RNS Number:8509P
St. Modwen Properties PLC
17 September 2003



                                                  Wednesday, 17th September 2003

                           St. MODWEN PROPERTIES PLC

        Proposed Disposal of Shareholding in Northern Racing Limited to
                                        
                          The Chepstow Racecourse PLC
                                        
St. Modwen Properties PLC ("the Company"), the regeneration specialist, has
agreed to sell its 35% shareholding in Northern Racing Limited ("Northern") to
The Chepstow Racecourse PLC ("Chepstow") for a consideration of #12m to be
satisfied by the issue of new ordinary shares in Chepstow.

This will be achieved by the sale to Chepstow of 100% of Northern through the
simultaneous acquisition by Chepstow of both the Company's shares in Northern
and, by means of the acquisition of Stanley Clarke Leisure Limited, Sir Stanley
Clarke's 65% shareholding.

Highlights:

  * Following the transaction, the Company will hold 27.2% of Chepstow. Sir
    Stanley Clarke's shareholding after the Disposal will be 57%
  * The transaction is conditional upon approval by the shareholders of both
    the Company and Chepstow, and an Extraordinary General Meeting of the
    Company will be held on 6 October 2003
  * At the quoted mid-market price of 125 pence per Chepstow share on 15
    September 2003, the Company's shareholding in Northern has a value of #12m.
    The carrying value of the investment as at 31 July 2003 was #7.5m
  * In accordance with UITF 31, the 27.2% investment in Chepstow cannot be
    marked to market value, and hence the #4.5m uplift that would otherwise
    arise on such a revaluation will remain unrecognised unless the Company
    disposes of some or all of the investment in Chepstow
  * The Company has agreed that it will not, save in certain limited
    circumstances, for a period of twelve months from the date of admission of
    the new Chepstow shares, dispose of any of its shareholding
  * The disposal is expected to be completed on 13 October 2003, and
    dealings in the new Chepstow shares are expected to commence on AIM on 13
    October 2003

Anthony Glossop, Deputy Chairman & Chief Executive of St Modwen, said:

"This transaction provides us with a public listing for our long standing and
successful investment in Northern. The benefits of this include:

   * a market valuation for the Company's investment in Northern;
   * the opportunity to finance acquisitions and other funding requirements
     by the issue of shares;
   * the recognition of Northern as a fully-fledged independent operator;
   * providing access to a market for the shares, in the event that the
     Company sought to reduce or dispose of its holding
   * the receipt of dividend income from Chepstow, giving the Company a cash
     return on its investment for the first time
   * the transaction creates a high quality portfolio of nine racecourses
     which will enable future synergy benefits to be delivered

"We believe that, as a result of this transaction, the business's prospects will
be enhanced to the benefit of all shareholders."

For further information please contact:

St. Modwen Properties PLC www.stmodwen.co.uk
Anthony Glossop, Deputy Chairman & Chief Executive               0121 456 2800
Bill Oliver, Managing Director
Tim Haywood, Finance Director

Weber Shandwick Square Mile
Reg Hoare/Katie Hunt                                             020 7067 0700

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PROPOSED DISPOSAL OF SHAREHOLDING IN NORTHERN

Introduction

It was announced today that the Company has agreed to sell its 35% shareholding
in Northern to Chepstow for a consideration to be satisfied by the issue of
9,573,412 new ordinary shares in Chepstow. The disposal, which is structured as
a sale to Chepstow of 100% of Northern through the simultaneous acquisition by
Chepstow of both the Company's shares in Northern and, by means of the
acquisition of Stanley Clarke Leisure Limited ("SCLL"), Sir Stanley Clarke's 65%
shareholding, is conditional on the approval of the shareholders of both the
Company and Chepstow.

The Company's involvement in racecourses

The Company entered racing, which it saw as a natural extension of its
property-related activities with local authorities, by means of the acquisition
of Uttoxeter racecourse in 1988. This investment was in the form of an 81:19
joint venture with the local authority which owned the racecourse. When further
investment in Uttoxeter was required in 1992, SCLL (a company wholly-owned by
Sir Stanley Clarke) subscribed for shares giving it 65% of the investment at a
time when the Company was seeking to focus on its core activities.

On 18 August 1994, the Company subscribed for 35% of the shares in Northern,
with SCLL subscribing for the remaining 65%. The additional resources of this
enlarged joint venture enabled Northern to acquire Newcastle racecourse that
year. Since then Northern has expanded by acquisition, such that it now owns
eight racecourses in the United Kingdom.

Northern

Northern is the operator of eight racecourses which share a common business
focus of growth through increased admissions, hospitality and sponsorship income
and greater use of the racecourse venue for non racing activity.

For the year ended 31 December 2002, a profit on ordinary activities before
taxation of #2.7m (before deducting capital credits) was achieved on gross
turnover of #12.9m. The Company's share of the profits on ordinary activities
before taxation amounted to #0.9m. As at 31 December 2002, net assets amounted
to #22.4m.

Profitable growth has been achieved in Northern through a programme of
investment in improved racecourse facilities and expanding the independent
management team, whilst exploiting the increasing scale of operations in the
commercial, betting and media activities of the company.

Chepstow

Chepstow is a public limited company whose shares are traded on AIM. At the
quoted mid-market price of 125p on 15 September 2003, Chepstow has a market
capitalisation of #9.9m

The principal shareholder in Chepstow is Sir Stanley Clarke, who owns 29.9% of
the issued shares.

For the year ended 31 December 2002, Chepstow reported profit before tax of
#655,000 on turnover of #3.4m. As at 31 December 2002, net assets amounted to
#4.2m.

Chepstow intends, subject to the availability of distributable profits, to pay a
total dividend for the year ending 31 December 2003 of 1.21 pence per share,
which represents a 10% increase over the 2002 dividend of 1.1 pence. Chepstow
intends to follow a progressive dividend policy.

Timetable

An Extraordinary General Meeting of the Company will be held at 9.00 a.m. at
Lyndon House, 58/62 Hagley Road, Edgbaston, Birmingham B16 8PE on 6 October
2003. The Chepstow EGM will be held on 10 October 2003. The disposal is expected
to be completed, and dealings in the new Chepstow shares to commence on AIM, on
13 October 2003.

                                    - Ends -




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