General Meeting – Voting Results

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY RESTRICTED JURISDICTIONS OR JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

15 June 2017

John Wood Group PLC (“Company”)

General Meeting – Voting Results

At the General Meeting of John Wood Group PLC held on 15 June 2017, the resolution put to shareholders was passed on a poll with the required majority.

Full details of the resolution passed, together with explanatory notes, are set out in the Company’s circular dated 23 May 2017 (the “Circular”), including notice of the General Meeting, which is available on the Company's website, www.woodgroup.com. The resolution was proposed as an ordinary resolution. Defined terms used but not defined in this announcement have the same meaning as set out in the Circular.

Issued share capital at meeting date:  383,175,384

Number of votes per share:  1 vote per share

Resolution

To approve the acquisition of Amec Foster Wheeler plc by the Company, as more particularly described in the Notice of General Meeting.

The final vote received in respect of the resolution was as follows:

Votes For (Including Discretionary)

%

Votes Against

%

Votes Total

% of Issued Share Capital Voted

Votes Withheld*

301,043,775

99.93%

207,406

0.07%

301,251,181

78.62%

2,567,897

* A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.

In accordance with Listing Rule 9.6.2 a copy of the resolution passed at the General Meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at: www.morningstar.co.uk/uk/nsm.

Notification authorised by:

WILLIAM SETTER

COMPANY SECRETARY

-END-

Enquiries

Wood Group

Andrew Rose, Head of Investor Relations                                   Tel: +44 (0)12 2453 2716

J.P. Morgan Cazenove (financial adviser and corporate broker to Wood Group)

Michael Wentworth-Stanley / Dag Skattum                                  Tel: +44 (0)20 7742 4000

Richard Perelman / James Robinson

Credit Suisse (financial adviser and corporate broker to Wood Group)

Jonathan Grundy / John Hannaford                                            Tel: +44 (0)20 7888 8888

James Peterkin / Joe Hannon

Brunswick (Public Relations Adviser to Wood Group)

Patrick Handley                                                                         Tel: +44 (0)20 7404 5959

Notes to Editors

Wood Group is an international energy services company with around US$5bn sales and operating in more than 40 countries. The Group designs, modifies, constructs and operates industrial facilities mainly for the oil & gas sector, right across the asset life cycle. We enhance this with a wide range of specialist technical solutions including our world leading subsea, automation and integrity solutions. Our real differentiator is our range of services, the quality of our delivery, the passion of our people, our culture and values. We are extending the scale and scope of our core services into adjacent industries. Visit Wood Group at www.woodgroup.com and connect with us on LinkedIn and Twitter.

Important notices

Cautionary Note Regarding Forward-Looking Statements

This announcement may contain or may have incorporated within it, certain forward-looking statements with respect to the financial condition, results of operations and business of Amec Foster Wheeler and certain plans and objectives of Wood Group with respect thereto.  These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements often use words such as “anticipate”, “target”, “expect”, “estimate”, “intend”, “plan”, “goal”, “believe”, “hope”, “aims”, “continue”, “will”, “may”, “should”, “would”, “could”, or other words of similar meaning.  These statements are based on assumptions and assessments made by Amec Foster Wheeler, and/or Wood Group in light of their experience and their perception of historical trends, current conditions, future developments and other factors they believe appropriate.  By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward-looking statements in this announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statements.  Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this announcement.  Neither Amec Foster Wheeler nor Wood Group assumes any obligation to update or correct the information contained in this announcement (whether as a result of new information, future events or otherwise), except as required by applicable law.

There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements.  Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business, competitive, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions.

Publication on website and availability of hard copies

A copy of this announcement, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, will be available on Wood Group’s website at www.woodgroup.com by no later than 12 noon (London time) on the Business Day following this announcement. For the avoidance of doubt, the contents of those websites are not incorporated into and do not form part of this announcement.

Wood Group Shareholders may request a hard copy of this announcement by: (i) contacting Equiniti during business hours on 0333 207 6546 if calling from the United Kingdom, or +44 121 415 0808 if calling from outside the United Kingdom (lines are open from 8.30am to 5.30pm, Monday to Friday (excluding public holidays in England and Wales)); or (ii) by submitting a request in writing to Equiniti at Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, United Kingdom.  If you have received this announcement in electronic form, copies of this announcement and any document or information incorporated by reference into this announcement will not be provided unless such a request is made. Wood Group Shareholders may also request that all future documents, announcements and information to be sent to them in relation to the Combination should be in hard copy form.

If you are in any doubt about the contents of this announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor, accountant or independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser.