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

20 May 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 172,910,816 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 172,910,816.

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, 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 21 May 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.