Tanfield Regulatory News (TAN)

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

Tanfield Group Plc

("Tanfield" or the "Company")

Snorkel Investment Update

The Board of Tanfield (the "Board") is pleased to update the market on its investment in Snorkel International Holdings LLC ("Snorkel"), the aerial work platform business.

Investment Background

· Tanfield is a 49% member of Snorkel following the joint venture between the Company and Xtreme Manufacturing LLC ("Xtreme") (the "Contemplated Transaction"), in October 2013.

· The Snorkel investment is valued at £19.1m. The outcome of the US Proceedings referenced below could have an impact on this valuation.

· On 22 October 2019, the Company announced that it had received a Summons and Complaint, filed in Nevada (the "US Proceedings") by subsidiaries of Xtreme, SKL Holdings LLC ("SKL") and Snorkel, relating to the terms of the Contemplated Transaction.

· On 19 May 2025, the Company announced that the Court granted its motion for partial summary judgement concerning the contractual obligations of Snorkel under the agreements of the Contemplated Transaction (the "Contract"). In doing so, the Court confirmed that the Company's 49% interest in Snorkel cannot be acquired for $0 (nil), as alleged by Xtreme. 

· On 26 November 2025, the Company announced that the Court granted its further motion for partial summary judgement, confirming that because Snorkel did exercise its Call Option in November 2018, it must fulfil the contractual obligations to acquire the Company's 49% interest in Snorkel, consisting of payment of the Priority Amount and Preferred Return (collectively the "Preferred Interest") plus the Option Price, a calculation derived from the EBITDA of Snorkel at that time of exercise. 

· On 3 March 2026, the Company announced that the Court granted its motion for certification of the prior orders as final.

Update on the US Proceedings

As reported on 22 October 2019, the Company received a Summons and Complaint, filed by subsidiaries of Xtreme, relating to the Contemplated Transaction. In which it was alleged that, pursuant to issuing a Call Option Notice in November 2018, Xtreme can acquire Tanfield's 49% interest in Snorkel for $0 (nil) and specifically, that payment of the Preferred Interest, which on 30 September 2018 amounted to approximately $25m, was not required. The Board disagreed and has always vigorously defended its position, including asserting its own counter claims against companies Snorkel, SKL, Xtreme and Ahern Rentals Inc, and against individuals Don Ahern, Charles Brooks and Matthew Elvin, as directors and officers of some / all the aforementioned companies.

As reported on 3 March 2026, following the Court granting the Company's motions for partial summary judgement in relation to confirming the terms of Snorkel's Call Option, and granting the Company's motion for specific performance, which confirmed that as Snorkel exercised its Call Option in November 2018, it must perform and fulfil its obligations under the terms of the Contract, which require it to acquire Tanfield's 49% interest by paying the Preferred Interest plus the Option Price, the court certified these prior orders as final. 

The Company also reported that the only matter remaining in relation to the exercise of the Call Option is to ascertain what is the value of the Option Price, which could be as low as £0 (nil), or it could be a positive value which would also be owed to the Company as part of the performance of the Call Option exercise to acquire our 49% membership. 

The Company has recently received notification that Snorkel International intends to appeal the court's rulings in the US Proceedings. Based on the limited information provided to the Company as part of the notice of appeal, the Board believes it is unlikely that the supreme court will not uphold the rulings made by the district court in the US Proceedings, and as such continues to believe that the investment in Snorkel International should result in a return of value to Shareholders and that further positive outcomes in relation to the other matters, including the Option Price, are possible.

The Board previously expected a trial on the remaining matters to commence around the summer of 2026 but, after receiving the notice to appeal, the Board do not believe these matters will be concluded until the completion of the appeal process. Currently, it is not known when that is likely to be, but further updates will be provided to Shareholders in due course.

For further information:

Tanfield Group Plc 0203 829 5000

Daryn Robinson

Zeus Capital Limited- Nominated Advisor / Broker

James Joyce / Andrew de Andrade 0203 829 5000