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Announcement of Date of Court Hearing to Sanction the Scheme and Satisfaction of NSIA Condition

In brief · summary, not quotable

Court hearing scheduled for 10 November 2026 to sanction Bluefin's recommended cash offer for Irish Continental Group. NSIA condition satisfied.

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BY

BLUEFIN BIDCO LIMITED

ANNOUNCEMENT OF DATE OF COURT HEARING TO SANCTION THE SCHEME AND SATISFACTION OF NSIA CONDITION

On 24 July 2026, the Independent Directors of Irish Continental Group, plc (the Independent ICG Board) and the board of Bluefin Bidco Limited (BidCo) announced that they had agreed the terms of a recommended acquisition (the Acquisition) of the entire issued and to be issued share capital of Irish Continental Group, plc (ICG). The Acquisition is to be implemented by way of a scheme of arrangement under Chapter 1 of Part 9 of the Companies Act 2014 (the Scheme), which is subject to the terms and conditions set out in the scheme document published by ICG on 5 August 2026 (the Scheme Document).

ICG Shareholders voted in favour of the Acquisition at the Scheme Meetings and Extraordinary General Meeting held on 10 September 2026.

Announcement of Date of Court Hearing to Sanction the Scheme

The Independent ICG Board announces that the hearing of the application by ICG to the High Court of Ireland (the Court) for an order sanctioning the Scheme and related matters (the Court Hearing), has been listed by the Court for hearing at 11:00am (GMT) on 10 November 2026 (or such later date as the Court may direct).

Information on the Court Hearing (or, if relevant, a change in the date of the Court Hearing) will be advertised on the Company's website www.icg.ie. By Order of the Court, any interested party intending to appear at the Court Hearing must give notice of their intention to do so to the Company’s solicitors, A&L Goodbody LLP, by email addressed to Hannah Shaw at hshaw@algoodbody.com by no later than 5:30pm (GMT) on Friday, 23 October 2026. Any affidavit evidence that an interested party intends to rely on at the Court Hearing must be filed with the Central Office of the Court and served on the Company’s solicitors, A&L Goodbody LLP, by that time and date. A copy of the originating notice of motion and the supporting affidavit may be obtained from the Company’s solicitors A&L Goodbody LLP, upon request made by email addressed to Hannah Shaw at hshaw@algoodbody.com.

Satisfaction of NSIA Condition

The Independent ICG Board is pleased to announce that on 2 October 2026 the Secretary of State notified Bidco that no further action will be taken in relation to the Acquisition under the UK National Security and Investment Act 2021. Accordingly, Condition 3.1 (as set out in Part V of the Scheme Document) has now been satisfied.

Effective Date and Timetable

Completion of the Acquisition remains subject to the satisfaction or waiver of the other Conditions set out in the Scheme Document including the sanction by the Court of the Scheme at the Court Hearing (the Conditions).

Subject to satisfaction or waiver of the Conditions, the Effective Date of the Scheme and closing of the Acquisition is currently expected to be some time in November 2026.

Except as otherwise defined herein, capitalised terms used but not defined in this Announcement have the same meanings as given to them in the Scheme Document.

Adviser

Disclosure requirements of the Takeover Rules

All 'dealings' in 'relevant securities' of ICG by Bidco, or by any party ‘acting in concert’ with Bidco, must also be disclosed by no later than 12 noon (Irish/UK time) on the 'business' day following the date of the relevant transaction. If two or more persons co-operate on the basis of an agreement, either express or tacit, either oral or written, to acquire for one or more of them an ‘interest’ in ‘relevant securities’, they will be deemed to be a single person for these purposes.

General

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

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