Softcat Regulatory News (SCT)

24 December 2015

Softcat plc

(The "Company")

Concert Party Update

Further to the disclosures contained in paragraph 10.4 ("Rule 9 disclosures") of Part IX of the Company's prospectus published on 13 November 2015 (the "Prospectus"), the Panel on Takeovers and Mergers (the "Panel") has agreed that the presumption that Martin Hellawell and Brian Wallace are acting in concert with Peter Kelly has been rebutted.

In the light of this, neither Martin Hellawell, Mandy Hellawell (individually or as trustees of a trust of which they and/or their family members are beneficiaries), Brian Wallace nor any of their respective connected persons will be presumed to be acting in concert with Peter Kelly and his family members or concert parties for the purposes of the City Code on Takeovers and Mergers. Moreover, the Hellawells and Brian Wallace will not be presumed to be acting in concert.

Accordingly, the Presumed Concert Party Group (as such term is defined in paragraph 10.4 ("Rule 9 disclosures") of Part IX of the Prospectus) excludes Martin Hellawell and Mandy Hellawell (individually and as trustees of a trust of which they and/or their family members are beneficiaries), Brian Wallace and each of their respective connected persons such that it comprises only Peter Kelly and his family members, Gilbert John Chalk and John Alan Putt (as trustees of a trust of which John Nash is the ultimate beneficiary), John Nash and any of their respective concert parties (together, the "Concert Party Group").

As at the date of this announcement, the aggregate holding of the Concert Party Group is 39.66 per cent. of the Company's voting share capital. Accordingly, the disclosures set out in paragraph 10.1 ("Mandatory bids") of Part IX of the Prospectus will apply to any further acquisition of interests in the Company's Shares by any member of the Concert Party Group.

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