Interim Management Statement

PUNCH TAVERNS PLC

("Punch" or the "Group")

Interim Management Statement for the 12 weeks to 25 May 2013 and Capital Structure Update

Financial and Operational highlights - profits in line with management expectations

n On track to meet full year profit expectations

n Improving like-for-like trends in net income; core estate like-for-like net income down 0.7% in the third quarter (-3.3% 40 weeks to 25 May 2013)

n 94% of core estate let on substantive agreements

n 246 pubs and certain other assets sold for £84 million, slightly ahead of book value and at a multiple of 18x EBITDA

n Trading performance driven by actions taken in letting, investment, food development and increased field team support

n Investment in core pubs continues (average spend of c.£100k per pub)

Capital structure update

Following the announcement of restructuring proposals for the Punch A and Punch B securitisations on 7 February 2013, Punch has undertaken an extensive process of engagement with a broad range of the Group's stakeholders. This process has provided Punch with a wide range of feedback from stakeholders on a number of aspects of the restructuring proposals.

Following review of this feedback, Punch is announcing revised restructuring proposals ("Revised Restructuring Proposals") that reflect the material points which it has been able to address. The changes are intended to achieve an equitable solution by directing more of the finite cash resources available to the Group to the senior classes of notes, whilst still providing good value recovery for the junior classes of notes. In the opinion of the Board these changes are in the interests of all stakeholders and increase the likelihood of successfully implementing a restructuring.

Highlights of the Revised Restructuring Proposals

n Creates a robust, sustainable debt structure with next planned refinancing not until 2029: targeting a reduction in contractual debt service payments of over £600 million (over five years), reduced cash interest payments of c.£32 million per year and deleveraging at the Group level equivalent to c.1.8x EBITDA by 2018;

n Maximises the benefits of the Group structure for all stakeholders: the Punch A and Punch B securitisations will continue to benefit from the material financial and operational synergies, estimated at £25 million per year, which are available to them by virtue of being part of the wider Group;

n Improved covenant protection for creditors: no ability to upstream excess cash out of the securitisations1, tighter disposal covenants and the inclusion of a target prepayment covenant;

n Accelerated repayment of senior noteholders ahead of other stakeholders: senior noteholders in both the Punch A and Punch B securitisations to benefit from accelerated prepayment of debt (targeted at c.£500 million over five years), reduction in the cash interest payable on junior notes and the removal of the ability to upstream excess cash from the securitisations1;

n Senior noteholder cash-out option:intention is to provide a proportion of class A fixed rate noteholders in the Punch A and Punch B securitisations with an option to sell their senior notes for cash in conjunction with acceptance of the Revised Restructuring Proposals;

n Option for certain senior noteholders to waive their rights to note prepayment: Punch is aware that, in light of the current trading price of senior notes, certain supportive senior noteholders may prefer not to receive some of the planned debt repayments. In addition, a substantial junior noteholder has indicated a willingness to cancel some of their notes in exchange for a combination of cash at a material discount to par and reinstated notes at par. In light of this, Punch is exploring the possibility of making certain modifications to the Revised Restructuring Proposals that would reduce the leverage of the Punch A securitisation and would not materially impact the securitisation's cash debt service obligations.

n Materially better position than the alternative: in the scenario in which the Revised Restructuring Proposals are not effected, we expect Group leverage would be c.3x debt to EBITDA higher by 2018 than under the Revised Restructuring Proposals; and

n Broader base of support for the Revised Restructuring Proposals: the Board expects that, given the changes made since 7 February 2013, the Revised Restructuring Proposals will be supported by a broader group of stakeholders.

Full details of the Revised Restructuring Proposals, and an overview of the key changes made to the restructuring proposals announced on 7 February 2013, are set out below.

Stephen Billingham, Executive Chairman of Punch Taverns plc, commented:

"Our profit performance for the year to date has been in line with our expectations, with improving trends in the underlying business. Our trading performance has benefited from recent operational improvements through continued investment in our core pubs and increased field team support and we are on track to meet our full year profit guidance.

