Punch Taverns PLC 28 March 2008 Punch Taverns plc 28 March 2008 NOT FOR RELEASE, DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA PUNCH TAVERNS PLC ("Punch") Statement regarding Mitchells & Butlers plc On 4 February 2008, Punch confirmed that it had submitted outline terms of a possible merger to the Board of Mitchells & Butlers plc ("Mitchells & Butlers"). Subsequent preliminary discussions with, and preliminary due diligence on, Mitchells & Butlers have led the Board of Punch to conclude that the terms proposed to Mitchells & Butlers are no longer in the best interests of Punch shareholders and therefore Punch is withdrawing its merger proposal. Punch has been approached by a number of third parties in relation to possible transactions involving Mitchells & Butlers which may or may not result in an offer for, or other transaction with, Mitchells & Butlers. Punch is assessing whether any such proposal would maximise value for Punch shareholders. A further announcement will be made in due course, if appropriate. In accordance with the provisions of the City Code on Takeovers and Mergers, any such offer for Mitchells & Butlers may only be on less favourable terms, taken as a whole, than those announced on 4 February 2008 with the recommendation of the Board of Mitchells & Butlers (subject as provided in that announcement). For further information, please contact: Goldman Sachs International Richard Campbell-Breeden Anthony Gutman Phil Raper (Corporate Broking) Tel: +44 20 7774 1000 Morgan Stanley & Co. Limited Gavin MacDonald Simon Smith Tim Pratelli (Corporate Broking) Tel: +44 20 7425 8000 College Hill Associates Justine Warren Matthew Smallwood Tel: +44 20 7457 2020 Brunswick Simon Sporborg Laura Cummings Tel: +44 20 7404 5959 Goldman Sachs International is acting exclusively for Punch and no-one else in connection with a possible transaction with Mitchells & Butlers and will not be responsible to anyone other than Punch for providing the protections afforded to clients of Goldman Sachs International nor for providing advice in relation to any such possible transaction. Morgan Stanley & Co. Limited is acting exclusively for Punch and no-one else in connection with a possible transaction with Mitchells & Butlers and will not be responsible to anyone other than Punch for providing the protections afforded to clients of Morgan Stanley & Co. Limited nor for providing advice in relation to any such possible transaction. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Punch or of Mitchells & Butlers, all "dealings" in any "relevant securities" of that company (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 the 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 Punch or of Mitchells & Butlers, 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 Punch or of Mitchells & Butlers by Punch or of Mitchells & Butlers, or by any of their respective "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. This information is provided by RNS The company news service from the London Stock Exchange