Scheme Effective

By

YOUNG & CO.'S BREWERY, P.L.C.

("Young's")

Scheme Effective

Introduction

On 16 November 2023, the boards of Young's and City Pubs announced that they had reached agreement on the terms of a recommended offer pursuant to which Young's will acquire the entire issued and to be issued share capital of City Pubs (the "Transaction"). The Transaction is to be implemented by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme"). A scheme document in relation to the Transaction was published by City Pubs on 13 December 2023 ("Scheme Document").

On 17 January 2024, the Scheme was approved by the requisite majorities of Scheme Shareholders at the Court Meeting and the Resolution relating to the implementation of the Scheme was approved by the requisite majority of City Pubs Shareholders at the General Meeting. On 29 February 2024, City Pubs announced that the Court had sanctioned the Scheme at the Court Sanction Hearing.

City Pubs and Young's are pleased to announce that, following delivery of a copy of the Court Order to the Registrar of Companies today, the Scheme has now become Effective in accordance with its terms and the entire issued share capital of City Pubs is now owned or controlled by Young's. The Transaction has therefore now completed.

Settlement of consideration

As set out in the Scheme Document, a Scheme Shareholder on the register of members of City Pubs at the Scheme Record Time, being 6.00 p.m. on 1 March 2024, is entitled to receive 108.75 pence in cash and 0.032658 New Young's A Shares for each Scheme Share held.

Settlement of the consideration to which a Scheme Shareholder is entitled will be effected by way of the dispatch of cheques and share certificates or the crediting of CREST accounts (for Scheme Shareholders holding Scheme Shares in certificated form and in uncertificated form respectively), in each case, to or for the account each relevant Scheme Shareholder, within 14 days of this announcement, being 18 March 2024.

Suspension and cancellation of trading of City Pubs Shares on AIM

Dealings in City Pubs Shares on AIM were suspended with effect from 7.30 a.m. today. As a result of the Scheme having become Effective, share certificates in respect of Scheme Shares will cease to be valid documents of title and entitlements to Scheme Shares in uncertificated form in CREST are being cancelled.

It is expected that the admission to trading of City Pubs Shares on AIM will be cancelled with effect from 7.00 a.m. on 5 March 2024.

Admission of the New Young's A Shares

An application has been made to the London Stock Exchange for admission of 3,612,240 New Young's A Shares to trading on AIM, which is expected to take place at 8.00 a.m. on 5 March 2024.

Following the admission to trading of the New Young's A Shares, Young's issued share capital will consist of 38,026,087 A ordinary shares of 12.5 pence with each share carrying the right to one vote and 24,070,755 non-voting ordinary shares of 12.5 pence each. Young's holds no shares in treasury. The total number of voting rights in Young's will therefore be 38,026,087. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest, or a change to their interest, in Young's under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules sourcebook.

Resignation of directors

As the Scheme has now become Effective, City Pubs duly announces that Clive Watson, Rupert Clark, Holly Elliott, Richard Prickett, Neil Griffiths and Emma Fox have tendered their resignation and will step down from the board of City Pubs effective from 8.00 a.m. on 5 March 2024.

All times shown are London times. If any of the expected times and/or dates above change, the revised times and/or dates will be notified to City Pubs Shareholders by announcement through a Regulatory Information Service, with such announcement being made available on City Pubs' website at https://www.citypubcompany.com/investors/ and on Young's website at https://www.youngs.co.uk/investors.

Addleshaw Goddard LLP are acting as legal adviser to City Pubs in connection with the Transaction.

Slaughter and May are acting as legal adviser to Young's in connection with the Transaction.

Notices relating to financial advisers

J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and regulated by the PRA and the Financial Conduct Authority. J.P. Morgan Cazenove is acting as financial adviser exclusively for Young's and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Young's for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to any matter referred to herein.