The Revised Restructuring Proposals reflect the results of an extensive process with stakeholders. Importantly, these proposals achieve an equitable solution by directing more of the Group's finite cash resources to the senior classes of notes, whilst still providing good value recovery for the junior classes of notes.

Support is required from a number of stakeholders who will have a range of views on the Revised Restructuring Proposals. We will continue to engage with all stakeholders and will be inviting all stakeholders to attend a meeting this week to discuss the detail of the Revised Restructuring Proposals and next steps before progressing to implementing a restructuring in June 2013."

10 June 2013

A presentation will be available on the Punch website www.punchtavernsplc.com from 9.00am. A video webcast of the presentation will also be available on the investor section of the website from 9.00am.

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 structure review 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 structure review, 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 structure review 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 structure review, the content of this announcement or any matter referred to herein.

Forward-looking statements

This report contains certain statements about the future outlook for Punch. Although we believe our expectations are based on reasonable assumptions, any statements about future outlook may be influenced by factors that could cause actual outcomes and results to be materially different.

Throughout this report, references to forward-looking statements regarding the performance of the Group and anticipated debt levels assume the successful implementation of the Revised Restructuring Proposals and performance of the Group in line with the Board's expectations.

THIRD QUARTER TRADING UPDATE

Trading has been in line with our expectations with an improving trend in core estate like-for-like net income, being down 0.7% in the third quarter, resulting in a decline of 3.3% for the first 40 weeks of the year to 25 May 2013.

Our trading performance is benefitting from the actions we have taken in the areas of letting, investment, food development and increased field team support and we are on track to meet our full year profit guidance.

The disposal programme remains ahead of our target to realise £105 million of net proceeds in the current financial year. During the first 40 weeks we sold 246 pubs and certain other assets for total proceeds of £84 million, slightly ahead of book value and at a multiple of 18x EBITDA.

CAPITAL STRUCTURE UPDATE

1. Progress since 7 February 2013

Since the announcement of restructuring proposals for the Punch A and Punch B securitisations on 7 February 2013, the Group has continued to engage with a broad range of the stakeholders whose support would be required to implement any restructuring. This process of engagement included the availability of extensive due diligence materials to stakeholders (including the provision of an Independent Business Review, property valuation reports, documentation around the securitisations and financial analysis of the proposed restructurings) and detailed discussions between both Punch and stakeholders, and between stakeholders themselves.

The feedback received during this process has allowed Punch to develop the Revised Restructuring Proposals, which Punch believes are capable of obtaining the support of a sufficient number of stakeholders to allow them to be implemented successfully. However, given the nature of the securitisation structures and the differing interests across the many stakeholder classes, and, as a result, the competing demands placed on finite cash resources and sources of value available to the Group, it has not been possible to reflect all of the views received during the engagement process.

Punch will continue the process of open and constructive engagement with all stakeholders and continue to support stakeholders in completing their due diligence processes ahead of implementing a restructuring, and will be inviting all stakeholders to attend a meeting this week to discuss the detail of the Revised Restructuring Proposals.

2. The Revised Restructuring Proposals

The Revised Restructuring Proposals reflect a number of changes to the restructuring proposals announced on 7 February 2013, including:

n Improved covenant protection for creditors through removing the ability to upstream excess cash out of the securitisations (subject to the Punch B securitisation being able to upstream up to £4 million per year to cover ongoing Group costs and liabilities), tighter disposal covenants and the inclusion of a minimum repayment covenant;

n Available cash held within the securitisations, estimated to be £157 million at closing, to be made available on day one to prepay senior notes;

n Accelerated prepayment of senior notes facilitated by reducing cash interest payable on the junior notes;

n Class B1, B2 and C1 notes in Punch B to be extinguished and cancelled at a greater discount using available cash resources held at the Group level, estimated at £58 million, and issuance of new junior debt;

n Fixing the amounts payable under the legacy class C1 hedging arrangements in Punch B following the cancellation of the class C1 notes;

n Liquidity facilities to be maintained in both securitisations, sized to provide 18 months peak debt service cover, with facility sub-limits to be resized each year to reflect the level of debt service obligation over the forthcoming 18 month period; and

n Intention to include a cash-out option to provide senior fixed rate noteholders with the opportunity to receive a cash payment for their notes in conjunction with acceptance of the Revised Restructuring Proposals.

