Update to TT Directors’ unanimous recommendation

BY

CICOR TECHNOLOGIES LTD. ("CICOR")

to be effected by means of a scheme of arrangement

under Part 26 of the Companies Act 2006

Update to the TT Directors' unanimous recommendation

Introduction

On 18 November 2025, the boards of Cicor and TT announced that they had reached agreement on the terms of a revised final* offer pursuant to which TT Shareholders will have the ability to receive, for each TT Share held, either 150 pence in cash pursuant to the All Cash Offer, or subject to valid elections being made, 0.0084 New Cicor Shares pursuant to the Share Alternative (subject to the terms of the Share Alternative) (the "Final Offer").

* The financial terms of the Final Offer are final and will not be increased or improved, except that Cicor has reserved the right to increase the amount of the All Cash Offer and/or improve the financial terms of the Share Alternative if there is an announcement of an offer or a possible offer for TT by a third party offeror or potential offeror (in each case other than DBAY Advisors Limited).

Update to the TT Directors' unanimous recommendation

Under the terms of the Final Offer, which is subject to the full terms and conditions set out in the Scheme Document, each TT Shareholder at the Scheme Record Time will be entitled to receive:

For each TT Share: 150 pence in cash (the "All Cash Offer")

OR

to the extent they so validly elect and subject to the terms and conditions set out in the Scheme Document, 0.0084 New Cicor Shares (the "Share Alternative")

Based on the three-month volume-weighted average closing price of Cicor Shares on 29 October 2025 (being the last Business Day before the date of the 2.7 Announcement) of CHF188 and using the CHF/GBP exchange rate of 0.9481 as set out in Appendix 2 of the 2.7 Announcement, the Share Alternative valued each TT Share at 150 pence, as at the date of the 2.7 Announcement on 30 October 2025.

However, the TT Directors note the recent decline in Cicor's share price and the impact on value for TT Shareholders under the Share Alternative. Based on the closing price of Cicor Shares on 12 December 2025 (being the last Business Day before the date of this announcement) of CHF131 and the CHF/GBP exchange rate of 0.9409*, the Share Alternative now values each TT share at 135 pence.

The TT Directors continue to believe that the All Cash Offer fairly values TT and its future prospects. However, the TT Directors believe that the Share Alternative currently undervalues TT and its future prospects.

Therefore, the TT Directors, who have been so advised by Gleacher Shacklock and Rothschild & Co. as to the financial terms of the Final Offer, now consider only the terms of the All Cash Offer to be fair and reasonable. In providing their advice, Gleacher Shacklock and Rothschild & Co have taken into account the commercial assessments of the TT Directors. Gleacher Shacklock and Rothschild & Co are providing independent financial advice to the TT Directors for the purposes of Rule 3 of the Code.

Accordingly, the TT Directors continue to recommend unanimously that TT Shareholders vote in favour of the Scheme at the Court Meeting and the TT Resolutions at the General Meeting. However, TT Shareholders should consider the updated views of the TT Directors when they decide whether to elect, in full or in part, for the Share Alternative, rather than receiving the All Cash Offer in respect of their entire holdings of TT Shares.

The TT Directors note that TT Shareholders who return, or who have already returned, an election in respect of the Share Alternative and wish to withdraw or amend such election can do so by notifying Equiniti in writing by no later than the Election Return Time, which is currently expected to be 1.00 p.m. on the date that is one Business Day prior to the Scheme Court Hearing. TT shareholders may therefore wish to monitor the Cicor share price, until such date. Full details on the process for making (and withdrawing) elections in respect of the Share Alternative are set out in Part VI (Notes for making a Share Alternative Election) of the Scheme Document.

TT Shareholders are recommended to seek their own independent financial, tax and legal advice in light of their own particular circumstances and investment objectives before deciding whether to elect, in full or in part, for the Share Alternative. Any decision should also be based on a full consideration of this announcement, the 2.7 Announcement, the Revised Offer Announcement, the Scheme Document, and other relevant information.

*The CHF/GBP exchange rate taken at 4.30.p.m. CET on 12 December 2025 has been derived from Bloomberg.

Notice to US TT Shareholders

Dealing and opening position disclosure requirements