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Expiration of HSR waiting period

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HSR waiting period expired for Arlington Capital Partners' recommended cash acquisition of Gooch & Housego.

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(a newly formed company owned indirectly by Arlington Capital Partners VII, L.P. ("ACP"))

to be implemented by means of a scheme of arrangement under Part 26 of the Companies Act 2006

Expiration of HSR waiting period

On 16 July 2026, the boards of directors of Greenlight Bidco Limited ("Bidco") and Gooch & Housego PLC ("G&H") announced that they had reached agreement on the terms and conditions of a recommended cash acquisition by Bidco of the entire issued, and to be issued, ordinary share capital of G&H. It is intended that the Acquisition will be implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006. The scheme document in relation to the Scheme was published on 30 July 2026 (the "Scheme Document").

G&H and Bidco are pleased to announce that the applicable waiting period under the HSR Act in respect of the Acquisition has expired. Accordingly, the Condition set out in paragraph 3.1 of Part A of Part III (Conditions to and Further Terms of the Acquisition and the Scheme) of the Scheme Document has been satisfied.

Completion of the Acquisition remains subject to the satisfaction or, where applicable, waiver of the remaining Conditions as set out in the Scheme Document, including receipt of regulatory clearance under the UK National Security and Investment Act 2021.

Subject to satisfaction or, where applicable, waiver of the remaining Conditions, the Scheme is expected to become Effective in the fourth quarter of 2026.

Capitalised terms used but not defined in this announcement have the meanings given to them in the Scheme Document.

Notices relating to financial advisers

Notice to US G&H Shareholders

Dealing and Opening Position Disclosure Requirements

Requesting hard copy documents

General

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

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