AGGREKO PLC

Company Number: SC177553

NOTICE IS HEREBY GIVEN that, by an order (the "Order") of the Court of Session of Parliament House, Parliament Square, Edinburgh EH1 1RQ, Scotland (the “Court”) dated 30 March 2021 made in the above matters, the Court has ordered a meeting (the “Court Meeting”) to be convened of the holders of Scheme Shares as at the Voting Record Time (each as defined in the Scheme (defined below)) for the purpose of considering and, if thought fit, approving (with or without modification) a scheme of arrangement proposed to be made pursuant to Part 26 of the Companies Act 2006 (the “Act”) between Aggreko plc (the “Company”) and the holders of Scheme Shares (the “Scheme”) and that such meeting will be held at Conrad London St. James, 22-28 Broadway, London SW1H 0BH, England on 26 April 2021 at 10:00 a.m. (London time) at which all holders of Scheme Shares are requested to attend via a virtual meeting platform hosted by Lumi AGM UK Limited for this purpose (the "Virtual Meeting Platform").

At the Court Meeting, the following resolution will be proposed:

“THAT the scheme of arrangement dated 1 April 2021 (the “Scheme”), between the Company and the holders of Scheme Shares (as each defined in the Scheme), a copy of which has been produced to this meeting and, for the purposes of identification, initialled by the Chair of this meeting, in its original form or with or subject to any modification, addition or condition agreed by the Company and Bidco and approved or imposed by the Court, be approved and the directors of the Company (or a duly authorised committee thereof) be authorised to take all such actions as they may consider necessary or appropriate for carrying the Scheme into effect.”

A copy of the Scheme and a copy of the explanatory statement required to be published pursuant to section 897 of the Companies Act 2006 are incorporated into the circular relating to the Scheme (the "Circular"). The Circular will be sent to holders of the Scheme Shares and is available from the following websites: https://www.plc.aggreko.com/ and https://www.albionoffer.com/. Hard copies of the Circular (and any information expressly incorporated by reference therein) can be requested by contacting the Company's Registrar, Link Group, through any of the following methods: (i) by calling on +44 (0)371 664 0321 between 9:00 a.m. and 5:30 p.m. (London time) Monday to Friday (except public holidays in England and Wales); (ii) by email to enquiries@linkgroup.co.uk; or (iii) by submitting a request in writing to Link Group, PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom, in each case, stating the name, and the address to which the hard copy should be sent. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate. Please note that calls may be monitored or recorded.

Voting on the resolution to approve the Scheme will be by poll, which shall be conducted as the Chair of the Court Meeting may determine. By the Order, the Court has appointed Ken Hanna or, failing him, Chris Weston, or failing him, Heath Drewett, to act as chair of the Court Meeting and has directed the chair to report the result thereof to the Court.

The Scheme will be subject to the conditions more fully described in Part III of the Circular and the subsequent sanction of the Court.

COVID-19 Restrictions

The directors of the Company note the legislation and public health guidance issued by the UK Government in view of the ongoing COVID-19 pandemic. At the time of publication of this notice, the UK Government has prohibited public gatherings, save in certain limited circumstances. In light of these measures, together with the uncertainty as to any additional and/or alternative measures that may be put in place by the UK Government, and in order to protect the health and safety of the Company’s shareholders and directors, Scheme Shareholders (as defined in the Scheme) (including their duly appointed proxies and/or corporate representatives) and other persons will not be permitted to attend the Court Meeting in person, save for the Chair and anyone else nominated by the Chair in order to establish a quorum or to facilitate the proceedings of the Court Meeting.

Scheme Shareholders are strongly encouraged to appoint the Chair of the Court Meeting as their proxy for the Court Meeting. If any other person is appointed as proxy, he or she will not be permitted to attend the Court Meeting in person. However, the Company remains committed to encouraging shareholder engagement on the business of the Court Meeting. As such, Scheme Shareholders (including any of their duly appointed proxies and/or corporate representatives) will be able to access, follow the business of, attend, submit written questions and/or objections and vote at the Court Meeting, in each case, remotely via the Virtual Meeting Platform (even if a proxy appointment or voting instruction is submitted in advance).

Scheme Shareholders can also submit questions on the business of the Court Meeting in advance by email to investors@aggreko.biz, provided that such emails must be received no later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the Court Meeting or any adjournment thereof. The Company will endeavour to publish and maintain an appropriate summary of responses on its website at https://www.plc.aggreko.com/ in advance of the Court Meeting. In addition, Scheme Shareholders (and any of their respectively duly appointed proxies and/or corporate representatives) may also submit written questions at the Court Meeting remotely via the Virtual Meeting Platform. The Chair of the Court Meeting will ensure that relevant matters relating to the formal business of the Court Meeting are addressed in the Court Meeting. The summary of responses maintained on the Company's website will also be updated to include an appropriate summary of responses to questions addressed during the Court Meeting.

The COVID-19 situation is constantly evolving, and the UK Government may change current restrictions or implement further measures relating to the holding of shareholder meetings during the affected period. Any changes to the arrangements for the Court Meeting will be communicated to Scheme Shareholders before the Court Meeting, including through the Company's website at https://www.plc.aggreko.com/ and by announcement through a Regulatory Information Service.

