Mears Regulatory News (MER)

5 November 2013

Mears Group PLC

("Mears", "the Company", or "the Group")

Proposed disposal of Haydon Mechanical and Electrical Limited ("HMEL")

Publication of Circular

Further to the announcement made by the Company earlier today, the Board of Mears is pleased to announce that, in relation to the proposed disposal of the entire issued share capital of HMEL, a Circular relating to the Transaction has been approved by the UK Listing Authority. The Circular, which contains further details on the proposed Transaction and contains a notice convening a General Meeting of the Company to be held at the Company's offices at 8 Headfort Place, London SW1X 7DH at 9.30 a.m. on 21 November 2013, has today been published and is being posted to Mears Shareholders today.

A copy of the Circular and the accompanying Form of Proxy have also been submitted to the National Storage Mechanism and will shortly be available for inspection at www.Morningstar.co.uk/uk/NSM. In addition, the Circular will be available to view on the Company's website (www.mearsgroup.co.uk) and available for inspection at the offices of Mears Group PLC, 8 Headfort Place, London SW1X 7DH.

For further information, contact:

Investec Investment Banking, a division of Investec Bank plc, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority ("FCA") and the Prudential Regulation Authority, is acting exclusively for Mears Group PLC in relation to the proposed Transaction. Investec Investment Banking is not acting for any other person and Investec Investment Banking will not be responsible to any person other than Mears Group PLC for providing the protections afforded to clients of Investec Investment Banking or for providing advice in relation to the proposed Transaction or in relation to the contents of or any transaction or arrangement referred to in this announcement.