Bank Facility Agreement

Ashtead Group PLC
2 June 2003

                          ASHTEAD GROUP PLC

Agreement with banking syndicate amending the senior debt facility 
Conclusion of US accounting investigation 
Current trading update

Ashtead Group plc ('Ashtead' or the 'Group') announced on Thursday 13 March 2003
that following discovery of an accounting irregularity at its USA subsidiary,
Sunbelt Rentals Inc. ('Sunbelt'), the Group would be in default of its existing
banking agreements from later that day. Today the Board is pleased to announce
that the accounting investigation at Sunbelt has been concluded and that,
following a period of constructive discussions with its senior bank group, all
past defaults have been waived and an amended medium term senior debt facility
has now been agreed.

Conclusion of US accounting investigation

The Board reported on 10 March 2003 that it had been advised by the directors of
Sunbelt that a senior member of its financial staff, responsible for the
preparation of its accounts, had been suspended following his admission that he
had failed to reconcile properly certain balance sheet accounts. The detailed
forensic review, which was immediately instigated by the Board and undertaken by
KPMG on behalf of both the Board and the banking group has now been completed.

KPMG has confirmed that the impact relating to the financial year ending 30
April 2003 was £2.5m pre-tax as previously reported although, due principally to
under-recorded accruals at 30 April 2002, the impact on previous years has risen
to £9.0m pre-tax. These amounts remain subject to audit. No evidence has been
found of personal financial gain by the relevant staff member, Sunbelt's
financial controller.

The Board has made a series of control enhancements designed to ensure that the
situation cannot recur including the adoption of all the recommendations of the
independent forensic review.

Current trading

Inevitably recent events have had an impact on current year trading and certain
exceptional costs have been incurred as a result. However, the Board still
expects to make a profit before tax, goodwill amortisation and exceptional items
in the financial year to 30 April 2003.

Medium term capital structure

The bank group has agreed total committed senior debt facilities until 28
January 2005 in an initial amount of £410m. As part of this agreement all
previous defaults have been waived and covenant amendments made to reflect the
current trading environment. In addition, arrangements have been made for the
continuance of ancillary facilities including the accounts receivable
securitisation.

The Group has also agreed with Rentokil Initial plc to defer interest payments
on its convertible loan note until the existing senior debt facilities have been
refinanced.

The Board has decided not to pay a dividend to shareholders for the financial
year ended 30 April 2003. Dividend payments thereafter will depend upon the
completion of a successful refinancing.

The Board believes these amended financing arrangements provide the Group with a
stable capital structure for the medium term along with an appropriate level of
headroom.

The Group will generate a significant amount of cash over the next two years and
the Board expects to refinance the senior debt facilities well before January
2005.

George Burnett, Chief Executive of Ashtead said, 'I am pleased that the US
accounting investigation is complete and we are once again in a position to move
forward with a renewed capital structure. I would like to take this opportunity
to thank our employees, customers and suppliers for the support they have shown
during this difficult period which is now behind us.'

For further information contact

George Burnett            Chief Executive             01372 362300 
Ian Robson                Finance Director            01372 362300 
Andrew Grant              Tulchan Communications      020 7353 4200 
David Trenchard           Tulchan Communications      020 7353 4200



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