Instructions for accessing the Virtual Meeting Platform

Scheme Shareholders (and their duly appointed proxies and/or corporate representatives) will be able to remotely access, follow the business of, attend, submit written questions and/or objections and vote at the Court Meeting via the Virtual Meeting Platform (even if a proxy appointment or voting instruction is submitted in advance).

The Virtual Meeting Platform can be accessed using a web browser, on any PC or PC equivalent or smartphone device. The web browser must be compatible with the latest browser versions of Chrome, Firefox, Internet Explorer 11 (Internet Explorer v. 10 and below are not supported), Edge and Safari. In order to access and engage in the business of the Court Meeting, as detailed above, using this method, please go to web.lumiagm.com.

Once Scheme Shareholders have accessed web.lumiagm.com from their web browser, they will be asked to enter the Lumi Meeting ID which is 129-218-626. They will then be prompted to enter their unique Investor Code (“IVC”) and PIN. Their IVC can be found on their share certificate and their PIN is the last four digits of their IVC. Access to the Court Meeting via the website will be available from 9:45 a.m. on 26 April 2021, as further detailed below. If Scheme Shareholders are unable to access their IVC and PIN, they can call Link Group on +44 (0)371 277 1020 between 9:00 a.m. and 5:30 p.m. (London time) Monday to Friday (except public holidays in England and Wales). Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate. Please note that calls may be monitored or recorded.

Scheme Shareholders are strongly encouraged to appoint the Chair of the Court Meeting as their proxy. If they wish to appoint a person other than the Chair of the Court Meeting as their proxy and for them to attend and engage in the business of the Court Meeting remotely via the Virtual Meeting Platform on their behalf, they should submit their proxy appointment in the usual way and then contact Link Group on +44 (0)371 277 1020 in order to obtain their unique IVC and PIN (which they can then pass on to their duly appointed proxy). This should be done as soon as possible and at least 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the Court Meeting.

If Scheme Shares are held by a nominee and the person beneficially entitled to such Scheme Shares wishes to attend the Court Meeting remotely via the Virtual Meeting Platform, they must contact their nominee as soon as possible. Their nominee must present a corporate letter of representation to the Company’s Registrar, Link Group, as soon as possible and at least 72 hours (excluding any part of that period falling on a non-working day) before the Court Meeting, in order for Link Group to provide their unique IVC and PIN to their nominee (to be passed on to the Scheme Shareholder) to enable them to access the Virtual Meeting Platform.

Access to the Court Meeting will be available from 9:45 a.m. on 26 April 2021, although the voting functionality will not be enabled until the Chair of the Court Meeting declares the poll open. Scheme Shareholders (and their duly appointed proxies and/or corporate representatives) will be permitted to submit written questions and/or objections (via the Virtual Meeting Platform) to the Company’s directors during the course of the Court Meeting.

During the Court Meeting, Scheme Shareholders must ensure they are connected to the internet at all times in order to access, follow the business of and submit written questions and/or objections and vote when the Chair commences polling. It is their responsibility to ensure connectivity for the duration of the Court Meeting. The Virtual Meeting Guide contains further information on accessing the Court Meeting remotely via the Virtual Meeting Platform and is available on the Company’s website at https://www.plc.aggreko.com/.

Right to Appoint a Proxy; Procedure for Appointment

It is important that as many votes as possible are cast so that the Court may be satisfied that there is a fair and reasonable representation of opinion of Scheme Shareholders. Whether or not Scheme Shareholders intend to remotely attend and/or vote at the Court Meeting, Scheme Shareholders are strongly advised to submit a proxy appointment and voting instruction (online through Signal Shares or Proxymity or electronically through CREST) or to complete, sign and return the blue Form of Proxy (by post), in each case, for the Court Meeting, as soon as possible and no later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the Court Meeting or any adjournment thereof.

If the blue Form of Proxy for the Court Meeting is not lodged by the relevant time, it may be emailed to post_proxy_deadline_court_votes@linkgroup.co.uk at any time prior to the commencement of the Court Meeting or any adjournment thereof.

The appointment of a proxy (online through Signal Shares or Proxymity, electronically through CREST, by completing, signing and returning the blue Form of Proxy by post or by any other method described in this notice) will not prevent Scheme Shareholders (or their duly appointed proxies and/or corporate representatives) from accessing, following the business of, attending, submitting written questions and/or objections and voting at the Court Meeting, in each case, remotely via the Virtual Meeting Platform, as described in this notice and in the Virtual Meeting Guide, if they are entitled to and wish to do so.

Sending Form of Proxy by post

Scheme Shareholders may complete and sign the blue Form of Proxy in accordance with the instructions printed thereon and return in the pre-paid envelope to the Company's Registrar, Link Group, by post to Link Group, PXS 1, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom, so as to be received as soon as possible and in any event not later than 10:00 a.m. (London time) on 22 April 2021 (or, if the Court Meeting is adjourned, the blue Form of Proxy should be received not later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the adjourned Meeting).

