Science Group Regulatory News (SAG)

11 June 2025

Ricardo Investment Realisation

Between 16 February and 27 May 2025, Science Group acquired 13,537,623 shares in Ricardo plc ("Ricardo"), equivalent to approximately 21.8% of the voting rights, at an average price of 239 pence per share (including brokerage fees).

Science Group notes the announcement on 11 June 2025 regarding the offer from WSP Group Limited ("WSP") for the entire issued and to be issued share capital of Ricardo at a price per share of 430 pence ("Offer"). To facilitate the WSP Offer, Science Group has entered into a Share Purchase Agreement ("SPA") with WSP to sell 12,443,655 Ricardo shares, equivalent to 19.99% of the issued share capital, at the Offer price.

The cash proceeds of the sale, totalling approximately £53.5 million, should be received before the end of June. The Science Group pre-tax net return (after fees and costs) on the Ricardo investment is anticipated to be in the order of 70%. The investment profit, subject to tax, will be materially accretive for Science Group in the current financial year and the Group's cash position is further strengthened. The Board intends to retain the proceeds for future strategic investments and corporate opportunities.

Science Group supports the WSP offer. The Offer price is a 102% premium relative to the Ricardo share price of 213 pence shortly before Science Group initiated its share purchases and corporate action. All Ricardo shareholders have benefitted from the Science Group investment.

Science Group will also write to Ricardo regarding the requisitioned general meeting, scheduled for 18 June 2025, and it is anticipated that the meeting will be adjourned.

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