NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

9 December 2016

OFFER EXTENSION

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")

1.           Introduction

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 "Increased Offer"). The offer document in respect of the Increased Offer was published on 18 November 2016 (the "Offer Document").

2.           Offer Extension

In light of the of the announcement made by KLK on Thursday 1 December 2016, the MP Evans' response on Friday 2 December and the MP Evans' announcement on Tuesday 6 December outlining the proposed sale of  its minority interest in an Indonesian joint-venture, KLK considers that MP Evans Shareholders would benefit from further time to consider the Increased Offer. KLK therefore announces that the Increased Offer is being extended and will remain open for acceptance until the next closing date which will be 1.00 p.m. (London time) on Wednesday, 21 December 2016. There can be no certainty that the offer period will be extended beyond this date.[1] 

MP Evans shareholders who have not yet accepted the Increased Offer are urged to do so without delay.

3.           Acceptance Level Update

Pursuant to Rule 17.1 of the Takeover Code, KLK announces that, as at 1.00 p.m. (London time) on 9 December 2016, being the First Closing Date, KLKI has received valid acceptances in respect of 7,188,385 MP Evans Shares, representing 12.9 per cent. of the existing ordinary share capital of MP Evans.

The percentages of MP Evans Shares referred to in this announcement are based on 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 9 December 2016, being the First Closing Date, 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 of 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 or MP Evans 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.

4.           General

The Offer Document and Form of Acceptance are available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on KLK's website at www.klk.com.my/investor-relations/mpevans while the Increased Offer remains open for acceptance. Hard copies of the Offer Document and the Form of Acceptance may be obtained by contacting the Receiving Agent, Capita Asset Services, in writing at Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU or by telephone on 0371 664 0321. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. The helpline is open between 9.00 a.m. and 5.30 p.m. (London time), Monday to Friday, (excluding public holidays in England and Wales). Please note that Capita Asset Services cannot provide advice on the merits of the Increased Offer nor give any financial, legal or tax advice. Calls may be recorded and monitored for security and training purposes.

Capitalised terms used but not defined in this announcement shall have the meanings 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 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, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Increased Offer or otherwise. The Increased Offer has been made solely by means of the Offer Document and the Form of Acceptance accompanying the Offer Document, which contain the full terms and conditions of the Increased Offer, including details of how the Increased Offer may be accepted. Any response to the Increased Offer should be made only on the basis of information contained in the Offer Document and, where applicable, the Form of Acceptance. MP Evans Shareholders are advised to read the formal documentation in relation to the Increased Offer carefully.

This announcement has been prepared for the purposes of complying with English law, the rules of the London Stock Exchange and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside the United Kingdom.

Overseas jurisdictions

The distribution of this announcement in jurisdictions other than the United Kingdom and the ability of MP Evans Shareholders who are not resident in the United Kingdom to participate in the Increased Offer may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or MP Evans Shareholders who are not resident in the United Kingdom will need to inform themselves about, and observe, any applicable legal or regulatory requirements. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. Further details in relation to overseas shareholders are contained in the Offer Document.

The Increased Offer is not available, directly or indirectly, in or into or by the use of the mails of, or by any other means or instrumentality of interstate or foreign commerce of, or any facility of a national state or other securities exchange of any Restricted Jurisdiction, unless conducted pursuant to an exemption from the applicable securities laws of such Restricted Jurisdiction.

Accordingly, copies of this announcement and all documents relating to the Increased Offer are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction except pursuant to an exemption from the applicable  securities laws of such Restricted Jurisdiction and persons receiving this announcement (including, without limitation, agents, nominees, custodians and trustees) must not distribute, send or mail it in, into or from such jurisdiction. Any person (including, without limitation, any agent, nominee, custodian or trustee) who has a contractual or legal obligation, or may otherwise intend, to forward this announcement and/or the Offer Document and/or any other related document to a jurisdiction outside the United Kingdom should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdiction.

Forward-looking statements

This announcement contains certain forward looking statements with respect to the financial condition, results of operations and business of MP Evans, the MP Evans Group and certain plans and objectives of the boards of directors of KLK and KLKI. These forward looking statements can be identified by the fact that they do not relate to historical or current facts. Forward looking statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "will", "may", "should", "would", "could" or other words of similar meaning. These statements are based on assumptions and assessments made by the boards of directors of MP Evans, KLK and KLKI in the light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe appropriate. By their nature, forward looking statements involve risk and uncertainty and the factors described in the context of such forward looking statements in this announcement could cause actual results and developments to differ materially from those expressed in or implied by such forward looking statements.

Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this announcement. KLK and KLKI assume no obligation to update or correct the information contained in this announcement.

No profit forecasts or estimates

No statement in this announcement is intended as a profit forecast or estimate for any period and no statement in this announcement should be interpreted to mean that earnings or earnings per share for KLK or MP Evans, as appropriate, for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share for KLK or MP Evans, as appropriate.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the Offer Period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1 per cent. or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Websites

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 12 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-