Issue of Equity

Toad Group PLC
22 December 2004


                                 Toad Group Plc
                           ('Toad' or the 'Company')

                        Conversion of Preference Shares

Carglass Luxembourg Sarl - Zug Branch ('Carglass') have informed the Company that
as permitted by the Company's Articles of Association they intend to convert
their 3,114,582 convertible redeemable preference shares in Toad into new
ordinary shares in Toad ('the Conversion'). Following the Conversion Carglass no
longer holds any convertible redeemable preference shares.

Application has been made to the UK Listing Authority for the new ordinary
shares pursuant to the Conversion to be admitted to (i) the Official List and
(ii) trading on the London Stock Exchange's market for listed securities. It is
expected that admission will become effective, and that dealings will commence
in the new ordinary shares on 23 December 2004.




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