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Result of Meeting

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Team Plc has announced that the resolution to approve the acquisition of W.H. Ireland Group plc was passed by Team shareholders at their Extraordinary General Meeting. This satisfies a key condition for the all-share acquisition, which is being effected by a court-sanctioned scheme of arrangement. The acquisition remains subject to other conditions, including regulatory approval from the FCA and shareholder approval from W.H. Ireland at meetings scheduled for January 8, 2026.

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On 27 November 2025, the Boards of Team and WH Ireland announced that they had reached agreement on the terms of a recommended all-share acquisition pursuant to which Team will acquire the entire issued and to be issued ordinary share capital of WH Ireland (the "Acquisition"), intended to be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act (the "Scheme"). On 10 December 2025, WH Ireland announced that the Scheme Document had been published.

In relation to the Scheme, Team refers to the Company's announcement dated 10 December 2025, convening the Team EGM to seek the approval of Team Shareholders for the requisite authorities and powers to issue and allot such New Team Shares in connection with the Acquisition. Team confirms that the Team EGM took place today at 3:00pm at Team's offices at 2nd Floor, Conway House, 7 Conway Street, St Helier JE2 3NT.

Satisfaction of Team Shareholder Approval Condition

Team subsequently confirms that the Resolution was passed by the requisite majority of Team Shareholders. Accordingly, condition 3(a) (as set out in Part A of Part III (Conditions to and Certain Further Terms of the Scheme and Acquisition) of the Scheme Document) (the "Team Shareholder Approval Condition") has been satisfied.

The Scheme remains subject to the satisfaction or, if appropriate, waiver of the remaining Conditions and further terms set out in the Scheme Document, including, amongst other things, the receipt of FCA approval of the acquisition of control in respect of WH Ireland, the Scheme being approved by Scheme Shareholders at the Court Meeting, and the Special Resolution being duly passed by WH Ireland Shareholders at the WH Ireland General Meeting. The Court Meeting and WH Ireland General Meeting are due to be held on 8 January 2026.

The results of the votes at the Court Meeting and WH Ireland General Meeting will be announced by Team via a Regulatory Information Service as soon as practicable after the Court Meeting and WH Ireland General Meeting.

Capitalised terms in this announcement shall have, unless the context otherwise requires, the meaning given to them in Scheme Document. All references to times in this announcement are to London time unless stated otherwise.

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Publication on websites and availability of hard copies

[ENDS]

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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