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Prospectus

May 19, 2004 | Swish

The Offer contained in this Prospectus is an invitation to apply for Shares in Retail Cube Limited (“Retail Cube” or the “Company”), a holding company which on Completion will wholly own three operating groups – The Athlete’s Foot, Amazing Paints and King of Knives (the “Groups”, and each one a “Group”). These Groups are further defined in the Glossary in Section 12.

Acquisition of the Groups

The Company has entered into separate agreements with the holders of the issued equity in each of the Groups to acquire those Groups (the “Share Purchase Agreements”). Completion of the acquisition of each Group by the Company is interdependent on Completion of the acquisition of the other two Groups. The material terms of the Share Purchase Agreements are summarised in Section 10.1.1 of the Prospectus.

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