This document provides important information about Leon Bonds, which are being offered by Leon Restaurants to raise £1.5 million. The bonds are non-transferable, unsecured debt that will provide investors a return in the form of £eon Pounds and quarterly prize draws. The bonds carry investment risks and are not protected by financial compensation schemes. The funds raised will be used to open new Leon restaurants in the UK and abroad.

1. Leon Bonds
I n v i tat i o n D o c u m e n t

2. I M P O R TANT I N F O R MAT I ON
This Invitation Document is important and requires trading on any market. Investment in an unquoted
your immediate attention if you want to apply security of this nature, being an illiquid investment,
for Leon Bonds. If you are in any doubt about is speculative and involves a degree of risk. It will not
the action you should take or the contents of this be possible to sell or realise Leon Bonds before they
Invitation Document, you should contact your mature or to obtain reliable information about the
bank manager, solicitor, accountant, stockbroker risks to which they are exposed.
or other professional adviser who is authorised
by the Financial Services Authority to conduct This Invitation Document, which is a financial
investment business and who specialises in advising promotion for the purposes of Section 21 of
on investment in bonds, shares and other securities, FSMA, is issued by the Company which accepts
including unlisted securities. responsibility for the information contained herein. CONTENTS
This Invitation Document has been approved as a
This Invitation Document is an invitation to apply financial promotion for UK publication by Reeves
for Leon Bonds, on the terms and conditions set which is authorised by the FSA to conduct investment
out in this Invitation Document and the Leon Bond business. Reeves is registered on the FSA’s Register
Instrument (copies of which are available at with registered number 135202. Reeves is acting
www.leonrestaurants.co.uk/theleonbond), the exclusively for the Company in connection with the
principal terms of which are set out on pages 6 to 7 issue of the Leon Bonds and no one else, and will
of this Invitation Document. The Leon Bonds will be not regard any other person as its customer or be
non-convertible, unsecured, non-transferable, and responsible to any other person for providing the
will provide investors with a return in the form of protections afforded to customers of Reeves or for
£eon Pounds and quarterly prize draws. The Leon advising any such person in relation to the issue of
Bonds will be repayable in three years’ time at the Leon Bonds. Introduction......................................................... 5
option of Bondholders.
Application should only be made on the basis of this
Investment in the Leon Bonds involves certain risks. Invitation Document and the Leon Bond Instrument.
About The Leon Bond........................................ 6
For a discussion of the benefits and risks that should This Invitation Document does not constitute an
be considered in connection with an investment, offer of transferable securities to the public and
How To Apply....................................................... 8
please see the section headed “Risk Factors” on accordingly this Invitation Document does not
page 22 of this Invitation Document. The historical constitute a prospectus to which the Prospectus Rules
How The Funds Will Be Used........................... 10
performance of the Leon Group is no indication
of its future performance. The Leon Bonds are an
of the FSA apply. Therefore, this Invitation Document
and the Leon Bond Instrument have not been
The Leon Team.................................................. 12
unsecured debt of the Company and they may not approved by the Financial Services Authority or any Leon Financial Performance............................ 16
be a suitable investment for all people receiving this other regulatory body. You should ensure that you
Invitation Document. Prospective investors should read and understand all of this Invitation Document Your Questions Answered.................................. 18
consider carefully whether an investment in the before applying for Leon Bonds.
Leon Bonds is suitable for them in the light of their
This Invitation Document does not constitute an
The Legals.......................................................... 22
personal circumstances. Investors should not apply
offer to sell, or the solicitation of an offer to buy,
for any Leon Bonds referred to in this Invitation
Leon Bonds in any jurisdiction in which such
Leon And Its Advisers........................................ 27
Document, except on the basis of the information
offer or solicitation is unlawful. The distribution
published in this Invitation Document and the Leon
of this Invitation Document in jurisdictions other
Glossary............................................................... 29
Bond Instrument.
than the United Kingdom may be restricted by
The Leon Bonds are not shares and do not confer law and therefore persons into whose possession
any equity interest or voting rights in the equity of this Invitation Document comes should inform
any member of the Leon Group. themselves about and observe any such restriction.
Any failure to comply with these restrictions may
Leon Bonds are not protected from loss by the constitute a violation of the securities laws of any such
Financial Services Compensation Scheme. jurisdictions.
Leon Bonds are not transferable or negotiable on
any capital market and no application has or will be
made for Leon Bonds to be admitted to listing or
2 3

3. I NT R O D UCT I ON
Dear Club Member,
There is something magical about fast food. As kids we were spellbound by
it. John used to lie on his back and wave his arms and legs in the air with
excitement before his termly visit to McDonalds. But then we grew up and
realised that fast food makes you fall asleep and wake up fat.
So, we asked ourselves: why can’t fast food be good food? Since we opened
Leon we have been working to bring about a revolution in fast food that is
fresh and full of flavour. We believe that people should be able to eat this
in any major city in the world.
With your incredible support and loyalty we have thrived since we first
opened our Carnaby Street restaurant in July 2004. We are often sent
messages asking us to open new restaurants.
When we came to thinking about how we will fund this growth we wanted
to allow you to benefit from a return as well as the banks. So we thought
that we would see if people who ate with us would like to get involved in
lending us the money to do so. A growing movement of customers and
businesses are doing this.
When we tested the water with approximately one quarter of our Club
Members earlier this year, the response was extraordinary. We were
overwhelmed by the number of people who said they would like to get
involved – you can see some of their quotes on these pages.
Given this response it is possible that the Bond will be subscribed above
our £1.5 million target. In this case we will allocate the Bonds to those who
applied earliest.
This Invitation Document has been created using the input and questions
of those Club Members.
Best wishes,
Henry and John
L EON CO - F OUN D E R S
“The bond is a “Now we want a whole
brilliant idea! chain of them, please”
It sums up what Ni g e l S l a t e r
I love about Leon :)”
L e o n Cl u b M e m b e r
5

4. ABOUT T H E L EON BON D
In addition to the £eon Pounds you earn, every
Leon Bond will be entered into a seasonal prize
draw only available to Leon Bondholders. This
Leon Bonds are essentially a very simple idea. will be drawn four times a year on the autumnal
In exchange for taking up a Leon Bond, equinox, the winter solstice, the vernal equinox
you will receive a return in the form of £eon and the summer solstice. The first prize draw will
Pounds that can be used in Leon restaurants. be on 22nd September 2012. Each quarter there
You will be able to buy food, drink, cookbooks will be at least ten prizes, for example:
or anything else in any Leon. Your return
in the form of £eon Pounds will be loaded
• a place on Leon’s annual cookery school on
onto electronic cards which can be used at
the river Dart (including accommodation)
our restaurants. You will also automatically
be entered into a quarterly prize draw where • a place on week long courses at residential Th e R i v e r D a r t
you could win other edible and non-edible cookery schools run by some of our friends
rewards (see below). (at home as well as abroad)
• hampers of food from artisanal British
suppliers (from our suppliers or other
Th e r e a r e t hr e e b o n d o p t i o n s producers we like)
• a set of five sessions with our nutritionist
The larger the denomination of the Leon Bond the higher the
equivalent interest rate:
You will be entitled to all of your investment back
in full three years after the date of issue. (Subject
1 invest £1,500 for three years and receive 120 £eon Pounds* each year –
to our right to repay some or all of the Leon
equivalent to a net 8% return or 10% gross return for the basic rate taxpayer
Bonds early at any time. If we do this, we will pay
2 invest £3,000 for three years and receive 300 £eon Pounds* each you back an additional 1% in £eon Pounds on
year – equivalent to 10% net return or 12.5% gross return for your investment when we return the money.)
Leon Cookery School
the basic rate taxpayer
After the first three years, on each anniversary of
3
invest £5,000 for three years and receive 600 £eon the date the Leon Bonds are issued, you will be
Pounds* each year – equivalent to a 12% net entitled to receive your investment back in full. Or
return or 15% gross return for the basic rate you can choose to hold onto your Leon Bonds and
taxpayer continue to receive your interest and rewards.
Leon will make the necessary basic rate income
“Great idea – power
If you wish to invest more you can buy in
multiples of any of these amounts up to a total
tax payments due on the £eon Pounds return on to the people, not
your investment in the Leon Bond – meaning that
value of £10,000.
there should be no additional liability for tax if the banks!”
The response from those Club Members who we you are a basic rate UK income taxpayer. However, L EON C L UB MEMBE R
sounded out on the idea suggested that the Leon all applicants who are or may be liable to tax,
Bonds would be popular. It is possible the Bond especially higher rate taxpayers, should consult
will be subscribed above our £1.5 million target. their own financial advisers as tax may be payable
In this case we will allocate the Bonds to those who in some cases.
applied earliest.
* if you are an income tax payer. Corporate Bondholders
will receive the gross amount and will be responsible for 6 7
paying their own corporation tax.

