Increased Offer for Oakburn

Panther Securities PLC
19 November 2003


                                                             19th November, 2003

This announcement is not for release, publication or distribution in whole or in
part, in or into the United States of America, Canada, Australia, Japan or the
Republic of Ireland.

                    Recommended Increased Cash Offer by
                          John East & Partners Limited
                                  on behalf of
                     Panther Securities PLC ('Panther') for
                       Oakburn Properties plc ('Oakburn')
Highlights

   •The Increased Offer is an all cash offer of 735p per Oakburn Share, with
    the ability for shareholders to take 100p per share of the consideration by
    way of a Special Dividend, which may be beneficial to certain shareholders.

   •The Increased Offer of 735p per Oakburn Share represents a premium of
    approximately 27.5 per cent. to the Original Offer announced by Panther on
    17th October, 2003 of 576.67p per share.

   •The Independent Directors of Oakburn consider the terms of Panther's
    Increased Offer fair and reasonable and in the best interests of Oakburn and
    its Shareholders and will unanimously recommend all Oakburn Shareholders to
    accept it.

Introduction

The Board of Panther and the Independent Directors of Oakburn announce that they
have reached agreement on the terms of a recommended increased cash offer, to be
made by John East & Partners on behalf of Panther, for the whole of the issued
and to be issued share capital of Oakburn that Panther does not already own.

Background

On 17th October, 2003 the Board of Panther announced the terms of a cash offer
at 560p per share (subject to adjustment depending on the number of options
outstanding) to be made by John East & Partners on behalf of Panther for the
whole of the issued and to be issued share capital of Oakburn. On 23rd October,
2003 Panther announced that, following the lapse of certain options, the offer
price had been increased to 576.67p per share. On 3rd November, 2003 Panther
published the Original Offer Document. Today Panther announces an increased cash
offer at 735p per Oakburn Share, which will be recommended by the Independent
Directors of Oakburn.

The Increased Offer

The Increased Offer, which will, save as set out in this announcement or in the
Increased Offer Document or Revised Form of Acceptance, be subject to the
conditions and further terms set out in the Original Offer Document and Original
Form of Acceptance, will be made on the following basis:

For each Oakburn Share      635p in cash plus a Special Dividend of 100p in cash

Panther intends to procure that Oakburn pays this Special Dividend within 21
days after the Increased Offer becomes or is declared wholly unconditional. If
Oakburn is unable to pay the Special Dividend, Oakburn Shareholders will receive
the Extra Payment of 100p cash per Oakburn Share. Panther is not aware of any
circumstances which might prevent the payment of the Special Dividend.

In general terms a basic rate taxpayer should incur no additional liability to
taxation on the receipt of the Special Dividend; a higher rate taxpayer will
incur an additional liability to taxation equivalent to 25 per cent. of the
Special Dividend. Under the UK capital gains tax ('CGT') regime, the amount
chargeable to CGT is added onto the top of income liable to income tax for
individuals and is charged to CGT at these rates:

   •below the starting rate limit at 10 per cent.;
   •between the starting rate and basic rate limits at 20 per cent.; and
   •above the basic rate limit at 40 per cent.

Accordingly, the value of the Increased Offer to certain higher rate taxpayers
who choose to take the Special Dividend in part consideration could be
equivalent to an all cash offer of 760p per Oakburn Share.

The circumstances of each shareholder will vary and if shareholders are in any
doubt as to their taxation position or they are subject to taxation in any
jurisdiction other than the United Kingdom, they should consult an appropriate
professional adviser without delay.

The Increased Offer represents a premium of approximately 27.5 per cent. to the
Original Offer previously announced by Panther on 17th October, 2003 of 576.67p
per share.

The Increased Offer will value Oakburn's existing issued share capital at
approximately £6.22 million, based on there being 845,968 Ordinary Shares in
Oakburn in issue. On the basis of the fully diluted issued share capital
following the exercise of the outstanding 96,000 options, the Increased Offer
values Oakburn at £6.92 million.

