• JLG shareholders to vote on scheme of arrangement with Bidder
• General JLG shareholders to receive $4.00 cash per share
• Relevant JLG shareholders can elect to receive scrip consideration

Johns Lyng Group Limited (JLG) has announced that it has entered into a scheme implementation deed with Sherwood BidCo Pty Ltd (Bidder), an entity owned and controlled by funds managed and advised by Pacific Equity Partners Pty Limited, under which Bidder will acquire 100% of the issued shares in JLG by way of a scheme of arrangement. Under the terms of the scheme, JLG shareholders that are not Relevant Shareholders (General JLG Shareholders) will receive $4.00 cash per share. JLG shareholders that are Relevant Shareholders have the option to receive some or all of their scheme consideration in the form of scrip consideration, being 4 shares in Bidder's ultimate holding company for every 1 JLG share, with cash consideration for the remainder of their shares. Any Relevant Shareholder who does not make a valid election will receive 100% of their entitlement to scheme consideration in the form of cash consideration. The Supreme Court of New South Wales has made orders directing JLG to convene separate meetings of General JLG Shareholders and Relevant Shareholders to consider and vote on the scheme. The scheme booklet, including the notices convening the scheme meetings and the Independent Expert's Report, is expected to be sent to JLG shareholders on or before Monday, 8 September 2025 following registration with ASIC. The Independent Directors unanimously recommend voting in favour of the scheme, in the absence of a Superior Proposal and subject to the Independent Expert concluding that the scheme is fair and reasonable and therefore in the best interest of JLG shareholders.