5. H O W TO A P P L Y
If, after carefully reading this Invitation
Document, you want to apply please
make your application online here: “It is a miracle. Leon is
www.leonrestaurants.co.uk/ the Future.
theleonbond
It’s one of the rare
You can pay by debit card or bank
transfer. You need to apply and pay by restaurants I have
no later than 5pm on 31st July 2012. encountered that
The response from those Club Members actually makes sense.
who we sounded out on the idea
suggested that the Leon Bonds would be
popular.
If Leon has its way,
and spreads across the
You will be advised in writing if your
application has been successful by 17th nation as widely as it
August 2012 and, in the event that your deserves, we will soon be
application has been successful, we will
send you a Leon Bond Certificate in
much leaner, happier,
respect of each of your Leon Bonds and cleaner, better people
your first £eon Pound cards.
than we are at the
If your application is not successful or
we don’t raise enough to go ahead with
moment.”
the Leon Bonds, the amount paid by you Gil e s C o r e n , Th e Ti m e s
would be repaid without interest
and at your risk.
8 9

6. 1 O P EN I NG NE W L EON R E S TAU R ANT S AN D
H O W T H E F UN D S W I L L BE U S E D C R EAT I NG JOB S T H R OUG H CA R E F U L G R O W T H
Our current restaurants are trading more
We started Leon eight years ago, with a vision to make it profitably than ever, despite the recession,
easy for everybody to eat good food. and every week we get requests to open in
There have always been three guiding principles behind new locations.
that ambition:
We hope to open at least ten restaurants
• make food that tastes good and does you good over the next three years, creating over 200
• make our restaurants lovely, sunny places in which to eat
UK jobs. We will do this carefully, doing
food and to work, both through the physical design and everything we can to make sure that each
through the way we treat each other and the people who restaurant is a huge success.
eat with us
We intend to continue to invest a lot
• to create a business that is big and strong – that is of time in our menu as we open new
sustainable, financially but also in terms of the way we restaurants to ensure that it remains fresh
treat the people who work with us, the way we source and exciting.
our food, the resources we use and the way in which we
engage with the communities of which we are a part We want to continue to play our part
in revitalising the British high street,
These principles remain core to everything we do. We
have come a long way since we opened our Carnaby
designing restaurants that make sense in
Street restaurant. We run thirteen thriving restaurants their local settings rather than having the
(two operated by our franchise partner), we have shared one size fits all approach of many chains.
a little of what we have learned through cookbooks that
are published in Britain, France, Germany, Holland
and America. We have helped found the not-for-profit 2 S ETT I NG U P T H E L EON F OUN D AT I ON
Sustainable Restaurant Association (‘SRA’) and in 2012
Leon was awarded a two star sustainability champion rating.
Ch e fs a t t h e S R A Our vision is to make it easy for everyone to eat good food. We are currently doing
reception at
10 Downing Street
this by serving fast food, but we believe that our expertise and contacts can be of
use more broadly. So we are establishing the Leon Foundation, a not-for-profit
We want to use the money raised through the Leon Bond organisation with the same vision. The first step of the Leon Foundation is to set up
to pursue our vision and fund two endeavours:- an annual summer cookery school with chef Mitch Tonks on the Dart in Devon for
children with renal illnesses, who require a very specific diet. The children we will be
1 Op e n i n g n e w L e o n taking come from homes where very little or no primary cooking is done.
r e s t a u r a n t s AN D c r e a t i n g
j o b s t hr o u g h “The dream is to bring really good
careful growth food at a good price to as many
people as possible. It makes Leon
2 Setting up the
sound like a new religion. If so, it’s
Leon Foundation
one that can count our judges as
among its growing congregation of
W E W I L L A L S O P AY O F F A CONVE R T I B L E L OAN
worshippers”
To reduce our interest cost and maximise the cash we generate towards these two
endeavours, we will pay off a convertible loan of £300,000 from our shareholders. JAY R AYNE R , OB S E R VE R F OO D
In future we may use the money to set up Leon outside the UK. We may also choose MONT H L Y A W A R D S
to use a proportion of the money to reduce other borrowings but only where we
feel that money would not be better applied to opening new restaurants or to
establishing the Leon Foundation. 11

7. T H E L EON TEAM
Brad Blum, Nick Evans,
N o n - e x e c u t i v e D ir e c t o r c h a ir m a n
Brad, who recently joined Leon, Nick joined Leon in 2008. After reading economics at Cambridge,
is a highly regarded figure in he started his career working for Bain & Company overlapping with
the U.S. restaurant industry. Henry and John, although they never met as Nick was busy founding
He created dramatic growth Bain’s Hong Kong operations. After 5 entrepreneurial years in China,
Henry Dimbleby, John Vincent, Simon Drysdale, and cultural change as CEO of India, Indonesia, Korea and the US – whilst loving Asia he found
C o - F o u n d e r & CEO Co-founder F i n a n c e D ir e c t o r the Italian chain Olive Garden, himself missing Europe and particularly Mediterranean food, so he
where he achieved 33 consecutive returned to France where he completed an MBA between trips to the
quarters of same-restaurant sales sea and mountains.
Even before they met, Henry and John had both dreamed of Simon qualified as a chartered
increases and built it into a highly Nick has serial experience in growing retail, leisure and consumer
revolutionising fast food. After studying physics and philoso- accountant with Ernst & Young,
profitable $2.7 billion business by businesses/brands. He led investments in Brantano UK, AS Adventure
phy at Oxford, Henry started his career as a commis chef London, in 1992. He immediately
providing genuine Italian food and Cotswold Outdoor Ltd. He was a founding Partner at Net Fund
with the Michelin-starred chef Bruno Loubet (now of Bistrot transferred to Sydney, returning to – when he arrived there was no Europe, a Eu71.5m private equity fund. In 2003 he acquired a
Bruno Loubet on Clerkenwell Road), and used to bore on London four years later as a Senior olive oil in the menu. One of his significant stake and became the CEO at MW Group Ltd in London
to friends working in other restaurants about his desire to Manager in the Banking and Capital favourite accomplishments was (a £70m retail group consisting of Mappin & Webb, Watches of
democratise good food. Markets Group. In 2003 he was able opening the Riserva di Fizzano Switzerland and TM Sutton) which he successfully returned to
to merge his career with his copious restaurant in an 11th century profitability and sold to Baugur – the then owners of Goldsmiths.
John was born with an entrepreneur’s restless energy. At coffee habit by joining Coffee Republic village in Italy where he flew his
He currently divides his professional life between bicycles – as
Cambridge, he set up a production company and founded as Finance Director. Working with chefs to train.
Chairman of Evans Cycles Ltd (who sell lovely bikes) and Chairman
an advertising agency with Richard Reed, one of the found- founder Bobby Hashemi he stabilised
After Olive Garden he at Rapha Racing Ltd (who make beautiful bicycle clothing) – and
ers of Innocent Smoothies – and still managed to get in a the business and returned it to growth. orchestrated a major turnaround delicious fast food at Leon. He is a Partner at Active Private Equity
few history lectures. When he came to the job fair, the only at Burger King as CEO, reversing Advisory – a significant shareholder in Leon Restaurants.
In early 2007 Simon met John and
application form left was for Procter and Gamble. He got the the company’s downward sales
Henry during the negotiations to sell
job and soon found himself promoted to the launch of Max spiral and doubling profits by
a Coffee Republic on Strand, which
Factor and Oil of Olay. But John loves to eat, and all the time introducing dishes built on
became Leon’s fifth restaurant. Simon
he was selling make-up, he was quietly filling notebooks with its traditional (and healthier)
joined Leon in July 2007 and has
thoughts on how to serve good fast food. “flame grilled” style. As CEO of
helped the business grow to its current
Romano’s Macaroni Grill, he led
13 restaurants. Simon is responsible for
Henry, meanwhile, had given up his job as a chef – he lacked an initiative to improve the taste
the unseen essentials of the business,
the dexterity to make ornamental carrots – and joined the of the food while removing a total
including finance, property, legal affairs of 42,000 calories from the menu,
Daily Telegraph as a gossip columnist and occasional feature
and the supply chain. reducing fat by 59% and sodium
writer. From there he joined Bain & Company, one of the
by 46%. Megan Bailey,
top three global management consultancy firms, becoming a Sadly Simon has decided to leave the
H e a d o f Br a n d
senior manager. Leon family at the end of the summer, After that, Brad founded BLUM
having been offered the position of Enterprises, whose mission is
Finance Director with Rex Restaurants, Megan started her adult life studying fine art in her home country of
A couple of years later John joined Bain too. While working to “provide good food for the France, before moving to the UK to do an MA in design. She wrote
together they travelled all over the country. All they found to the owner of restaurants such as The planet” – food that tastes good, her thesis on how packaging design could help people share their
eat on these trips was delicious but life-destroying fried chick- Wolseley on Piccadilly. The search to is good for you, makes you feel food and regenerate communal feasting. A stickler for function over
en or cold neon-lit sandwiches. Infuriated by the difficulty of find his replacement is well advanced good, is good value and is good form, she likes making things feel precious and loved.
finding tasty, nutritious food on the run, they resolved to do and we look forward to welcoming his for the environment. It is these
She got a part-time bar job whilst studying and loved it – delving
something about it themselves. And so Leon – named after successor to the family soon. Simon will shared values, his friendship with into the world of wine, dining out culture and restaurant branding.
John’s dad – was born. remain a shareholder and an avid Leon John, and a love for our food, She joined Leon as manager of Ludgate Circus “to help promote
consumer. that attracted him to Leon. wholesome goodness” after eight straight years of dishing out alcohol.
Brad spends his free time driving She was recently made Head of Brand. Her design sense, energy, love
racing cars – in 2005 he was in of food, and deep understanding of Leon are a potent mix.
the top ten at the 2005 Rolex 24 She loves food but can’t follow a recipe... so enjoys setting the table
Hours of Daytona. We think he whilst others cook.
looks a bit like Paul Newman.
12

