ENNSTONE plc
(Registered in England No. 185664)

RIGHTS ISSUE OF UP TO 24,929,981 NEW ORDINARY SHARES OF 25P EACH AT 46P PER SHARE PAYABLE IN FULL ON ACCEPTANCE

Notice is hereby given, pursuant to the provisions of section 90(5) of the Companies Act 1985, to persons registered as holders of ordinary shares of 75p each (“Existing Shares”) in Ennstone plc (the “Company”) at the close of business on 16th July 1999, who have no registered address within the United Kingdom and who have not supplied to the Company an address within the United Kingdom for the service of notices (“Relevant Shareholders”) that the following documents (being copies of the documents despatched to the shareholders of the Company) in connection with the constituting an offer by way of rights (the “Issue”) of up to 24,929,981 new ordinary shares of 25p each (“New Shares”) in the Company at 46p per New Share payable in cash on the basis of 1 New Share for every 2 Existing Shares held at the close of business on 16th July 1999 may be inspected or (subject as provided below) obtained on personal application by or on behalf of Relevant Shareholders at IRG plc, Balfour House, 390-398 High Road, Ilford, Essex EG1 1NQ, during normal business hours on any weekday (Saturdays and public holidays excepted) up to and including 3 p.m. on 23rd August 1999:
(i) the circular dated 13th July 1999, comprising a prospectus, in connection with, inter alia, the Issue addressed to shareholders of the Company and, for information only, to holders of options under the Company’s share option schemes (the “Circular”); and
(ii) the provisional allotment letters in respect of the New Shares provisionally allotted pursuant to the Issue, which may only be obtained on production of evidence of entitlement provided that where a provisional allotment letter was despatched by post to a Relevant Shareholder, such Relevant Shareholder will not be entitled to obtain a further provisional allotment letter but may only inspect a pro forma copy thereof, unless the original provisional allotment letter so despatched by post is surrendered to the Company Secretary at the above address.
Neither the New Shares nor the provisional allotment letters have been or will be registered under the United States Securities Act 1933 as amended or the security laws of any state of the United States. Accordingly, subject to certain expectations, the New Shares and the provisional allotment letters may not be directly or indirectly offered, taken up, delivered or sold within the United States, No envelope containing a provisional allotment letter should be post marked in, or sent from the United States of America, Canada or Australia. A Relevant Shareholder accepting the provisional allotment of New Shares must provide an address in the UK for the receipt of a certificate relating to those New Shares.
By Order of the Board.
J. Barlow, Company Secretary, registered office, 2475 Regents Road, The Crescent, Birmingham Business Park, Birmingham B37 7YE.
30th July 1999.