Mandatory Cash Offer

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO

OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

All Global Investments Limited

Mandatory Cash Offer for The Rank Group Plc

The Board of AGIL notes the announcement issued by Rank on 23 June 2011 containing the change of recommendation by its independent directors that Rank shareholders accept the Offer because of the lack of certainty as to whether the listing of Rank Shares will be maintained following the closing of the Offer. This announcement was made without any prior consultation or discussion with AGIL or Guoco.

AGIL wishes to make clear that, as stated in the Offer Document, even though the Offer has become unconditional, AGIL and Guoco intend that the listing of Rank Shares on the London Stock Exchange should continue.

In particular, AGIL has no intention of taking any steps available to it under the Listing Rules to cancel Rank's listing voluntarily while sufficient shares remain in public hands. Moreover, if, as a result of the Offer, less than 25% of Rank remained in public hands, it would be AGIL's intention to discuss with the FSA whether the then free float, having regard to its size and composition, was sufficient for Rank to remain as a listed company. In the event that the FSA determined otherwise, Guoco would explore with the FSA ways in which the necessary percentage of shares in public hands could be restored over a reasonable period of time (as envisaged by Listing Rule 5.2.2G(2)), so far as commercially reasonable.

Guoco continues to believe that Rank has an excellent portfolio of businesses in the UK gaming sector, has a strong executive management team and is well-positioned for future growth. Guoco, which has a proven track record and portfolio of public listed companies under its control, is comfortable with outside shareholders continuing to participate in Rank's future prospects.

Since the Offer became unconditional on 7 June 2011, AGIL has received further acceptances in respect of just under 0.5 per cent. of Rank's issued share capital. At 1.00 p.m. on 7 June 2011 (the first closing date of the Offer) AGIL had received acceptances of the Offer in respect of 15.55 per cent. of Rank's issued share capital, which, together with Rank Shares already owned by the Guoco Group, represented 56.38 per cent. of Rank's issued share capital. At 23 June 2011 (the day before this announcement) AGIL had received acceptances of the Offer in respect of 16.00 per cent. of Rank's issued share capital, which, together with Rank Shares already owned by the Guoco Group, represented 56.83 per cent. of Rank's issued share capital.

The Offer will close at 1.00 p.m. on 1 July 2011.

Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Offer Document.

24 June 2011 

Enquiries

Evercore Partners Limited

Edward Banks 020 7268 2700

College Hill

Matthew Smallwood 020 7457 2020

Justine Warren

This announcement is for information purposes only and is not intended to and does not constitute, or form part of, an offer to sell or invitation to purchase or the solicitation of an offer to subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise, nor will there be any purchase or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law or regulation. 

Evercore Partners Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Guoco and AGIL and no-one else in relation to the Offer and will not be responsible to anyone other than Guoco or AGIL for providing the protections afforded to the customers of Evercore Partners Limited or for providing advice in relation to the Offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein.

To the extent permitted by applicable law, in accordance with, and to the extent permitted by, the Code and normal UK market practice, Guoco or its nominees or brokers (acting as agents) or their respective affiliates may from time to time make certain purchases of, or arrangements to purchase, Rank Shares, other than pursuant to the Offer, before or during the period in which the Offer remains open for acceptance. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Such purchases, or arrangements to purchase, will comply with all applicable UK rules, including the Code and the rules of the London Stock Exchange to the extent applicable. In addition, in accordance with, and to the extent permitted by, the Code and normal UK market practice, Evercore Partners Limited and its affiliates may engage in purchasing activities consistent with their respective normal and usual practice and applicable law. Any information about such purchases will be disclosed on a next day basis to the Panel on Takeovers and Mergers and will be available from any Regulatory Information Service, including the Regulatory News Service on the London Stock Exchange website, www.londonstockexchange.com.

The distribution of this document in jurisdictions other than the United Kingdom may be restricted by the laws of those jurisdictions and therefore persons into whose possession this document comes should inform themselves about and observe any such restrictions. Failure to comply with any such restrictions may constitute a violation of the securities laws of any such jurisdiction.

The availability of the Offer to Rank Shareholders who are not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Such persons should inform themselves of, and observe, any applicable legal or regulatory requirements of those jurisdictions. In particular, the Offer is not, unless decided otherwise by AGIL, being made in or into or from, and is not capable of acceptance in or from, any Restricted Jurisdiction. Further details in relation to overseas Rank Shareholders are contained in the Offer Document.

The Offer is not intended to be made, directly or indirectly, in, into or from any Restricted Jurisdiction and the Offer is not capable of acceptance from or within any Restricted Jurisdiction. Accordingly, copies of this announcement are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction and persons receiving this announcement (including custodians, nominees and trustees) must not mail or otherwise distribute or send it in, into or from any Restricted Jurisdiction, as doing so may invalidate any purported acceptance of the Offer.

This announcement has been prepared for the purpose of complying with English law and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the UK.

Publication on Guoco website

In accordance with Rule 19.11 of the Code, a copy of this announcement will be available at www.guoco.com by no later than 12 noon on 27 June 2011.