Extraordinary General Meeting

Lupus Capital PLC 22 November 2002 22 November 2002 Lupus Capital plc Extraordinary General Meeting Further statement on future strategy The Board of Lupus Capital plc ('Lupus' or the 'Company') rejects both the tone and content of a statement made earlier today by Advance Value Realisation Company Limited (ADVARC) relating to the Lupus EGM to be held on 28 November 2002. • In its statement of 18 October 2002 Lupus said that it was actively engaged in discussions with a view to a sale of Gall Thomson Environmental Limited ('Gall Thomson') at a price which would represent a premium to the consolidated net asset value of Lupus as a whole (£14.6 million at 30 June 2002). This continues to be the case and represents a minimum price expectation given Gall Thomson's fast growing business, excellent financial record under Lupus's ownership, and its very strong performance in the first nine months of 2002. • The Board's top priority is to address the concerns of its shareholders, including providing significant liquidity for current holdings. Hence the Board's stated intention to launch a tender offer in January 2003. Furthermore, upon the sale of Gall Thomson, as stated yesterday, the Company will sell all other assets, effectively wind down the Company and return all net proceeds to shareholders as quickly and prudently as possible. • In the event that a satisfactory offer for Gall Thomson is not forthcoming, the Board is prepared to pursue other options to maximise shareholder value. The Board will report back to shareholders as soon as possible and no later than the announcement of Lupus's results for the year to 31 December 2002, scheduled for late March 2003. • The executive directors and the rest of the management team have agreed to convert their existing rolling 12 month employment contracts to 12 month fixed employment contracts with effect from 1 December 2002. This is a very clear sign that the Company will be wound down and it is disingenuous on ADVARC's part to state that these contracts will be renewed or, indeed, converted back to rolling contracts. The Board of the Company states quite categorically that this will not be the case. • It is clear that the running costs relating to winding down a business are substantially less than those incurred in building up a business which had always been Lupus's intent. As soon as a sale of Gall Thomson is agreed, running costs will be reduced and will continue to be decreased as the wind down takes place. Furthermore the conversion to fixed contracts by the management team will reduce closure costs. • The management of Lupus has demonstrated the strategic skills to build up Gall Thomson and is best placed to agree a satisfactory sale of Gall Thomson to the benefit of shareholders. The Board of Lupus repeats its recommendation that shareholders vote AGAINST all the resolutions proposed by the requisitionists at the Extraordinary General Meeting to be held on Thursday 28 November 2002. - Ends - Lupus Capital plc Tel: 020 7976 8000 Charles Ryder, Chief Executive www.lupuscapital.com James Orr, Finance Director Oriel Securities Limited Tel: 020 7710 7600 Simon Bragg/Adrian McMillan Merlin Financial Tel: 020 7606 1244 Paul Downes/Tom Randell This information is provided by RNS The company news service from the London Stock Exchange

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