Proposed adjournment of Court and General Meetings

596/2014) ("UK MAR"), AS IT FORMS PART OF THE UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED

RECOMMENDED CASH ACQUISITION

of

INSPECS GROUP PLC

by

BIDCO 1125 LIMITED

(a newly incorporated company established by Luke Johnson and Ian Livingstone (the "Consortium"))

to be effected by means of a Scheme of Arrangement

under Part 26 of the Companies Act 2006

Proposed adjournment of Court Meeting and General Meeting

On 10 December 2025, the boards of directors of Inspecs Group plc ("Inspecs" or the "Company") and Bidco 1125 Limited ("Bidco"), a newly formed company established by the Consortium, announced that they had reached agreement on the terms of a recommended cash acquisition by Bidco of the entire issued and to be issued share capital of the Company (the "Acquisition"), for cash consideration of 84 pence per Inspecs share with a securities alternative.

It is intended that the Acquisition will be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme"), although Bidco reserves the right to elect to implement the Acquisition by way of a Takeover Offer (subject to the consent of the Panel).

Inspecs published the circular relating to the Scheme on 15 January 2026 (the "Scheme Document"). Capitalised terms used but not defined in this announcement have the meanings given to them in the Scheme Document, unless the context requires otherwise.

The Court Meeting and the General Meeting are due to be held on Monday 9 February 2026.

Inspecs announces that it has received proxy votes in relation to the resolution to be put at the Court Meeting and the resolution to be put at the General Meeting (together, the "Resolutions") such that, if those proxy votes are not changed at or before the Court Meeting or the General Meeting (as applicable), the Resolutions will fail. If either of the Resolutions fails, the Scheme and the Acquisition will lapse.

The Inspecs Directors have agreed that the chair of the Meetings will use the discretion available to him to adjourn the Meetings. At the Meetings on 9 February 2026, the only business to be dealt with will be to adjourn the Meetings. Accordingly, the Inspecs Directors recommend that Inspecs Shareholders do not attend the Meetings on 9 February 2026.

The Court Meeting will be adjourned to Monday 23 February 2026 at 10.00 a.m. and the General Meeting will be adjourned to Monday 23 February 2026 at 10.15 a.m. (or as soon thereafter as the Court Meeting concludes or is further adjourned), respectively, at the offices of Macfarlanes LLP, 20 Cursitor Street, London EC4A 1LT.

In respect of each Meeting, the relevant Forms of Proxy (or electronic appointment) should be received as soon as possible and in any event no later than the relevant time set out below:

• BLUE Forms of Proxy for the Court Meeting 10.00 a.m. on Thursday 19 February 2026
• WHITE Forms of Proxy for the General Meeting 10.15 a.m. on Thursday 19 February 2026

or, in the case of a further adjourned Meeting, not later than 48 hours (excluding any part of the day that is not a Business Day) before the time fixed for such further adjourned meeting.

If the BLUE Form of Proxy for use at the Court Meeting is not lodged so as to be received by 10.00 a.m. on 19 February 2026, it may be handed to the chair of the Court Meeting or a representative of Equiniti on behalf of the chair. However, in the case of the General Meeting, unless the WHITE Form of Proxy is lodged so as to be received by the time mentioned above, it will be invalid.

Action to be taken

As further detailed in the Scheme Document, to become Effective, the Scheme will require, among other things, the approval of Voting Scheme Shareholders at the Court Meeting and the passing of the Special Resolution at the General Meeting.

IT IS IMPORTANT THAT, FOR THE COURT MEETING IN PARTICULAR, AS MANY VOTES AS POSSIBLE ARE CAST SO THAT THE COURT MAY BE SATISFIED THAT THERE IS A FAIR REPRESENTATION OF THE OPINION OF THE VOTING SCHEME SHAREHOLDERS. YOU ARE THEREFORE STRONGLY URGED TO COMPLETE, SIGN AND RETURN YOUR FORMS OF PROXY (OR APPOINT A PROXY THROUGH THE CREST ELECTRONIC PROXY APPOINTMENT SERVICE, OR (IF APPLICABLE) ELECTRONICALLY VIA PROXYMITY OR SHAREVIEW) AS SOON AS POSSIBLE.

