ESTABLISHMENT OF NEW UK LISTED HOLDING COMPANY

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CAPE PLC

ESTABLISHMENT OF NEW UK LISTED HOLDING COMPANY

Court Sanction of Scheme of Arrangement and Court Confirmation of Reduction of Capital

On 9 May 2011, Cape plc ("Old Cape") announced details of the proposed change to the corporate structure of the Cape Group (the "Group"). The restructuring proposals (the "Proposals") will put in place a new parent company for the Group, which will be Jersey-incorporated and UK listed, with its tax residence in Singapore and Jersey ("New Cape"). The Proposals are being implemented by means of a scheme of arrangement of Old Cape under Part 26 of the Companies Act 2006 (the "Scheme"), involving a reduction of the capital of Old Cape under section 641 of the Companies Act 2006 (the "Reduction of Capital").

On 9 May 2011, Old Cape published and posted a circular (the "Scheme Circular") to shareholders of Old Cape. The Scheme Circular contains, among other things, the full terms and conditions of the Scheme and an explanatory statement in compliance with section 897 of the Companies Act 2006.

Old Cape is pleased to announce that the Court has today sanctioned the Scheme and confirmed the associated Reduction of Capital (approved by shareholders of Old Cape on 25 May 2011).

The Court Order will be delivered to the Registrar of Companies in England and Wales before 7.00 a.m. tomorrow, 17 June 2011, at which point the Scheme will become effective and New Cape will become the ultimate holding company of the Group.

The Group will have the same business and operations after the date on which the Scheme becomes effective (the "Scheme Effective Date") as the Group had before the Scheme Effective Date. The Proposals will not result in any immediate changes in the day-to-day operations of the business of the Group or its strategy.

Under the terms of the Scheme, Scheme Shareholders will receive one New Cape Share for each ordinary share in Old Cape that they held at 6.00 p.m. on Wednesday, 15 June 2011.

The New Cape Shares are expected to be admitted to the premium listing segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities at 8.00 a.m. on 17 June 2011. The admission of the existing ordinary shares in Old Cape to trading on AIM will be cancelled at that time.

Timetable

The remainder of the expected timetable for the Scheme is as follows:-

Thursday, 16 June 2011 Last day of trading on AIM in, and for registration of transfers of, Cape ordinary shares

Friday, 17 June 2011 Scheme Effective Date

8.00 a.m. on Friday, 17 June 2011 Cancellation of admission of Old Cape ordinary shares to trading on AIM

8.00 a.m. on Friday, 17 June 2011 Admission and listing of New Cape Shares and commencement of dealings in New Cape Shares on the London Stock Exchange

Friday, 17 June 2011 Credit of New Cape Shares in uncertificated form to CREST accounts

2.30 p.m. on Thursday, 30 June 2011 Jersey Court hearing to confirm New Cape Reduction of Capital

Friday, 1 July 2011 New Cape Reduction of Capital becomes effective

By Friday, 1 July 2011 Despatch of share certificates in respect of New Cape Shares in certificated form

Unless otherwise stated, all references to times in this announcement are to London time. The times and dates given are based on the Directors' expectations and may be subject to change.

Unless the context otherwise requires, terms defined in the Scheme Circular have the same meaning in this announcement.

ENQUIRIES:

Cape plc

Martin K May, Chief Executive +44 (0)20 3178 5498

Richard Bingham, Chief Financial Officer

M:Communications

Patrick d'Ancona +44 (0)20 7920 2347

Ben Simons +44 (0)20 7920 2340

Numis Securities Limited +44 (0)20 7260 1000

(Sponsor in relation to the admission of New Cape, Financial Adviser in relation to

the Scheme and Joint Corporate Broker)

John Harrison, Managing Director, Corporate Finance

James Serjeant, Director, Corporate Broking

JP Morgan Cazenove +44 (0)20 7588 2828

(Joint Corporate Broker)

Laurence Hollingworth, Head of UK Investment Banking

Patrick Magee, Managing Director, Corporate Finance