Form 8 (OPD) - Offer by English Rose Enterprises Limited

FORM 8 (OPD) PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER Rules 8.1 and 8.2 of the Takeover Code (the "Code") 1. KEY INFORMATION (a) Full name of discloser: English Rose Enterprises Limited (b) Owner or controller of interests English Rose Enterprises Limited is aand short positions disclosed, if wholly-owned subsidiary of Portnarddifferent from 1(a): Limited, which is owned by Andrew Perloff and family trusts of Andrew and Harold The naming of nominee or vehicle Perloffcompanies is insufficient. For atrust, the trustee(s), settlor andbeneficiaries must be named. (c) Name of offeror/offeree in Beale PLCrelation to whose relevant securitiesthis form relates: Use a separate form for eachofferor/offeree (d) Is the discloser the offeror or OFFERORthe offeree? (e) Date position held: 19 January 2015 The latest practicable dateprior to the disclosure (f) In addition to the company in 1 N/A(c) above, is the discloser makingdisclosures in respect of any otherparty to the offer? If it is a cash offer orpossible cash offer, state "N/A" 2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE If there are positions or rights to subscribe to disclose in more than oneclass of relevant securities of the offeror or offeree named in 1(c), copytable 2(a) or (b) (as appropriate) for each additional class of relevantsecurity. (a) Interests and short positions in the relevant securities of theofferor or offeree to which the disclosure relates Class of relevant security: Ordinary Shares of 5p each ISIN GB0002559291 Interests Short positions Number % Number % (1) Relevant securities owned and/or controlled: None None None None (2) Cash-settled derivatives: None None None None (3) Stock-settled derivatives (including options) and None None None Noneagreements to purchase/sell: TOTAL: None None None None All interests and all short positions should be disclosed. Details of any open stock-settled derivative positions (including tradedoptions), or agreements to purchase or sell relevant securities, should begiven on a Supplemental Form 8 (Open Positions). Details of any securities borrowing and lending positions or financialcollateral arrangements should be disclosed on a Supplemental Form 8 (SBL). (b) Rights to subscribe for new securities Class of relevant security in relation to which subscription right exists: None Details, including nature of the rights concerned and relevant Nonepercentages: 3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFERMAKING THE DISCLOSURE Details of any interests, short positions and rights to subscribe (includingdirectors' and other employee options) of any person acting in concert with theparty to the offer making the disclosure: Number of Beales Percentage of Beales SharesName Shares in issue Panther Securities plc* 4,074,493 19.85 Maland Pension Fund** 1,788,000 8.71 Andrew Perloff 212,507 1.04 Kimberley Perloff*** 25,000 0.12 Total 6,100,000 29.72 * Panther Securities plc, which is quoted on AIM, is controlled by AndrewPerloff and members of his family ** Maland Pension Fund is a pension fund established for the sole benefit ofAndrew Perloff *** Kimberley Perloff is Andrew Perloff's wife In addition, Portnard Limited holds 7,000,000 preference shares with anagreement to acquire a further 983,953 preference shares on 30 April 2016 Details of any open stock-settled derivative positions (including tradedoptions), or agreements to purchase or sell relevant securities, should begiven on a Supplemental Form 8 (Open Positions). Details of any securities borrowing and lending positions or financialcollateral arrangements should be disclosed on a Supplemental Form 8 (SBL). 4. OTHER INFORMATION (a) Indemnity and other dealing arrangements Details of any indemnity or option arrangement, or any agreement orunderstanding, formal or informal, relating to relevant securities which may bean inducement to deal or refrain from dealing entered into by the party to theoffer making the disclosure or any person acting in concert with it: Irrevocable commitments and letters of intent should not be included. If thereare no such agreements, arrangements or understandings, state "none" None (b) Agreements, arrangements or understandings relating to options orderivatives Details of any agreement, arrangement or understanding, formal or informal,between the party to the offer making the disclosure, or any person acting inconcert 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 relevantsecurities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none" None (c) Attachments Are any Supplemental Forms attached? Supplemental Form 8 (Open Positions) NO Supplemental Form 8 (SBL) NO Date of disclosure: 21 January 2015 Contact name: David Worlidge Telephone number: 0207 628 2200 Public disclosures under Rule 8 of the Code must be made to a RegulatoryInformation Service and must also be emailed to the Takeover Panel atmonitoring@disclosure.org.uk . The Panel's Market Surveillance Unit isavailable for consultation in relation to the Code's disclosure requirements on+44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .