Disposal and Notice of EGM

RNS Number:0434I
Mezzanine Group PLC
27 February 2003

                Mezzanine Group plc ("Mezzanine" or the "Company")
     Disposal of Storm Nightclub and Notice of Extraordinary General Meeting


Disposal of Storm

Mezzanine is pleased to announce that Mezzanine Operations Limited, a subsidiary
of the Company has disposed of the business and assets of the Storm nightclub,
Southend on Sea for a consideration of #1,000,000 to Shea Properties Limited.
The assets consist of the remainder of the term of the lease of the premises,
associated fixtures and fittings and goodwill. There will be an additional
payment for any stock on completion.

The disposal is conditional upon the receipt of the landlord's consent to the
assignment of the lease. Mezzanine Operations Limited gives certain warranties
in the sale contract, but liability is capped to the disposal proceeds.

Shea Properties Limited is an investment vehicle for Mr Richard Shea and Mr
Jason Smith who between them hold 14.79% of the shares of Mezzanine. Pursuant to
Rule 12 of the AIM Rules, the Directors consider, having consulted their
Nominated Adviser, Durlacher Limited, that the terms of the disposal are fair
and reasonable as far as Mezzanine shareholders are concerned.

The total net asset value of Storm nightclub was #1,428,322 at completion. In
the twelve months to 1 December 2002 the Storm nightclub had sales of #1,284,748
and operating profit of #341,382.

Roddy Sutherland, Mezzanine's Chairman commenting on the disposal said, "While
the consideration of #1,000,000 for the Storm nightclub represents a discount to
its book value, we consider that the expected loss which will result from the
sale will be outweighed considerably by the opportunity to realise its value
now, and to reduce the Company's bank debt. This will in turn provide increased
and valuable flexibility as the Company pursues its strategy of focusing on the
Smollensky's brand of restaurants. The disposal is the first major step in the
Company's well-documented strategy to dispose of non-core assets and focus on
the Smollensky's brand of restaurants and I expect to be able to announce
further significant disposals in the coming months."


Extraordinary General Meeting

Section 142 of the Companies Act 1985 ("the Act"), states that when the net
assets of a public company are half or less than half of its called-up share
capital, the directors of such company are obliged in such circumstances to
convene an Extraordinary General Meeting ("EGM") for the purposes of considering
what action, if any, should be taken to deal with this situation.

The Company's net assets are less than half of its called-up share capital and
accordingly an extraordinary general meeting of the Company has been convened at
the Company's solicitor offices, 10 Old Bailey, London EC4M 7NG on 31st March
2003 at 10.00 a.m. ("the EGM") to consider what steps should be taken to deal
with the loss of capital in accordance with the Act.

The Directors welcome the opportunity afforded by the EGM to discuss the
Company's current trading and future strategy with shareholders and recommend
that those shareholders with any concerns attend the EGM.

The circular is shortly being despatched to shareholders, copies of which are
available from the Company's offices, 5 King Charles Terrace, Sovereign Court,
London E1W 3HL.


Enquiries:

Roddy Sutherland                     Mezzanine Group         020 7680 0400

Ben Brewerton                         Brunswick              020 7404 5959


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