WYG Regulatory News (WYG)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

9 July 2019

RECOMMENDED CASH OFFER

for

WYG PLC ("WYG" or the "COMPANY")

by

TETRA TECH UK HOLDINGS LIMITED ("TETRA TECH")a wholly-owned subsidiary of Tetra Tech, Inc.

COMPLETION OF ACQUISITION BY TETRA TECH

On 20 May 2019 the boards of WYG and Tetra Tech announced that they had reached an agreement on the terms of a recommended cash offer to be made by Tetra Tech for WYG pursuant to which Tetra Tech would acquire the entire issued and to be issued ordinary share capital of WYG (the "Acquisition"). The Acquisition is being implemented by means of a scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme").

WYG and Tetra Tech are pleased to announce that the Scheme has now become effective in accordance with its terms.

Scheme Shareholders on the register of members of the Company at the Scheme Record Time, being 6.00 p.m. on 8 July 2019, will receive 55 pence in cash for each Scheme Share. The latest date for despatch of cheques and settlement of the cash consideration for the Acquisition is 24 July 2019.

Trading in WYG Shares on AIM was suspended with effect from 7.30 a.m. on 9 July 2019. The cancellation of admission to trading of WYG Shares on AIM is expected to take effect at 7.00 a.m. on 10 July 2019.

As a result of the Scheme having become effective, share certificates in respect of WYG Shares have ceased to be valid documents of title and entitlements to WYG Shares held in uncertificated form in CREST are being cancelled.

Additionally, as a result of the Scheme becoming effective, Jeremy Beeton, Neil Masom and Marcia Marini have resigned as Non-Executive Directors of the WYG Board and Richard A. Lemmon and Derek Amidon have been appointed to the WYG Board.

Defined terms used but not defined in this announcement have the meaning given to them in the scheme circular sent to WYG Shareholders on 3 June 2019.

Enquiries:

IMPORTANT NOTICES

Perella Weinberg Partners UK LLP, which is authorised and regulated in the United Kingdom by the FCA, is acting as financial adviser to Tetra Tech and for no one else in connection with the Acquisition or other matters referred to in this announcement and will not be responsible to anyone other than Tetra Tech for providing the protections afforded to its clients nor for providing advice in relation to the Acquisition, the contents of this announcement or any other matters set out in this announcement.

N+1 Singer Advisory LLP, which is authorised and regulated in the United Kingdom by the FCA, is acting exclusively as financial adviser under Rule 3 of the Code and broker to WYG in connection with the matters set out in this announcement and for no one else and will not be responsible to anyone other than WYG for providing the protections afforded to its clients or for providing advice in relation to the matters set out in this announcement.

Publication on websites and availability of hard copies

A copy of this announcement is available free of charge on WYG's website at www.wyg.com/investors and Tetra Tech, Inc.'s website at www.tetratech.com/investors.

Neither the contents of these websites nor the content of any other website accessible from hyperlinks on such websites is incorporated into, or forms part of, this announcement.

WYG Shareholders may, subject to applicable securities laws, request a hard copy of this announcement by contacting by contacting N+1 Singer on +44 (0)20 7496 3000 or, in writing, at 1 Bartholomew Lane, London EC2N 2AX. A hard copy of this announcement will not be sent unless so requested. A person so entitled may also request that all future documents, announcements and information to be sent to them in relation to the Acquisition should be in hard copy form.