Recommended Acquisition of W.H. Ireland Group plc

On 27 November 2025, the boards of directors 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.

FCA Notice of Approval - Change in Control

Team is pleased to announce that, earlier today, the Company received notice from the Financial Conduct Authority ("FCA") that it has approved the proposed change in control of WH Ireland Limited pursuant to the Acquisition.

Acquisition Conditions

Accordingly, the FCA Condition as set out in Part III, Part A, paragraph 3(c) of the Scheme Document has been satisfied. The Scheme remains subject to certain other Conditions, including: (i) the satisfaction (or, where applicable, waiver) of the remaining general Conditions set out in Part III of the Scheme Document; (ii) the Court sanctioning the Scheme; and (iii) the Court Order being duly delivered to the Registrar of Companies.

Expected Timetable of Principal Events

Subject to the Company confirming to the Court the satisfaction or waiver of the remaining Conditions referred to in (i) above, the Company will seek the Court's sanction of the Scheme on 20 March 2026, at a hearing to be held in The Royal Courts of Justice and the Scheme is expected to become effective on or around 24 March 2026 (the "Effective Date").

The current expected timetable of the remaining principal events relating to the Scheme remains unchanged and is set out in the Appendix to this announcement.

Capitalised terms in this announcement shall have, unless the context otherwise requires, the meaning given to them in Scheme Document.

Notes: (1) These dates are indicative only and will depend, amongst other things, on the date upon which: (i) the Conditions are satisfied or (if capable of waiver) waived; (ii) the Court sanctions the Scheme; and (iii) the Court Order is delivered to the Registrar of Companies for registration. (2) The Scheme Sanction Hearing may only be held following the satisfaction (or, if applicable, waiver) of the Conditions (other than Conditions 1, 2(c) and 2(d)), as set out in Part A of Part III ( Conditions to and Certain Further Terms of the Scheme and the Acquisition ) of the Scheme Document and any revised date would be subject to Court availability. (3) The Scheme will become Effective pursuant to its terms upon the Court Order being delivered to the Registrar of Companies for registration. (4) This is the latest date by which the Scheme may become Effective unless Team and WH Ireland agree (and, if required, the Panel consents to and the Court approves) a later date. All references in this announcement to times are to London time unless otherwise stated. The dates and times given are indicative only and are based on Team's and WH Ireland's current expectations and may be subject to change (including as a result of changes to the regulatory timetable). If any of the expected times and/or dates above change, the revised times and/or dates will be notified by Team by announcement through a Regulatory Information Service.

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