Holding(s) in Company
Inspecs Group Plc has announced that Bidco 1125 Limited now holds 69,620,565 shares, representing 68.48% of the voting rights, following the closure of a recommended cash acquisition offer. This acquisition was initially announced on December 10, 2025, and transitioned to a takeover offer on February 20, 2026. Bidco 1125 Limited is owned by Midco 1125 Limited, which is in turn owned by Topco 1125 Limited. Topco 1125 Limited was initially equally owned by Luke Johnson and Ian Livingstone, but following the implementation of an alternative offer, they each hold 35.52% of Topco's issued share capital.
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| 1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii : | Inspecs Group Plc (CRN: 11963910) |
- Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate)
Non-UK issuer
- Reason for the notification (please mark the appropriate box or boxes with an "X")
| An acquisition or disposal of voting rights | X |
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify) iii :
Details of person subject to the notification obligation iv
| Name | Topco 1125 Limited (CRN: 16863454) |
| City and country of registered office (if applicable) | London, England |
Full name of shareholder(s) (if different from 3.) v
| Name | Bidco 1125 Limited (CRN: 16864196) |
| City and country of registered office (if applicable) | London, England |
| 5. Date on which the threshold was crossed or reached vi : | 15/05/2026 |
| 6. Date on which issuer notified (DD/MM/YYYY): | 18/05/2026 |
- Total positions of person(s) subject to the notification obligation
| Resulting situation on the date on which threshold was crossed or reached | 68.48 | 0 | 68.48 | 69,620,565 |
| Position of previous notification (if applicable) | ||||
| A: Voting rights attached to shares | ||||
| Class/type of shares ISIN code (if possible) | Number of voting rights ix | % of voting rights | ||
| Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) | |
| GB00BK6JPP03 | 69,620,565 | 0 | 68.48 | 0 |
| SUBTOTAL 8. A | 69,620,565 | 68.48 | ||
| B 1: Financial Instruments according to DTR5.3.1R (1) (a) | ||||
| SUBTOTAL 8. B 1 | N/A | N/A | ||
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
| SUBTOTAL 8.B.2 | N/A | N/A | |
| Topco 1125 Limited (CRN: 16863454) | 0 | 0 | 0 |
| Midco 1125 Limited (CRN: 16863706) | 0 | 0 | 0 |
| Bidco 1125 Limited (CRN: 16864196) | 68.48 | 0 | 68.48 |
| 10. In case of proxy voting, please identify: | |||
| Name of the proxy holder | N/A | ||
| The number and % of voting rights held | N/A | ||
| The date until which the voting rights will be held | N/A | ||
Additional information xvi
Bidco 1125 Limited was incorporated for the purpose of carrying out the Acquisition (as defined below). The entire issued share capital of Bidco is owned by Midco 1125 Limited, whose entire issued share capital is owned by Topco 1125 Limited ( Topco ). Luke Johnson and Ian Livingstone each initially held 50 per cent. of the issued share capital of Topco. On 10 December 2025, the Issuer and Bidco announced agreement on the terms of a recommended cash acquisition by Bidco of the entire issued and to be issued share capital of the Issuer ( Acquisition ) with an unlisted securities alternative ( Alternative Offer ) . On 20 February 2026, Bidco announced the switch to implement the Acquisition by way of a takeover offer ( Offer ). The offer document was published on 23 February 2026. Following the closure of the Offer on 15 May 2026, Bidco now holds 69,620,565 shares of the Issuer, representing approximately 68.48 per cent. of the voting rights in the Issuer. Following the implementation of the Alternative Offer, as of 18 May 2026, Luke Johnson and Ian Livingstone each hold 35.52 per cent. of the issued share capital of Topco and the remainder of the issued share capital of Topco is held by shareholders of the Issuer who accepted the Alternative Offer.
| Place of completion | London, England |
| Date of completion | 18 May 2026 |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.