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Statement re possible offer and extension of PUSU

In brief · summary, not quotable

LDG notes DBAY has made a Revised Indicative Proposal after the Independent Directors unanimously rejected DBAY's earlier 20 pence per share cash proposal on 8 October 2026; the Board has requested and the Takeover Panel has consented to extend the deadline for DBAY to announce a firm intention under Rule 2.7 or to decline to 5.00 p.m. (London) on 3 December 2026 (subject to further extension), the Independent Directors will commission an independent valuer and use advisers to consider the proposal, Colin Kingsnorth is deemed to be acting in concert with DBAY, there is no certainty an offer will be made and shareholders are advised to take no action.

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The board of LDG (the "Board") notes the announcement made by DBAY Advisors Limited ("DBAY") at 7.00 a.m. today (the "DBAY Announcement") regarding revised terms of a possible offer for the entire issued and to be issued ordinary share capital of LDG not already owned by DBAY (the "Revised Indicative Proposal").

As announced on 8 October 2026, the Independent Directors (being all directors of LDG save for Colin Kingsnorth, who is deemed to be acting in concert with DBAY) unanimously rejected DBAY's earlier proposal of 20 pence in cash per LDG share.

In order for the Independent Directors to fully consider the Revised Indicative Proposal, with the assistance of LDG's advisers (including appointing an independent valuer to report on LDG's assets, such report to be published accordance with Rule 29 of the Takeover Code should a firm offer be made), the Independent Directors have requested, and the Panel on Takeovers and Mergers (the "Panel") has consented to, an extension of the deadline by which DBAY must either announce a firm intention to make an offer for LDG under Rule 2.7 of the Code or announce that it does not intend to make an offer.

Accordingly, pursuant to Rule 2.6(c) of the Code, the deadline by which DBAY must either announce a firm intention to make an offer for LDG under Rule 2.7 of the Code or announce that it does not intend to make an offer (in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies) has been extended to 5.00 p.m. (London time) on 3 December 2026. This deadline can be further extended with the consent of the Panel. The Independent Directors have not reached a decision on the Revised Indicative Proposal. Shareholders are advised to take no action at this time. LDG remains in an "offer period" under the Code, and attention is drawn to the disclosure requirements of Rule 8 of the Code, which are summarised below. There can be no certainty that any firm offer will be made for LDG.

A further announcement will be made as and when appropriate.

Strand Hanson Limited is acting as financial adviser to LDG and Fladgate LLP is acting as legal adviser to LDG.

Additional information

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

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