Circ re. return of capital and general meeting

Circular and Notice of General Meeting

Aggreko plc

Proposed Return of Cash to Shareholders

Further to the announcement made on 10 March 2011, Aggreko plc ("Aggreko" or the "Company") is today posting to shareholders a circular regarding the proposed return of cash by way of a B share scheme and share capital consolidation, including notice of a general meeting (the "General Meeting"). The General Meeting has been convened for 4.30 pm on Tuesday 5 July at the offices of Slaughter and May, One Bunhill Row, London EC1Y 8YY.

The B share scheme will (subject to certain exceptions) give shareholders a choice as to when and in what form they receive their proceeds.

Highlights of the return of cash are as follows:

·; Shareholders to receive 55 pence per existing ordinary share, equating to a proposed aggregate return of approximately £151.4 million.

·; Return to be implemented by way of a share split whereby each existing ordinary share will be subdivided into one intermediate ordinary share and one B share. This is intended to provide UK tax resident shareholders with the flexibility to elect to receive cash in the form of income or capital or a combination of the two.

·; 31 for 32 share consolidation of the intermediate ordinary shares into new ordinary shares.

·; General Meeting to approve the return on 5 July 2011.

·; Cheques expected to be despatched to shareholders and CREST accounts credited in respect of cash payments on 19 July 2011.

Details of the return of cash

Subject to shareholder approval and listing of the new ordinary shares arising on the share consolidation, shareholders will receive one B share for each ordinary share that they hold on 8 July 2011. Shareholders (subject to certain exceptions) will be able to choose between the following options in respect of those B shares:

·; To receive a single dividend of 55 pence per B share for some or all of their B shares. Shareholders will automatically receive this single dividend for all their B shares for which no election is made. B shares in respect of which a shareholder receives this single dividend will automatically be converted into deferred shares, which will have negligible value.

·; To elect for Aggreko to buy some or all of their B shares for 55 pence per B share. All B shares bought back will subsequently be cancelled by Aggreko.

·; To retain some or all of their B shares. While shareholders hold these B shares, they will be entitled to receive a B share continuing dividend at the rate of 75 per cent of 12 month LIBOR, payable annually in arrear on the notional amount of 55 pence per B share. It is intended that there will be a further offer by Aggreko to purchase B shares around the time of the Company's annual general meeting in 2012. The B shares will not be listed.

A share consolidation will be undertaken in conjunction with the return of cash. Intermediate ordinary shares will be consolidated so that shareholders will receive 31 new ordinary shares for every 32 existing ordinary shares held on 8 July 2011. The intention is that, subject to market movements, the share price of one new ordinary share immediately after the return and consolidation should be approximately equal to the share price of one existing ordinary share immediately beforehand. The ratio used for the share consolidation has been set by reference to Aggreko's market capitalisation at close of business on 6 May 2011.

It is intended that new ordinary shares will be traded on the London Stock Exchange in the same way as existing ordinary shares and will be equivalent to the existing ordinary shares in all material respects, including their dividend, voting and other rights. The effect of the share consolidation will be to reduce the number of issued ordinary shares to reflect the return of 55 pence per ordinary share, but shareholders will own the same proportion of Aggreko's issued share capital as they did previously (subject to fractional entitlements).

Application will be made to the UK Listing Authority for the new ordinary shares to be admitted to the Official List and to the London Stock Exchange for the new ordinary shares to be admitted to trading on the London Stock Exchange's main market for listed securities.

Full details of the return of cash and share consolidation are contained in the circular.

A copy of each of the documents listed below has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do.

Documents submitted:

·; Circular relating to the proposed return of cash to shareholders

·; Form of Proxy

·; Election Form for use by shareholders in respect of the B share choices

Copies of the Circular will be available for inspection at the Company's registered office, 8th Floor, Aurora, 120 Bothwell Street, Glasgow G2 7JS and at the offices of Slaughter and May, One Bunhill Row, London EC1Y 8YY. A copy of the Circular will also be available on the Company's website at www.aggreko.com in the "Investors" section.

For further information, please contact:

Rupert Soames, Chief Executive

Angus Cockburn, Finance Director

END