Coats Regulatory News (COA)

1 Feb 2008 13:45

Not for release, publication or distribution, in whole or in part, in, into or

from the US, Canada or Australia or any jurisdiction where to do so would constitute a violation of the laws of such jurisdiction. 1 February 2008 Newbury Racecourse PLC ("Newbury" or the "Company")

Letter to Shareholders advising them to continue to reject GPG's Final Offer as

it significantly undervalues Newbury Racecourse PLC and its prospects

Set out below is the text of a letter from the Chairman of Newbury Racecourse PLC to Newbury Shareholders dated today, advising them to continue to reject GPG's Final Offer:

"Dear Shareholder,

Your Board has reviewed the latest document from GPG, dated 31 January 2008, and would like to remind Shareholders of the following:

1. GPG's Final Offer of ‚£11.50 per Share STILL significantly undervalues your

Company and its prospects.

2. The Newbury Board delivers quality racing at Newbury. GPG has failed to

share its plans; is GPG REALLY committed to the future of racing at

Newbury?

3. GPG ARE trying to gain control of your Board and your Company `by the back

door'. GPG intend, should their Offer fail, to reconfigure"the Newbury Board¢â‚¬¦so it more properly reflects a suitable level of proprietorial involvement." Would a Board packed with more GPG representatives act in the best interests of the Company and ALL Shareholders?

4. Surplus cash from the proposed development will be returned to ALL

Shareholders. Would GPG do the same?

5. Continue to support your Board as their strategic initiatives ARE

delivering results.

CONTINUE TO REJECT GPG'S OFFER FOR ALL OF YOUR SHARES.

DO NOT LET GPG TAKE CONTROL OF YOUR COMPANY `BY THE BACK DOOR' AND PUT THE LONG TERM FUTURE OF RACING AT NEWBURY AT RISK.

DO NOT SELL ANY OF YOUR SHARES TO GPG AND SUPPORT YOUR BOARD IN DELIVERING VALUE FOR SHAREHOLDERS.

Yours faithfully,Sir David SieffChairman"Enquiries:

Arbuthnot Securities Limited 020 7012 2000

Tom Griffiths / Richard Tulloch

Hudson Sandler 020 7796 4133

Jessica Rouleau / Michael Sandler

Arbuthnot Securities Limited, which is regulated by the Financial Services Authority, is acting for the Company and no-one else in connection with the matters referred to herein and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Arbuthnot Securities Limited or for giving advice in relation to such matters.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Newbury Racecourse PLC, all "dealings" in any "relevant securities" of Newbury Racecourse PLC (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 p.m. (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 Newbury Racecourse PLC, 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 Newbury Racecourse PLC by GPG Acquisitions No.5 Limited or Newbury Racecourse PLC, 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.