Disclosure under Rule 2.10(c) of the Takeover Code
Team Plc has announced a change to an irrevocable undertaking concerning its recommended all-share acquisition of W.H. Ireland Group plc. TFG Asset Management, which had irrevocably committed to vote in favour of the acquisition for 81,109,418 ordinary shares representing 34.27% of WH Ireland's issued share capital, has disposed of 2,000,000 shares and entered into Contracts for Difference for the same amount. This reduces TFG's direct shareholding in WH Ireland to 79,109,418 shares, now representing approximately 33.52% of the issued share capital.
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On 10 December 2025, the boards of Team and WH Ireland announced the publication of the Scheme Document relating to the all-share acquisition of WH Ireland by Team.
As set out in section 7.2 of Part VI of the Scheme Document, TFG Asset Management ("TFG") entered into an irrevocable undertaking to vote in favour of the Scheme at the Court Meeting and the WH Ireland Resolution at the General Meeting in respect of a total of 81,109,418 ordinary shares in WH Ireland, representing approximately 34.27 per cent. of the issued share capital of WH Ireland as at the Latest Practicable Date.
TFG has informed Team that on 24 December 2025 it disposed of 2,000,000 ordinary shares in WH Ireland and entered Contracts for Difference ("CFDs") in respect of the same number of underlying shares. TFG has informed Team that the disposed shares formed part of the shares subject to the TFG Irrevocable Undertaking.
As a result, TFG's shareholding in WH Ireland has been reduced to 79,109,418 ordinary shares, representing approximately 33.52 per cent. of the issued share capital of WH Ireland.
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[ENDS]
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.