Statement re Possible Offer

Northacre PLC
26 February 2007


                                 Northacre plc
                           (the 'Company' or 'Group')


                          Statement re: Possible Offer

The Company notes the recent movement in its share price. In addition, the
Company notes the recent press articles  regarding one of its major
developments. The Company also confirms that it has received a preliminary
approach, which  may or may not lead to an offer being made for all or part of
the Group.

A further announcement will be made in due course as appropriate.

Enquiries:

Northacre PLC                    Tel: [phone]
John Hunter - Chief Executive
Manish Santilale - Finance
Director

KBC Peel Hunt Ltd                [phone]
Capel Irwin
Nicholas Marren



Dealing Disclosure Requirements


Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the
'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in
1% or more of any class of 'relevant securities' of the Company, all 'dealings'
in any 'relevant securities' of that company (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unconditional as to acceptances, lapses or is otherwise withdrawn or on which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 the Company, they will be deemed to be a
single person for the purpose of Rule 8.3.


Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant
securities' of the Company by the Company, or by any of its 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 Takeover 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 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 whether or not you are required
to disclose a 'dealing' under Rule 8, you should consult the Panel.


Disclosure in accordance with Rule 2.10 of the City Code:


In accordance with Rule 2.10 of the City Code, the Company confirms that it has
in issue and admitted to trading on the market operated by London Stock Exchange
plc for listed securities, 22,713,644 ordinary shares of 2.5 pence each under
the ISIN code: GB0006877939.




                      This information is provided by RNS
            The company news service from the London Stock Exchange