8. T H E L EON TEAM
James Lee-French, Nickie Bartsch,
C o m m e r c i a l D ir e c t o r H e a d o f Tr a i n i n g
James is responsible for making Nickie is the straight-talking Scot on the team. Like Glenn, she started
Glenn Edwards, Christopher “Toph” Ford, sure that all of our ingredients her life in hotels (she has a BA from Napier University in Edinburgh
Op e r a t i o n s D ir e c t o r Head of Food
get to us at their best so they can no less). She joined us in 2006. She had eaten at Leon in Spitalfields
Glenn started life in hotel management, before Toph is responsible for Leon’s food – for making get to you at their best. He was and loved the food and the energy – so she got in touch.
a stint in the US persuaded him that food it taste good and doing you good. He creates new born in Yorkshire and has worked
Starting as a manager at our Spitalfields restaurant, Nickie moved to
businesses without accommodation were much dishes, tweaks old ones, and ensures the kitchens in food for ten years.
Ludgate Circus before taking on all of the training across Leon earlier
more fun. are able to produce them all to consistently high Before Leon, he worked with this year.
standards. Simon at Coffee Republic and
Immediately prior to coming to join us in the She drills our teams with an extraordinary combination of charisma
spring of last year, Glenn had spent 11 years He got his love of food from his nan at an early age. then spent a stint at Cineworld –
and iron-fisted discipline.
working closely with Julian Metcalfe at Itsu. As She owned a café in the east end of London and where he was responsible, among
Head of Operations he grew the business from cooked amazing, simple British food. It was a secret other things, for buying over
passion for most of his childhood, as he was sport £30 million worth of popcorn a
one to 32 shops (from a revenue of £2 million
to over £30 million). He simplified kitchen mad and it all seemed a bit girly. year. He is methodical, detailed “After nearly 6 years
operations, designed new restaurants, and But he grew up and trained to be a professional
and would walk a mile to save
a few pennies. Nonetheless
with Leon, I enjoy
introduced a training and development structure.
He streamlined their supply chain. He also spent
chef at Westminster College. Following spells in
a number of restaurants, Toph took a degree in
he likes the finer things in the food more now
life, loves organising parties
two years heading up their brand and food
development.
Food Production, Development and Retailing at and understands the critical than I did when
Bournemouth University, simultaneously setting up
At Leon he runs all of the restaurants as well a hotel café bar on the seafront with friends.
difference between cost and value
– essential for sourcing at Leon.
I started,”
as coordinating our marketing (together with He developed food for all sorts of people after
Megan, see above) and managing the relationship James is a keen cook – a “recipe Ni c k i e
graduation – Marks & Spencer, Waitrose, Pizza follower, not a risk-taker”. He
with our franchised restaurants. Hut and Debenhams among them – before joining lives in Stratford and has an
He is a very talented man in many areas. He is Leon in 2011. obsession with the Olympics and
also quite busy. the Westfield shopping centre
that borders on the unhealthy.
At Christmas he likes to work for
charity and has worked for Crisis
“I love the Leon value “I felt on joining Leon that and Shelter collecting donations,
of blaming process I was coming home. Using working in homeless centres and
helping out in the distribution
and systems, not the quality, natural ingredients centre.
people,” in simple yet flavour-
Gl e n n
packed food, with sparks of
innovation and sunshine,”
T o ph
14 15

9. S u m m a r y P r o fi t & L o ss A c c o u n t f o r Y e a rs E n d e d D e c e m b e r
L EON F I NANC I A L P E R F O R MANCE
2008* 2009* 2010* 2011*
Leon Restaurants Limited opened £ m illi o n s
its first restaurant on Carnaby Street 14 £000 £000 £000 £000
in 2004 and with the opening of the 12 Turnover 7,825 9,340 10,268 12,050
King’s Cross restaurant in March 2012
10
and Heathrow Terminal 3 in May 2012 Cost of Sales 2,379 2,970 2.956 3,404
there are now 12 Leons across London 8
Gross Profit 5,446 6,369 7,312 8,647
and one in the Bluewater shopping 6
Restaurant Operating 5,149 5,253 5,896 7,248
centre in Kent. Leon Restaurants Costs
4
Limited is the operating and parent
Restaurant EBITDA 297 1,116 1,416 1,399
company of Leon Naturally Fast Food 2
plc which will issue the Leon Bond. 0
Administrative Expenses 870 833 1,005 957
The following information shows that 2008 2009 2010 2011
S a l e s o v e r t h e L a s t 4 Y e a rs EBITDA (before (573)¹ 283 410 442
this measured expansion has increased pre-opening costs)
sales each year and has helped to 14
improve the performance of the Leon Note 1: Before Exceptionals
* Extracted from audited accounts supplemented with further details.
12
Group. We have also seen sizeable
improvements in our cash generation 10
since 2008. 8
You will see from the table below that the EBITDA before pre-opening costs for the
period to May 2012 is over 3 times as much as for the same period last year. This is
The King’s Cross and Heathrow 6
partly due to the franchise deal that we agreed with HMSHost from which we were
Terminal 3 Leons were opened in
4 able to recognise a one-off benefit in 2012 of £185,000 in addition to the on-going
association with our new franchise
fees from the franchised restaurants.
partner, HMSHost, who are a transport 2
location specialist operator and with 0
2008 2009 2010 2011 2012
whom we intend to open a number of Unaudited Management Accounts Unaudited Management Accounts
Leons in airports and train stations in Gr o w t h i n N u m b e r o f R e s t a u r a n t s 5 Months to May 2011 5 Months to May 2012
the UK. We believe that by partnering fr o m 2 0 0 8 t o J u n e 2 0 1 2 £000 £000
with the right franchisees who share Turnover 4,643 4,864
our vision for quality, reasonably £ T H OU S AN D S
Cost of Sales 1,378 1,299
priced food produced quickly and 600
ethically, we will grow the brand in a 400 Gross Profit 3,266 3,565
responsible way that benefits you, the 200 Restaurant Operating 2,854 2,799
people who eat with us, our suppliers, Costs
and those who work with us, without 0
2008 2009 2010 2011
Restaurant EBITDA 412 766
whom none of this would have been (200)
possible. Administrative Expenses 311 443
(400)
The tables to the right bear testament EBITDA (before 100 324
(600) pre-opening costs)
to the success of our vision and
demonstrate, we believe, that you (800)
can still be successful while caring EB I T D A * o v e r t h e L a s t 4 Y e a rs
about nutrition and operating in a * EBITDA stands for Earnings Before Interest Tax Depreciation and Amoritsation
and is a good measure of cash flow generation.
sustainable way. We’d love you to be
a part of that and we hope that
you would like to also. 16 17

