Schedule 1 - Pinewood Shepperton plc

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Pinewood Shepperton plc ("Pinewood" or the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Pinewood Road, Iver Heath, Buckinghamshire SL0 0NH

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

http://www.pinewoodshepperton.com/

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Pinewood provides studio and related services to the global film and television industries. The Company's studios offer facilities for film production, filmed television, studio television recording, video games, animation and commercials. Its facilities and services include stages, back lots for outdoor film production, water and underwater filming facilities, filming locations, production accommodation, television stages, studios, post production and channel hosting facilities. The Company also operates a media park to provide equipment and support for the film, television, video games, advertising, and the wider creative industries and offers film financing services. Pinewood's main country of operation is the United Kingdom.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

49,409,926 ordinary shares of 10 pence each.

There are no restrictions as to transfer of the securities.

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

£5.4 million (gross) to be raised on admission to AIM. Anticipated market capitalisation on admission: c. £170 million.

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

94.6%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/A

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Lord Michael Grade of Yarmouth, CBE (Non-executive Chairman)

Ivan Patrick Dunleavy (Chief Executive)

Nicholas David James Smith (Commercial Director)

Andrew Mark Smith (Director of Strategy and Communications)

John Whittaker (Non-executive Director)

Steven Keith Underwood (Non-executive Director)

Mark Andrew Senior (Non-executive Director)

Peter John Hosker (Non-executive Director)

Neil Lees (Non-executive Director)

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL,BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Before admission to AIM

HSDL Nominees Limited (legal interest) as nominee for Goodweather Investment Management Limited (beneficial interest) (a subsidiary of Peel Holdings Group Limited): 52.4%

Rulegale Nominees Limited (legal interest) as nominee for Goodweather Investment Management Limited (beneficial interest) (a subsidiary of Peel Holdings Group Limited): 18.7%. Total beneficial interest of Goodweather Investment Management Limited = 71.1%.

Giltspur Nominees Limited (legal interest) as nominee for Warren James Holdings Limited (beneficial interest): 27.9%

After admission to AIM

HSDL Nominees Limited (legal interest) as nominee for Goodweather Investment Management Limited (beneficial interest) (a subsidiary of Peel Holdings Group Limited): 50.1%

Rulegale Nominees Limited (legal interest) as nominee for Goodweather Investment Management Limited (beneficial interest) (a subsidiary of Peel Holdings Group Limited): 17.8%. Total beneficial interest of Goodweather Investment Management Limited = 67.9%.

Giltspur Nominees Limited (legal interest) as nominee for Warren James Holdings Limited (beneficial interest): 26.7%

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

No person (excluding the Company's professional advisers otherwise disclosed in the appendix to this Schedule 1 announcement, which is available on the Company's website at: http://www.pinewoodshepperton.com/) in the 12 months preceding the Company's application for admission to AIM received, directly or indirectly, from the Company or has entered into any contractual arrangements to receive, directly or indirectly, from the Company on or after admission to AIM any of the following: (i) fees totalling £10,000 or more; (ii) securities in the Company with a value of £10,000 or more; or (iii) any other benefit with a value of £10,000 or more at the date of admission to AIM.

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 March

(ii) No admission document. Latest published financial information: audited financial results for the 15 month period ended 31 March 2012 (announced on 29 May 2012)

(iii) (a) Half yearly report for the six months ending 30 September 2012 must be published by 30 December 2012; (b) Annual accounts for the 12 months ending 31 March 2013 must be published by 30 September 2013; (c) Half yearly report for the six months ending 30 September 2013 must be published by 30 December 2013

EXPECTED ADMISSION DATE:

23 July 2012

NAME AND ADDRESS OF NOMINATED ADVISER:

N+1 Brewin

34 Lisbon Street

Leeds

LS1 4LX

NAME AND ADDRESS OF BROKER:

N+1 Brewin

34 Lisbon Street

Leeds

LS1 4LX

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

N/A

DATE OF NOTIFICATION:

22 June 2012

NEW/ UPDATE:

New

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

Official List (Premium Segment) of the Financial Services Authority / Main Market of the London Stock Exchange

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

12 May 2004

CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH:

The Company is in breach of Listing Rule 6.1.19, which states that 25% of a company's shares must be in "public hands" (as defined by the Listing Rules). Pinewood announced this breach via RNS on 31 August 2011.

The Company does not satisfy the requirement for an independent director on its audit committee, as set out in rule 7.1.1 of the Disclosure Rules and Transparency Rules.

Apart from the above, the Company has adhered to the legal and regulatory requirements of the Official List / Main Market.

AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:

http://www.pinewoodshepperton.com/

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

Pinewood's strategy is to enhance its position as a leading provider of studios and ancillary services to the global film and television industry through increasing the capacity of its stage and studio facilities, its commitment to its digital television investment programme, further property development and also by leveraging the Pinewood brand (e.g. by selective further international growth through joint ventures, and a potential opportunity to manage the Isle of Man Government's £25 million Media Development Fund).

A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:

The following significant changes in the financial or trading position of Pinewood have occurred since 31 March 2012, being the end of the last financial period for which audited financial statements have been published:

(a) Placing of 2,160,000 ordinary shares at 250p per share (raising £5.4 million before expenses) announced on 30 May 2012, conditional on admission to AIM.

(b) Completion of refinancing of bank facilities announced on 29 May 2012. Total committed facilities of £50m (comprising term facility of £15 million and revolving credit facility of £35 million) to November 2016. The £5 million overdraft facility was also renewed.

The above were announced via RNS and full details are available on the Company's website (http://www.pinewoodshepperton.com/).

Other than the above, there have been no significant changes in the financial or trading position of Pinewood that have occurred since 31 March 2012.

A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:

The Directors have no reason to believe that the working capital available to the Company or its Group will be insufficient for at least 12 months from the date of its admission.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

None

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

Settlement will be through the CREST system for uncertificated shares. Shareholders can also deal based on share certificates.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

http://www.pinewoodshepperton.com/

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

See appendix to this Schedule 1 announcement which is available on the Company's website at: http://www.pinewoodshepperton.com/.

A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:

http://www.pinewoodshepperton.com/

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

None