Offer Document Posted

Macfarlane Group PLC 17 October 2000 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF IRELAND OR JAPAN MACFARLANE GROUP PLC ('MACFARLANE') OFFER FOR BRITISH POLYTHENE INDUSTRIES PLC ('BPI') POSTING OF OFFER DOCUMENT The board of Macfarlane announces that it has today posted its offer document making the formal cash offer for BPI to BPI shareholders. * The offer is 250 pence in cash for each BPI share * The offer price is 40 per cent higher than the market value of 178.5 pence per BPI share on 5 September 2000 (the day before BPI announced that it had received approaches). * BPI shareholders will retain the right to receive the interim dividend declared of 7 pence per share. John Ward, Chairman of Macfarlane Group plc, said: 'In the opinion of the directors of Macfarlane, BPI's record in recent years has been one of increasing failure. Through a series of acquisitions, BPI built a business which had significant size but then failed to realise the efficiencies, profitability and growth its industry leadership position should have allowed. The packaging sector has endured difficult trading conditions in recent years and Macfarlane believes these conditions are likely to continue. This means that companies must take decisive action to focus their businesses, rationalise their activities and drive down costs. Macfarlane believes that BPI has failed to address this challenge with adequate pace and vigour. We believe that BPI has shown a lack of vision and timely management action. BPI's profit before tax and diluted earnings per share have fallen in each of the last three years. In our opinion there is a clear risk that BPI's downward drift in profitability and share price will continue. Our offer of 250 pence per share gives BPI shareholders the opportunity to exit now for cash and at a significant premium. I urge BPI shareholders to accept this offer.' This summary should be read in conjunction with the full text of the Offer document. Enquiries: Bell Pottinger Financial 020 7353 9203 David Rydell Kate Power Beattie Media 01698 787878 Gordon Beattie Macfarlane 0141 333 9666 Iain Duffin, Chief Executive Noble Grossart Limited 0131 226 7011 Sir Angus Grossart Todd Nugent HSBC 020 7336 9000 John Hannaford Noble Grossart Limited, which is regulated in the UK by The Securities and Futures Authority Limited, is acting for Macfarlane and no one else in connection with the offer and will not be responsible to any person other than Macfarlane for providing the protections afforded to customers of Noble Grossart Limited, or for providing advice in relation to the offer. The offer is not being made in the United States, Canada, Australia, Republic of Ireland or Japan. Accordingly copies of the offer document and the form of acceptance are not being and must not be mailed or otherwise distributed or sent in, into, or from, the United States, Canada, Australia, Republic of Ireland or Japan and persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the United States, Canada, Australia, Republic of Ireland or Japan.
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