for

Quintain Estates and Development PLC

by

Bailey Acquisitions Limited

Bailey Acquisitions Limited (Bidco) announces that, by means of the formal offer document dated and despatched on 11 August 2015 (the Offer Document) and by means of this advertisement, it has made a recommended cash offer to acquire the entire issued and to be issued share capital of Quintain Estates and Development PLC (Quintain). Terms defined in the Offer Document have the same meaning in this advertisement, unless the context otherwise requires. The Offer, which is subject to the conditions and further terms set out in the Offer Document and the Form of Acceptance, is made on the following basis:

131 pence in cash for each Quintain Share

The Offer values the entire issued and to be issued share capital of Quintain on a fully diluted basis at approximately £700 million.

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, in the case of Quintain Shares held in certificated form, in the Form of Acceptance. This advertisement alone does not constitute, and must not be construed as, an offer or invitation to purchase any Quintain Shares. Quintain Shareholders who accept the Offer may rely only upon the Offer Document and, in the case of Quintain Shares held in certificated form, on the Form of Acceptance, for all the terms and conditions of the Offer.

The Quintain Directors, who have been so advised by J.P. Morgan Cazenove and Lazard as to the financial terms of the Offer, consider the terms of the Offer to be fair and reasonable and have unanimously recommended that Quintain Shareholders accept the Offer, as the Quintain Directors have irrevocably undertaken to do (or procure to be done) in respect of their own beneficial holdings, representing approximately 0.3 per cent. of the issued share capital of Quintain in issue on 10 August 2015. In providing advice to the Quintain Directors, J.P. Morgan Cazenove and Lazard have taken into account the commercial assessments of the Quintain Directors.

The Offer is, by means of this advertisement, being extended to all persons to whom the Offer Document may not be despatched and who hold, or who are entitled to have allotted or issued to them, Quintain Shares. Such persons are informed that copies of the Offer Document and Form of Acceptance are available for collection during normal business hours from Computershare Investor Services PLC at Corporate Actions Projects, The Pavilions, Bridgwater Road, Bristol, BS99 6AH, United Kingdom. The Offer is made by means of the Offer Document and this advertisement to all Quintain Shareholders.

The Offer, which has been made by means of the Offer Document and this advertisement, will initially be open for acceptance until 1.00 p.m. (London time) on 9 September 2015. Any extensions of the Offer will be announced by 8.00 a.m. (London time) on the business day following the day on which the Offer was otherwise due to expire (or such later time and/or date as the Panel may agree).

The release, publication or distribution of this advertisement in, into or from jurisdictions other than the United Kingdom or the United States and the availability of the Offer to Quintain Shareholders who are not resident in the United Kingdom or the United States may be restricted by the laws of those jurisdictions. Such persons should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities laws of any such jurisdiction.

The Offer is not being, and will not be, made available, directly or indirectly, in or into or by the use of the mails of, or by any other means or instrumentality of interstate or foreign commerce of, or any facility of a national state or other securities exchange of, any Restricted Jurisdiction, and will not be capable of acceptance by any such use, means, instrumentality or other facility from within any Restricted Jurisdiction. Accordingly, copies of the Offer Document, the accompanying Forms of Acceptance and all other documents relating to the Offer are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded, brought, distributed or sent in, into or from any Restricted Jurisdiction and persons receiving the Offer Document and the Form of Acceptance (including, without limitation, any agent, nominee, custodian or trustee) who has a contractual or legal obligation, or may otherwise intend, to forward the Offer Document and/or any other related document to a jurisdiction outside the United Kingdom or the United States should inform themselves of, and observe, any applicable legal or regulatory requirements of such jurisdiction and must not mail, send or otherwise forward them in, into or from any Restricted Jurisdiction. Doing so may render any purported acceptance of the Offer invalid.

J.P. Morgan Limited, which conducts its UK investment banking business as J.P. Morgan Cazenove, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Quintain and no one else in connection with the Offer and will not be responsible to anyone other than Quintain for providing the protections afforded to its clients or for providing advice in relation to the Offer, the contents of this advertisement or any other matters referred to in this advertisement or the Offer Document.

Lazard, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Quintain and no one else in connection with the Offer and will not be responsible to anyone other than Quintain for providing the protections afforded to its clients or for providing advice in relation to the Offer, the contents of this advertisement or any other matters referred to in this advertisement or the Offer Document.

Barclays Bank PLC, acting through its Investment Bank, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, is acting exclusively for Quintain and no one else in connection with the Offer and will not be responsible to anyone other than Quintain for providing the protections afforded to its clients or for providing advice in relation to the Offer, the contents of this advertisement or any other matters referred to in this advertisement or the Offer Document.

The Bidco Directors each accept responsibility for the information contained in this advertisement other than: (i) the information, if any, relating to the Quintain Group, the Quintain Directors, their immediate families, related trusts and connected persons; and (ii) the recommendations and opinions of the Quintain Directors relating to the Offer. To the best of the knowledge and belief of the Bidco Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this advertisement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

The members of the Lone Star Investment Committee each accept responsibility for the information contained in this advertisement other than: (i) the information, if any, relating to the Quintain Group, the Quintain Directors, their immediate families, related trusts and connected persons; and (ii) the recommendations and opinions of the Quintain Directors relating to the Offer. To the best of the knowledge and belief of each member of the Lone Star Investment Committee (who have each taken all reasonable care to ensure that such is the case), the information contained in this advertisement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

The Quintain Directors each accept responsibility for the information, if any, contained in this advertisement relating to the Quintain Group, the Quintain Directors, their immediate families, related trusts and connected persons and the recommendations and opinions of the Quintain Directors relating to the Offer. To the best of the knowledge and belief of the Quintain Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this advertisement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

11 August 2015