10. YOU R Q UE S T I ON S AN S W E R E D
What is the tax position? Would holding a Leon Bond mean
Why do you need the money? time, the Leon Bond is set up in such a
way that we could raise more than the The £eon Pounds are taxable income that I have shares in Leon?
We regularly get requests from our Club
£1.5 million if we decided to. for income tax and, for corporate No. A bond represents a loan to a
Members to open new restaurants in
Bondholders, corporation tax purposes. company not shares in a company.
new areas so that is what we’d like to What happens if the bond is Leon is obliged to deduct basic rate Bonds are traditionally loans for a fixed
do in a careful and considered way. At undersubscribed? income tax at source for income tax period with a fixed rate of interest.
the same time we will also establish the
If we don’t raise what we feel we need, payers before crediting you with your Leon Bonds cannot be converted into
not-for-profit Leon Foundation, the first
we will return your money to you. £eon Pounds. The net figures shown shares. Leon Bonds are not secured
initiative of which will be to set up an
Unfortunately we won’t be able to pay in the summary of Bond options in on the assets of the company but are
annual cookery school on the Dart for
interest on any money we return to you the section “About the Leon Bond” are guaranteed by the parent company,
children with renal problems and their
but the response to date from Club what you will receive. For corporate Leon Restaurants Limited. This means
parents. We will also use a proportion
Members has been so positive that we Leon Bondholders, as corporation if the Company is not in a position to
of the money to reduce our borrowings.
are confident we won’t have to do this. tax payers are wholly responsible redeem the Leon Bonds when it should,
In future we may use the money to set
for their own tax affairs, they will Leon will step into its shoes and redeem
up Leon outside the UK. All of these How many Leon Bonds can I have? be credited £eon Pounds without the Leon Bonds (to the extent it is
initiatives will bring us closer to our
You can apply for £10,000 of Leon deduction at source by Leon. The able). Further details of the guarantee
vision of making it easy for everybody to
Bonds in multiples of £1,500, £3,000 or gross figures shown in the summary of can be found at paragraph 13 of the
eat good food.
£5,000. Leon Bond options are what corporate section titled “Leon Bond Instrument”
Why don’t you raise the money Bondholders will receive. on page 25.
Can I change my mind?
from the bank? What are the tax consequences for
Yes, provided you do so by 14th August
We have approximately £1million in me as a Leon Bondholder?
2012. You have the right to contact
bank funding but it is quite difficult to
us to cancel your application at any We will make the necessary
raise funds from banks at the moment.
time on or before 14th August 2012. arrangements to deduct tax at source
We think that this way of raising money
If you contact us before then, we will for income tax payers at the basic rate
means we can let some of the people
refund your online payment by crossed of income tax – so you won’t have to
who eat with us regularly get involved in
cheque. If you wish to cancel your pay anything to the tax man if you are a
the business and give them the benefits,
application, you should write to us at basic rate income tax payer. Corporate
rather than handing those benefits over
Leon Restaurants Limited, St Margaret’s Bondholders will be responsible for
to a bank.
House, 18-20 Southwark Street, London the corporation tax payable on their
What happens if the bond is SE1 1TJ. £eon Pounds. In either case, we strongly
oversubscribed? recommend that all applicants who are
or might be liable for tax, especially
The response from those members of
higher rate income tax payers and
the club who we sounded out on the
corporation tax payers, consult their
idea, suggested that the Leon Bonds
own independent financial advisers as
would be popular. If people want to
there may be some further tax payable.
invest more than the £1.5 million we
had hoped to raise we will allocate the
Leon Bonds on the basis of who lodged
their application first. At the same
18 19

11. YOU R Q UE S T I ON S AN S W E R E D
When can I get my money out? of the redemption date. If you lose your Can I invest a smaller amount than Do I need to bank online to apply
Leon Bond Certificate, let us know and the £1,500 bond? for a bond?
You can get your investment back in
we will either replace it or send you Sadly this is the smallest amount that No. Payment for Leon Bonds can be by
full after the initial term of three years,
a form to use for redemption at the we can administer efficiently. We would debit card on a dedicated website or by
which is the minimum commitment.
appropriate time, subject to completion have loved to open up participation bank transfer.
After that, and on each anniversary
of your initial application, you will be of an indemnity and payment of an more broadly.
administration fee. Do I need to discuss this with an
entitled to all of your investment back,
Can I pay for the Leon Bond in independent financial adviser?
without charges or deductions. Or you Can Leon redeem my Leon
can choose to hold onto your Leon
instalments? We would strongly recommend you do
Bonds?
Bonds. Unfortunately, no. All Leon Bonds must so.
We have the right to redeem some or all be paid for in full upon application.
Can I sell or give my Leon Bond to of the Leon Bonds at any time (whether I still have more questions, how
someone else? before or after the initial three-year I’d like to take up a £eon Bond so can I have them answered?
No. Leon Bonds are designed to be a
term). If we do this, we will pay you back what do I do next? If they concern your personal
an additional 1% in £eon Pounds on
personal investment and therefore are Please fill in the online application investment portfolio, you should
the funds you invested when we return
not transferable. However, you can give at www.leonrestaurants.co.uk/ put them to your own independent
the money.
your £eon Pounds to any one you love. theleonbond, and pay no later than financial adviser. If they concern
To make it easier for you, £eon Pound Is the rate of return fixed? 5pm on 31st July 2012. You will be the terms of the Leon Bond itself
Cards will be pre-loaded with either 50 advised in writing of acceptance of your please email us at theleonbond@
Yes. No matter how long your funds
£eon Pounds or 20 £eon Pounds. We Leon Bond application no later than leonrestaurants.co.uk. We will
remain invested in your Leon Bonds the
will send you the relevant number of 17th August 2012 and your first full endeavour to respond within 48 hours
rate of return will not change.
£eon Pound Cards to make sure you year’s worth of £eon Pounds and a Leon of receipt.
receive all the £eon Pounds which you When will I start to get my £eon Bond Certificate will be sent at the same
are entitled to. Pounds and how often? time.
What happens if I die while I hold You will be sent your first full year’s
worth of £eon Pounds by 17th August
a Leon Bond?
2012 for the period beginning 1st
It is a terrible thought, but of course August 2012. You will then receive a
your estate could redeem your Leon further full year’s worth of £eon Pounds
Bond early. on 1st August in each year you hold the
Leon Bond.
How do I redeem my Leon Bond?
You simply complete the Notice of Can my company invest to give
Redemption on the reverse of your £eon Pounds to people who work
Leon Bond Certificate and send it to for us?
us six months prior to the redemption Yes, you can invest as a company or as a
date (being the end of the three-year person.
initial term, namely 31st July 2015, or
any anniversary thereafter). We will
despatch the payment within seven days
20 21

