Disposal

Superframe Group PLC 30 November 2000 SUPERFRAME GROUP PLC PROPOSED SALE OF OPERATING SUBSIDIARY Superframe Group PLC (the 'Company') announces that, on 29 November 2000, it entered into a conditional agreement with Andy Gilbert ('Mr Gilbert'), Managing Director of the Company and Overstrand Services Limited, a company controlled by Mr Gilbert, for the sale of the entire issued share capital of Superframe Limited, the principal operating subsidiary of the Company, to Overstrand Services Limited (the 'Sale'). The principal activity of Superframe Limited is the design and manufacture of retail display equipment. The accounts of Superframe Limited for the year ended 31 December 1999, the date to which the latest audited accounts of the Company were drawn up, showed a profit on ordinary activities before taxation of £67,712 (£388,330: 1998) and a profit on ordinary activities after taxation of £53,759 (£269,927: 1998). The balance sheet of Superframe Limited at 31 December 1999 showed net assets of £502,138 (£527,835: 1998). The consideration for the Sale comprises £600,000 payable in cash on completion in respect of the issued share capital. Furthermore the agreement provides that the indebtedness of £600,000 owed by Superframe Limited to the Company, which is payable on demand, will be repaid on completion. The total proceeds of £1,200,000, less expenses, will initially be placed on deposit. Upon completion of the Sale, Andy Gilbert and Shelley Gilbert will resign as directors of the Company. In addition, on 29 November 2000, Mr Gilbert entered into an agreement with Galante International Limited, conditional upon completion of the Sale, to sell all his 2,375,901 shares in the Company, representing 29.9 per cent of the issued share capital of the Company for £600,000, equivalent to 25.25p per share. Following completion of the Sale, the Company will become a 'cash shell' and the Board will be seeking suitable acquisition opportunities for the Company. The sale and purchase agreement is conditional upon, inter alia, the approval of the shareholders of the Company in General Meeting. Accordingly, a circular containing further details of the Sale and a notice convening an Extraordinary General Meeting will be dispatched as soon as practicable.
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