NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
  FROM ANY RESTRICTED JURISDICTION OR OTHER JURISDICTION WHERE TO DO SO WOULD
      CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

29 January 2015

                            RECOMMENDED CASH OFFER

                                      FOR

                     BEALE PLC ("Beales" or the "Company")

                                      BY

               ENGLISH ROSE ENTERPRISES LIMITED ("English Rose")


     Posting of the Offer Document and statements of support for the Offer

On 19 January 2015, the boards of Beales and English Rose, a company controlled
by Andrew Perloff and his family trusts, announced that they had reached
agreement on the terms of a recommended cash offer by English Rose for the
entire issued and to be issued ordinary share capital of Beales (the "Offer").

The Offer Document containing the full terms of, and conditions to, the Offer,
is today being posted to Beales Shareholders, together (where applicable) with
the related Form of Acceptance (in respect of Beales Shares held in
certificated form). The Offer Document incorporates a letter to Beales
Shareholders from the Chairman of Beales setting out the background to and
reasons for the Beales Directors' recommendation.

The Offer will initially remain open for acceptance until 1.00 p.m. (London
time) on 19 February 2015.

Statements of support

On 26 January 2015, English Rose announced it had received an irrevocable
undertaking to accept the Offer from Nigel Beale and Anthony Lowrey in respect
of 819,140 Beales Shares, representing 3.99 per cent. of the issued ordinary
share capital of Beales. Nigel Beale and Anthony Lowrey have subsequently
provided English Rose with the following statement:

"We, being joint holders of 819,140 Beales Shares, representing 3.99 per cent.
of the issued ordinary share capital of Beales have considered the terms of the
Offer and the background to the recommendation by the Beales Directors as
described in the announcement of the Offer dated 19 January 2015.

We note, in particular, that Portnard has agreed to deposit £2.0 million with
Wells Fargo Capital Finance affording Beales the ability to draw down an
initial £1.0 million under the Collateralised Term Loan Facility with a further
amount up to a maximum of £1.0 million potentially being made available to
Beales by Wells Fargo Capital Finance subject to the matters described in the
Announcement.

We believe that the provision of such additional capital will be of benefit to
Beales and its stakeholders and accordingly write to confirm that we are
supportive of the Offer."

Furthermore, the Beales Board has received the following statement from the
trustees of the Beales Pension Scheme:

"The Trustees of the Beales Pension Scheme ("the Scheme") have considered the
Offer in conjunction with their professional advisers.

Taking account of the circumstances described in the Offer Document, the
Trustees are of the opinion that the Offer, whilst not without risk, represents
the alternative which has the greater chance over time of securing members'
benefits under the Scheme. They are therefore supportive of the Offer.

The Trustees have been assured by the Offeror of its intention that the current
structure of the Trustee board, including the presence of an independent
professional Chairman of the Trustees, will continue, and that the Trustees
will continue to be provided with trading and financial information as has been
the case for some years. These assurances have been provided by Andrew Perloff
to the Trustees of the Scheme and are not deemed to be post-offer undertakings
for the purposes of Rule 19.7 of the Code."

Procedure for accepting the Offer

Full details of the procedure for accepting the Offer are set out in the letter
from English Rose to Beales Shareholders in Part I of the Offer Document and
are summarised below.

To accept the Offer in respect of Beales Shares held in certificated form (that
is, not in CREST), Beales Shareholders must complete the Form of Acceptance in
accordance with the instructions printed on it and set out in paragraph 15.1 of
the letter from English Rose to Beales Shareholders in Part I of the Offer
Document, and return it (along with any appropriate share certificate(s) and/or
other document(s) of title) using the accompanying reply-paid envelope (for use
within the UK only) as soon as possible and, in any event, so as to be received
by Capita Asset Services by 1.00 p.m. (London time) on 19 February 2015.
Additional Forms of Acceptance can be obtained by contacting Capita Asset
Services on telephone number 0871 664 0321 (or, if telephoning from outside the
UK, on telephone number +44 20 8639 3399).

To accept the Offer in respect of Beales Shares held in uncertificated form
(that is, in CREST), Beales Shareholders should follow the procedure for
electronic acceptance through CREST in accordance with the instructions set out
in paragraph 15.2 of the letter from English Rose to Beales Shareholders in
Part I of the Offer Document so that a TTE Instruction settles as soon as
possible and, in any event, no later than 1.00 p.m. (London time) on 19
February 2015. If Beales Shareholders hold their Beales Shares as a CREST
sponsored member, they should refer to their CREST sponsor as only their CREST
sponsor will be able to send the necessary TTE instruction to CREST.