12. T H E L EGA L S
A. ISK FACTORS YOU SHOULD
R Financial Services Compensation Scheme The market Instrument and that, accordingly, no member Company’s liability for fraud. Despatch of Leon Bond Certificates and initial
KNOW ABOUT Leon Bonds are not covered by the Financial Leon faces competition from other restaurants of the Leon Group or their respective directors, £eon Pounds Cards by Friday 17th August 2012
Services Compensation Scheme. and food shops and, as a result, we could be officers, agents, employees or advisers or any MONEY LAUNDERING
In addition to the other information in this
affected by the competitive pressures that person acting on behalf of any of them shall
Invitation, you should consider the following It is also a term of any application that the
result. It is possible that recessionary pressures have any responsibility for any such other
specific factors carefully when deciding Company or Neville Registrars Limited may, E. THE LEON BOND INSTRUMENT
and other economic factors (such as rising information or representation;
whether or not to invest in Leon Bonds. If Bondholders should seek their own tax advice in their absolute discretion, require verification
interest rates, tax increases and falling house The Leon Bonds are constituted by, and will
you are in any doubt about the contents of this of an applicant’s identity to the extent that an
Bondholders should seek their own tax advice prices) may decrease the disposable income that • you are not relying on any member of the Leon be issued subject to and with the benefit of the
Invitation or the action you should take, you are applicant has not already provided the same.
as to the consequences of owning Leon Bonds customers have available to spend on eating out Group or Reeves to advise whether or not Leon Leon Bond Instrument. Bondholders will be
strongly recommended to consult a professional Pending the provision of evidence of identity,
as well as receiving returns from them. No and/or adversely affect customers’ confidence Bonds are a suitable investment for you; bound by all the terms and conditions set out
adviser authorised under FSMA who specialises Leon Bonds applied for hereunder may not be
representation or warranty, express or implied, is and willingness to spend. This could lead to a in the Leon Bond Instrument. The terms and
in advising on investments in bonds, shares and issued at the absolute discretion of the Company
given to Bondholders as to the tax consequences reduction in our revenues. conditions attached to the Leon Bonds are set
other securities. • you are either (i) an individual who is 18 or Neville Registrars Limited. If within a
of their acquiring, owning or disposing of Leon out below.
years old or more at the date of making your reasonable time after a request for verification
Bonds and no member of the Leon Group will The foregoing factors are not exhaustive, and application and who is resident in the UK; or (ii)
An investment in Leon Bonds is speculative and of identity, satisfactory evidence has not been
be responsible for any such tax consequences. do not purport to be a complete explanation a company resident in the UK for corporation 1. Definitions and Interpretation
involves a degree of risk. You should be aware supplied, the Company may, at its absolute
that you may not realise your initial investment. of all the risks and significant considerations tax purposes and which is not prevented by discretion, terminate an application in which In the Leon Bond Instrument, in addition to the
The Company believes the following risks are Interest rate and inflationary risk involved in investing in the Leon Bonds. the laws of its governing jurisdiction or place event, any subscription monies will be returned terms contained in the glossary of page 29 of this
the most significant for potential investors. Leon Bonds are three year unsecured fixed rate Accordingly and as noted above, additional of incorporation from applying for or holding to the applicant without interest and at your risk. Invitation Document, the following expressions
These risks do not necessarily comprise all obligations and as such will not benefit from risks and uncertainties not presently known to Leon Bonds; have the following meanings, except where the
those associated with an investment in Leon any subsequent increases in market interest the Company or the Company currently deem JURISDICTION context otherwise requires:
Bonds and are not intended to be presented in rates. Similarly, if retail selling prices increase immaterial, may also have an adverse effect on • you are entitled to make your application and
the Company’s prospects. The making of applications, acceptances of
any assumed order or priority. In particular, the purchasing power of £eon Pounds may be to be issued with Leon Bonds in respect thereof “Business Day” a day other than a Saturday or
applications and contracts resulting therefrom
the performance of the Leon Group may be reduced. under the laws and rules of any governmental a Sunday on which banks are open for business
under this Invitation shall be governed by and
affected by changes in legal, regulatory and tax B. TERMS AND CONDITIONS bodies located in any jurisdictions which apply in London;
construed in accordance with English law and
requirements in the UK as well as overall global to you;
Death of a bondholder This Invitation and/or your participation in the the parties submit to the exclusive jurisdiction
financial conditions.
In the case of death of a Bondholder or of any application of Leon Bonds is conditional upon of the English courts. “Default Event” has the meaning given to that
and subject to: • you are aware that it is your responsibility to term in paragraph 6.1;
Non-transferable (save on death) other event giving rise to the transmission
seek advice from someone who specialises in
of Leon Bonds by operation of law, the
advising on investments;
C. THE APPLICATION PROCESS
Leon Bonds cannot be transferred (save for only persons recognised by the Company as • the Company having received applications “Directors” the board of directors of the
transmission on death) and no application will If, after carefully reading this Invitation
having any title to such Leon Bonds of such from potential investors for subscription of Document, you wish to make an application Company from time to time;
be made for the Leon Bonds to be admitted Bondholder are the executors or administrators Leon Bonds amounting to, in aggregate, not • you are not entitled to be paid any commission
to listing or trading on any capital market. It in relation to your application; please go to www.leonrestaurants.co.uk/
of that deceased Bondholder’s estate or such less than £500,000 (or such lesser amount as the theleonbond and fill in your details. You can “Extraordinary Resolution” a resolution
may not be possible for a Bondholder to obtain other person or persons as the directors of the Company may decide in its absolute discretion) pay by debit card or bank transfer. You need passed at a meeting of the Leon Bondholders
reliable information about the risks to which Company may reasonably determine. Any by not later than 5pm on 31st July 2012; • all certificates, documents and monies sent to apply and pay by no later than 5pm on 31st duly convened and passed by a majority
Leon Bonds are exposed. person becoming entitled to Leon Bonds as a to you by or on behalf of the Company or any July 2012. consisting of not less than three-fourths of the
result of such transmission may, upon producing • your online application being submitted documents or monies you send to the Company votes cast, whether on a show of hands or on
Use of proceeds by other companies such evidence as reasonably required by the are sent at your risk; Please note that the decision to accept your
together and matched with online payment by a poll;
directors of the Company, be registered as the application (in multiples of £1,500, £3,000
The proceeds from the Leon Bonds may be not later than 5pm on 31st July 2012; and
holder of such Leon Bonds and such person will or £5,000 Leon Bonds up to a maximum of
invested or loaned to other companies within • you and funds under your management are not £10,000) is at the sole and unreserved discretion “£eon Pound Card” the prepayment card
the Leon Group. For example, a sister company also be entitled to require the early redemption • the Company having accepted your application engaged in money laundering; of the Company. Therefore, the Company may issued by Leon to be loaded with £eon Pounds
may be established to launch Leon in America of the Leon Bonds. in whole or in part (up to a maximum value accept your application in respect of part only of for future purchases of Leon goods and services;
or expand the Leon franchising wing. of £10,000) in multiples of £1,500, £3,000 or • you are making your application on your own the Leon Bonds applied for in your application
£eon Pounds £5,000 Leon Bonds. behalf and for no other person; (in which case the balance of the amount paid “Leon Return” subject to paragraph 3.2:
No certainty of repayment The return due on the Leon Bonds will be paid by you in respect of Leon Bonds which were not
The Leon Bonds will be an unsecured debt of in £eon Pounds. £eon Pounds will be held by You have the right to contact us to cancel your • the Company, their representative members, issued to you would be repaid to you without
(a) 120 £eon Pounds (if you are a personal
the Company and will rank behind any secured Bondholders in accordance with the terms and application at any time on or before 14th August directors, employees, agents and advisers interest at your risk).
Bondholder) or 150 £eon Pounds (if you are a
bank borrowings of the Leon Group. There is no conditions of the £eon Pounds (which will be 2012. If you contact us before then, we will will rely upon the truth and accuracy or You will be advised in writing if your corporate Bondholder) in advance per annum,
certainty or guarantee that the Company and/or available on our website in due course) and may refund your online payment by crossed cheque. the confirmations, acknowledgements and application has been successful by 17th August if the principal amount of the Leon Bond is
Leon Restaurants Limited (who is acting as the be applied against the total cost of any purchase If you wish to cancel your application, you representations contained in this Invitation 2012 and, in the event that your application £1,500;
Company’s guarantor) will be able to repay the at Leon Restaurants – food, books or anything should write to us at Leon Restaurants Limited, Document and the application; has been successful we will send you a Leon
Leon Bonds. If the Company is not in a position else. The £eon Pounds will be credited and sent St Margaret’s House, 18-20 Southwark Street, Bond Certificate in respect of each of your Leon
to Bondholders by first class mail on 1st August London SE1 1TJ. (b) 300 £eon Pounds (if you are a personal
to redeem the Leon Bonds when it should, Leon • your application is in English and the Leon Bonds.
of each year. £eon Pounds expire five years Bondholder) or 375 £eon Pounds (if you are a
will step into its shoes and redeem the Leon Group will only write and communicate with If your application is not successful or we don’t
after they are issued. corporate Bondholder) in advance per annum,
Bonds (to the extent it is able). If the Company, You will be making your application on the you in English; raise enough to go ahead with the Leon Bonds, if the principal amount of the Leon Bond is
Leon Restaurants Limited or any other member terms and conditions contained in this Invitation the amount paid by you would be repaid without £3,000; and
of the Leon Group were to become insolvent, Prize draws Document and the Leon Bond Instrument. In • you have no access to any out-of-court interest and at your risk.
there is a risk that some or all of the Leon Bonds Bondholders will automatically be entered into particular, by making your application, you will complaint or redress mechanism in relation to
will not be repaid and also a risk that some or be deemed to acknowledge and confirm that: (c) 600 £eon Pounds (if you are a personal
free seasonal prize draws. The prize draws your application; and
all of the return due on the Leon Bonds will not Bondholder) or 750 £eon Pounds (if you are a
will be held in accordance with the prize draw D. EXPECTED TIMETABLE OF
be paid. corporate Bondholder) in advance per annum,
terms and conditions (which are available on • you are not relying on any information given • the Company accepts no liability for any PRINCIPAL EVENTS if the principal amount of the Leon Bond is
our website). The Company reserves the right or any representations, warranties, agreements inaccuracies in your application or for any late Publication of this Invitation Document: £5,000;
Suitability to amend or vary the prize draw terms and or undertakings (express or implied), written or failed delivery of your application. Monday 25th June 2012
Leon Bonds may not be a suitable investment conditions. or oral, or statements made at any time by
any member of the Leon Group in relation Latest time and date for receipt of a completed “Outstanding Amount” the aggregate
for everyone. Nothing in this Invitation Document, the Leon application and online payment: 5pm on
to the Leon Group other than as contained in principal amount of the Leon Bonds outstanding
Bond Instrument or application will restrict the Tuesday 31st July 2012 at any time;
this Invitation Document and the Leon Bond
22 23

