Elektron PLC 23 October 2006 Not for release, publication or distribution in or into the United States of America, Canada, Australia, Republic of South Africa or Japan For immediate release 23 October 2006 Recommended Offer by Beaumont Cornish Limited ("Beaumont Cornish") on behalf of Elektron plc ("Elektron") for Howle Holdings plc ("Howle") Offer declared wholly unconditional On 28 September 2006, Elektron announced the terms of a recommended offer to acquire the entire issued and to be issued ordinary share capital of Howle (the "Offer"). The Offer Document setting out the full terms of the Offer was posted to Howle Shareholders on 28 September 2006. Terms defined in the Offer Document have the same meaning in this announcement. Following the Admission today of 7,993,202 New Elektron Shares and the announcement on 19 October 2006 that all other conditions of the Offer had been satisfied or waived, the Board of the Elektron announces that the Offer has become wholly unconditional. Level of acceptances and ownership The Board of Elektron announces that by 1.00 p.m. on 20 October 2006, being the last practicable date prior to the making of this announcement, Elektron had received valid acceptances of the Offer in respect of a total of 27,562,858 Howle Shares, representing approximately 94.95 per cent. of the issued ordinary share capital of Howle. This total includes acceptances in respect of 5,625,108 Howle Shares, which represent 19.38 per cent. of Howle's entire issued ordinary share capital, pursuant to irrevocable undertakings to the Offer from all of the Howle Directors and their connected persons and family members and acceptances in respect of a further 14,235,477 Howle Shares, representing 49.04 per cent. of Howle's entire issued ordinary share capital, pursuant to irrevocable undertakings to accept the Offer from certain Howle Shareholders. The Offer will remain open for acceptance until further notice. Howle Shareholders who have not yet accepted the Offer are urged to do so. To accept the Offer in respect of Howle Shares held in certificated form, the Form of Acceptance should be completed, signed and returned in accordance with the instructions set out in the Offer Document and on the Form of Acceptance as soon as possible to Capita Registrars, Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU. Additional Forms of Acceptance are available from Capita Registrars on 0870 162 3121 or, if calling from outside the United Kingdom, on +44 20 8639 2157. To accept the Offer in respect of Howle Shares held in uncertificated form (that is, in CREST), Howle Shareholders should follow the procedure set out in paragraph 17(b) of the letter from Beaumont Cornish contained in Part 2 of the Offer Document. Save as disclosed above, neither Elektron, nor any of the Elektron Directors, nor any member of their respective immediate families or related trusts, nor any person acting in concert with Elektron (including Beaumont Cornish), nor any person with which Elektron has an arrangement, owned or controlled or (in the case of Elektron Directors, their immediate families and related trusts) was interested, directly or indirectly, in any relevant securities of Howle nor has any such person borrowed nor lent such shares nor has any such person any short positions (whether conditional or absolute and whether in the money or otherwise), including any short position under a derivative, any agreement to sell or any delivery obligation or right to require another person to purchase or take delivery prior to the commencement of the Offer Period on 28 September 2006, or has either acquired or agreed to acquire any Howle Shares or rights over Howle Shares since then. No Howle Shares have been borrowed or lent by Elektron or any person acting in concert with it. Compulsory purchase and delisting As set out in Paragraph 14 of Part 2 of the Offer Document, Elektron stated that if Elektron receives acceptances under the Offer in respect of 90 per cent. or more of the Howle Shares to which the Offer relates, Elektron intends to exercise its right pursuant to the provisions of Schedule 2 of the Takeovers Directive (Interim Implementation) Regulations 2006 to acquire compulsorily the remaining Howle Shares to which the Offer relates on the same terms as the Offer. As soon as it is appropriate and possible to do so, Elektron intends to procure that Howle applies to the Financial Services Authority for the cancellation of the listing of Howle Shares on the Official List and to the London Stock Exchange for the cancellation of the admission of Howle Shares on its market for listed securities. Shareholders should note that, following delisting, Howle Shares will no longer be quoted on the Official List of the London Stock Exchange. Accordingly, it is likely that the market in Howle Shares will be highly illiquid. In connection with the delisting, the Company also intends to withdraw Howle Shares from CREST. Settlement of consideration Settlement of the consideration due under the Offer will be dispatched (or, in respect of Howle Shares held in uncertificated form, credited through CREST): (i) in respect of Howle Shares for which acceptances of the Offer, valid in all respects, have been received or, in respect of Howle Shares held in uncertificated form, for which Electronic Acceptances have already been validly made by 23 October 2006 within 14 days of this date; or (ii) in respect of Howle Shares for which acceptances of the Offer, valid in all respects, are received or, in respect of Howle Shares held in uncertificated form, for which Electronic Acceptances are validly made after 23 October 2006, but while the Offer remains open, within 14 days of such receipt. Additional listings of New Elektron Shares are expected to occur as and when further acceptances are received. Enquiries Elektron Tel: 07966 116664 Adrian Girling, Executive Chairman Beaumont Cornish (Financial advisor to Elektron) Tel: 020 7628 3396 Roland Cornish Howle Tel: 07808 320855 Matthew Chaloner, Chief Executive of Howle City Financial Associates Limited (Financial advisor to Howle) Tel: 0207 090 7800 Ross Andrews Beaumont Cornish Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting for Elektron and for no-one else in connection with the Offer and will not be responsible to anyone other than Elektron for providing the protections afforded to customers of Beaumont Cornish Limited, nor for providing advice in relation to the Offer or any matters referred to herein. This Announcement is not intended to and does not constitute, or form part of, an offer or an invitation to purchase or subscribe for any securities. The Offer will be made solely by the Offer Document and the Form of Acceptance, which contain the full terms and conditions of the Offer, including details of how the Offer may be accepted. The availability of the Offer to persons not resident in the United Kingdom may be affected by the laws of the jurisdictions in which they are resident. Persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe any applicable legal and regulatory requirements. The Offer referred to in this announcement is not being made, directly or indirectly, in or into, or by use of the postal services or by any means or instrumentality (including, without limitation, telephonically or electronically) of interstate or foreign commerce of, or by any facilities of a national, state or other securities exchange of, the United States, Canada, Australia, Republic of South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction, and the Offer cannot be accepted by any such use, means or instrumentality or otherwise from or within the United States, Canada, Australia, Republic of South Africa or Japan or any other such jurisdiction and doing so may render invalid any proposed acceptance of the Offer. If you are in any doubt about the Offer or the action you should take, you should consult an independent financial advisor authorised under the Financial Services and Market Act 2000 if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial advisor, who specialises in advising on the acquisition of shares and other securities. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in one per cent. or more of any class of "relevant securities" of Howle or Elektron, all "dealings" in any "relevant securities" of Howle or Elektron (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "Offer Period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Howle or Elektron, they will be deemed to be a single person for the purpose of Rule 8.3 of the Code. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Elektron or Howle by Elektron or Howle, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any agreement to purchase, option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to the application of Rule 8 of the Code to you, please contact an independent financial adviser duly authorised under the Financial Services and Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or contact the Panel on telephone number +44 (0) 20 7382 9026 or fax number +44 (0) 20 7236 7005. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8 of the Code, you should consult the Panel. 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