Proposed placing of GMS shares by a shareholder

Proposed placing of ordinary shares in Gulf Marine Services plc ("GMS" or the "Company") by a selling shareholder

Zeus announces that is has been given an order by Seafox International Limited ("Seafox" or "Selling Shareholder"), a 28.5 per cent. shareholder in GMS to sell approximately $10,000,000 of ordinary shares of 2 pence each in GMS ("Ordinary Shares") (the "Placing Shares") at a minimum price of 17 pence per Ordinary Share (the "Placing").

Seafox is a marine services business of which Hassan Heikal is the Chair and major shareholder. Hassan is Seafox's representative on the Board of GMS where he serves as Deputy Chair.

Zeus is acting as sole bookrunner (the "Bookrunner") in connection with the Placing. The Placing Shares will be sold via an accelerated bookbuild placing.

GMS will not receive or retain any proceeds from the Placing.

The Placing Shares represent approximately 4 per cent. of the issued share capital of GMS.

Seafox has undertaken to Zeus that it will not, for a period of 75 days from 30 June 2024, dispose of any further Ordinary Shares, save in the scenarios where (i) GMS undertakes a share buyback and (ii) an independent third party announces a possible offer for GMS. In addition, Seafox has undertaken that for the period after 75 days and before 30 September 2024 it will only sell in response to institutional demand communicated to it through Zeus, subject to the same carve outs included above.

The books for the Placing will open with immediate effect. The timing for the close of the bookbuild process will be at the absolute discretion of the Bookrunner. The final number of Placing Shares to be placed will be agreed by the Bookrunner with the Selling Shareholder at the close of the bookbuild process, and the results of the Placing will be announced as soon as practicable thereafter.

Ben Robertson (Corporate Broking) Rupert Woolfenden and Nick Searle (Sales) Louisa Waddell (Investment Banking)

INFORMATION TO DISTRIBUTORS

UK Product Governance Requirements

Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any manufacturer (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that such Placing Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as respectively defined in paragraphs 3.5 and 3.6 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all permitted distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the Ordinary Shares may decline and investors could lose all or part of their investment; the Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, the Bookrunner will only procure investors who meet the criteria of professional clients and eligible counterparties.

Each distributor (including each Intermediary) is responsible for undertaking its own target market assessment in respect of the Placing Shares and determining appropriate distribution channels.

EU Product Governance Requirements

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that such Placing Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "EU Target Market Assessment"). Notwithstanding the EU Target Market Assessment, distributors should note that: the price of the Ordinary Shares may decline and investors could lose all or part of their investment; the Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The EU Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the EU Target Market Assessment, the Joint Bookrunners will only procure investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the EU Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to any Placing Shares. Each distributor (including each Intermediary) is responsible for undertaking its own target market assessment in respect of the Placing Shares and determining appropriate distribution channels.