Schedule 1 - Minoan Group 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:

Minoan Group Plc

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

30 Aylesbury Street, London, EC1R 0ER

COUNTRY OF INCORPORATION:

England and Wales

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

www.minoangroup.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:

Minoan Group Plc ("Minoan" or "the Group"), the AIM listed travel and leisure company is committed to acquiring distribution-led businesses in the UK. The Group's strategy is to acquire smaller regional players in the sector with positive working capital and strong net margins on commission earned.

In line with this strategy, the Group has already acquired King World Travel Limited and an interest in Stewart Travel Centre and it now wishes to acquire the entire issued share capital of John Semple Travel Limited ("JST"), a multi faceted and online travel agent based in Scotland (the "Acquisition").

The Acquisition will constitute a reverse takeover under the AIM Rules and is therefore conditional, inter alia, upon the approval of Shareholders at a general meeting. A reverse takeover also involves the cancellation of the Existing Ordinary Shares from trading on AIM and a new application for the First Enlarged Share Capital to be admitted to trading on AIM. A separate application will be made for the Consideration Shares to be admitted to AIM.

In Greece, the Group also continues to concentrate on its Crete Project: the assembly, design and supervision of the construction of and, ultimately, management of the Resort, on a 25 square km site in north eastern Crete.

The Company is seeking to raise £1,665,000 through the issue of 2,900,000 new Ordinary Shares at 10p per share to raise £290,000 by way of the Placing and the completion of the Loans of £1,375,000 in order to fund the cash consideration in relation to the Acquisition and to contribute to the costs of Admission.

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):

96,588,094 ordinary shares of 1p each on 18 October 2011

Further, up to 5,454,545 ordinary shares of 1p each (being new ordinary shares of 1p each to be issued as the Consideration Shares for the acquisition of JST) on 25 October 2011.

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

Placing of Ordinary Shares - £290,000

Expected market capitalisation on Admission (18 October 2011) - £9,658,809

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

1.91%

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):

Christopher William Egleton FCA (Executive Chairman)

Duncan Campbell Wilson (Managing Director)

Barry David Bartman FCA (Finance Director)

Grahame David Cook ACA (Non-Executive Director)

Timothy Roland Collingwood Hill B.Arch., RIBA (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):

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

N.A.

(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 October

(ii) 31 March 2011 (being the historical financial information on JST, the subject of the Reverse Takeover)

(iii) (a) Final results to 31 October 2011, by 30 April 2012

(b) Interim results to 30 April 2012, by 31 July 2012

(c) Final results to 31 October 2012, by 30 April 2013

EXPECTED ADMISSION DATE:

18 October 2011

NAME AND ADDRESS OF NOMINATED ADVISER:

Seymour Pierce Limited, 20 Old Bailey, London EC4M 7EN

NAME AND ADDRESS OF BROKER:

Seymour Pierce Limited, 20 Old Bailey, London EC4M 7EN (joint broker)

Rivington Street Corporate Finance Limited, 3rd Floor, 3 London Wall Buildings, London Wall, London EC2M 5SY (joint broker)

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:

www.minoangroup.com and

Seymour Pierce Limited, 20 Old Bailey, London EC4M 7EN.

THE ADMISSION DOCUMENT CONTAINS FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES.

DATE OF NOTIFICATION:

4 October 2011

NEW/ UPDATE:

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