Withdrawal of Open Offer

    RNS Number : 7016W
  Dobbies Garden Centres PLC
  13 June 2008
   

    Dobbies Garden Centres plc
    Withdrawal of Open Offer
    On 9 April 2008 Dobbies Garden Centres plc ("Dobbies" or "the Company") announced its intention to raise approximately £150 million
(before expenses), subject to, inter alia, shareholder approval, through the issue of up to 12,446,208 new ordinary shares at 1,200 pence
per share by means of an open offer on a 6 for 5 basis (the "Open Offer").  
    On 21 May 2008 Tesco Holdings Limited ("Tesco Holdings") announced a cash offer (the "Takeover Offer") to acquire the whole of the
issued share capital of the Company, not already owned by Tesco Holdings, at a price of 1,200 pence per share. In setting out the terms of
the Takeover Offer, Tesco Holdings stated its intention that, subject to receiving acceptances under the Takeover Offer in respect of, or
otherwise acquiring, 90 per cent. or more of the Dobbies shares to which the Takeover Offer relates, it would exercise its rights pursuant
to sections 974 to 991 of the Companies Act 2006 to acquire compulsorily the remaining Dobbies shares in respect of which the Takeover Offer
has not been accepted (the "Squeeze-out").
    On 13 June 2008 Tesco Holdings announced that, by 3 p.m. (London time) on 12 June 2008 it had received valid acceptances of the Takeover
Offer in respect of 3,223,111 Dobbies shares, being approximately 90.13 per cent. of the Dobbies shares to which the Takeover Offer relates
and that it intends to commence the Squeeze-out process.
    Having taken into consideration these developments and the additional flexibility the Company will have as a wholly owned subsidiary of
Tesco Holdings to procure funding for future growth from internal sources, the Board of Dobbies has decided to withdraw the Open Offer.  Any
application monies received from Applicants, for which repayments have not yet been made, will be returned to them shortly.
    As previously announced, the Company will reconvene its adjourned AGM at 10.00am on Thursday 26 June 2008 at which the only item on the
agenda will be Resolution 8 to approve the Open Offer. In light of the Board's decision to withdraw the Open Offer, Resolution 8 will not be
put to a vote of shareholders and the AGM will be closed with no further business being conducted.
    Enquiries:  

 James Barnes, Chief Executive            Tel: [phone]
 Sharon Brown, Finance Director
 Dobbies Garden Centres plc

 Sandy Fraser                             Tel: [phone]
 Brewin Dolphin Limited (Nomad)    

 Ben Woodford / Emma Kent / Antonia Coad  Tel: [phone]
 Bell Pottinger Corporate & Financial


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