Alpha Group International has announced that its shareholders today voted to approve the acquisition by Corpay Inc.

The Court Meeting and General Meeting were held earlier today in connection with the acquisition and:

• the requisite majority of Scheme Shareholders voted to approve the Scheme at the Court Meeting; and
• the requisite majority of Alpha Shareholders voted to approve the Special Resolution at the General Meeting.

On 23 July 2025, the boards of Alpha and Corpay jointly announced that they had reached agreement on the terms of a recommended acquisition, pursuant to which Corpay would acquire the entire issued and to be issued ordinary share capital of Alpha, to be effected by means of a Court approved scheme of arrangement under Part 26 of the Companies Act 2006.

Under the terms of the acquisition, each Alpha Shareholder will be entitled to receive 4,250 pence in cash for each Alpha share.

The Acquisition Price values the entire issued and to be issued ordinary share capital of Alpha at approximately £1,805 million on a fully diluted basis and represents a premium of approximately:

• 55% to Alpha’s undisturbed share price of £27.45 per share on 1 May 2025 (being the last Business Day before Corpay’s announcement on 2 May 2025 that it was in discussions with Alpha in relation to a possible cash offer for Alpha); and
• 71% to Alpha’s volume-weighted-average price of £24.81 per share for the one-month period ended 1 May 2025.

The terms of the Acquisition imply an enterprise value of Alpha of £1,610 million.

Following today’s vote, the Scheme remains subject to the sanction by the Court at the Scheme Court Hearing, which is expected to take place during the fourth quarter of 2025, and the satisfaction (or, if capable of waiver, the waiver) of the other Conditions to the Scheme. Subject to the Scheme receiving the sanction of the Court on that date, the Scheme is expected to become effective during the fourth quarter of 2025.