The Increased Offer will be kept open for at least 14 days following the date on
which the Increased Offer Document is posted to Oakburn Shareholders. Oakburn
Shareholders who have already accepted the Original Offer need take no further
action in order to receive the increased consideration payable under the
Increased Offer.

The Increased Offer will extend to any Oakburn Shares allotted as a result of
the exercise of Oakburn Options while the Increased Offer remains open for
acceptance.

The Cash Consideration payable under the Increased Offer will be satisfied out
of Panther's own cash resources. John East & Partners is satisfied that the
necessary financial resources are available to Panther to satisfy full
acceptance of the Increased Offer.

At the date of this document, Panther holds 247,124 Oakburn Shares, representing
29.22 per cent. of the issued share capital of Oakburn.

Immediately prior to this announcement, save as disclosed in this announcement,
neither Panther, nor, as far as Panther is aware, any person acting in concert
with Panther, owns or controls any Oakburn Shares or holds any options to
purchase Oakburn Shares or has entered into any derivative contracts referenced
to the securities of Oakburn which remain outstanding.

The All Capital Alternative

For a period of 14 days after the posting of the Increased Offer Document, all
Oakburn Shareholders will have the option to elect, in respect of all or part of
their holdings of Oakburn Shares, for an Extra Payment of 100p in cash for each
Oakburn Share instead of the Special Dividend of 100p per Oakburn Share, on the
following basis:-

For each Oakburn Share       635p in cash plus an Extra Payment of 100p in cash

The Extra Payment will be paid to Oakburn Shareholders who validly elect for the
All Capital Alternative, within 21 days of the Increased Offer becoming wholly
unconditional.

This alternative may be attractive to Oakburn Shareholders who would prefer to
receive their consideration wholly in the form of capital rather than partly by
way of a dividend. If you are in any doubt as to your taxation position you
should consult an appropriate professional adviser without delay.

Recommendation of the Independent Directors of Oakburn

The Independent Directors, who have been so advised by CFA, consider the terms
of the Increased Offer to be fair and reasonable. In providing advice to the
Independent Directors, CFA has taken into account the commercial assessments of
the Independent Directors.

In the event that a higher cash offer is made by a third party bidder, the
Independent Directors would consider withdrawing their recommendation for the
Increased Offer and recommend the higher cash offer, providing the terms and
conditions of the higher offer were acceptable.

Accordingly, the Independent Directors will unanimously recommend in the
Increased Offer Document that Oakburn Shareholders accept the Increased Offer.

Terms and conditions

Save for the Increased Offer for each Oakburn Share of 735p in cash, the
introduction of the payment of the Special Dividend as part of the consideration
and the Increased Offer being kept open for at least 14 days following the date
on which the Increased Offer Document referred to below is posted, the Increased
Offer is on the same terms and subject to the same conditions as set out in the
Original Offer Document and the Form of Acceptance. The Increased Offer is a
revision of the Original Offer.

The availability of the Increased Offer to persons not resident in the UK may be
affected by the laws of the relevant jurisdiction. Persons who are not resident
in the UK should obtain advice and observe any applicable requirements.

The Increased Offer Document

The Increased Offer Document and the Revised Form of Acceptance will be
despatched to Oakburn Shareholders as soon as it is practicable.

Definitions

The definitions set out in the Original Offer Document, together with those set
out below, shall apply to this announcement as set out below:


'All Capital   the alternative whereby Oakburn Shareholders who accept the
Alternative'   Increased Offer may elect to receive the Extra Payment instead of
               the Special Dividend to which they would otherwise be entitled
               under the Increased Offer

'CFA'          City Financial Associates Limited, financial adviser to Oakburn
               for the purposes of Rule 3.1 of the City Code

'Extra         an additional cash payment of 100p per Oakburn Share
Payment'