General

Capitalised terms used but not defined in this announcement have the same
meanings as given to them in the Offer Document.

A copy of this announcement and the Offer Document will be made available,
subject to certain restrictions relating to persons resident in any Restricted
Jurisdiction, on the website of English Rose's parent's website at
www.portnard.com and on Beales' website at www.beales.co.uk until the end of
the Offer Period. For the avoidance of doubt, the contents of the websites
referred to above are not incorporated into and do not form part of this
announcement.

Enquiries

English Rose Enterprises Limited
Andrew Perloff/Simon Peters Tel. no.: 01707 667 300

Sanlam Securities UK Limited (Financial adviser to English Rose)
David Worlidge/Simon Clements Tel. no.: 020 7628 2200

Beale PLC
Michael Hitchcock Tel. no.: 01202 203 462

Smith Square Partners LLP (Financial adviser to Beales)
John Craven/Jade Jack Tel. no.: 020 3696 7260

Buchanan Communications Ltd (PR adviser to Beales)
Charles Ryland/Sophie McNulty Tel. no.: 020 7466 5000

Sanlam Securities, which is authorised and regulated in the United Kingdom by
the Financial Conduct Authority, is acting exclusively for English Rose and
no-one else in relation to the Offer and will not be responsible to anyone
other than English Rose for providing the protections afforded to the customers
of Sanlam Securities 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, save as imposed by the Financial Services and Markets Act
2000 or the regulatory regime established thereunder.

Smith Square Partners, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting exclusively for Beales and no-one
else in relation to the Offer and will not be responsible to anyone other than
Beales for providing the protections afforded to the clients of Smith Square
Partners 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.

SHAREHOLDERS ARE ADVISED TO READ THE OFFER DOCUMENT CAREFULLY. THIS
ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT INTENDED TO, AND DOES
NOT, CONSTITUTE OR FORM ANY PART OF AN OFFER TO SELL OR AN INVITATION TO
SUBSCRIBE FOR OR PURCHASE ANY SECURITIES OR THE SOLICITATION OF ANY VOTE OR
APPROVAL IN ANY JURISDICTION, NOR SHALL THERE BE ANY SALE, ISSUANCE OR TRANSFER
OF THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT IN ANY JURISDICTION IN
CONTRAVENTION OF APPLICABLE LAW. THE OFFER IS BEING MADE SOLELY BY MEANS OF THE
OFFER DOCUMENT, WHICH CONTAINS THE FULL TERMS AND CONDITIONS OF THE OFFER, AND
IN THE CASE OF BEALES SHARES HELD IN CERTIFICATED FORM, THE FORM OF ACCEPTANCE.
ANY ACCEPTANCE IN RELATION TO THE OFFER SHOULD BE MADE ONLY ON THE BASIS OF THE
INFORMATION CONTAINED IN THE OFFER DOCUMENT.

To the extent permitted by applicable law, in accordance with, and to the
extent permitted by, the Code and normal UK market practice, English Rose 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,
Beales 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, Sanlam
Securities 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 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 announcement in jurisdictions other than the United
Kingdom may be restricted by the laws of those jurisdictions and therefore
persons into whose possession this announcement 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 Beales 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.

The Offer is not intended to be made, directly or indirectly, in, into or from
any Restricted Jurisdiction and the Offer will not be 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. Further details in relation to overseas
Beales Shareholders will be contained in the Offer Document.

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.

Disclosure requirements under the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any securities exchange
offeror is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead make a
Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities exchange
offeror. A Dealing Disclosure must contain details of the dealing concerned and
of the person's interests and short positions in, and rights to subscribe for,
any relevant securities of each of (i) the offeree company and (ii) any
securities exchange offeror, save to the extent that these details have
previously been disclosed under Rule 8. A Dealing Disclosure by a person to
whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on
the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will be
deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see Rules
8.1, 8.2 and 8.4 of the Code).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. You should contact the Panel's Market Surveillance Unit on
+44 (0)20 7638 0129 if you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure.

You should note that, for the purposes of the above summary of Rule 8 of the
Code, English Rose is not treated as a securities exchange offeror and
therefore there is no requirement to disclose interests or dealings in shares
of English Rose or any other members of the Concert Party under Rule 8 of the
Code.