Takeover Offer for IDS has become unconditional

On 30 April 2025, the offer for IDS by EP UK Bidco Limited was declared unconditional, and EP UK Bidco Limited now holds 75% of the shares in IDS. As notified to you in a letter dated 16 April 2025, EP UK Bidco Limited now intends to delist IDS from the London Stock Exchange. As a result, under HMRC rules, IDS shares will no longer be eligible for inclusion in a HMRC approved share incentive plan like the SIP. As no new SIP shares can be awarded once the IDS shares are delisted, IDS terminated the SIP with effect from 30 April 2025. This means that no new Partnership shares will be purchased on behalf of eligible employees and no further contributions will be taken from pay. Any contributions deducted in April will not be used to purchase Partnership shares and will instead be refunded through payroll in May with the normal tax deductions. No new Matching Shares will be awarded.

If you accepted the Offer before 1pm on 25 April 2025, you should receive the proceeds from the offer during the week commencing 19 May 2025.

If you have not accepted the Offer, the Offer remains open for acceptance, and you are urged to accept the Offer as soon as possible. It is not currently known when the Offer will close but this will be announced to the market in due course with at least 14 days’ notice.

To instruct the SIP Trustee to accept the Offer on your behalf, you will need to go to the SIP Offer website https://idsoffer.shareview.info/ and under the section Royal Mail Share Incentive Plan, select “Learn more” where you will find the SIP Key Dates, Frequently Asked Questions, Key Documents and a section entitled “Accept the Recommended Offer”.

If you have any further questions that relate to the impact of the Offer on your SIP Shares, please contact Equiniti on +44 (0) 330 123 0058. If you are calling from outside the United Kingdom calls will be charged at the applicable international rate. The Equiniti Employee Helpdesk is open from 8:30am to 5:30pm (U.K. time) Monday to Friday excluding public holidays in England and Wales. Calls may be recorded and randomly monitored for security and training purposes.

What happens if I don’t accept the Offer?

If you do not wish to accept the Offer, you do not need to take any action. The SIP trustee will continue to hold your SIP shares unless and until there is a Squeeze-Out, as explained below. However, as EP UK Bidco Limited holds 75% of IDS shares, it intends to delist IDS shares from the London Stock Exchange and re-register IDS as a private company. If you do not accept the Offer, you will be a shareholder in a private limited company meaning it will be difficult to sell your IDS shares in the future, and the value of your IDS shares may be affected as a consequence.

If EP UK Bidco Limited acquires 90% or more of the IDS shares to which the Offer relates, it will have the right, under the Companies Act 2006, to compulsorily purchase the remaining IDS shares, on the same terms as the Offer (a “Squeeze-Out”). This means that, if you do not accept the Offer and there is a Squeeze-Out, your SIP shares will be automatically sold to EP UK Bidco Limited. More information can be found in the Offer Document, available at https://idsoffer.shareview.info/. Please note that there is no guarantee that a Squeeze-Out will take place.

You can still access you SIP shares account here