London time) and the General Meeting at 10.45 a.m. (London time) (or as soon as reasonably practicable thereafter as the Court Meeting is concluded or adjourned).

Any changes to the arrangements for the Court Meeting and the General Meeting will be communicated to Scheme Shareholders before the meetings, including through Eleco's website at https://ir.eleco.com/investor-relations/offer-for-eleco and by announcement through a Regulatory Information Service.

Action required

IT IS IMPORTANT THAT, FOR THE COURT MEETING IN PARTICULAR, AS MANY VOTES AS POSSIBLE ARE CAST SO THAT THE COURT MAY BE SATISFIED THAT THERE IS A FAIR AND REASONABLE REPRESENTATION OF SCHEME SHAREHOLDERS' OPINION. WHETHER OR NOT YOU INTEND TO ATTEND THE COURT MEETING AND/ OR THE GENERAL MEETING, YOU ARE THEREFORE STRONGLY URGED TO COMPLETE, SIGN AND RETURN YOUR FORMS OF PROXY OR APPOINT A PROXY THROUGH THE CREST ELECTRONIC PROXY APPOINTMENT SERVICE OR ELECTRONICALLY THROUGH WWW.SHAREGATEWAY.CO.UK (AS APPROPRIATE) AS SOON AS POSSIBLE. SCHEME SHAREHOLDERS AND ELECO SHAREHOLDERS ARE ALSO STRONGLY ENCOURAGED, IN RESPECT OF BOTH MEETINGS, TO APPOINT THE CHAIR OF THE RELEVANT MEETING AS THEIR PROXY.

Recommendation

The Eleco Directors, who have been so advised by Stephens Europe Limited as to the financial terms of the Acquisition, consider the terms of the Acquisition to be fair and reasonable. In providing their advice to the Eleco Directors, Stephens has taken into account the commercial assessments of the Eleco Directors. Stephens is providing independent financial advice to the Eleco Directors for the purposes of Rule 3 of the Takeover Code.

Accordingly, the Eleco Directors unanimously recommend that Scheme Shareholders vote, or procure the vote, in favour of the Scheme at the Court Meeting and that Eleco Shareholders vote, or procure the vote, in favour of the Special Resolution to be proposed at the General Meeting as the Eleco Directors who hold Eleco Shares have irrevocably undertaken to do (or procure to be done) in respect of their own registered and beneficial holdings of Eleco Shares (or those Eleco Shares over which they have control), being, in aggregate, 408,725 Eleco Shares, representing approximately 0.5 per cent. of the existing issued ordinary share capital of Eleco as at 6.00 p.m. on the Last Practicable Date.

Information for Eleco Shareholders and helpline

If you have any questions relating to the Scheme Document, the Court Meeting or the General Meeting, or the completion and return of your Forms of Proxy, please contact Neville Registrars on +44 (0)121 585 1131. The helpline is open between 9.00 a.m. and 5.00 p.m., Monday to Friday excluding public holidays in England and Wales. Neville Registrars cannot provide financial, legal or tax advice.

Timetable

The Scheme Document contains the current expected timetable of principal events relating to the Scheme, which is also set out in the Appendix to this announcement.

Subject to obtaining the requisite shareholder approvals, the sanction of the Court and the satisfaction or (where applicable) waiver of the relevant Conditions, the Scheme is currently expected to become Effective during or prior to Q1 2027 and, in any event, prior to the Long Stop Date. Eleco will make further announcements through a Regulatory Information Service, with such announcements also being made available on Eleco's website at https://ir.eleco.com/investor-relations/offer-for-eleco and on Bidco's website at https://www.projecteagleoffer.com.

An update to the expected timetable is expected to be announced following receipt of the relevant regulatory approvals upon which the Acquisition is conditional.

Kirkland & Ellis International LLP is acting as legal adviser to Bidco and Accel-KKR.

Dorsey & Whitney (Europe) LLP is acting as legal adviser to Eleco.

APPENDIX

Expected timetable of principal events

The following indicative timetable is based on Eleco's and Bidco's current expected dates for the implementation of the Scheme and is subject to change (including as a result of changes to the regulatory timetable). If any of the dates and/or times in this expected timetable change, the revised dates and/or times will be notified to Eleco Shareholders by announcement through a Regulatory Information Service, with such announcement being made available on Eleco's website at: https://ir.eleco.com/investor-relations/offer-for-eleco and on Bidco's website at https://www.projecteagleoffer.com/. All times shown are London times unless otherwise stated.