Given these changes the Board believes that the Revised Restructuring Proposals present a number of benefits for the Group's stakeholders:

Punch A:

n Creates a robust debt structure, avoiding the risk of near-term financial covenant default and targeting deleveraging at the Punch A level equivalent to c.1.4x EBITDA and at the senior notes level equivalent to c.2.3x EBITDA over the next five years;

n Creates a sustainable capital structure that allows the Group to focus fully on the delivery of its business plan, reduces uncertainty around the securitisation, and enables the material financial and operational synergies available to Punch A through being part of the wider Group to be retained;

n Improves the covenant protection for creditors with no ability to upstream excess cash out of the securitisation, tighter disposal covenants and the inclusion of a minimum repayment covenant;

n Excess cash held within the securitisation, estimated at £98 million at closing, to be made available on day one to prepay scheduled amortisation;

n Accelerated prepayment of senior debt by reducing cash interest payable on junior notes, with excess cash and disposal proceeds being applied to the prepayment of note amortisation. Cash interest payments to be reduced by an average of c.£21 million per year, increasing the level of excess cash and further accelerating the level of senior debt prepayment. The level of mandatory debt prepayments over the next five years is targeted at c.£300 million;

n Junior notes will continue to receive their current coupon in a structure that delevers over time, with £13 million of interest per year being paid in cash and £8 million of interest per year accruing and being capitalised and amortised in line with the revised schedule;

n Class A2, M2 and B3 noteholders will have the option to vote on the release of the Ambac monoline guarantee of those notes in consideration for a coupon uplift in an amount equal to the guarantee fee currently paid to Ambac; and

n In the scenario in which the Revised Restructuring Proposals are not effected, overall Punch A leverage would be expected to be c.2.4x debt to EBITDA higher by 2018 than under the Revised Restructuring Proposals, and c.1.5x higher at the Punch A senior note level.

Punch B:

n Creates a robust debt structure that avoids the risk of near-term financial covenant default, targeting a reduction in debt of £237 million at completion and deleveraging equivalent to c.3.4x EBITDA over the next five years;

n Creates a sustainable capital structure that enables the Group to focus fully on the delivery of its business plan, reduces uncertainty around the securitisation, and enables Punch B to continue to benefit from the material financial and operational synergies available to it by virtue of being part of the wider Group;

n Improves the covenant protection for creditors with no ability to upstream excess cash out of the securitisation (subject to being able to upstream up to £4 million per year to cover ongoing Group costs and liabilities), tighter disposal covenants and the inclusion of a minimum prepayment covenant;

n Excess cash held within the securitisation, estimated at £60 million at closing, to be applied on day one to prepay senior notes;

n Accelerated prepayment of senior debt with all excess cash and disposal proceeds (after allowing for £4 million per year to cover ongoing Group costs and liabilities) to be applied to the prepayment of the most senior classes of notes outstanding. Cash interest payments would be reduced by c.£11 million per year, increasing the level of excess cash in the securitisation and further accelerating the level of senior debt prepayment. The level of mandatory senior debt prepayments over the next five years is targeted at c.£200 million;

n £286 million of junior notes extinguished using £58 million of cash held at the Group level and the issuance of £107 million of new class B3 notes;

n Implementation to be conditional on the requisite majority of class A7 and A8 noteholders approving the release of the MBIA monoline guarantee of those notes, in consideration for which they will receive an increase in coupon equivalent to the guarantee fees which would otherwise be payable to MBIA; and

n In the scenario in which the Revised Restructuring Proposals are not effected, overall Punch B leverage would be expected to be c.5x debt to EBITDA higher by 2018 than under the Revised Restructuring Proposals.

