Increased support for the proposed restructuring

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

PUNCH TAVERNS PLC

("Punch")

Increased support for the proposed restructuring of the Punch A and Punch B Securitisations

Punch announces that it has been informed of increased support for the restructuring proposals announced on 18 August 2014 (the "Proposals"). Undertakings to support the Proposals have now been given in respect of approximately 72 per cent. of the notes across the Punch A and Punch B Securitisations and approximately 54 per cent. of the issued share capital of Punch.

The increased support results from market purchases of Class B3 notes issued by the Punch A Securitisation by seven holders of junior classes of notes in the Punch A and Punch B Securitisations (the "Funds") and an agreement that the Funds have entered into with Morgan Stanley & Co. International plc.

Updated details of the interests of those of the Funds that are related parties of Punch under the Listing Rules and further details of the agreement with Morgan Stanley & Co. International plc are set out below. Punch will also issue a supplementary combined circular and prospectus to its shareholders setting out these details.

The expected timetable for the Proposals to become effective is not affected by this announcement. Meetings of shareholders and noteholders have been convened for 17 September 2014. Forms of proxy for the shareholder meeting should be completed and returned so as to be received by no later than 2.00 p.m. on 15 September 2014. If all requisite shareholder, noteholder and other creditor approvals are obtained, the Proposals are expected to become effective on 8 October 2014.

5 September 2014

Further details of the agreement

The agreement entered into by the Funds with Morgan Stanley & Co. International plc is in addition to the agreement entered into by the Funds with funds managed or advised by Serengeti Asset Management, LP, Moore Capital Management, L.P. and Bluecrest Capital Management (New York), L.P., which is referred to in the combined shareholder circular and prospectus dated 18 August 2014 (the "Prospectus"). The Funds comprise certain investment funds (or subsidiaries of such funds) managed or advised by Alchemy Special Opportunities LLP, Avenue Europe International Management L.P., Angelo, Gordon & Co. L.P. or AG Funds, L.P., Glenview Capital Management LLC ("Glenview"), Luxor Capital Group, LP ("Luxor"), Oaktree Capital Management, L.P. and Warwick Capital Partners LLP.

Under the agreements referred to above, those parties (being holders of, in aggregate, 5.2 per cent. of the senior classes of notes and 17.4 per cent. of the junior classes of notes across the Punch A and Punch B Securitisations) have agreed with the Funds to vote in favour of the requisite noteholder resolutions to approve the Proposals and, if the Proposals become effective, a total of 422,073,902 of the new ordinary shares to be issued to the Funds pursuant to the Proposals will be transferred by the Funds to those holders in return for those holders paying a certain amount in cash and, in certain cases, transferring new Class M3 Notes issued by the Punch A Securitisation to the Funds.

As a result of these share transfers, Glenview will dispose of 96,348,076 new ordinary shares and acquire 4,186,000 in principal amount of Class M3 Notes and Luxor will dispose of 78,859,041 new ordinary shares and acquire 3,420,000 in principal amount of Class M3 Notes. Punch is not aware of the terms of the transfer of the new ordinary shares or Class M3 Notes under these agreements or, save as described in the Prospectus, of any further transfers of new ordinary shares and/or notes to or by the Funds (or any other shareholders or noteholders) to any other party.

For the reasons set out on pages 58-60 of the Prospectus, Glenview and Luxor are related parties of Punch and their participation in the Restructuring and Firm Placing are related party transactions, each of which requires the approval of the other shareholders under the Listing Rules.

Because of the market purchases and agreements described in this announcement, the interests of Glenview and Luxor in the notes issued by the Punch A and Punch B Securitisations and in the issued share capital of Punch have and are expected to change.

The tables below set out the interests of Glenview and Luxor in the issued share capital of Punch before and after the Proposals become effective, taking into account the arrangements described in this announcement and in the Prospectus. These tables assume that, from the date of this announcement until the date the new ordinary shares are issued pursuant to the Proposals, Glenview and Luxor will not acquire or dispose of any of their existing ordinary shares or any existing notes which carry an entitlement to receive new ordinary shares in the restructuring.

Glenview

Luxor

 Forward-looking statements

This announcement includes "forward-looking information" within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. These forward-looking statements are not based on historical facts, but rather reflect Punch's current expectations concerning future results and events and generally may be identified by the use of forward-looking words or phrases such as "believe", "aim", "expect", "anticipate", "intend", "foresee", "forecast", "likely", "should", "planned", "may", "estimated", "potential" or other similar words and phrases. Similarly, statements that describe Punch's objectives, plans or goals are or may be forward-looking statements.

These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Punch's actual results, performance or achievements to differ materially from the anticipated results, performance or achievements expressed or implied by these forward-looking statements. Although Punch believes that the expectations reflected in these forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct.

Disclaimer

This announcement is not intended to and does not constitute or form part of any offer to sell or invitation 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 proposals set out herein or otherwise, nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefor or be considered a recommendation that any investor should subscribe for or purchase or invest in any securities.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 as amended (the "Securities Act") or under any U.S. state securities laws and may not be offered or sold within the United States unless any such securities are registered under the Securities Act or an exemption from the registration requirements of the Securities Act and any applicable state laws is available.

Goldman Sachs International, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as financial adviser to Punch and for no one else in connection with the capital restructuring and will not be responsible to anyone other than Punch for providing the protections afforded to clients of Goldman Sachs International nor for providing advice in connection with the capital restructuring, the content of this announcement or any matter referred to herein.

The Blackstone Group International Partners LLP, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting as financial adviser to Punch and for no one else in connection with the capital restructuring and will not be responsible to anyone other than Punch for providing the protections afforded to clients of The Blackstone Group International Partners LLP nor for providing advice in connection with the capital restructuring, the content of this announcement or any matter referred to herein.