NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, 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 CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

21 December 2016

CASH OFFER

for

M.P. EVANS GROUP PLC ("MP EVANS" or the "COMPANY")

by

KUALA LUMPUR KEPONG BERHAD ("KLK")

through its wholly-owned subsidiary, KL-KEPONG INTERNATIONAL LTD ("KLKI")

Statement regarding level of acceptances and lapsing of Offer

On 15 November 2016, the Board of KLK, through its wholly-owned subsidiary, KLKI, announced the terms of a revised cash offer at 740 pence per share for MP Evans by KLKI to acquire the entire issued and to be issued share capital of MP Evans (the "Offer"). The offer document in respect of the Offer was published on 18 November 2016 (the "Offer Document").

On 9 December 2016, the Board of KLK, through KLKI, announced that the Offer had been extended until 1.00 p.m. (London time) on 21 December 2016.

Level of acceptances

Pursuant to Rule 17.1 of the Takeover Code, KLK announces that, as at 1.00 p.m. (London time) on 21 December 2016, KLKI had received valid acceptances of the Offer in respect of 7,355,680 MP Evans Shares, representing approximately 13.2 per cent. of the existing issued ordinary share capital of MP Evans, which KLKI may count towards the satisfaction of the Acceptance Condition of the Offer.

The percentage of MP Evans Shares referred to in this announcement is based upon a figure of 55,739,719 MP Evans Shares in issue based on information publicly available to KLKI as at the date of this announcement. 

As at 21 December 2016, none of KLKI nor any KLKI Director nor any other member of the KLK Group nor any person acting, or deemed to be acting, in concert with KLKI:

(a)        had an interest in, or right to subscribe for, relevant securities of MP Evans;

(b)        had any short position in (whether conditional or absolute and whether in the money or otherwise), including any short position under a derivative, any agreement to sell or any delivery obligation or right to require another person to purchase or take delivery of, relevant securities to MP Evans;

(c)        had procured an irrevocable commitment or letter of intent to accept the terms of the Offer in respect of relevant securities of MP Evans; or

(d)        had borrowed or lent any MP Evans Shares.

Furthermore, no arrangement exists between KLKI, any other member of the KLK Group or MP Evans or a person acting in concert with KLKI in relation to MP Evans Shares. For these purposes, an "arrangement" includes any indemnity or option arrangement, any agreement or any understanding, formal or informal, of whatever nature, relating to MP Evans Shares which may be an inducement to deal or refrain from dealing in such securities.

Lapsing of Offer

Further to the extension to the Offer announced on 9 December 2016, the Offer was subject to valid acceptances being received by no later than 1.00 p.m. (London time) on 21 December 2016 in respect of MP Evans Shares which, together with all other MP Evans Shares acquired, or agreed to be acquired, by KLKI and/or any other wholly-owned subsidiary or wholly-owned subsidiaries of KLK (whether pursuant to the Offer or otherwise), carry, in aggregate, more than 50 per cent. of the voting rights then normally exercisable at a general meeting of MP Evans. As this Acceptance Condition has not been satisfied, the Offer has lapsed with immediate effect and accordingly, the Offer is no longer capable of further acceptance and accepting MP Evans Shareholders and KLK and KLKI have ceased to be bound by such acceptances.

Return of acceptances

In accordance with the terms of the Offer: (i) in respect of MP Evans Shares held in certificated form, Forms of Acceptance, share certificates and other documents of title will be returned by post within 14 calendar days at the risk of relevant MP Evans Shareholders; and (ii) in respect of MP Evans Shares held in uncertificated form, the Receiving Agent will immediately (or within such longer period as the Takeover Panel may permit, not exceeding 14 calendar days) give instructions to Euroclear to transfer all MP Evans Shares held in escrow balances and in relation to which it is the Escrow Agent for the purposes of the Offer to the original available balances of the relevant MP Evans Shareholders concerned.

KLK will now be subject to Rule 35.1 of the Takeover Code save that KLK reserves the right to make a further offer for the entire issued and to be issued share capital of MP Evans, with the consent of the Takeover Panel, in the event that: (i) such further offer is recommended by the Board of MP Evans; or (ii) a third party announces a firm intention to make an offer for MP Evans; or (iii) in the other circumstances set out in the Note on Rules 35.1 and 35.2 of the Takeover Code.

Unless otherwise stated, terms used in this announcement have the same meanings as given to them in the Offer Document.

Enquiries:

Important notice relating to financial adviser

HSBC Bank plc ("HSBC") is authorised by the PRA and regulated by the FCA and the PRA in the United Kingdom and is acting exclusively for KLK and KLKI and no one else in connection with the Increased Offer and other matters referred to in this announcement and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Increased Offer or any other matters referred to in this announcement and is not, and will not be, responsible to anyone other than KLK and KLKI for providing the protections afforded to its clients or for providing advice in relation to the Increased Offer, the contents of this announcement or any transaction or arrangement referred to in this announcement.

Further information

This announcement is for information purposes only. It is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise.

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

Publication on website

A copy of this announcement will be available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, for inspection on KLK's website at http://www.klk.com.my/investor-relations/mpevans promptly and by no later than 12 noon (London time) on 22 December 2016. For the avoidance of doubt, the contents of that website are not incorporated, and do not form part of, this announcement.

In accordance with Rule 30.3 of the Code, a person so entitled may request a hard copy of this announcement, free of charge, by contacting HSBC on +44 20 7991 8888. For persons who receive a copy of this announcement in electronic form or via a website notification, a hard copy of this announcement will not be sent unless so requested. In accordance with Rule 30.3 of the Code, a person so entitled may also request that all future documents, announcements and information to be sent to them in relation to the Increased Offer should be in hard copy form.

Neither the contents of any website referred to in this announcement nor the content of any other website accessible from hyperlinks on any such website is incorporated into, or forms part of, this announcement.

-ENDS-