MOSB.L Regulatory News (MOSB)

12 Nov 2008 15:00



For Immediate Release

12 November 2008

Moss Bros Group plc ("Moss Bros" or "the Company")

Acquisition of shares in Moss Bros by Warbeck Holding Company Limited

Moss Bros, the UK's No.1 branded suit specialist, today notes that Warbeck Holding Company Limited ('Warbeck'), a Sir Philip Green family investment company, has announced the purchase of 26,896,932 shares in Moss Bros at a price of 24.95p per share. This amounts to 28.45% of the issued share capital of Moss Bros.  The Company looks forward to hearing further from Warbeck as to its intentions.

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, the Company confirms that, as at the close of business on 11 November 2008, its issued share capital consisted of 94,530,752 ordinary shares with a nominal value of 5 pence each ("Ordinary Shares"), with each share carrying equal voting rights. The Company holds no shares which are held in treasury. The International Securities Identification Number for the ordinary shares is GB0006056104.

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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 per cent. or more of any class of "relevant securities" of Moss Bros, 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 3:30pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which an offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 Moss Bros, 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 Moss Bros by the potential offeror or by Moss Bros, 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 Takeover 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 Takeover Panel.