WALKER BOOKS LIMITED

ORDINARY SHARE CAPITAL OF WALKER BOOKS LIMITED (“WALKER BOOKS”), A PRIVATE LIMITED COMPANY INCORPORATED IN ENGLAND AND WALES WITH COMPANY NUMBER 01378601, NOT ALREADY DIRECTLY OR INDIRECTLY OWNED BY IT Notice is hereby given, in accordance with section 978(1)(c)(ii) of the Companies Act 2006, that: 1. by means of an offer document dated and posted on 10 December 2020 (the “Offer Document”), TGM UK is making a recommended cash offer to acquire the entire issued ordinary share capital of Walker Books not directly or indirectly owned by it (the “Offer”); and 2. a hard copy of the Offer Document and the Form of Acceptance and/or Form of Instruction (as applicable relating to the Offer may be obtained from Fox Williams LLP, the legal advisers to TGM UK. Please call (telephone: +44 (0)20 7628 2000) with the reference GFM/BES/T/ 728/24 to arrange for a copy to be provided or write to Fox Williams LLP at Fox Williams LLP, 10 Finsbury Square, London EC2A 1AF for the attention of Guy Morgan/Bethany Silkin stating your name and an address to which the hard copy documents may be sent. The full terms and conditions of the Offer (including details of how the Offer may be accepted) are set out in the Offer Document and, for Shareholders who are the legal owners of Offer Shares, the Form of Acceptance, and for Company SIP Beneficiaries who are the beneficial owner of Company SIP Shares, the Form of Instruction. This notice does not constitute, and must not be construed as, an offer. Walker Books Shareholders and Company SIP Beneficiaries who accept the Offer may rely only on the Offer Document and the Form of Acceptance and/or Form of Instruction (as applicable) for all the terms and conditions of the Offer. Terms defined in the Offer Document have the same meaning in this notice. The distribution of the Offer Document (and the accompanying Form of Acceptance and/or Form of Instruction (as applicable)) and the availability of the Offer in jurisdictions other than the UK may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the UK should inform themselves about, and observe, any applicable requirements. This document (and the accompanying Form of Acceptance and/or Form of Instruction (as applicable)) has been prepared for the purpose of complying with English law and the information disclosed may not be the same as that which would have been disclosed if this document (and the accompanying Form of Acceptance and/or Form of Instruction) had been prepared in accordance with the laws of jurisdictions outside the UK. The making of the Offer in, or to persons resident in, or nationals or citizens of any Restricted Jurisdiction may be affected by the laws of the Restricted Jurisdiction. Such Shareholders or Company SIP Beneficiaries should inform themselves about, and observe, any applicable legal requirements of such jurisdictions. It is the responsibility of any overseas Shareholder or Company SIP Beneficiary wishing to accept the Offer or to instruct the Company SIP Trustees to accept the Offer on his behalf to satisfy himself as to the full observance of the laws and regulatory requirements of the relevant jurisdiction in connection with the Offer, including obtaining any governmental, exchange control or other consents which may be required or the compliance with other necessary formalities needing to be observed and the payment of any issue, transfer or other taxes or duties or other requisite payments due in that jurisdiction. The Offer is not being made, directly or indirectly, in or into or by use of the mails of, or by any means or instrumentality (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of a Restricted Jurisdiction and the Offer cannot be accepted by any such use, means or instrumentality or otherwise from within a Restricted Jurisdiction. Persons receiving this document and the Form of Acceptance and/or Form of Instruction (as applicable) (including, without limitation, custodians, nominees and trustees) should not distribute, mail or send them in, into or from a Restricted Jurisdiction or use such mails or any such means, instrumentality or facility for any purpose directly or indirectly in connection with the Offer, and so doing may render any purported acceptance of the Offer invalid. The Offer is made by means of the Offer Document and the Form of Acceptance and/or Form of Instruction (as applicable) and is made in respect of all Walker Books Shares not already directly or indirectly owned by TGM UK, including those held by persons to whom the Offer Document and the Form of Acceptance and/or Form of Instruction (as applicable) are not being despatched. The Offer is, by means of this notice, being notified to all persons who hold Offer Shares to whom the Offer Document and the Form of Acceptance and/or Form of Instruction (as applicable) may not be despatched. If you are in any doubt about the contents of this document, the Form of Acceptance and/or Form of Instruction (as applicable), and/or the action you should take, you are recommended to immediately seek your own personal financial advice from an independent professional financial adviser authorised under the Financial Services and Markets Act 2000 if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser. TGM UK Bidco Limited 10 December 2020 Corporate insolvency NOTICES OF DIVIDENDS