Update on Conditions and Expected Scheme Timetable

(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

Update on Conditions and Expected Scheme Timetable

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 (the “Acquisition”). 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”).

On 26 August 2026, the Scheme was approved by the requisite majority of Scheme Shareholders at the Court Meeting and the Resolution relating to the implementation of the Scheme was passed by the requisite majority of G&H Shareholders at the General Meeting.

G&H and Bidco are pleased to announce that, in connection with the Acquisition, they have been notified by or on behalf of the Secretary of State, under the National Security and Investment Act 2021, that no further action will be taken in relation to the Acquisition. Accordingly, the Condition set out in paragraph 3.2 of Part A of Part III (Conditions to and Further Terms of the Acquisition and the Scheme) of the Scheme Document has been satisfied.

Accordingly, and further to the announcement made by G&H on 2 September 2026 in relation to 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, all of the Conditions to the Acquisition relating to antitrust and regulatory approvals set out in paragraphs 3.1 and 3.2 of Part A of Part III (Conditions to and Further Terms of the Acquisition and the Scheme) of the Scheme Document have now been satisfied.

Completion of the Acquisition remains subject to the Court sanctioning the Scheme at the Court Sanction Hearing, delivery of a copy of the Scheme Court Order to the Registrar of Companies and the satisfaction or, where applicable, waiver of the remaining Conditions set out in Part A of Part III (Conditions to and Further Terms of the Acquisition and the Scheme) of the Scheme Document.

Next steps and expected timetable

G&H and Bidco are pleased to confirm that the Court Sanction Hearing is scheduled to be held on 14 October 2026 and that the Scheme is expected to become Effective on 16 October 2026. Further details of the Court Sanction Hearing will be available on the Insolvency & Companies Court Daily Cause List on the day before the Court Sanction Hearing at the following website: https://www.court-tribunal-hearings.service.gov.uk/insolvency-and-companies-court-chd-daily-cause-list.

An updated timetable of principal events relating to the Scheme is set out in the Appendix to this announcement.

The dates and times in the expected timetable are indicative only, are based on G&H’s and Bidco’s current expectations and are subject to change. If any of the dates and/or times in this expected timetable change, the revised dates and/or times will be notified to G&H Shareholders by announcement through a Regulatory Information Service, with such announcement being made available on G&H’s website at www.gandh.com and on Bidco's website at www.displaydocuments.co.uk.

Prior to the Scheme becoming Effective, an application will be made by G&H to the London Stock Exchange for the cancellation of the admission to trading of G&H Shares on AIM, to take effect on the Business Day following the Effective Date.

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

[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, the date on which the Court sanctions the Scheme and the Scheme 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 G&H Shareholders by announcement through a Regulatory Information Service (with such announcement being made available on G&H’s website at www.gandh.com and Bidco’s website at www.displaydocuments.co.uk) and, if required by the Panel, notice of the change(s) will be sent to G&H Shareholders and other persons with information rights. G&H LTIP Award Holders have been contacted separately to inform them of the effect of the Scheme on their rights under the G&H LTIP, including details of any dates and times relevant to them.

[2] The latest time and date by which the Scheme must become Effective. However, the Long Stop Date may be extended to such later date as (i) Bidco and G&H may agree; or (ii) (in a competitive situation) as may be specified by Bidco with the consent of the Panel, and in each case that, if so required, the Court may allow.

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