REG - Team PLC - Scheme becomes Effective

TeamAnnouncement

Yesterday 15:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260324:nRSX9489Xa&default-theme=true

RNS Number : 9489X  Team PLC  24 March 2026

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, 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

24 March 2026

RECOMMENDED ACQUISITION

OF

W.H. IRELAND GROUP PLC ("WH IRELAND" OR THE "COMPANY")

BY

TEAM PLC ("TEAM")

to be implemented by means of a scheme of arrangement

pursuant to Part 26 of the Companies Act 2006

SCHEME BECOMES EFFECTIVE

SUSPENSION OF TRADING

Further to the announcement on 20 March 2026 confirming that the Court had
sanctioned the Scheme, the boards of WH Ireland and Team are pleased to
announce that the Court Order (together with a copy of the Scheme and any
documents required to be annexed thereto) has been delivered to the Registrar
of Companies today and accordingly the Scheme has now become Effective in
accordance with its terms and WH Ireland is now a wholly owned subsidiary of
Team.

Full details of the Acquisition are set out in the Company's scheme document
which was published and made available to WH Ireland Shareholders on 10
December 2025 (the "Scheme Document"). Capitalised terms used in this
announcement (the "Announcement") shall, unless otherwise defined, have the
same meanings as set out in the Scheme Document.

As previously advised, trading in WH Ireland Shares on AIM was suspended with
effect from 7.30 a.m. today. An application has been made to the London Stock
Exchange in relation to the cancellation of the admission to trading of WH
Ireland Shares on AIM, which is expected to take place at 7.00 a.m. on 25
March 2026. As a result of the Scheme having become effective, share
certificates in respect of WH Ireland Shares will cease to be valid documents
of title and entitlements to WH Ireland Shares held in uncertificated form in
CREST are being cancelled.

Under the terms of the Scheme, a Scheme Shareholder on the register of members
of WH Ireland at the Scheme Record Time, being 6.00 p.m. on 23 March 2026,
will be entitled to receive 0.195 New Team Shares for each Scheme Share held.

Settlement

Settlement of the consideration to which any Scheme Shareholder is entitled
will be effected by the crediting of CREST accounts (for WH Ireland
Shareholders holding Scheme Shares in uncertificated form) or the issue of
certificates in respect of the New Team Shares, as soon as practicable, but in
any event by no later than 14 days after the Effective Date (being 7 April
2026).

Resignation of Directors

John Cusins has resigned as a non-executive director of WH Ireland and each of
Phillip Wale and Simon Jackson have resigned as directors and ceased to hold
any office with WH Ireland or any of its subsidiaries. All such resignations
being effective from the effective date of the Scheme.

End of Offer Period

The Company is no longer in an "Offer Period" as defined in the Takeover Code
and accordingly the dealing disclosure requirements of the Takeover Code no
longer apply.

Enquiries:

 Team plc                                                            + 44 (0) 1534 877210
 Mark Clubb
 H&P Advisory Limited (financial adviser to Team)                    + 44 (0) 20 7907 8500
 Neil Passmore / Vladimir Volodko
 Strand Hanson (nominated adviser to Team)                           + 44 (0) 20 7409 3494
 Richard Johnson / James Spinney / Harry Marshall
 Novella Communications (financial PR to Team)                       +44 (0) 20 3151 7008
 Tim Robertson / Safia Colebrook
team@novella-comms.com
 W.H. Ireland Group plc                                              + 44 (0) 20 7220 1666
 Phillip Wale (Chief Executive Officer)

Simon Jackson (Chief Finance Officer)
 Shore Capital (Financial Adviser and Rule 3 Adviser to WH Ireland)  + 44 (0) 207 408 4090
 David Coaten / Oliver Jackson / Ansh Batura
 Zeus Capital Limited (nominated adviser and broker to WH Ireland)   + 44 (0) 203 829 5000
 Katy Mitchell / Harry Ansell / James Bavister
 MHP (WH Ireland's PR advisers)                                      + 44 (0) 7831 406117
 Reg Hoare

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 WH Ireland and for no-one else in connection with the
Acquisition and will not be responsible to anyone other than WH Ireland, for
providing the protections afforded to clients of Shore Capital, or for
providing advice in relation to the Acquisition or any other matter referred
to herein. Neither Shore Capital and Corporate Limited nor Shore Capital
Stockbrokers Limited, nor any of their subsidiaries 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 or otherwise.

H&P Advisory Limited ("Hannam & Partners") which, in the United
Kingdom, is authorised and regulated by the Financial Conduct Authority, is
acting exclusively for Team and no one else in connection with the Acquisition
and will not be responsible to anyone other than Team for providing the
protections afforded to clients of Hannam & Partners nor for providing
advice in relation to the Acquisition or any other matter or arrangement
referred to in this Announcement.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  SOASEWFLLEMSELD



            Copyright 2019 Regulatory News Service, all rights reserved