REG - JTC PLC - Rule 2.9 Announcement

JTCAnnouncement

Tue 07:00

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RNS Number : 5305G  JTC PLC  02 June 2026

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

( )

2 June 2026

JTC plc ("JTC" or "the Company")

 

Rule 2.9 Announcement

 

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers (the
"Takeover Code"), JTC confirms that as at the date and time of this
announcement its issued share capital consisted of 174,639,924 ordinary shares
of GBP £0.01 each, each carrying one vote. The Company holds no shares in
treasury. The total number of voting rights in the Company is therefore
174,639,924.

 

The International Securities Identification Number for JTC's ordinary shares
is JE00BF4X3P53.

 

The Company's Legal Entity Identifier is 213800DVUG4KLF2ASK33.

 

Enquiries:

JTC
+44 (0) 1534 700 000
David Vieira (Chief Communications
Officer)

 

Deutsche Numis (Joint Lead Financial Adviser and Joint Broker to JTC) +44 (0)
207 260 1000
Stuart Skinner

Julian Cater

Oliver Ives

William Wickham

 

Robert W. Baird Limited (Joint Lead Financial Adviser to JTC)
          +44 (0) 20 7667 8379

Pat Guerin

John Sun

Will Morton

Dan Bruton

Sanjiv Dutt

 

Berenberg (Financial Adviser and Joint Broker to JTC)
                        +44 (0) 20 3207 7800

Toby Flaux

Miles Cox

Michael Burke

Milo Bonser

 

Sodali & Co (PR Adviser to JTC)
 
+44 (0)79 7024 6725

Elly Williamson

Ben Foster

Anthony Kluk

Pete Lambie

 

White & Case LLP is acting as lead legal adviser to JTC.

Disclosure requirements of the Takeover Code (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 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (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(s), 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 pm (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 Takeover Panel's website at
www.thetakeoverpanel.org.uk (http://www.thetakeoverpanel.org.uk) , 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.

Publication on website

In accordance with Rule 26.1 of the Code, a copy of this announcement and the
documents required to be published pursuant to Rule 26 of the Takeover Code
will be available, free of charge subject to certain restrictions relating to
persons resident in Restricted Jurisdictions, on JTC's website at
www.jtcgroup.com/investor-relations by no later than 12.00 p.m. on 3 June
2026.

For avoidance of doubt, the contents of this website and any websites
accessible from hyperlinks on this website are not incorporated into and do
not form part of this announcement.

 

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