13. “Payment Date” 1 August in each year up Payment Date. The £eon Pound Cards pursuant to the terms of the Leon Bond pursuant to paragraph 6.1, the Leon Bonds in part and neither the Company nor its Leon Bonds and so that such further issues
until such date on which the Leon Bonds are will, in aggregate, be loaded with the Instrument will be cancelled and will not held by such Bondholder shall remain Directors shall approve, or arrange or shall be consolidated and form a single
redeemed; relevant Leon Return. Bondholders will be available for reissue. outstanding. participate in any transfer of Leon Bonds series with the then outstanding Leon
not receive their Leon Return in cash. whether by registration or otherwise. Bonds.
“Register” the register of Bondholders 4.4 In the event that any tax has been paid in 7. Non-Conversion
maintained by the Company’s registrar as 3.2 If the date a Leon Bond is issued is not a respect of the Leon Return, the Company 10. Transmission 13. Guarantee
provided for in paragraph 11; Payment Date, the Company shall procure will make available to Bondholders on a Neither the principal amount of the Leon
that, at its discretion, either: website as soon as reasonably practicable Bonds nor the Leon Return shall be 10.1 Any person becoming entitled to Leon 13.1 Leon Restaurants Limited unconditionally
“Registered Office” the registered office of the electronic certificates of deduction of tax capable of conversion into shares or other Bonds as a result of the death or bankruptcy and irrevocably guarantees the obligations
Company from time to time; 3.2.1 £eon Pound Cards are sent to Bondholders in respect of the tax deducted or withheld. securities in the Company or Leon. of a holder of Leon Bonds or of any other of Leon Naturally Fast Food plc (which
within 20 Business Days of the date event giving rise to the transmission of is the subsidiary of Leon Restaurants
“Repayment Date” subject to repayment by the Leon Bond is issued loaded with an 5. Early redemption of Leon Bonds 8. Leon Certificates such Leon Bonds by operation of law Limited issuing the Leon Bond) under
the Company in accordance with the terms of aggregate pro rata amount of £eon Pounds may, upon producing such evidence as the Bond Instrument. This means if the
the Leon Bond Instrument, the later of: for the period from the date that Leon 5.1 In addition to paragraph 6.1, the Company reasonably required by the Directors of the Company is not in a position to redeem
8.1 The Leon Bond Certificates will be in the
Bond is issued to the next Payment Date; will be entitled to redeem any or all of the Company and surrendering the relevant the Leon Bonds when it should, Leon will
form or substantially in the form set out in
or principal amount of the Leon Bonds at any Leon Bond Certificate, be registered as the step into its shoes and redeem the Leon
(a) 31st July 2015 provided that the Bondholder the Schedule to the Leon Bond Instrument.
time. holder of such Leon Bonds. Bonds (to the extent it is able). Therefore,
has completed and returned to the Company
3.2.2 the Leon Return to be paid in respect of Leon Restaurants Limited unconditionally
the notice of redemption on the reverse of the 8.2 The Company will recognise the Bondholder
that Leon Bond on the next Payment Date 10.2 In the case of death of a registered and irrevocably guarantees to each of the
Bond certificate six months prior to the relevant 5.2 In the event of early redemption under entered on the Register as the absolute
shall include an additional pro rata amount holder of Leon Bonds, the only persons Bondholders from time to time that if, for
Repayment Date in accordance with paragraph paragraph 5.1, the Company shall procure owner of the Leon Bonds. The Company
of £eon Pounds for the period from the recognised by the Company as having any reason whatsoever, the Outstanding
4.1; or that, for every Leon Bond being redeemed, is not bound to take notice or see to the
date on which that Leon Bond was issued any title to the Leon Bonds are the Amount on his or its outstanding Leon
additional £eon Pound Cards shall be sent execution of any trust, whether express,
to the relevant Payment Date. personal representatives of a deceased Bonds (or any part of it) is not paid in
(b) 31st July in any subsequent year (or if such to each Bondholder at the relevant address implied or constructive, to which any Leon
sole registered holder of the relevant Leon full by the Company or the relevant £eon
date does not fall on a Business Day, the next held on the Register within 20 Business Bonds may be subject.
Bonds or such other person or persons Pound Card(s) are not issued within seven
Business Day) provided that the Bondholder 3.3 Instead of sending £eon Pound Cards, the Days of redemption. The £eon Pound
as the Directors of the Company may (7) days of the due date it shall (subject to
has completed and returned to the Company Company may, at its discretion, send Card will be loaded, in aggregate, with an
8.3 If any Bondholder’s Leon Bonds are to be reasonably determine and the personal the limitations set out in this guarantee),
the notice of redemption on the reverse of the such number of Leon gift vouchers equal amount of £eon Pounds equal to one (1)
redeemed under any of the provisions of representatives will be entitled to require on demand in writing by such Bondholder,
Bond certificate six months prior to the relevant to the relevant Leon Return to Leon per cent. of the Outstanding Amount held
the Leon Bond Instrument, the Bondholder repayment of the principal amount of the pay to him such sum as shall be equal
Repayment Date in accordance with paragraph Bondholders. by such Bondholder being redeemed.
shall deliver up to the Company (at the Leon Bonds at par in accordance with the to the amount in respect of which such
4.1. Registered Office or such other location default has been made, provided that
terms of the Leon Bond Instrument.
4. Redemption of Leon Bonds 6. Default Events specified by the Company) the Leon Bond Leon’s maximum aggregate liability under
2. Amount and Status of Leon Bonds Certificate(s) for the Leon Bonds which this guarantee shall not exceed an amount
11. Register of the Leon Bond
2.1 The aggregate principal amount of the Leon 4.1 All Leon Bonds, to the extent not previously 6.1 Notwithstanding paragraphs 4 and 5 and are to be redeemed (with the notice of equal to the aggregate of the Outstanding
Bonds is limited to £1,500,000 save that repaid by the Company before the relevant subject to paragraph 6.2, all outstanding redemption duly completed) in order that Amount and Leon Return(s) due to such
Repayment Date, will be redeemed by the Leon Bonds shall become immediately the same may be cancelled and, upon 11.1 The Company’s registrars will at all times Bondholder.
the Directors have the right to increase
Company on the Repayment Date, at par, repayable, at the option of a Bondholder, such delivery, the Company shall pay keep at the Registered Office, or at such
the aggregate principal amount of the
provided that the Bondholder completes at par, on the happening of any of the the relevant redemption amount to the other place as the Company may have
Leon Bonds up to £3,500,000 subject to 13.2 Upon payment in full by Leon of the
the notice of redemption on the reverse of following events (each a “Default Event”): Bondholder. appointed for the purpose, a register
demand. Outstanding Amount of any outstanding
the Leon Bond Certificate and returns the showing:
Leon Bonds, such Leon Bonds shall be
same to the Company in accordance with 6.1.1 an order is made or an effective resolution 8.4 If any Leon Bonds are to be redeemed deemed to have been repaid and cancelled
2.2 The Leon Bonds shall only be capable
the instructions printed thereon so as to passed for winding-up or liquidation under any of the provisions of the Leon 11.1.1 the principal amount of the Leon Bonds and no further £eon Pound Cards shall be
of being issued in multiples of £1,500,
be received by the Company at least six of the Company (otherwise than for Bond Instrument and a Bondholder fails held by the Bondholder; issued in respect of those Leon Bonds.
£3,000 and £5,000 in principal amount
months prior to the relevant Repayment the purposes of or in the course of a to or refuses to deliver up the Leon Bond
and the maximum amount of Leon Bonds
Date. solvent re-organisation, reconstruction or Certificate(s) for such Leon Bonds at the 11.1.2 the certificate number of each Leon Bond
that can be issued to one Bondholder is 13.3 Leon shall be liable as if it were a principal
£10,000. amalgamation); or time and place fixed for the redemption issued; debtor for all monies or money’s worth
4.2 All payments of principal in respect of the of such Leon Bonds (with the notice of payable pursuant to the Leon Bond
Leon Bonds and the issue of the £eon 6.1.2 an encumbrancer has taken possession of redemption duly completed), then the 11.1.3 the date of issue and all transmissions of Instrument (notwithstanding that, as
2.3 The Leon Bonds shall not be issued or
Pound Cards in respect of the Leon Return or if a receiver, administrative receiver, Company may set aside the relevant ownership; and between the Company and Leon, Leon is
registered in the names of more than one
by or on behalf of the Company shall be liquidator, judicial factor or other similar amount due to the Bondholder, pay it into a surety only) and shall not be exonerated
Bondholder.
made at the Bondholder’s risk: officer is appointed to take possession a separate interest-bearing bank account or discharged from liability under this
11.1.4 the name and address of the Bondholder.
of the whole or any material part of the which shall be held by the Company in guarantee:
2.4 Subject to the terms of the Leon Bond trust for the Bondholder (but without
4.2.1 by cheque in favour of the Bondholder at property or undertaking of the Company
Instrument, the whole of the Leon interest (save as may accrue in such 11.2 The Bondholder may at all reasonable
the address held for that Bondholder on and in any such case is not discharged, 13.3.1 by time or indulgence being given to, or
Bonds as and when issued shall rank account on such amount)) and such setting times during office hours inspect his/her
the Register (in respect of the payment withdrawn or removed within 14 days of any arrangement or alteration of terms
pari passu equally and rateably without aside shall be deemed, for all purposes details entered in the Register and take
of any principal in respect of the Leon possession being taken or an appointment being made with, the Company; or
discrimination or preference. of these conditions, to be a payment to copies of those details from the Register.
Bonds); and being made provided that at all times
during such period the Company is the Bondholder and the Company shall
2.5 The Leon Bonds shall not be capable thereby be discharged from all obligations 11.3 The Register may be closed by the 13.3.2 by the liquidation, whether voluntary
4.2.2 free and clear of, and without withholding contesting such possession or appointment
of being dealt in or negotiated on any in connection with such Leon Bonds. If Company for such periods and at such or compulsory, of the Company or by the
or deduction for, any taxes, duties, in good faith and diligently; or
stock exchange or other recognised or the Company shall place such amount on times as it thinks fit but not for more than appointment of an administrative
assessments or governmental charges receiver or an administrator in relation
capital market in the United Kingdom or deposit at a bank, the Company shall not thirty (30) Business Days in any calendar
of whatsoever nature imposed, levied, 6.1.3 any administration order has been made in to the Company or its assets; or
elsewhere and no application has been be responsible for the safe custody of such year.
collected, withheld or assessed, unless respect of the Company; or
or will be made to any such exchange or amount or for any interest accruing on
such withholding or deduction is required
market for the listing of, or for permission such amount in such account. 11.4 Any change of name or address on the part 13.3.3 by any act, omission, matter or thing
by law. In that event, the Company shall 6.1.4 any procedure or step analogous to the
to deal in, the Leon Bonds. of the Bondholder must be notified to the whatsoever whereby Leon, as surety
make such withholding or deduction events set out in paragraph 6.1.1 to 6.1.3 is
8.5 If any Leon Bond Certificate is lost, stolen or Company in writing and signed and the only, would or might have been so
and shall, where required, account to the taken in any relevant jurisdiction.
3. Leon Return mutilated, defaced or destroyed, it may be Register will be altered accordingly. exonerated or discharged.
relevant tax authority for such withholding
or deduction. For the avoidance of doubt, replaced at the Registered Office, subject
6.2 The Company will use reasonable to all applicable laws, upon such terms as 13.4 Each of the covenants and guarantees
3.1 The Company shall procure that, for every in such circumstances, the Company shall 12. Further issues of Leon Bond
endeavours to give notice to the the Directors may reasonably require. contained in this paragraph 13 shall be
Leon Bond issued to a Bondholder that not be required to increase or gross-up any
Bondholders of the happening of any a continuing covenant and guarantee
has not been redeemed, £eon Pound Cards payment of principal or Leon Return made The Company may from time to time without
Default Event within ten (10) Business binding on Leon, and shall remain in
shall be sent to that Bondholder at the hereunder. 9. Transfer the consent of the Bondholders create and
Days upon becoming aware of the same. If operation until the Outstanding Amount
address for that Bondholder held on the issue further Leon Bonds having the same
any Bondholder does not exercise its right of the outstanding Leon Bonds has been
Register within 20 Business Days of each 4.3 All Leon Bonds redeemed by the Company Leon Bonds are not transferable in whole or terms and conditions as the outstanding
of repayment of the Outstanding Amount fully paid or satisfied.
24 25

