THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

LEI: 2549008KZ7HM27V4O637

This announcement contains inside information

Marwyn Acquisition Company II Limited (the "Company" or "MAC II")

Appointment of Mark Hodges as Chairman

The Company is pleased to announce the appointment of Mark Hodges as Chairman with effect from 19 June 2022. In connection with this appointment, the strategy of the Company has been refined such that it will now focus on pursuing Business Acquisition opportunities in the financial services, consumer and technology sectors.

James Corsellis, Director of the Company and Managing Partner of Marwyn, commented: "We are delighted to be working with Mark and look forward to him leading MAC II. Mark brings both exceptional experience but also a completely differentiated vision for how customers can be better served to meet their needs and those of the people who depend on them into the future, and we are immensely excited to be able to be part of that journey."

Mark Hodges, Chairman of MAC II, commented: "I am delighted to be joining MAC II and look forward to working with Marwyn given their excellent track record at building businesses."

Summary Biography of Mark Hodges, Chairman

Mark has over 30 years' experience across the financial services and consumer sectors, including extensive FTSE 100 PLC board experience with Centrica plc and Aviva plc. As former CEO of ReAssure, Mark led the business through the £425m acquisition of Quilter's UK Heritage business and oversaw the sale of Reassure to Phoenix Group Holdings in 2020 for £3.25bn. At the time of the sale, ReAssure had approximately £80bn of assets under administration, 4 million customers and approximately 2,500 employees.

Revised sector focus

In line with Mark's appointment, the Company's initial focus for investment has been refined to the financial services, consumer and technology sectors.

The appointment of Mark and the refinement of the Company's investment strategy require the Company to publish a supplement (the "Supplementary Prospectus") to its prospectus dated 31 March 2022 (the "Prospectus"). The Supplementary Prospectus is expected to be published today following FCA approval. Full details of the Company's refined investment strategy will be contained in the Supplementary Prospectus which, when published, will be available from the Company's website at www.marwynac2.com/investors/prospectus.

Summary of Market Backdrop

We believe that the current market backdrop has amongst a range of drivers, four notable interrelated themes which the Directors believe are shaping a clear customer need that remains largely unmet.

Changing Population and demographics

Per latest estimates, there are currently 21 million people aged 55 and over in the UK (2020) and 99 million people aged 55 and over in the US (2021).  This global trend is likely to have a significant impact on economies, social care systems and household finances and the Directors believe future financial solutions will need to reflect an increasing level of intergenerational financial and social dependencies with financial products, advice and life solutions needing to be tailored to meet a spectrum of complex multi-generational needs.

Wealth transfer and the role of families

Intergenerational wealth transfer is expected to exceed US$68 trillion, with £5.5 trillion of this in the UK, underpinning the increasing importance of the role played by families in providing future financial solutions.

·    In the UK, one in every two first-time buyers aged under 35 is receiving financial support from their parents;

·   71 per cent. of these new homeowners say they would not have been likely to buy without financial support from family or friends; 

·    75 per cent. of parents provide financial support to children who have left home;

·    43 per cent. of parents with children aged 30+ say they are helping them financially;

·   In the US in 2018, families and friends supported one in every five existing home buyers with the purchase of 1.2 million homes, financing US$317 billion worth of homes; and

·    US parents are spending US$500 billion on their adult children per annum.

Social and non-financial family support

·    5.4 million people in the UK provide unpaid care for a friend or family member with over 1.4 million people providing fifty or more hours of care per week. The peak age of carers in the UK is 55-64 with 29 per cent. of adults providing care and 22 per cent. of people aged over 65 providing unpaid care.

·    In the US, where 53 million people are providing unpaid care to an adult with health or functional needs. 61 per cent. of these carers are fully employed and 45 per cent. say caregiving had at least one financial impact (e.g. stopped saving or took on more debt).

·   10 million caregivers (25 per cent. of US caregivers) fall into the millennial age range (22-37), of which, 73 per cent. are employed but also spend an average of 21 hours a week caring for loved ones.

Concentration of wealth

·   In the UK, household wealth is principally concentrated in property (36 per cent.) and pension assets (42 per cent.);

·   In the US, household wealth is similarly concentrated in pensions (20 per cent.), real estate (24 per cent.) and equities (27 per cent.).

Opportunities for a new approach to family-focussed financial solutions

With the combination of these social and macroeconomic conditions and trends, the Directors believe all generations are facing increasingly challenging financial situations which are creating several problems to be solved.

The Directors believe there is a well-defined need and opportunity, now more than ever, for clear and impartial support and solutions to be provided to, and shared amongst, friends, family and peers.

Strategy Execution

The Company intends to execute its strategy through a combination of selective M&A of platform and bolt-on businesses, potential strategic partnerships with established financial services operators as well as ongoing operational improvements. Target company market segments, principally expected to be in the UK and US, may include, but are not limited to:

·    FinTech digital platforms

·    Digital content platforms

·    Life and pensions

·    Life-insurance assets

·    Lifetime mortgages and equity release

·    Wealth managers and advisers

·    Brokerage and associated services

·    Mortgage advisory

·    Healthcare related services

·    Estate planning and associated legal and tax services

·    Later life planning and assisted care services

IMPORTANT INFORMATION:

This announcement has been prepared by, and is the sole responsibility of, the Directors of Marwyn Acquisition Company II Limited.

This announcement does not constitute a prospectus relating to the Company and does not constitute, or form part of, any offer or invitation to sell or issue, or any solicitation of any offer to subscribe for, any shares in the Company in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract therefor. The Prospectus is, and when published the Supplementary Prospectus will be, available from the Company's website at www.marwynac2.com/investors/prospectus.

Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

Notes

Marwyn Background

Marwyn Acquisition Company II ("MAC II") is an acquisition vehicle listed on the standard segment of the London Stock Exchange. The Company is backed by Marwyn who have launched 11 previous comparable acquisition vehicles that have acquired platform businesses, which include Advanced Computer Software, BCA Marketplace, Breedon Aggregates and Entertainment One. More information on MAC II can be found here: https://marwynac2.com/

Enquiries:

Company Secretary

Antoinette Vanderpuije - 020 7004 2700

Marwyn Acquisition Company II Limited, 11 Buckingham Street, London, WC2N 6DF

Finsbury - PR Adviser

Rollo Head 07768 994 987

Chris Sibbald 07855 955 531

Investec Bank plc - Financial Adviser 020 7597 5970

Christopher Baird

Carlton Nelson

Alex Wright

N.M. Rothschild & Sons Limited - Financial Adviser 020 7280 5000

Peter Nicklin

Shannon Nicholls

WH Ireland - Corporate Broker 020 7220 1666

Harry Ansell

Katy Mitchell

Further information on the Company can be found on its website at www.Marwynac2.com. Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

Mark Hodges (aged 56 years) currently holds or has held the following directorships in the past five years:

Current Directorships

RSA Insurance Group Limited

Royal & Sun Alliance Insurance Limited

Regent Bidco Limited

Past Directorships

Reassure Group plc

Centrica plc

British Gas Trading Limited

British Gas Social Housing Limited

British Gas Energy Procurement Limited

Dyno-Rod Limited

P.H. Jones Facilities Management Ltd

P.H. Jones Group Limited

Association of Electricity Producers Limited

There are no further details to be disclosed under FCA's Listing Rule 9.6.13R in respect of the appointment of Mark Hodges.