3. Cash-out option for senior noteholders

Punch intends to arrange a cash-out option for a proportion of senior fixed rate noteholders in both the Punch A and Punch B securitisations. Punch currently expects this option to be provided on the basis that a proportion of senior noteholders can elect to sell their senior notes for cash, in conjunction with voting to accept the Revised Restructuring Proposals. Completion of such note purchases will be conditional on the Revised Restructuring Proposal being implemented in respect of the relevant securitisation. Punch has received expressions of interest from a number of financial institutions, including certain stakeholders, seeking to assist in arranging this option. Further details, including the size of the facility and the price at which the cash-out option will be offered to noteholders, will be released at the time of the formal launch of the Revised Restructuring Proposals.

4. Option for certain senior noteholders to waive their rights to note prepayment

The Revised Restructuring Proposal for Punch A provides for a substantial repayment of the senior notes at par in the years immediately following completion of the restructuring. Punch is aware that, in light of the current trading price of these notes, certain supportive senior noteholders may prefer not to receive some of these repayments. In addition, a substantial junior noteholder has indicated a willingness to cancel some of their notes in exchange for a combination of cash at a material discount to par and reinstated notes at par.

Accordingly, Punch is considering whether it would be possible to further broaden the support for the Revised Restructuring Proposals by making certain modifications to the terms of the Revised Restructuring Proposals that would reduce the leverage of the Punch A securitisation and would not materially impact the securitisation's cash debt service obligations.

5. Consequences of failure to effect a restructuring of the securitisations

The Board remains clear that a restructuring of the securitisations is required in order to create a sustainable capital structure. Financial support is currently required to avoid the Punch A and Punch B securitisations breaching their DSCR covenants. Failure to implement a consensual restructuring in the near-term, and the withdrawal of financial support, would be expected to lead to a default in the relevant securitisation.

While the potential implications of a default cannot be predicted with certainty, any default is likely to have a material negative impact for all stakeholders given the risk of material scale dis-synergies, administrative receivership costs, the significant short-term disruption to the business and the negative impact on pub values.

Uncertainties of default and administrative receivership would be expected to have a negative impact on leverage and cash flows. Illustratively, for Punch A this would be expected to increase 2018 leverage by c.2.4x EBITDA and for Punch B, c.5x EBITDA when compared to Punch's Revised Restructuring Proposals.

6. Financial support to the securitisations

To date, the Group has continued to provide financial support to each of the securitisations in the current financial year in order to allow the completion of the capital structure review, identification of restructuring proposals for each securitisation and discussions with stakeholders in relation to the restructuring proposals.

Net support from cash resources held outside of the securitisations for the period September 2012 to May 2013 amounted to £9 million, with all of the available cash upstream payments in the current financial year having been made out of the Punch A securitisation and a further £3 million of cash upstream payments remaining available from the Punch B securitisation in this financial year.

While the provision of future financial support to the Punch A and Punch B securitisations will continue to be reviewed on an ongoing basis, failure to effect a restructuring for either securitisation in the near-term may result in the Group ceasing to provide financial support to one or both of the securitisations, which in turn would be expected to result in a covenant default in the relevant securitisation.

In particular, because of the financial linkages between the Punch B securitisation and the Group, and the need for the Group, as part of the restructuring proposals, to commit a substantial majority of its cash resources to delevering the Punch B securitisation, the scope for the Group to continue to provide ongoing financial support to the Punch A securitisation in future may be constrained.

7. Detailed terms of the Revised Restructuring Proposals

Proposed amendments to the terms of the Punch A securitisation

Proposed amendments to the terms of the Punch B securitisation

8. Next steps

The Board, with its advisers, has undertaken an extensive process of engagement with the Group's stakeholders. This process has provided the Board with a wide range of feedback on the restructuring proposals announced on 7 February 2013 which has formed the basis for the Revised Restructuring Proposals announced today. The Board believes that the Revised Restructuring Proposals achieve an equitable solution by directing more of the Group's finite resources to the senior classes of notes, whilst still providing good value recovery for the junior classes of debt.

Support is required from a number of stakeholders who will have a range of views on the Revised Restructuring Proposals. We will continue to engage with all stakeholders and will be inviting all stakeholders to attend a meeting with the company this to discuss the detail of the Revised Restructuring Proposals and next steps before progressing to implementing a restructuring in June 2013.