Inspecs Shareholders who DO NOT wish to change their voting instructions or Form of Election

Inspecs Shareholders who have already submitted Forms of Proxy, or who have appointed a proxy electronically using CREST or via Proximity or Shareview, for the Court Meeting and the General Meeting and do not wish to change their voting instructions, need take no further action as their Forms of Proxy (or electronic appointment) will continue to be valid in respect of the Court Meeting and the General Meeting.

Inspecs Shareholders who have already submitted a Form of Election in respect of the Alternative Offer and who do not wish to change their election need take no further action as their Form of Election will continue to be valid in respect of the Alternative Offer.

Inspecs Shareholders who DO wish to change their voting instructions

Revised Expected Timetable of Principal Events

Inspecs's Legal Entity Identifier is 2138008Z4S4DHR6NE933.

All references to times in this Announcement are to London, United Kingdom times unless stated otherwise.

Fladgate LLP is providing legal advice to Bidco and the Consortium and Macfarlanes LLP is providing legal advice to Inspecs.

Disclaimers

Dealing and Opening Position Disclosure Requirements

No profit forecasts, estimates or quantified financial benefits statements

No statement in this Announcement is intended as, or is to be construed as, a profit forecast, profit estimate or quantified financial benefits statement for any period and no statement in this Announcement should be interpreted to mean that earnings or earnings per share for Inspecs for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share for Inspecs.

Requesting hard copy documents

APPENDIX

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

The following dates are indicative only and are subject to change (5)

Notes:

• It is requested that BLUE Forms of Proxy for the Court Meeting be lodged no later than 48 hours (excluding any part of such 48-hour period that is not a Business Day) before the time and date set for the Court Meeting or, if the Court Meeting is adjourned, no later than 48 hours before the time fixed for such adjourned Court Meeting (excluding any part of such 48-hour period that is not a Business Day). However, BLUE Forms of Proxy not so lodged may be handed to the chair of the Court Meeting or a representative of Equiniti before the taking of the poll at the Court Meeting.
• WHITE Forms of Proxy for the General Meeting must be lodged no later than 48 hours before the time and date set for the holding of the General Meeting in order to be valid or, if the General Meeting is adjourned, no later than 48 hours before the time fixed for such adjourned General Meeting (excluding any part of such 48-hour period that is not a Business Day). WHITE Forms of Proxy for the General Meeting not lodged by this time will be invalid.
• If either of the Meetings are adjourned, the Voting Record Time for the relevant adjourned meeting will be 6.30 p.m. on the date falling two Business Days before the date set for the relevant adjourned meeting.
• These dates and times are indicative only and will depend, among other things, on the date on which: (i) the Conditions are satisfied or (if capable of waiver) waived; (ii) the Court sanctions the Scheme; and (iii) a copy of the Scheme Court Order is delivered to the Registrar of Companies for registration.
• The Election Return Time will be announced by Bidco and/or Inspecs at the same time as the announcement of the date of the Sanction Hearing, via a Regulatory Information Service, as soon as reasonably practicable once the date of the Sanction Hearing has been established. The Election Withdrawal Deadline shall be the later of (i) the Election Return Time and (ii) such other time as Bidco and Inspecs may agree.
• Following sanction of the Scheme by the Court, the Scheme will become Effective in accordance with its terms upon a copy of the Scheme Court Order being delivered to the Registrar of Companies for registration. This is presently expected to occur two Business Days following the date of the Sanction Hearing, subject to satisfaction or (where capable of waiver) waiver of the Conditions.
• This is the latest date by which the Scheme may become Effective unless Inspecs and Bidco agree, and (if required) the Court and the Panel allow.
• All references in this document to times are to times in London (unless otherwise stated).
• All times and dates are indicative only and are based on the current expectations of Inspecs and Bidco and may be subject to change. Inspecs will give notice of any change(s) to the above times and dates by issuing an announcement through a Regulatory Information Service and, if required by the Panel, posting notice of the change(s) to Inspecs Shareholders and persons with information rights. Copies of any such announcements will be made available on the Inspecs website at www.inspecs.com/investor-relations.