Disposal of Letts

Bemrose Corp PLC 11 August 2000 BEMROSE CORPORATION PLC ('Bemrose' or the 'Company') Disposal of the Charles Letts diary business ('Letts') Introduction The Board of Bemrose announces that it has sold Letts (on a debt and cash free basis) for £12.25 million to a newly formed company that has recently changed its name to Letts Holdings Limited ('LHL'). LHL is a company formed on behalf of Dunedin Capital Partners Limited, Bank of Scotland and certain senior management of the business. The disposal of Letts, the only remaining business within the Specialist Print Services division, represents the final stage in the implementation of the fundamental reorganisation of the business strategy to concentrate Bemrose's managerial, technical and financial resources on the Promotional Marketing division (4imprint). The Directors continue to believe that the prospects for both organic and acquisition led growth in the continuing business will be enhanced by the re-investment of the sale proceeds. Investment and acquisition opportunities within the promotional marketing industry are currently being assessed. If there is a surplus of disposal proceeds over investment requirements, this surplus will be returned to shareholders in due course. Rodger Booth,Chairman commented: 'Completion of this deal is important for Bemrose shareholders. It marks the end of the disposal programme and will enable the management team to concentrate solely on building a more substantial international corporate promotional products business under the 4imprint brand. A significant step in this direction was taken recently with the strategic alliance with Lands' End, the world largest on-line seller of clothing.' Information on Letts Letts is a long established and widely recognised, international diary business based in Dalkeith, Scotland. Letts designs, develops, manufactures and sells a range of branded and own label diary products (approximately 20 million diaries per annum), which are distributed to over 25 countries worldwide. It is the largest publisher and manufacturer in the UK with over 40 per cent. market share and is particularly strong in the business to business market. Its customers include a mix of corporate, retail and wholesale clients in the UK and overseas. For the year ended 1 January, 2000 Letts generated operating profit of £2.7 million (1998: £2.1 million) on turnover of £25.4 million (1998:£26.6 million). As at 1 January, 2000 it had net assets of £15.0 million (1998:£13.6 million). Details of the disposal The sale of Letts has been effected by the sale of the entire issued share capitals of Barnard and Jackson (Holdings) Limited and Charles Letts Group Limited to LHL for an aggregate consideration of £12.25 million in cash, subject to certain conditions and adjustments. Bemrose has given certain warranties and indemnities in favour of LHL. The exceptional loss on the disposal of Letts based upon the net assets book value of £15.0 million at 1 January 2000 and £17.4 million of goodwill previously written off is £21.2 million after disposal costs of £1.0 million and will be reported as an exceptional item in the profit and loss account for the 52 weeks ending 30 December 2000. No taxation liabilities are expected to arise from the disposal. Board changes As previously announced Rodger Booth has become non-executive chairman of Bemrose following the disposal of Letts. For further information, please contact: Bemrose Corporation PLC Dick Nelson, Chief Executive 001 920810 9696 (after 11am) Rodger Booth, Chairman 01482 867 862 Richard Harrison, Finance Director 01482 867 862 N M Rothschild & Sons Ltd David Forbes 0113 200 1900 David Wilton 0113 200 1900 Buchanan Communications Mark Edwards 020 7466 5000 Jeremy Garcia N M Rothschild & Sons Limited, which is regulated in the United Kingdom by The Securities and Futures Authority Limited, is acting for Bemrose and no-one else in connection with the disposal and will not be responsible to anyone other than Bemrose for providing the protections afforded to its customers or for providing advice in relation to the disposal or any matter referred to in this announcement.