14. 13.5 This paragraph 13 shall be deemed to should have been made to the Bondholder notice)), but so that:
contain, as a separate and independent by the Company; and
stipulation, a provision to the effect that
any sums of money or money’s worth
which may not be recoverable from
13.9.5 the address to which payment by cheque
is to be sent at the Bondholder’s risk.
15.1.1 the necessary quorum shall be two Leon
Bondholders (present in person or by
proxy);
L EON I T S A D V I S E R S
Leon by virtue of a guarantee (whether
by reason of any legal limitation,
13.10 Leon may rely on any demand or other 15.1.2 every Leon Bondholder present in person
disability, incapacity or any other fact or
document or information appearing on at any such meeting shall be entitled on a
circumstance and whether known to the
its face to be genuine and correct, and to show of hands to one vote and every such
Bondholders or not) shall nevertheless
be recoverable from Leon by way of
have been signed or communicated by the Leon Bondholder present in person or by The Company
person by whom it purports to be signed proxy shall be entitled on a poll to one vote
indemnity. Notwithstanding anything
to the contrary set out in the Leon Bond
or communicated. Leon shall not be liable for each Leon Bond which he holds; Leon Naturally Fast Food plc
for the consequences of such reliance and
Instrument, the maximum aggregate
shall have no obligation to verify that the 15.1.3 Leon Bondholders present in person or by
liability of Leon under this guarantee
shall not exceed an amount equal to the
facts or matters stated in any such demand,
document or information are true and
proxy may demand or join in demanding a The Guarantor
aggregate Outstanding Amounts and Leon poll; and
correct.
Return(s) due to Bondholders. Leon Restaurants Limited
15.1.4 if at any adjourned meeting a quorum
14. Warranties and Undertakings as above defined is not present, Leon
13.6 Each Bondholder shall be entitled to
Bondholders then present in person or by
determine from time to time when to
enforce this guarantee as regards his 14.1 The Company undertakes to the proxy shall be a quorum. both of
outstanding Leon Bonds and may from Bondholder that:
time to time make any arrangements or 15.2 Any such alteration or abrogation approved 4th Floor
compromise with Leon in relation to
the guarantee given by this paragraph
14.1.1 it will perform and observe the
obligations imposed on it by the Leon
as aforesaid shall be effected by a written
instrument executed by the Company
St Margaret’s House
13 which such Bondholder may think Bond Instrument; and expressed to be supplemental to the 18-20 Southwark Street
expedient and/or in his own interest. Leon Bond Instrument. Modifications
14.1.2 it will comply with the provisions of the to the Leon Bond Instrument which are London
13.7 Any payment to be made by Leon under Leon Bond Certificates; and of a formal, minor or technical nature,
or made to correct a manifest error, and
SE1 1TJ
the Leon Bond Instrument shall be made
without regard to any lien, right of set- which do not materially adversely affect
14.1.3 the Leon Bonds are held subject to and
off, counterclaim or other analogous right the interests of the Leon Bondholders,
with the benefit of the terms and conditions
to which Leon may be, or claim to be, may be effected without the sanction of an
set out in the Leon Bond Instrument and
entitled against any Bondholder. Extraordinary Resolution and expressed
are binding on the Company.
to be supplemental to the Leon Bond
Instrument and notice of such alteration or
13.8 Payment by Leon to any Bondholder
made in accordance with this paragraph
14.2 The Company and Leon severally warrant abrogation or modification shall be given Financial Adviser Legal Advisers
to the Bondholder on the date of the Leon by the Company to the Leon Bondholders
13 shall be deemed a valid payment for
all purposes of this paragraph 13 and shall
Bond Instrument that: as soon as reasonably practicable. Reeves Financial Planning Lawrence Graham LLP
discharge Leon from its liability under this
14.2.1 (in case of the Company only) it has Limited 4 More London Riverside
paragraph 13 to the extent of the payment,
and Leon shall not be concerned to see to
the power and authority to issue the Third Floor London
Leon Bonds and to exercise its rights and
the application of any such payment.
perform its obligations under the Leon 24 Chiswell Street SE1 2AU
Bonds;
13.9 In relation to any demand made by a London
Bondholder for payment by Leon pursuant
to this paragraph 13, such demand shall be
14.2.2 it has the power and authority to enter into EC1Y 4YX
the Leon Bond Instrument and to exercise
in writing and shall be accompanied by the
its rights and perform its obligations under
relevant Leon Bond Certificate (with the
the Leon Bond Instrument;
notice of redemption duly completed) and Registrars and Receiving Auditors
shall state:
14.2.3 it has taken all necessary corporate,
shareholder and other action to authorise
Agents Rees Pollock
13.9.1 the full name and registered address of
the execution, delivery and performance
such Bondholder and the Outstanding
of the Leon Bond Instrument; and
Neville Registrars Limited 35 New Bridge Street
Amount which is claimed;
Neville House London
14.2.4 it has been duly incorporated under the
13.9.2 that none of the Leon Bonds in respect
laws of England and Wales. 18 Laurel Lane EC4V 6BW
of which such demand is made has been
cancelled, redeemed or repaid by the Halesowen
Company; 15. VARIATION
B63 3DA
13.9.3 that the sum demanded is due and payable 15.1 All or any of the rights for the time being
by the Company, that all conditions and attached to the Leon Bonds may from time
demands prerequisite to the Company’s to time (whether or not the Company is
obligations in relation to those Leon Bonds being wound up) be altered or abrogated
have been fulfilled and made, that any with the sanction of an Extraordinary
grace period relating to those obligations Resolution. All the provisions of the
has elapsed and that the Company has Company’s articles of association as to
failed to pay the sum demanded; general meetings shall apply as though
the Leon Bonds were a class of shares
forming part of the capital of the Company
13.9.4 the date on which payment of the
(which includes the right to receive notice
Outstanding Amount (or part thereof in
of, attend, vote and speak at such meeting
respect of which the demand is made)
(which will be held on at least 14 days
26 27

