Issue of Shares

On 17 September 2021, S4Capital plc (SFOR.L) announced a merger with Zemoga, Inc., a leading digital transformation services firm specialising in providing product design, engineering and delivery services to enterprise clients across multiple verticals (the "Transaction"). Pursuant to the terms of the Transaction, the Company has agreed to issue 1,098,007 ordinary shares of 25 pence each in the capital of the Company, credited as fully paid, as a deferred consideration to the sellers (the "Shares").

Applications have been made to the FCA and to the London Stock Exchange for the Shares to be admitted to the equity shares (transition) category of the Official List of the FCA and to trading on the London Stock Exchange's Main Market for listed securities respectively ("Admission"). It is expected that Admission will become effective at 8.00 a.m. on 1 August 2024.

Our strategy is to build a purely digital services business for global, multinational, regional and local clients. This will be achieved by integrating leading businesses across categories including: marketing, data, digital media, and technology, along with an emphasis on 'faster, better, cheaper, more' execution in an always-on consumer-led environment, with a unitary structure.

The Company now has approximately 7,600 people in 32 countries with approximately 80% of revenue across the Americas, 15% across Europe, the Middle East and Africa and 5% across Asia-Pacific. The longer-term objective is a geographic split of 60%:20%:20%. Marketing services will account for approximately 75% of net revenue and Technology services 25%. The longer term objective is a practice split of 60%:40%.

Sir Martin was CEO of WPP for 33 years, building it from a £1 million 'shell' company in 1985 into the world's largest advertising and marketing services company, with a market capitalisation of over £16 billion on the day he left. Prior to that Sir Martin was Group Financial Director of Saatchi & Saatchi Company Plc for nine years.