Proposed Refinancing Transactions

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").

SIG plc

Proposed Refinancing Transactions

As set out in its update of 2 October 2024, SIG plc (the "Company", and together with its subsidiaries, the "Group") continues to make good progress on its strategic and operational initiatives. In addition, the Group continues to retain good levels of liquidity, which has provided a solid base as the Board has evaluated its approach to the refinancing of the Group's debt facilities ahead of their maturity dates.

The Company today announces the invitation to eligible holders of its outstanding €300.0 million 5.25% senior secured notes due 2026 (ISIN: XS2404291010 (Regulation S); ISIN: XS2404291366 (Rule 144A)) (the "Existing Notes") to tender any and all of their outstanding Existing Notes for purchase at par by the Company (such invitation, the "Tender Offer"). The Tender Offer is conditioned upon, among other things, the successful settlement of the offering of New Notes (as defined below) (the "Financing Condition"). The Tender Offer is being made on the terms and subject to the conditions contained in a tender offer memorandum dated 14 October 2024 (the "Tender Offer Memorandum") prepared by the Company, and is subject to the offer restrictions set out below and as more fully described in the Tender Offer Memorandum.

Noteholders are advised to read the Tender Offer Memorandum carefully for full details of, and information regarding, the procedures for participating in the Tender Offer.

The Company today also announces that it has mandated bookrunners to carry out roadshows in connection with a proposed offering (the "Bond Offering") of €300.0 million senior secured notes due 2029 (the "New Notes"). Subject to the Financing Condition, the Company will use the aggregate gross proceeds from the New Notes to: (i) fund the Tender Offer, (ii) fund cash on the Group's balance sheet for general corporate purposes, and (iii) pay fees and expenses in connection with the Bond Offering.

Concurrent with the Bond Offering, the Company has entered into an amendment and restatement agreement in relation to an existing revolving credit facility agreement dated 4 November 2021 that continues to provide for aggregate borrowings of up to an equivalent of £90 million with an extended maturity date of 2029 (the "Revolving Credit Facility"), subject to certain customary conditions, including the completion of the Bond Offering.

The New Notes and the Revolving Credit Facility will be guaranteed on a senior secured basis by certain subsidiaries of the Company. The interest rate and offering price of the New Notes will be determined at the time of pricing of the Bond Offering, subject to market conditions. An update will be provided in due course.

Summary of the Tender Offer

* The amount that will be paid to each Noteholder on the Payment Date for the Existing Notes accepted for purchase will be an amount of €1,000 per €1,000 principal amount of the Existing Notes, together with any accrued and unpaid interest on the relevant Existing Notes from (and including) the immediately preceding interest payment date for the Existing Notes up to (but excluding) the Payment Date.

The consummation of the Tender Offer is conditional upon the successful settlement of the proposed concurrent offering of New Notes to be issued by the Company.

A Noteholder that has validly tendered, or indicated its firm intention to tender, its Existing Notes in the Tender Offer and wishes to subscribe for New Notes in addition to tendering Existing Notes in the Tender Offer may, after having made a separate application for the purchase of such New Notes to a Dealer Manager (in its capacity as a sole global coordinator and sole physical bookrunner or joint bookrunner (as applicable) of the issue of the New Notes), at the sole and absolute discretion of the Company, receive priority in the allocation of the New Notes, subject to the issue of the New Notes. When considering allocation of the New Notes, the Company intends to give preference to those Noteholders who, prior to such allocation, have tendered, or indicated to the Company or any Dealer Manager their firm intention to tender their Notes. Any allocation of the New Notes may, subject to the sole and absolute discretion of the Company, be less than, equal to or greater than the aggregate principal amount of the Existing Notes tendered or firmly indicated to be tendered.

Offer Period and Indicative Timetable for the Tender Offer

The Tender Offer commences on 14 October 2024 and will end at 5:00 p.m. (New York City time) on 22 October 2024 unless extended. Capitalised or other defined terms used, but not defined in this announcement have the same meanings as given to them in the Tender Offer Memorandum.

Questions and requests for assistance in connection with (i) the Tender Offer may be directed to the Dealer Managers, and (ii) the delivery of Tender Instructions may be directed to the Information and Tender Agent, the contact details for which are set out below:

DEALER MANAGERS

HSBC Bank plc 8 Canada Square London E14 5HQ United Kingdom Telephone: +44 20 7992 6237 Email: LM_EMEA@hsbc.com Attention: Liability Management, DCM

INFORMATION AND TENDER AGENT

Kroll Issuer Services Limited The Shard 32 London Bridge Street London SE1 9SG Telephone: +44 20 7704 0880 Attention: Jacek Kusion Email: sig@is.kroll.com Tender Offer Website: https://deals.is.kroll.com/sig