Over 90% Acceptances Achieved by Waco

AAF Industries PLC 19 November 1999 Not for release or distribution in or into the United States of America, Canada, Australia or Japan RECOMMENDED UNCONDITIONAL CASH OFFER BY KPMG CORPORATE FINANCE ON BEHALF OF WACO INTERNATIONAL LIMITED FOR THE ISSUED SHARE CAPITAL OF AAF INDUSTRIES PLC NOT ALREADY OWNED BY WACO INTERNATIONAL LIMITED AND ITS SUBSIDIARIES OVER 90 PER CENT. ACCEPTANCES ACHIEVED Waco International Limited ('Waco') announces that, as at 3pm on 18 November 1999, it now owns, or has received valid acceptances in respect of, in aggregate, 8,914,436 AAF Industries plc ('AAF') Shares, representing approximately 38.61 per cent. of the issued share capital of AAF, pursuant to its revised recommended unconditional cash offer ('Revised Offer') for the issued share capital of AAF not already owned by the Waco Group as set out in its Offer Document dated 24 September 1999 ('Offer Document') and in its Revised Offer Document dated 5 November 1999 ('Revised Offer Document'). Prior to the commencement of the recommended unconditional cash offer on 24 September 1999 the Waco Group, including all persons acting in concert with Waco, owned 13,625,229 AAF Shares, representing 59.02 per cent. of the issued share capital of AAF. Accordingly the Waco Group now owns and has received valid acceptances of the Revised Offer in respect of a total of 22,539,665 AAF Shares, representing approximately 97.63 per cent. of the issued share capital of AAF. Waco has now received valid acceptances of the Revised Offer in respect of more than 90 per cent. of the AAF shares to which the Revised Offer relates. Waco now intends to apply the provisions of Sections 428 to 430F of the Companies Act 1985 to acquire compulsorily any outstanding AAF Shares. As stated in the Offer Document, appropriate proposals will now be made to persons with entitlements under the AAF Restricted Share Plan. The Revised Offer will remain open for acceptance until 3 December 1999, when AAF has applied for cancellation of its listing on the Official List to be effected. Words and expressions defined in the Offer Document and the Revised Offer Document shall, unless the context otherwise requires, have the same meanings when used in this announcement. Enquiries: Waco International Limited 00271 1883 4119 Mike Smithyman Mark Towler KPMG Corporate Finance 0171 311 1000 David Simpson Marc Cramsie AAF Industries plc 01964 542131 Andrew Walker KPMG Corporate Finance, a division of KPMG which is authorised by the Institute of Chartered Accountants in England and Wales to carry on investment business, is acting for Waco and no one else in connection with the Offer and Revised Offer and will not be responsible to anyone other than Waco for providing the protections afforded to clients of KPMG Corporate Finance nor for giving advice in relation to the Offer and the Revised Offer. The contents of this announcement have been approved for the purpose of Section 57 of the Financial Services Act 1986 by KPMG Corporate Finance.