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

Press Release

8 October 2009

Delta Controls Limited

Statement re Possible Offer for Hartest Holdings Plc at 50 pence per share

The Board of Delta Controls Limited ("Delta Controls") announces that it has made an approach to the board of Hartest Holdings Plc ("Hartest Holdings") and is in preliminary discussions with a view to making a cash offer for the whole of the issued and to be issued share capital of Hartest Holdings at a price of 50 pence per Hartest Holdings ordinary share which values the entire issued share capital of Hartest Holdings at £ 4.3 million.  The Board of Delta Controls reserves the right to lower the price subject to the approval of the Hartest Holdings board.

On 1 July 2009, Hartest Holdings went into an offer period as a result of the announcement by Elektron Plc that it, along with an unnamed third party, was considering making a joint offer in cash at or around 25 pence per Hartest Holdings ordinary share for Hartest Holdings. Subsequently, on 26 August 2009, Elektron Plc announced that it was no longer considering such joint offer for Hartest Holdings.  

A price of 50p represents a premium of 122% to the share price on 24 June 2009 of 22.5p, prior to the rise in share price and announcement on 1 July 2009 of a possible offer by Elektron plc; and a premium of 41% to the closing share price on 7 October 2009 of 35.5p.

Delta Controls is a private limited company that is wholly owned by members of its management team and has more than 50 years' experience in the design and manufacture of high quality instruments for process monitoring and control applications worldwide. 

The Board of Delta Controls believe that there is a strong commercial and strategic fit with Hartest Holdings and that the prospects of the Hartest Holdings businesses and its employees will be significantly enhanced in a privately held group with a stable, long term shareholder base. It is the intention of Delta Controls to develop the Hartest Holdings business for the long term.

Delta Controls confirms that should an offer be made, and it becomes unconditional, it would be the intention of the Board of Delta Controls to respect the employment rights of the employees and management of Hartest Holdings and any subsidiary companies.

This announcement does not constitute a firm intention to announce an offer.

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For further information please contact:

Delta Controls Limited

Ray Harrison - Managing Director                0208 939 3500

Cattaneo LLP - Financial Advisers

Charles Cattaneo                                         07774 276512

Ian Stanway                                                07837 179502

The Directors of Delta Controls accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Directors of Delta Controls (who have taken all reasonable care to ensure such is the case), the information contained in this announcement is in accordance with the facts and does not affect the import of such information.

Cattaneo LLP, which is authorised and regulated in the United Kingdom by the Institute of Chartered Accountants in England and Wales, is acting exclusively for Delta Controls and no one else in connection with the possible offer for Hartest Holdings and will not be responsible to anyone other than Delta Controls for providing the protections afforded to customers of Cattaneo LLP nor for providing advice in relation to the possible offer for Hartest Holdings or any other matter referred to in this announcement. 

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in 1% or more of any class of 'relevant securities' of Hartest Holdings, all 'dealings' in any 'relevant securities' of Hartest Holdings (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which an offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of Hartest Holdings, they will be deemed to be a single person for the purpose of Rule 8.3. 

Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant securities' of Hartest Holdings by Delta Controls, or by any of their 'associates', must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk. 

'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. 

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a 'dealing' under Rule 8, you should consult the Panel.

Notes to Editors 

Delta Controls is a private limited company that is wholly owned by members of its management team. Delta Controls has more than 50 years experience in the design and manufacture of high quality, robust and accurate instruments for process monitoring and control applications worldwide. It has facilities in the UK, Italy, China and USA. Delta Controls enjoys a well established international customer base with products installed worldwide in Oil and Gas, Power, Utilities and Chemical Processing industries. Delta Controls offers its customers full, lifetime technical support and installation solutions worldwide, via its offices and a network of trained Representatives. Further information on Delta Controls can be found at www.delta-controls.com. 

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