Aquis Exchange Acquisition by SIX Group Nears Completion

Aquis has provided an update on the proposed acquisition offer for Aquis Exchange PLC by SIX Exchange Group AG, confirming that all conditions related to antitrust and regulatory approvals have now been satisfied or waived.

The Scheme remains subject to certain other conditions, including sanction by the Court at a Sanction Hearing and the delivery of a copy of the Court Order to the Registrar of Companies. The Sanction Hearing has been scheduled to be held on June 30, 2025.

Subject to the Scheme receiving the sanction of the Court at the Sanction Hearing, the delivery of a copy of the Court Order to the Registrar of Companies, and the satisfaction (or, where applicable, waiver) of the remaining general conditions outlined in Part III of the Scheme Document, the Scheme is expected to become effective on July 1, 2025.

Consequently, the last day of dealings in, and for registration of transfers of, Aquis Shares is expected to be June 30, 2025. All dealings in Aquis Shares are anticipated to be suspended from 7:30 a.m. on July 1, 2025. Additionally, the admission to trading of Aquis Shares on AIM and on the Aquis Stock Exchange is expected to be cancelled with effect from 7:00 a.m. on July 2, 2025.

Under the terms of the offer, each Aquis Shareholder will be entitled to receive 727 pence in cash for each Aquis share. The cash consideration represents a premium of approximately:

• ​120% to the closing price of 330 pence per Aquis Share on November 8, 2024 (the last trading day before the commencement of the Offer Period);

• ​68% to the six-month volume-weighted average price of 433 pence per Aquis Share to November 8, 2024;

• ​76% to the nine-month volume-weighted average price of 413 pence per Aquis Share to November 8, 2024; and

• ​45% to the highest closing price per Aquis Share of 500 pence in the 12-month period prior to November 8, 2024.

The offer values the entire issued and to be issued share capital of Aquis at approximately £207 million (using the treasury stock method for share options), and £225 million on a fully diluted basis. This implies an enterprise value of approximately £194 million.