REG - Epwin Group PLC - Rule 2.9 Announcement

EpwinAnnouncement

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RNS Number : 1239W  Epwin Group PLC  20 August 2025

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20 August 2025

Epwin Group plc ("Epwin" or the "Company")

Rule 2.9 Announcement

 

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers (the
"Takeover Code"), the Company confirms that as a result of the issue of 13,440
ordinary shares of 0.05 pence each ("Ordinary Shares") to satisfy SAYE option
exercises, as at the date and time of this announcement, it had in issue
135,998,939 Ordinary Shares, each carrying one vote. The Company does not hold
any of its shares in treasury. The total number of voting rights in the
Company is therefore 135,998,939. This figure should be used by shareholders
as the denominator for the calculation by which they determine if they are
required to notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency Rules.

The International Securities Identification Number for the Company's ordinary
shares is GB00BNGY4Y86.

Enquiries:

 Epwin Group plc                                                                Via MHP

 Jon Bednall (Chief Executive)

Chris Empson (Group Finance Director)
 Shore Capital (Financial Adviser, Rule 3 Adviser, Nominated Adviser and Joint  +44 (0)207 408 4090
 Broker to Epwin)

 Daniel Bush

Harry Davies-Ball

Fiona Conroy
 Zeus Capital Limited (Joint Broker to Epwin)                                   +44 (0)203 829 5000

 Dominic King

Nick Searle
 MHP (Epwin's PR advisers)                                                      +44 (0)7885 447944

Epwin@mhpgroup.com
 Reg Hoare

Mathew Taylor

Finn Taylor

About Epwin

Epwin is the leading manufacturer of energy efficient and low maintenance
building products, with significant market shares, supplying the Repair,
Maintenance and Improvement ("RMI"), new build and social housing sectors.

The Company is incorporated, domiciled and operates principally in the United
Kingdom.

Information for investors can be accessed www.epwin.co.uk/investors/
(http://www.epwin.co.uk/investors/)

Shore Capital and Corporate Limited and Shore Capital Stockbrokers Limited
(either individually or collectively "Shore Capital"), which are authorised
and regulated by the Financial Conduct Authority in the United Kingdom, are
acting exclusively for Epwin and no one else in connection with the matters
set out to in this announcement and will not regard any other person as their
client in relation to such matters and will not be responsible to anyone other
than Epwin for providing the protections afforded to clients of Shore Capital
nor for providing advice in relation to the contents of, or any matter
referred to in, this announcement or any transaction or arrangement referred
to herein.  Neither Shore Capital and Corporate Limited nor Shore Capital
Stockbrokers Limited, nor any of their subsidiaries, branches or affiliates
owes or accepts any duty, liability or responsibility whatsoever (whether
direct or indirect, whether in contract, in tort, under statute or otherwise)
to any person who is not a client of Shore Capital in connection with this
announcement, any statement contained herein, any transaction or arrangement
referred to herein, or otherwise.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified.  An Opening Position Disclosure must
contain details of the person's interests and short positions in, and rights
to subscribe for, any relevant securities of each of (i) the offeree company
and (ii) any securities exchange offeror(s).  An Opening Position Disclosure
by a person to whom Rule 8.3(a) applies must be made by no later than 3.30
p.m. (London time) on the 10th business day following the commencement of the
offer period and, if appropriate, by no later than 3.30 p.m. (London time) on
the 10th business day following the announcement in which any securities
exchange offeror is first identified.  Relevant persons who deal in the
relevant securities of the offeree company or of a securities exchange offeror
prior to the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror.  A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror, save to the extent that these details
have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 p.m. (London
time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Panel's website at
www.thetakeoverpanel.org.uk/disclosure/disclosure-table
(http://www.thetakeoverpanel.org.uk/disclosure/disclosure-table) , including
details of the number of relevant securities in issue, when the offer period
commenced and when any offeror was first identified.  You should contact the
Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any
doubt as to whether you are required to make an Opening Position Disclosure or
a Dealing Disclosure.

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