Statement re Possible Offer
Inspecs Group PLC has received unsolicited proposals to acquire the entire issued and to be issued share capital of Inspecs from H2 Equity Partners Ltd and Risk Capital Partners and Ian Livingstone. These proposals include possible cash offers alongside the possibility of an alternative offer including unlisted securities. Additionally, Inspecs received a proposal from Safilo Group S.p.A to acquire the Eschenbach Group and BoDe businesses. H2 and the Consortium have until 5.00 p.m. (London time) on 20 November 2025 to announce a firm intention to make an offer or announce they do not intend to make an offer. The company's issued share capital consists of 101,671,525 ordinary shares of 1 pence each.
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THIS IS AN ANNOUNCEMENT OF A POSSIBLE OFFER UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"). THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE NOR AS TO THE TERMS OF ANY OFFER IF MADE
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Inspecs Group PLC ("Inspecs", or the "Company")
Statement regarding possible offer
The Board of Inspecs notes the recent press speculation and confirms that it has received two separate, unsolicited proposals from H2 Equity Partners Ltd. ("H2"), and Risk Capital Partners and Ian Livingstone (together, the "Consortium"), each setting out non-binding possible cash offers alongside the possibility of an alternative offer including unlisted securities to acquire the entire issued and to be issued share capital of Inspecs. The Company also received on 21 October a proposal from Safilo Group S.p.A ("Safilo") to acquire the Eschenbach Group and BoDe businesses of Inspecs.
There can be no certainty that an offer will be made, nor as to the terms of any offer if made. A further announcement will be made if and when appropriate.
In accordance with Rule 2.6(a) of the Code, each of H2 and the Consortium is required, by not later than 5.00 p.m. (London time) on 20 November 2025, either to announce a firm intention to make an offer for Inspecs in accordance with Rule 2.7 of the Code, or to announce that it does not intend to make an offer for Inspecs, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can only be extended with the consent of the Panel on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code.
This announcement is being made by Inspecs without the consent of H2, the Consortium or Safilo.
Rule 26.1 disclosure
Rule 2.9 information
The Ordinary Shares are voting shares (each such Ordinary Share carries one vote per Ordinary Share) and are admitted to trading on the main market of the London Stock Exchange under the International Securities Identification Number GB00BK6JPP03.
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