NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

28 March 2024

THE QUARTO GROUP INC.

(the 'Company' or 'Quarto')

Tender Offer - payment for tendered shares

The Tender Offer, where the Company offered to purchase up to 11,276,774 of its shares of common stock, par value $0.10 per share ("Common Shares"), closed on 29 February 2024, and it was announced on 1 March 2024 that 10,639,491 Common Shares had been validly tendered and that the Company had accepted all such tendered Common Shares.

Payment for tendered Common Shares

The Company now confirms that payment for the Common Shares tendered will be made to the registered shareholder on 28 March 2024, as previously announced:

·    Certificated shareholders: cheques for certificated Common Shares will be prepared and dispatched

·    CREST held accounts: CREST accounts will be credited

Withholding tax

The Company is obliged to apply US withholding tax to the tender payment made by the Company up to a rate of 30% where the completed tax forms indicated below have not been received for each shareholding tendered:

·    Section 302 form, and

·    A W-8 form relevant to a non-US taxpayer, or W-9 form for a US taxpayer.

The Company will return any tax withheld from the tender payment if Quarto receives from the registered shareholder for each shareholding tendered both completed tax forms by 30^th April 2024

Copies of the W-8, W-9, and Section 302 forms are available for download from https://www.quarto.com/aboutus/investornews.aspx

The completed forms should be submitted to the following address:  

Tender Offer

The Quarto Group Inc.

c/o Quarto Publishing Plc

1 Triptych Place 2nd Floor
185 Park Street
London

SE1 9BL
United Kingdom

Completed tax forms can also be submitted by email to investors@quarto.com

Refund payments, if any, will be made as follows:

1.   CREST accounts credited for uncertified common shares: 9 May 2024 

2.   Refund payments related to certificated shareholdings will be made by cheque - prepared and mailed from 9 May 2024

Please note that after the Company has remitted the withholding tax to the US tax authority, the IRS, at the end of April 2024, any adjustments or refund applications must be directed to the IRS.  You will be able to apply for a refund from the IRS only after the Company has filed its taxes for this fiscal year, which will be completed in Q1 2025.

We appreciate your prompt attention to this matter and your understanding of the legal obligations to which the Company must adhere.

For further information, please contact: