No Intention to Make an Offer for CAB Payments

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 OR REGULATIONS OF SUCH JURISDICTION.

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"). THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

5th May 2026

StoneX Group Inc. ("StoneX")

No Intention to Make an Offer for CAB Payments Holdings plc ("CAB Payments")

On 16th April 2026, the Independent Board of CAB Payments announced that it would be minded to recommend an increased final possible offer by StoneX at a price of 110p per share.

StoneX is disappointed by the Helios Consortium's subsequent announcement that it will neither provide an irrevocable undertaking or otherwise support or accept such an offer.

Having reflected on the Helios Consortium's decision (which prevents StoneX from acquiring 100% control of CAB Payments), StoneX today confirms that it does not intend to proceed to make an offer for CAB Payments.

This is a statement to which Rule 2.8 of the Code applies. Accordingly, StoneX and any person acting in concert with it will be bound by the restrictions under Rule 2.8 of the Code, save in the circumstances set out below or otherwise with the consent of the Panel on Takeovers and Mergers (the "Panel").

Under Note 2 on Rule 2.8 of the Code, StoneX (and any person acting in concert with it) reserves the right to set aside the restrictions in Rule 2.8 of the Code within six months of the date of this announcement in any one or more of the following circumstances: (i) in the event the Helios Consortium's firm offer is withdrawn or lapses, with the agreement of the Board of CAB Payments; (ii) a third party (other than the Helios Consortium) announces a firm intention to make an offer for CAB Payments; (iii) CAB Payments announces a Rule 9 waiver proposal (as described in Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a reverse takeover (as defined in the Code); or (iv) there has been a material change of circumstances (as determined by the Panel).

Contacts

StoneX

Kevin Murphy Tel: +1 (212) 403 7296

Perella Weinberg Partners (Financial Adviser to StoneX)

David Wyles / Timm Schipporeit / Edyta Lipka / Adnan Choudhury Tel: +44 (0) 20 7268 2800

About StoneX

StoneX Group Inc., through its subsidiaries, operates a global financial services network that connects companies, organizations, traders, and investors to the global market ecosystem through a unique blend of digital platforms, end-to-end clearing and execution services, high touch service and deep expertise. StoneX strives to be the one trusted partner to its clients, providing its network, product, and services to allow them to pursue trading opportunities, manage their market risks, make investments, and improve their business performance. A Fortune-500 company headquartered in New York City and listed on the Nasdaq Global Select Market (NASDAQ:SNEX), StoneX Group Inc. and its approximately 5,400 employees serve more than 80,000 commercial, institutional, and global payments clients, and more than 400,000 retail accounts, from more than 80 offices spread across five continents. 

Important notices:

This announcement is not intended to and does not constitute or form any part of any offer to buy or the solicitation of an offer to subscribe for, sell or otherwise dispose of, or an invitation to purchase, otherwise acquire or subscribe for any securities or the solicitation of any vote in any jurisdiction whether pursuant to this announcement or otherwise. Any offer (if made) will be made solely by certain offer documentation which will contain the full terms and conditions of any offer (if made), including details of how it may be accepted.

The release, publication or distribution of this announcement in whole or in part in, into or from certain jurisdictions may be restricted by law and therefore persons in such jurisdictions or into whose possession this announcement comes should inform themselves about and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

This announcement has been prepared in accordance with English law and information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside England.

Perella Weinberg UK Limited ("Perella Weinberg Partners"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority (the "FCA"), is acting exclusively for StoneX in connection with the matters set out in this announcement and for no one else and will not be responsible to anyone other than StoneX for providing the protections afforded to its clients nor for providing advice in relation to the matters set out in this announcement. Neither Perella Weinberg Partners nor any of its affiliates and their respective directors, officers, employees or agents owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Perella Weinberg Partners in connection with this announcement, any statement contained herein or otherwise.

Website publication:

In accordance with Rule 26.1 of the Code, a copy of this announcement will be published on StoneX's website at www.stonex.com promptly and by no later than 12 noon (London time) on the business day following this announcement (subject to certain restrictions relating to persons resident in restricted jurisdictions). The content of this website is not incorporated in, and does not form part of, this announcement.