No intention to make an offer for ATG plc

About this update from Auction Technology Group Plc

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") FOR IMMEDIATE RELEASE 2 February 2026 FitzWalter Capital Limited,  for and on behalf of funds and/or investment vehicles managed or advised by it ("FitzWalter") No intention to make an offer for Auction Technology Group plc ("ATG" or the "Company") On 29 January 2026, FitzWalter was informed that the Board had unanimously rejected FitzWalter's proposed offer of 400 pence per ATG share. In light of the Board's rejection and refusal to facilitate access to due diligence, FitzWalter confirms that it does not intend to make an offer for ATG. This is a statement to which Rule 2.8 of the Code applies. Accordingly, FitzWalter and any person(s) acting in concert with it will, except with the consent of the Panel on Takeovers and Mergers (the "Takeover Panel"), be bound by the restrictions set out in Rule 2.8 of the Code, including that it will not be able to make an offer for ATG, subject to the exceptions in Rule 2.8, for six months from the date of this announcement. Under Note 2 on Rule 2.8 of the Code, FitzWalter, and any person(s) acting in concert with it, reserves the right to set the restrictions in Rule 2.8 aside in the following circumstances: (a)      with the agreement of the board of directors of ATG; (b)      following the announcement of a firm intention to make an offer for ATG by, or on behalf of, a third party; (c)      following the announcement by ATG of a Rule 9 waiver proposal (see Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a reverse takeover (as defined in the Code); or (d)      if there has been a material change of circumstances (as determined by the Takeover Panel). Enquiries  FitzWalter Capital Limited +44 (0)20 7550 6104 Andrew Gray   Media enquiries Greenbrook +44 207 952 2000 Rob White Michael Russell   [email protected] Important notices This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to this announcement or otherwise. The distribution of this announcement in jurisdictions other than the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of ATG who are not resident in the United Kingdom will need to inform themselves about, and observe, any applicable requirements.

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