'Increased     the recommended increased cash offer to be made by John East &
Offer'         Partners on behalf of Panther to acquire the entire issued and to
               be issued ordinary share capital of Oakburn not already owned by
               Panther or otherwise contracted to be acquired by Panther on the
               terms and subject to the conditions to be set out in the
               Increased Offer Document and the Revised Form of Acceptance
               including, where the context permits or requires, any subsequent
               revision, variation, extension or renewal thereof

'Increased     the formal Increased Offer document to be sent to Oakburn
Offer          Shareholders (and, for information only, to the holders of the
Document'      Oakburn Options) in connection with the Increased Offer

'Independent   the independent directors of Oakburn, being David Rayner and
Directors'     Duncan Abbot

'Original      the cash offer made by John East & Partners on behalf of Panther
Offer'         on 3rd November, 2003 to acquire the entire issued and to be
               issued ordinary share capital of Oakburn not otherwise contracted
               to be acquired by Panther on the terms and subject to the
               conditions set out in the Original Offer Document and the Form of
               Acceptance including, where the context permits or requires, any
               subsequent revision, variation, extension or renewal thereof

'Original      the formal Original Offer document sent to Oakburn Shareholders
Offer          (and, for information only, to the holders of the Oakburn
Document'      Options) on 3rd November, 2003 in connection with the Original
               Offer

'Revised Form  the form of acceptance, authority and election relating to the
of             Increased Offer to accompany the Increased Offer Document
Acceptance'

'Special       the proposed interim dividend of 100p (net) per Oakburn Share
Dividend'      which Panther intends to procure is paid by Oakburn to Oakburn
               Shareholders on the register at the close of business on the date
               on which the Increased Offer becomes or is declared wholly
               unconditional (other than in respect of any Oakburn Share for
               which an Extra Payment is made), as described in this
               announcement

This announcement does not constitute an offer or invitation to purchase any
securities.

Enquiries

Panther Securities PLC
Andrew Perloff                                               Tel: [phone]

John East & Partners Limited
David Worlidge / John East                                   Tel: [phone]

Oakburn Properties PLC
David Rayner                                                 Tel: [phone]

City Financial Associates Limited
Tony Rawlinson/James Caithie                                 Tel: [phone]

The Increased Offer will not be made directly or indirectly, in or into, or by
use of the mails of, or by any other means or instrumentality (including,
without limitation, facsimile transmission or telephone) of interstate or
foreign commerce of, or any facilities of a national securities exchange of the
United States, Canada, Australia, Japan or the Republic of Ireland and will not
be capable of acceptance by any such use, means instrumentality or facilities or
within the United States, Canada, Australia, Japan or the Republic of Ireland.
Accordingly, copies of this announcement are not being, and must not be, mailed
or otherwise distributed or sent in or into or from the United States, Canada,
Australia, Japan or the Republic of Ireland.

The Panther Directors accept responsibility for the information contained in
this announcement, other than that for which the Independent Directors of
Oakburn accept responsibility. To the best of the knowledge and belief of the
Panther Directors (who have taken all reasonable care to ensure that such is the
case), such information contained in this announcement for which they are
responsible is in accordance with the facts and does not omit anything likely to
affect the import of such information.

The Independent Directors of Oakburn accept responsibility for the information
relating to their recommendation in this announcement. To the best of the
knowledge and belief of the Independent Directors of Oakburn (who have taken all
reasonable care to ensure that such is the case), such information is in
accordance with the facts and does not omit anything likely to affect the import
of such information.

John East & Partners Limited, which is authorised and regulated by the Financial
Services Authority, is acting exclusively for Panther and no one else in
connection with the Increased Offer and will not be responsible to anyone other
than Panther for providing the protections afforded to customers of John East &
Partners Limited nor for providing advice in relation to the Increased Offer.

City Financial Associates Limited, which is authorised and regulated by the
Financial Services Authority, is acting exclusively for Oakburn and no one else
in connection with the Increased Offer and will not be responsible to anyone
other than Oakburn for providing the protections afforded to customers of City
Financial Associates Limited nor for providing advice in relation to the
Increased Offer.



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