Response to Cathexis

19 January 2016

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

ISG plc ("ISG" or the "Company")

ISG reconfirms its rejection of the offer from Cathexis UK Holdings Limited ("Cathexis") of 143p per share (the "Offer")

The Board of ISG notes the announcement by Cathexis that it has today posted to shareholders a further document (the "Response Document") in connection with its unsolicited Offer of 143p per share. The Board has reviewed the Response Document in detail, following which it reconfirms its rejection of the Offer.

The Board reminds shareholders that the level of acceptances to the Offer as at the first closing date on 11 January 2016 was only 1.58% of the Company's current issued share capital and that since that date the ISG share price has consistently traded above the Offer price of 143p1.

As previously communicated in the document posted to shareholders on 30 December 2015, the Board of ISG, together with its advisers, has carefully considered the merits of the Offer and has unanimously rejected it as significantly undervaluing the Company:

· Cathexis' inadequate Offer fails to reflect the recent growth and future potential of ISG's core fit out businesses.

· Cathexis is an astute investor which has bought its ISG shares at times when the share price has been low and now sees further value in your ISG shares at your expense.

· Cathexis is not paying an adequate premium for control of your Company and your dividend is at risk if it seizes control of your Company.

ALL ISG SHAREHOLDERS ARE ADVISED TO CONTINUE TO TAKE NO ACTION WHATSOEVER AND TO IGNORE THE OFFER.

1. The Daily Official List closing prices of ISG plc shares were 147.0p on 11 January 2016, 148.0p on 12 January 2016, 150.0p on 13 January 2016, 151.5p on 14 January 2016, 150.0p on 15 January 2016 and 150.0p on 18 January 2016.

Enquiries:

ISG plc

Numis

Disclaimer

Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for ISG and no one else in connection with the Offer and the contents of this announcement and will not be responsible to anyone other than ISG for providing the protections afforded to its clients nor for providing advice in connection with the Offer or any matter referred to herein.

Publication on Website

A copy of this announcement will be available on the Company's website (www.isgplc.com) by no later than 12 noon (London time) on 20 January 2016. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Responsibility statement

The Directors of ISG accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Directors, who have taken all reasonable care to ensure such is the case, the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.