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Whitbread PLC ("Whitbread") Statement regarding coffeeheaven international plc ("coffeeheaven")
11/12/2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM CANADA, AUSTRALIA AND JAPAN OR ANY OTHER JURISDICTION WHERE IT WOULD BE UNLAWFUL TO DO SO
Further to recent press speculation, Whitbread confirms that it is in advanced discussions with coffeeheaven regarding a possible recommended cash offer of 24 pence for each coffeeheaven share.
There can be no certainty that an offer will be forthcoming. A further announcement will be made in due course as appropriate.
End
For more information please contact:
Christopher Rogers, Whitbread PLC +44 (0) 1582 88 9418
Press Contacts
Tabitha Aldrich-Smith, Whitbread PLC +44 (0) 1582 84 4244
David Allchurch, Tulchan +44 (0) 20 7353 4200
In accordance with Rule 19.11 of the Code, a copy of this announcement will be available on Whitbread's website www.whitbread.co.uk by no later than 12 noon on 14 December 2009.
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 coffeeheaven, all "dealings" in any "relevant securities" of coffeeheaven (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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 coffeeheaven, 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 coffeeheaven by Whitbread or coffeeheaven, 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.
"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.
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