Further re Offer for Serah

Terrace Hill Group PLC 25 February 2004 Terrace Hill Group PLC ('the Group') Further re Offer for SERAH Properties PLC Undernoted is a copy of a letter sent to the shareholders of SERAH Properties today. Contact: Ross Macdonald, Joint Managing Director, Terrace Hill Group plc, 0141 332 2014 THIS ANNOUNCEMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take about this announcement, you should consult your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under The Financial Services and Markets Act 2000 immediately. To the Shareholders of SERAH Properties PLC ANNOUNCEMENT Cash Offer with Share Alternative by Terrace Hill Group PLC ('Terrace Hill') for the entire issued share capital of SERAH Properties PLC ('Serah') (not already owned or controlled by TH Holders) 25 February 2004 As at 3.00pm today Terrace Hill have received valid acceptances complete in all respects in respect of 997,911 Serah Shares being 42.93% of the total Serah Shares. Of this total, holders of 159,216 Serah Shares have elected for the Share Alternative. In addition, incomplete acceptances of the Cash Offer for which documents of title are awaited have been received for 14,500 Serah Shares. In addition to the forgoing acceptances, TH Holders already own or control 710,334 Serah Shares being 30.56% of the total Serah Shares. In aggregate, these percentages amount to 73.49%. In order to comply with the Takeover Code this letter is sent to all Shareholders. If you have accepted for all your Serah Shares you need take no action. Terrace Hill have declared the Cash Offer with Share Alternative unconditional in all respects as at today's date and cheques will be despatched to those Shareholders who have validly accepted the Cash Offer within 14 days. Those Shareholders who have elected to receive New Terrace Hill Shares under the Share Alternative should note that application is being made for admission to trading on AIM of the New Terrace Hill Shares to be allotted pursuant to the Share Alternative. It is anticipated that such shares will commence trading on 2 March 2004. The Cash Offer with Share Alternative will remain open for acceptance indefinitely. 14 days notice will be given prior to the closing of the Cash Offer with Share Alternative. Shareholders should however be aware that Terrace Hill may commence the 14 day notice period at any time. The procedure for acceptance is set out on page 12 of the Offer Document. It should be noted that all acceptances are required to be signed in the presence of a witness and accompanied by the relevant share certificate(s) or, if you cannot find your share certificate, letter(s) of indemnity. Further Forms of Acceptance can be obtained by telephoning 0141 353 2620. Other than as referred to above, Terrace Hill has not acquired or agreed to acquire any Serah Shares during the offer period, nor did it hold any such Shares prior to the offer period other than the holding of 710,334 Serah Shares owned or controlled by TH Holders. Yours faithfully D. Ross Macdonald Joint Managing Director This announcement should be read in conjunction with the Offer Document dated 4 February 2004 and expressions therein shall have the same meanings in this announcement. The Terrace Hill Directors are responsible for the information contained in this announcement. To the best of their knowledge and belief (and they have taken all reasonable care to ensure that such is the case) the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. The Terrace Hill Directors accept responsibility accordingly. This announcement has been approved for issue by Mercantile Securities (Scotland) Limited ('MSS') for the purposes of Section 21 of the Financial Services and Markets Act 2000. MSS, which is regulated by The Financial Services Authority, is acting for Terrace Hill and no one else in connection with the Cash Offer and Share Alternative and will not be responsible to any other persons for providing the protections afforded to customers of MSS nor for giving advice in relation to the Cash Offer and Share Alternative. So far as the Terrace Hill Directors are aware and save as disclosed above, there have been no material changes to any of the information set out in the Offer Document dated 4 February 2004. This information is provided by RNS The company news service from the London Stock Exchange

Companies

THG (THG)
UK 100

Latest directors dealings