7 Nov 2023 07:00
STATEMENT REGARDING THE RESTAURANT GROUP PLC
WHEEL TOPCO LIMITED
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
THIS ANNOUNCEMENT IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE")
FOR IMMEDIATE RELEASE
7 November 2023
Statement Regarding The Restaurant Group plc ("TRG")
On 26 October 2023, TRG announced that it had received a request from Wheel Topco Limited ("Wheel Topco"), the owner of PizzaExpress Group Limited ("Pizza Express"), for diligence information on TRG in accordance with Rule 21.3 of the Code to enable Wheel Topco to evaluate a possible offer for TRG.
Wheel Topco confirms that, due to market conditions, it does not intend to make an offer for TRG.
This is a statement to which Rule 2.8 of the Code applies.
Under Note 2 on Rule 2.8 of the Code, Wheel Topco and any person(s) acting in concert with it reserve the right to set the restrictions in Rule 2.8 aside in the following circumstances:
(a) in the event that the offer by Rock BidCo Limited is withdrawn or lapses, with the agreement of the board of TRG;
(b) if a third party announces a firm intention to make an offer for TRG;
(c) if TRG announces a Rule 9 waiver proposal (see Note 1 of the Notes on Dispensations from Rule 9) or a reverse takeover (as defined in the Code); and
(d) if there has been a material change of circumstances (as determined by the Takeover Panel).
Publication on website
A copy of this announcement will be made available, subject to certain restrictions relating to persons resident in restricted jurisdictions, on Pizza Express' website at www.pizzaexpress.com/Investors/Press-Releases. For the avoidance of doubt, the contents of that website is not incorporated into and does not form part of this announcement.