If the blue Form of Proxy is not lodged by the relevant time, it may be emailed to post_proxy_deadline_court_votes@linkgroup.co.uk at any time prior to the commencement of the Court Meeting or any adjournment thereof. Forms of Proxy returned by email in circumstances other than as set out in the foregoing sentence will not be accepted.

Scheme Shareholders may photocopy the Form of Proxy or request copies by contacting the Company's Registrar, Link Group, through any of the following methods: (i) by calling on +44 (0)371 664 0321 between 9:00 a.m. and 5:30 p.m. (London time) Monday to Friday (except public holidays in England and Wales); (ii) by email to enquiries@linkgroup.co.uk; or (iii) by submitting a request in writing to Link Group, PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom, in each case, stating their name, and the address to which the hard copy should be sent.

Online appointment of proxies through Signal Shares

Scheme Shareholders may appoint a proxy or proxies electronically for the Court Meeting (and any adjournment thereof) by logging onto the Company's Signal Shares website at https://shares.aggreko.com/ and following the instructions. If a Scheme Shareholder has not previously registered for electronic communications they will first be asked to register as a new user, for which they will require their investor code which can be found on their share certificate. For an electronic proxy appointment to be valid, the appointment must be received by Link Group not later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the Court Meeting or any adjournment thereof. Full details of the procedure to be followed to appoint a proxy electronically are given on the website.

If the electronic proxy appointment is not received by this time, the blue Form of Proxy may be emailed to post_proxy_deadline_court_votes@linkgroup.co.uk at any time prior to the commencement of the Court Meeting or any adjournment thereof.

Online appointment of proxies through Proxymity

Scheme Shareholders who are institutional investors may be able to appoint a proxy or proxies electronically for the Court Meeting (and any adjournment thereof) via the Proxymity platform. This process has been agreed by the Company and approved by the Company's Registrar, Link Group. For further information regarding Proxymity, please visit https://proxymity.io/.

Before appointing a proxy via Proxymity, the Scheme Shareholder must agree to Proxymity’s associated terms and conditions. It is important that they read these carefully as they will be bound by them and they will govern the electronic appointment of their proxy on this platform. Proxymity will then contract with the underlying institutional account holder directly, in order to accept their voting instructions through the Proxymity platform.

For an electronic proxy appointment to be valid, the proxy must be lodged no later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the Court Meeting or any adjournment thereof. If the electronic proxy appointment is not received by this time, the blue Form of Proxy may be emailed to post_proxy_deadline_court_votes@linkgroup.co.uk at any time prior to the commencement of the Court Meeting or any adjournment thereof.

Electronic appointment of proxies through CREST

Scheme Shareholders who hold Scheme Shares in uncertificated form through CREST and wish to appoint a proxy or proxies for the Court Meeting (or any adjournment thereof) by using the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed any voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.

In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with the specifications of Euroclear and must contain the information required for such instructions as described in the CREST Manual. The message (regardless of whether it constitutes the appointment of a proxy or an amendment to the instructions given to a previously appointed proxy) must, in order to be valid, be transmitted so as to be received by Link Group (ID: RA10) not later than 48 hours (excluding any part of such 48 hour period falling on a non-working day) before the time fixed for the Court Meeting or any adjournment thereof. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which Link Group are able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. If the CREST proxy appointment or instruction is not received by this time, the blue Form of Proxy may be emailed to post_proxy_deadline_court_votes@linkgroup.co.uk at any time prior to the commencement of the Court Meeting or any adjournment thereof.

CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed any voting service provider(s), to procure that his/her CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. For further information on the logistics of submitting messages in CREST, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the CREST Regulations.

Voting Record Time

Entitlement to attend (remotely, via the Virtual Meeting Platform) and vote (remotely, via the Virtual Meeting Platform, or by proxy) at the Court Meeting or any adjournment thereof and the number of votes which may be cast at the Court Meeting will be determined by reference to the register of members of the Company at 6:00 p.m. (London time) on 22 April 2021 or, if the Court Meeting is adjourned, 6:00 p.m. (London time) on the date which is two Business Days before the date fixed for the adjourned meeting. Changes to the register of members after the relevant time shall be disregarded in determining the rights of any person to attend (remotely, via the Virtual Meeting Platform) and vote (remotely, via the Virtual Meeting Platform, or by proxy) at the Court Meeting.

Joint Holders

In the case of joint holders of Scheme Shares, the vote of the senior who tenders a vote, whether remotely or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s). For this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

Corporate Representatives

As an alternative to appointing a proxy, any Scheme Shareholder which is a corporation may appoint one or more corporate representatives who may exercise on its behalf all its powers as a member, provided that if two or more corporate representatives purport to vote in respect of the same shares, if they purport to exercise the power in the same way as each other, the power is treated as exercised in that way, and in other cases the power is treated as not exercised.

Dated 1 April 2021

Slaughter and May

One Bunhill Row, London EC1Y 8YY

Dickson Minto W.S.

16 Charlotte Square, Edinburgh EH2 4DF

Solicitors for the Company