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Offer Update

25th Feb 2008 07:01

Biffa Plc25 February 2008 25 February 2008 BIFFA PLC ("BIFFA") ACQUISITION UPDATE On 8 February 2008, the board of directors of Biffa Plc ("Biffa") andWasteAcquisitionco Limited ("Bidco") announced that they had agreed the terms ofa recommended acquisition by Bidco of Biffa. The board of directors of Biffa (the "Biffa Board") announced at the same timethat it had been approached by third parties regarding their potential interestin making an offer for Biffa and that such third parties had been given accessto the same due diligence information as Montagu Private Equity and GlobalInfrastructure Partners (who together with Uberior Co-Investments Limitedcontrol Bidco). The Biffa Board has now been informed by those third parties that they are nolonger working towards making a competing offer for Biffa. As a consequence,the Biffa Board is now not aware of any third parties who are working towardsmaking such a competing offer. Accordingly, the Biffa Board reiterates its unanimous recommendation thatshareholders vote in favour of the resolutions, concerning the proposedacquisition by Bidco and related scheme of arrangement, to be proposed at theextraordinary general meeting ("EGM") of Biffa and the meeting of shareholdersarranged by the court ("Court Meeting") respectively. Both the EGM and the Court Meeting will be held at Chartered Accountants' Hall,One Moorgate Place, London EC2R 6EA from 11.00 a.m. on 12 March 2008. Enquiries:Tulchan (Public relations adviser to Biffa) Tel: 020 7353 4200David TrenchardDavid AllchurchStephen Malthouse Dealing disclosure requirements Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes,"interested" (directly or indirectly) in one per cent. or more of any class of "relevant securities" of Biffa, all "dealings" in any "relevant securities" ofBiffa (including by means of an option in respect of, or a derivative referencedto, any such "relevant securities") must be publicly disclosed by no later than3.30 pm (London time) on the Business Day following the date of the relevanttransaction. This requirement will continue until the Effective Date or when the"offer period" otherwise ends. If two or more persons act together pursuant toan agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Biffa, they will be deemed to be a singleperson for the purpose of Rule 8.3 of the City Code. Under the provisions of Rule 8.1 of the City Code, all "dealings" in "relevantsecurities" of Biffa by Bidco or by Biffa or by any of their respective "associates" for their own account during an "offer period", must be privatelyand publicly disclosed by no later than 12 noon (London time) on the BusinessDay following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities inissue, can be found on the Panel's website at www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price of "relevantsecurities". In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the City Code, which can also be foundon the Panel's website. If you are in any doubt as to whether or not you arerequired to disclose a "dealing" under Rule 8 of the City Code, you shouldcontact an independent financial adviser authorised under the Financial Servicesand Markets Act 2000 or consult the Panel's website or contact the Panel ontelephone number +44 (0) 20 7638 0129. This information is provided by RNS The company news service from the London Stock Exchange

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