The following dates and times associated with the Scheme are indicative only and subject to change

The Court Meeting and the General Meeting will both be held at the offices of Cavendish Capital Markets Limited, 1 Bartholomew Close, London, England, EC1A 7BL on 27 October 2026.

Notes: (1) The dates and times are indicative only and are based on current expectations and may be subject to change and will depend on, among other things, the date on which the Conditions to the Scheme are satisfied or, if capable of waiver, waived, and the date on which the Court sanctions the Scheme and the Court Order sanctioning the Scheme is delivered to the Registrar of Companies. References to times are to London, United Kingdom time unless otherwise stated. If any of the times and/or dates above change, the revised times and/or dates will be notified to Eleco Shareholders by announcement through a Regulatory Information Service and by posting notice of these dates on the following website: https://ir.eleco.com/investor-relations/offer-for-eleco . Eleco Share Plan Participants will be contacted separately to inform them of the effect of the Scheme on their rights under the Eleco Share Plan, including details of any dates and times relevant to them. All dates by reference to "D" will be to the date falling the number of indicated Business Days immediately after date D, as indicated above. (2) It is requested that BLUE Forms of Proxy for the Court Meeting be lodged not later than 48 hours before the time appointed for the Court Meeting, excluding any part of a day that is not a Business Day. BLUE Forms of Proxy not so lodged may be handed to the Chair of the Court Meeting or Neville Registrars on behalf of the Chair of the Court Meeting before the start of the Court Meeting. WHITE Forms of Proxy for the General Meeting must be lodged not later than 48 hours before the time appointed for the General Meeting, excluding any part of a day that is not a Business Day. WHITE Forms of Proxy for the General Meeting not lodged by this time will be invalid. (3) If either the Court Meeting or the General Meeting is adjourned, the Voting Record Time for the relevant adjourned Meeting will be 6.00 p.m. on the day which is two Business Days prior to the date of the adjourned Meeting. (4) To commence at 10.45 a.m. (or as soon as reasonably practicable thereafter as the Court Meeting concludes or is adjourned). (5) Scheme Shareholders who are on the Eleco share register at this time are entitled to receive the Consideration under the Scheme. (6) The Scheme shall become Effective in accordance with its terms as soon as a copy of the Court Order has been delivered to the Registrar of Companies . This is expected to occur following the Scheme Record Time and prior to the cancellation of trading in Eleco Shares. The events which are stated as occurring on subsequent dates are conditional on the Effective Date and operate by reference to that date. (7) This is the latest date by which the Scheme may become Effective unless Eleco and Bidco agree, with the consent of the Panel and (if required) the Court, a later date.

Notice to U.S. Eleco Shareholders

In accordance with normal UK practice and pursuant to Rule 14e-5(b) of the U.S. Exchange Act, Accel-KKR, its nominees, or their brokers (acting as agents), may from time to time make certain purchases of, or arrangements to purchase, Eleco Shares outside of the U.S., other than pursuant to the Acquisition, until the date on which the Acquisition becomes Effective, lapses or is otherwise withdrawn. Also, in accordance with Rule 14e-5(b) of the U.S. Exchange Act, Rothschild & Co will continue to act as an exempt principal trader in Eleco Shares on the London Stock Exchange. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases will be disclosed as required in the United Kingdom, will be reported to a Regulatory Information Service and will be available on the London Stock Exchange website, www.londonstockexchange.com/.

U.S. Eleco Shareholders also should be aware that the transaction contemplated herein may have tax consequences in the U.S. and that such consequences, if any, are not described herein. U.S. Eleco Shareholders are urged to consult with appropriate legal, tax and financial advisers in connection with making a decision regarding the Acquisition.

Dealing and opening position disclosure requirements

Requesting hard copy documents

General

Bidco reserves the right to elect, with the consent of the Panel (where necessary) and subject to the terms of the Cooperation Agreement, to implement the Acquisition by way of an Offer as an alternative to the Scheme. In such an event, an Offer will be implemented on substantially the same terms, so far as applicable, as those which would apply to the Scheme (subject to appropriate amendments to reflect the change in method of implementation and the terms of the Cooperation Agreement).

If the Acquisition is effected by way of an Offer, and such an Offer becomes or is declared unconditional and sufficient acceptances are received, Bidco intends to exercise its rights to apply the provisions of Chapter 3 of Part 28 of the Companies Act 2006 so as to acquire compulsorily the remaining Eleco Shares in respect of which the Offer has not been accepted.

Investors should be aware that Bidco may purchase Eleco Shares otherwise than under any Offer or the Scheme, including pursuant to privately negotiated purchases.

Rule 2.9 of the Takeover Code