15. GLOSSARY
The following definitions apply to this Invitation Document (unless the context
otherwise requires):
“Club Member” a member of the Leon Club
“Company” Leon Naturally Fast Food plc, a company
incorporated in England and Wales with
registration number 8106329 registered office
is at 4th floor St Margarets House
18-20 Southwark Street London SE1 1TJ
“FSA” the UK Financial Services Authority, or any
successor authority
“FSMA” the UK Financial Services and Markets Act 2000
(as amended)
“Invitation” the invitation to apply for Leon Bonds, on the
terms and conditions set out in this Invitation
Document
“Leon” Leon Restaurants Limited
“Leon Bonds” or “Bonds” the non-convertible non-transferable bonds of the
Company constituted by the Leon Bond Instrument
“Leon Bondholders” or
“Bondholders” holders of Leon Bonds
“Leon Bond Instrument” the instrument of the Company and Leon (acting
as guarantor) dated 25 June 2012 constituting the
Leon Bonds, copies of which are available at
www.leonrestaurants.co.uk/theleonbond
“Leon Bond Certificate” a certificate evidencing title to the Leon Bonds
“Leon Group” Leon and its subsidiaries (including the Company)
“£eon Pounds” a notional currency equivalent, at all times, to
pounds sterling which can be redeemed in Leon
stores by making purchases of Leon goods and
services
“Reeves” Reeves Financial Planning Limited
29

16. Joseph, Liza, Henry Edmund in France, 1977 Johnny, aged one Claire at the Leon Pie Fest, 2010
Claire in Violet Cafe Allegra, 1976 Leon, Nita, Tim, Marion Joe, Portugal 1964
Petra, Jeremy, Mima and Hattie, 1978 Jo Jo and Katherine, 1977
George, 2011 Leon, Old Compton Street, 2011 Henry with his dad, Lanzarote, 1975 Leon on his ship of the desert 1959
Lisa and Anita, Mallorca 1973 Georgia and her Mum, 1972 Anita’s birthday, 1975 Cookbook library at Leon Old Compton Street George, 2011
Maggie at the Leon Pie Fest, 2010
Jossy on Dartmoor, 1978 Tom Herbert, 1984 Molly, Liza, Emma, Jossy, Kate, Henry Anna, 1976
Marion and John in Tollesbury 1972 Liza, Sadie, Kate Joseph, August 1980
One of Petra’s cakes