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Ennstone PLC (ENN)

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Tuesday 24 August, 2004

Ennstone PLC

Offer Update

Ennstone PLC
24 August 2004


        Ennstone plc ("Ennstone") - Offer for Johnston Group PLC - Update

On 29 July 2004 the Board of Ennstone announced its offer for Johnston Group PLC
("Johnston") at a price equating to 446.25p per Johnston Share ("the Ennstone
Offer"). Anglo American Plc ("Anglo American") have today announced a bid of
491p in cash per Johnston Share ("the Competing Offer") representing a premium
of approximately 10 per cent over Ennstone's offer.

The Ennstone Board is pleased to announce that Tarmac Limited has granted an
option to acquire the Leinthall quarry (currently owned by Johnston) for £11.25m
in cash for a period of up to sixty days from the date that Anglo American's
offer for Johnston becomes or is declared wholly unconditional. The option is
exercisable solely at Ennstone's discretion. The business at Leinthall,
Herefordshire, comprises a limestone quarry with resources estimated to be 8.65
million tonnes, a processing plant and an asphalt operation.

There has been criticism of the Ennstone Offer from certain shareholders. The
Ennstone Board believes that the offer by Anglo American, one of the world's
largest mining and natural resources groups, demonstrates the strategic value of
certain assets within the Johnston business.

As part of the above arrangements Ennstone has agreed to seek adjournment of its
Extraordinary General Meeting in respect of its offer for Johnston on 1
September 2004. In addition, Ennstone has agreed to vary the irrevocable
undertakings given by the Johnston Family Shareholders to enable them to provide
irrevocable undertakings to Anglo American to accept the Competing Offer on
receipt of confirmation (the "Confirmation") from Anglo American or their
advisers, Cazenove & Co. Ltd, that all of the conditions of the Competing Offer
have been satisfied or waived, other than a condition as to acceptances. If the
Competing Offer lapses or is withdrawn or if Anglo American is unable to provide
the Confirmation by the earlier of (i) 3.00 p.m. on the 56th day following this
announcement and (ii) 3.00 p.m. on the 42nd day after the posting of the Anglo
American offer document, the Johnston Family Shareholders shall be obliged to
accept the Ennstone Offer within one business day of such lapse or withdrawal.
Ennstone has also agreed not to lapse the Ennstone Offer by reason of the
non-satisfaction of the acceptance condition prior to the first business day
after the earlier of (i) 3.00 p.m. on the 56th day following this announcement
or (ii) the 42nd day following the posting of the offer document in relation to
the Competing Offer.

Vaughan McLeod, Chairman of Ennstone, commented:

"This represents a good result for all concerned. Anglo American clearly
recognises the value we identified in Johnston's construction materials
business. Ennstone is pleased to have been granted an option to acquire
Johnston's Leinthall quarry which I believe is likely to represent a valuable
strategic opportunity to strengthen our presence in the Midlands."

Enquiries:

Ennstone plc
Vaughan McLeod/John Barlow                                       01332 694444

Altium Capital
Phil Adams/Paul Lines                                           0161 831 9133

College Hill
Mark Garraway/Matthew Gregorowski                               0207 457 2020


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

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