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05/07/1999

Conditional Acquisition of certain assets of Allied Domecq PLC

Conditional Acquisition of certain assets of Allied Domecq PLC ("ALLIED") from Punch Taverns Group Limited ("PUNCH")

On 29 June 1999, Bass announced its agreement with Punch to acquire up to 650 pubs and a 25% shareholding in Britannia Soft Drinks Limited (together, the "Selected Allied assets") from Punch for a cash investment of £1,015 million, in the event that Punch successfully acquires Allied Domecq Retailing (Holdings) Limited.

Bass announces that it has today agreed with Punch to provide Allied shareholders with the opportunity of electing to receive part of their consideration under Punch's proposal in the form of new Bass shares (the "Share Alternative"). Under this alternative proposal, Allied shareholders will be entitled to elect to receive new Bass shares in lieu of cash, at a rate of one new Bass share for 940 pence in cash. Bass will not issue more than 79 million shares, valued at around £743 million based on Bass' share price of 940 pence at close of business on Friday 2 July 1999. To the extent Allied shareholders elect to receive more than 79 million new Bass shares, elections will be pro rated accordingly.

Punch's full cash offer remains unaffected by the introduction of the Share Alternative.

Sir Ian Prosser, Chairman, Bass PLC, commented:

"We are delighted to be able to offer Allied Domecq shareholders an attractive alternative that enables them to participate in the value that we will create for our shareholders. The transaction remains an opportunistic move that allows Bass to apply its proven ability to develop and manage branded retail outlets to the best assets in the Allied portfolio."

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For further information, please contact:

Richard North, Finance Director 0171 409 1919
Mark Rigby, Media Relations 0171 409 8153
Jonathan Atack, Investor Relations 0171 409 8571

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