Mitchells & Butlers PLC
14 April 2008
14 April 2008
Mitchells & Butlers plc
Strategic Review Update
Following the recent press comment, Mitchells & Butlers announces an update to
the strategic review, which is due to be completed by the Interim Results.
Since the announcement on 29 January 2008 stating that Mitchells & Butlers was
initiating a strategic review, the Board has been actively engaged in
discussions to explore ways of creating value for shareholders. As part of this
process, the Board has received a number of preliminary proposals from private
equity investors to take a minority interest in Mitchells & Butlers at a
material premium to the current share price.
The Board believes that significant value through enhanced sales and
profitability can be created by integrating Punch's managed pub business into
Mitchells & Butlers operational and brand structure. The Board has now initiated
an approach to Punch to explore whether terms for such a mutually beneficial
transaction can be agreed.
The Board is actively considering how such an acquisition of Punch's managed pub
business could be best funded. One form of funding being considered is the basis
on which the private equity investors, who support Mitchells & Butlers strategy
of consolidation, might invest in the Company. Any transaction structure and
financing will be assessed by the Board in the light of creating value for all
existing shareholders and will be subject to any necessary shareholder
On 9 April 2008, Mitchells & Butlers reported resilient sales growth and robust
operating profits performance together with strong operational cash generation
for the first 27 weeks of the financial year. The Company has no requirement for
any capital injection to meet its existing funding needs.
The Board is seeking to clarify the proposals from all interested parties prior
to the conclusion of the review. All the discussions are at a preliminary stage
and subject to further due diligence and negotiation. There can therefore be no
certainty that any transaction will be concluded.
For further information, please contact:
Erik Castenskiold 0121 498 6513
Kathryn Holland 0121 498 4526
James Murgatroyd (Finsbury Group) 0207 251 3801
Notes for editors:
- Mitchells & Butlers owns and operates around 2,000 high quality pubs in prime
locations nationwide. The Group's predominantly freehold, managed estate is
biased towards large pubs in residential locations. With around 3% of the pubs
in the UK, Mitchells & Butlers has 10% of industry sales and average weekly
sales per pub over three times greater than that of the average UK pub.
- Mitchells & Butlers' leading portfolio of brands and formats includes Ember
Inns, Harvester, Sizzling Pub Co., Toby Carvery, Vintage Inns, All Bar One,
O'Neill's, Nicholson's and Browns. In addition, Mitchells & Butlers operates a
large number of individual city centre and residential pubs.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "City Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of Mitchells & Butlers plc ("Mitchells &
Butlers") or Punch Taverns plc ("Punch"), 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 any 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 Mitchells & Butlers or Punch, 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 Mitchells & Butlers or Punch by Mitchells & Butlers or Punch, 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
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
"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