Xansa plc (the "Company") announces that it received notification on 14 August
2006 for the purposes of Section 329 of the Companies Act 1985 that Xansa
Trustee Company Limited, trustee of the Inland Revenue approved Xansa All
Employee Share Ownership Plan (`AESOP') had purchased 168,872 of the Company's
ordinary shares of 5 pence each ("Ordinary Shares") on 11 August 2006 at 68
pence each from the Xansa Qualifying Employee Share Ownership Trust ("Xansa
QUEST"). The Ordinary Shares had been purchased under the "Partnership" shares
section of the AESOP from funds received from participating eligible employees.
Under the terms of the AESOP, "Partnership" shares are matched on a 1:1 basis
with 17,256 "Matching" shares being provided out of the AESOP Trust and 151,616
"Matching" shares being provided out of the Xansa QUEST and into the AESOP
Trust at nil cost. The Trust is a discretionary trust for the benefit of
employees of the Company and its subsidiaries, which operates in conjunction
with the Company's AESOP and holds Ordinary Shares purchased by employees under
the "Partnership" and "Matching" shares section of the AESOP.
Except where otherwise referred to, the directors named below were allocated
368 Ordinary Shares each (184 "Partnership" shares and 184 "Matching" shares)
having elected to participate in the AESOP.
As a consequence, the beneficial and non-beneficial interests in Ordinary
Shares (excluding options) of the directors listed below have increased to:
Name: Ordinary Shares
Mr A R Cox: 134,172
Mr G M Stuart: 50,962
Mr S R Weston: 37,050
The Company further announces that it received notification on 14 August 2006,
that at 7 August 2006, the Xansa Trustee Company Limited had transferred 10,150
Ordinary Shares and sold 107,154 Ordinary Shares at 67 pence and on 11 August
2006 had sold a further 6,090 Ordinary Shares at 67.81 pence each on behalf of
participants leaving the AESOP.
Directors who are potential beneficiaries of the AESOP are:
Mr A R Cox
Mr G M Stuart
Mr S R Weston
As a result of the above transactions, the total holdings of the AESOP and
Xansa QUEST amount to 17,516,095 and 4,280,832 Shares respectively.
This notification relates both to a transaction notified in accordance with DR
3.1.4R(1)(a) and DR 3.1.4(R)(1)(b) of the Disclosure Rules, the latter being a
disclosure made in accordance with section 324 (as extended by section 328) of
the Companies Act 1985.
14 August 2006