NOT FOR DISTRIBUTION, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, IN OR FROM ANY JURISDICTION OR TO DO SO CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

FOR IMMEDIATE RELEASE

December 9, 2020

GardaWorld sets aside a declaration of no increase

G4S plc (“G4S” or the “Company”) takes note of today’s announcement by Garda World Security Corporation (“GardaWorld”) regarding GardaWorld’s confirmation that the no-increase statement regarding the price of offer, set out in the final offer document published on December 2, 2020, is no longer in effect and has been set aside (the “Announcement”).

The announcement does not alter the intention of the G4S board of directors to unanimously recommend the cash offer from Atlas UK Bidco Limited (an entity controlled by Allied Universal) announced yesterday.

The announcement is available on https://www.g4s.com/investors/offer-and-possible-offer.

For more information, please contact:

Helen Parris

Director of Investor Relations

+44 (0) 207 9633189

Media inquiries

Sophie mcmillan

Head of media

+44 (0) 759 5523483

Press office

+44 (0) 207 9633333

G4S Joint Chief Financial Advisors and Brokers
Citigroup Global Markets Limited
JP Morgan Cazenove

G4S Financial Advisors
Lazard & Co., Limited
Goldman Sachs International

G4S Legal Advisers
Linklaters LLP

Media advisers
Brunswick

Notes to Editors
G4S is the global leader in security, specializing in providing security services and solutions to customers. Our mission is to create material and lasting value for our customers and shareholders by being the supply partner of choice in all our markets.

G4S is listed on the London Stock Exchange and has a secondary listing in Copenhagen. After taking into account the activities sold during the year, G4S is present in more than 80 countries and has approximately 533,000 employees. For more information on G4S, visit www.g4s.com.

Important Notices
Citigroup Global Markets Limited (“Citi”), which is authorized by the Prudential Regulation Authority (“PRA”) and regulated in the United Kingdom by the Financial Conduct Authority (“FCA”) and the PRA, acts exclusively for G4S and no ” other in connection with the matters set out in this announcement and will not regard any other person as its customer in connection with the matters of this announcement and will not be responsible to anyone other than G4S for providing the protections afforded to Citi customers nor for provide advice on any matter mentioned in this document.

JP Morgan Securities plc (which operates as an investment banking business in the UK as JP Morgan Cazenove) (“JP Morgan Cazenove”) which is licensed in the UK by the PRA and regulated in the UK by PRA and FCA, acts as financial advisor exclusively to G4S plc and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in connection with the matters set out in this announcement and will not will be responsible to no one other than G4S plc for providing the protections afforded to clients of JP Morgan Cazenove or its affiliates, nor for providing advice regarding any matter mentioned herein.

Lazard & Co., Limited, which is authorized and regulated in the UK by the Financial Conduct Authority, acts exclusively as financial advisor to G4S and no one else in connection with the matters set out in this announcement and will not be responsible for anyone other than G4S for providing the protections afforded to customers of Lazard & Co., Limited or for providing advice with respect to the matters set out in this announcement. Neither Lazard & Co., Limited nor any of its affiliates shall or accept any duty, liability or liability (direct or indirect, contractual, tort, statutory or otherwise) to any person who is not a customer. of Lazard & Co., Limited in connection with this announcement, any statement contained herein or otherwise.

Goldman Sachs International (“Goldman Sachs”), which is licensed in the UK by the PRA and regulated in the UK by the PRA and the FCA, acts exclusively for G4S and no one else in connection with the matters set out in this announcement. Goldman Sachs will not be responsible to anyone other than G4S for providing the protections afforded to Goldman Sachs clients or for providing advice with respect to any matter referred to herein.

Disclosure requirements
Under Rule 8.3 (a) of the Code, any person interested in 1% or more of any relevant class of securities of a target company or a public offering has been announced that their offer is, or is likely to be, ‘be, cash only) must make an Open Position Disclosure after the start of the offer period and, if subsequent, after the announcement in which any securities exchange offeror is identified for the first time. An open position disclosure must contain details of the person’s interests and short positions in, and rights to subscribe, for all relevant securities of each (i) of the target company and (ii) of any buyer. of titles. A disclosure of the open position by a person to whom rule 8.3 (a) applies must be made no later than 3:30 p.m. (London time) on the 10th business day after the start of the offer period. and, where applicable, no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Affected persons who trade the relevant securities of the target company or an offeror before the deadline for making an open position disclosure must instead make a trade disclosure.

Under Rule 8.3 (b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the target company or any securities exchange offeror must make a Disclosure of transaction if the person trades in any relevant security of the target company or any securities exchange offeror. A trade report should contain details of the relevant trade and the person’s interests and short positions in, and rights to subscribe, to all relevant securities of each (i) of the target company and (ii) of any offeror (s) to exchange securities, except to the extent that such details have already been disclosed under Rule 8 of the Code. A Transaction Disclosure by a person to whom Rule 8.3 (b) applies must be made no later than 3:30 p.m. (London time) on the business day following the date of the relevant transaction.

If two or more persons act together under an arrangement or arrangement, formal or informal, to acquire or control an interest in the relevant securities of a target company or a securities exchange offeror, they shall be deemed to be one person for the purposes of rule 8.3 of the Code.

Open Position Disclosures must also be made by the target company and any offeror and Transaction Disclosures should also be made by the target company, any offeror and any person acting in concert with any of them. them (see Rules 8.1, 8.2 and 8.4 of the code).

Details of the target and offering companies regarding the relevant securities whose opening position statements and transaction reports are to be made can be found in the disclosure table on the Takeover Panel website at www.thetakeoverpanel .org.uk, including details of the number of securities outstanding, when the offer period began and when an offeror was first identified. You should contact the Panel’s Market Watch Unit on +44 (0) 20 7638 0129 if you are in any doubt as to whether you should make an Open Position Disclosure or a Trade Disclosure.

Rule 26.1 Disclosure
In accordance with Rule 26.1 of the Code, a copy of this announcement will be made available on www.G4S.com, no later than noon (London time) on the business day following such announcement. The website content referred to in this advertisement is not and does not form part of it.


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