Learning Technologies Group plc (LTG) Ordinary 0.375p

Important - as explained below, if electing for one of the unlisted share alternative offers you must provide your city of birth in the ‘further details’ box below. If you give an election without the required KYC data it will be rejected and you will instead receive the cash payment.

Leopard UK Bidco Ltd have made an offer to buy Learning Technologies Group plc for 100p in cash per share. Alternatively, you can elect for one of two alternative share offers.

Shareholders approved this takeover at meetings held on 6 February 2025. The takeover still needs court approval at a hearing on 24 March 2025. If the takeover is approved, the effective date has been confirmed as 31 March 2025.

Alternative unlisted share offers - deadline noon on Friday 14 March 2025

Alternative unlisted share offer 1

As an alternative to the 100p per share consideration, you can elect to receive 1 Leopard UK Bidco Ltd Rollover share for each Learning Technologies Group plc share held.

Alternative unlisted share offer 2

As a second alternative to the 100p per share consideration, you can elect to receive 0.8252 of a Leopard UK Bidco Ltd Rollover share and 0.2 of a Leopard UK Bidco B Preference share for each Learning Technologies Group plc share held.

A summary of the unlisted rollover shares is provided below:

   • The shares will be unlisted and will not be admitted to trading on any stock exchange.

   • The shares will be of uncertain value, wont be transferable, and there can be no       assurance that they will be capable of being sold in the future.
   • You can elect to receive unlisted rollover shares for some or all of your shares. There is       a maximum number of rollover and preference shares available so elections may be       scaled back, so you might not get all the unlisted shares you ask for. If you elect for       unlisted shares and elections are scaled back, you will receive the default terms (100p       in cash per share).
   • You can only elect for one of the alternative offers and not a combination of both.
   •  As the preference shares and rollover shares are unlisted, they cannot be held in an       ISA. As a result, any holding of unlisted shares within a HL Stocks & Shares ISA would       need to be removed within 30 days of being credited.
   • The rollover shares are expected to be held in a lock-up period for an initial five-year       period.

How to elect for the Alternative unlisted share offers

If you would like to receive the cash consideration of 100p per share, you do not need to take any action and do not need to follow the steps below.

If you would like to elect to receive one of the unlisted share alternatives instead of the cash, please follow the steps below:

1. Read the full terms, conditions and risk factors associated with the unlisted share offers in the Scheme Document which is available at https://ltgplc.com/offer-microsite/

2. Give an election below confirming the number of Learning Technologies Group plc that you wish to swap for the unlisted share alternative. In the ‘further details’ box below please supply your city of birth which is needed to complete the KYC data required.

By giving an election for the unlisted shares below you agree to the following:

 That you have read and understood full terms, conditions and risk factors associated with the unlisted share offer set out in the Scheme Document and that any decision is based on that information and not the very high-level summary provided here.

 That you authorise Hargreaves Lansdown to pass certain ‘know your client’ (KYC) data onto the offeror and their advisers, including your: full name, address, date and place of birth, email address, nationality, and phone number.

We need to receive your election and required KYC data before noon on 14 March 2025. If you give an election without the required KYC data it will be rejected and you will instead receive the cash payment.

If you want to sell your shares before the takeover completes you'll need to do so before the end of the day on Friday 28 March 2025.

If you do not elect for either share alternative and you do not sell your shares and the takeover is approved, you will receive 100p for each share you hold at the close of business on 31 March 2025. The cash will be credited to your account around 14 April 2025. The unlisted shares if you elect for one of the alternative offers will be credited on or around the same time.

This is not personal advice and is a very high-level summary only. You are strongly recommended to seek your own independent financial, tax and legal advice before deciding whether to elect for the Alternative Offer.

Details of this event will be sent to Qualifying Hargreaves Lansdown clients by either post or secure message. Please note that any instruction you give must be based on the full details provided in the Scheme Document and not on the summary information outlined above.