9 September 2025

GATELEY (HOLDINGS) PLC

("Gateley" or the "Company")

Issue of Equity in relation to Gateley RJA

and

Total Voting Rights

Gateley (Holdings) Plc (AIM: GTLY), the professional services group, announces that pursuant to the terms of the acquisition of RJA Consultants, now Gateley RJA ("RJA"), which completed in July 2023, earn out consideration of £1.0 million was paid to the vendors on 5 September 2025, satisfied 50% in ordinary shares in Gateley and 50% in cash.

The second and final tranche earn-out hurdle of £5m was achieved through the delivery of £6.4m of revenue over the 12 months to 31 March 2025. This represents a 28.0% over achievement above the year one hurdle. 

The earn-out consideration comprises £0.5 million in cash and £0.5 million in shares, based upon a 20-day average share price up to 4 September 2025 of £1.25.  Accordingly, 411,024 ordinary shares of 10p each in Gateley ("Ordinary Shares") are being issued and application has been made to the London Stock Exchange plc for these shares to be admitted to trading on AIM ("Admission").  Admission is expected to occur at 8.00 a.m. on 12 September 2025.

Rod Waldie, Gateley Chief Executive Officer, said:

"I am delighted that RJA's strong performance since joining the Group has resulted in the achievement of the second, and final, of two earn-out payments being achieved.  RJA is an excellent addition to the increasingly broad range of legal and consultancy services on our Property Platform.  The team is highly regarded in the affordable housing sector, which we anticipate will continue to benefit from the Government's housing policy. In addition, RJA's specialism in major loss property claims enhances our existing expertise at Gateley Smithers Purslow and Gateley Vinden, both of which are growing revenue from the UK property insurance sector."

Total Voting Rights

Following Admission, Gateley's total issued share capital will comprise 136,125,863 Ordinary Shares in issue with one voting right per share.

The above figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

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