Form 8 (OPD) (Mirfield 1964 plc)

(a) Identity of the party to the offer making the disclosure:

Mirfield 1964 plc

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each party to the offer

Mirfield 1964 plc

(d) Is the party to the offer making the disclosure the offeror or the offeree?

OFFEROR

(e) Date position held:

31 July 2013

(f) Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

NO

Class of relevant security:

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

N/A

N/A

(2) Derivatives (other than options):

N/A

N/A

(3) Options and agreements to purchase/sell:

N/A

N/A

TOTAL:

N/A

N/A

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

NONE

Details of any interests, short positions and rights to subscribe of any person acting in concert with the party to the offer making the disclosure:

The current shareholder of Mirfield 1964 plc is:

EME Capital - 50,000 (100%)

The following investors have entered into subscription agreements to subscribe for the following percentages of shares in Mirfield 1964 plc with effect from completion of the Acquisition, assuming full take up of the Share Alternative (as more fully described in the Rule 2.7 announcement relating to the offer):

Jon Moulton - 21.8%

Sir Keith Mills - 21.8%

Mike Jatania - 21.8%

Jurek Piasecki - 12.3%

EME Capital - 7.3%

Theo Fennell - 5.0%

Upon completion, assuming full take up of the Share Alternative, holders of existing shares in Theo Fennell plc will hold 10% of the issued share capital of Mirfield 1964 plc in the form of Mirfield B Shares. Should shareholders in Theo Fennell plc representing less than 30% of that company's existing share capital elect to receive the Share Alternative then all percentages outlined above will increase pro rata to the shortfall in Mirfield B Shares issued. The Mirfield B Shares cannot be diluted for a period of two years following completion of the acquisition.

Messrs Fennell and Piasecki also have the right to be awarded a further 5% each of the issued share capital of Mirfield 1964 plc subject to certain targets.

EME Capital LLP has a warrant to subscribe for 10% of the issued share capital in Mirfield 1964 plc subject to certain targets.

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

If there are no such agreements, arrangements or understandings, state "none"

NONE

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

NONE

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

1 August 2013

Rahan Shaheen

020 3468 1900