RNS Number:4301J
Thistle Hotels PLC
31 March 2003


                         THISTLE HOTELS PLC ("THISTLE")
   RESPONSE TO POSTING OF BIL INTERNATIONAL LIMITED'S ("BIL") OFFER DOCUMENT

The Board of Thistle* notes BIL's announcement regarding the posting today of
its offer document to Thistle shareholders.

The Board of Thistle* believes that BIL's arguments fail to justify the wholly
inadequate price of its offer and strongly advises Thistle shareholders not to
accept this highly unsatisfactory and opportunistic offer. BIL's offer has been
timed to capitalise on the sector's current weakness in advance of any upturn.
Shareholders should note the following matters relating to BIL's offer:


  * As stated in its offer announcement dated 4 March 2003, BIL intends to
    retain the final dividend of 3.4 pence per Thistle share recommended by
    Thistle's board for 2002 and is, therefore, in fact only offering 111.6
    pence per share in additional value;

  * The cash on Thistle's balance sheet equates to approximately 76 pence per
    share and therefore BIL's offer values Thistle's non-cash assets at only 39
    pence per share, or approximately #188 million in aggregate, which is a 71
    per cent. discount to their net asset value;

  * BIL's offer represents a 9 per cent. discount to Thistle's 12 month
    average share price of approximately 126.4 pence (excluding the period when
    Thistle was in an offer period following the announcement by Orb a.r.l. that
    it was considering a possible offer for Thistle);

  * BIL's offer does not reflect a full control premium. BIL does not have
    majority control of Thistle and the premium it is offering is wholly
    inadequate; and

  * Thistle is well placed to benefit from a sector upturn as it has high
    quality assets in key London locations and, given its substantially fixed
    cost-base, expects that increases in revenue will largely flow through to
    earnings. The Board* believes that BIL should not be the only shareholder to
    reap the rewards of any such upturn.

A shareholder circular setting out the Board of Thistle's* detailed response to
the offer document and its advice to Thistle shareholders will be sent to
shareholders shortly. This circular will also address BIL's arguments on
Thistle's performance and value, with which the Board* does not agree. The Board
of Thistle* will keep you informed of any material developments.

BIL has stated its intention to requisition an Extraordinary General Meeting
following the offer period seeking to change the size and composition of
Thistle's Board. The Board of Thistle* regards this tactic in an offer period as
being an unacceptable attempt by BIL to coerce the Board* and shareholders into
accepting its wholly inadequate offer.



David Newbigging, Chairman of Thistle said:


        "BIL's offer is wholly inadequate and the Board of Thistle* continues to
        have no hesitation in rejecting it. We urge shareholders to do the same
        and to ignore BIL's proposals to change the Board which are an attempt
        to coerce the Board* and shareholders during the offer period."

Ian Burke, Chief Executive Officer of Thistle said:


        "The offer has been carefully timed and is highly opportunistic. The
        hotels sector as a whole is suffering as a result of the weak economic
        environment and current hostilities in the Middle East. The offer also
        fails to recognise the very significant value BIL would be in a position
        to realise from Thistle if its offer succeeds. The Board of Thistle* is
        continuing to explore options to maximise value for each and every
        Thistle shareholder. Shareholders should ignore BIL's claims that it is
        offering fair value and reject its offer."

Enquiries:
Thistle Hotels Plc                                      Telephone: 020 7895 2304
Ian Burke, Chief Executive Officer

Merrill Lynch International                             Telephone: 020 7995 2000
Simon Mackenzie-Smith, Managing Director
Richard Nourse, Managing Director

Deutsche Bank                                           Telephone: 020 7545 8000
James Agnew, Managing Director
Charles Wilkinson, Managing Director

Hogarth Partnership Limited                             Telephone: 020 7357 9477
Nick Denton
Chelsea Hayes

Sources and bases:

The value of BIL's offer for Thistle's non-cash assets is based on the value of
the whole of the existing issued ordinary share capital of Thistle of
approximately #555 million, implied by BIL's offer of 115 pence per Thistle
share multiplied by 482.4 million Thistle shares in issue, less cash of #367
million (equivalent to 76 pence per Thistle share) as at 29 December 2002,
sourced from Thistle's Preliminary Results Announcement dated 3 March 2003.

The net asset value of Thistle's non-cash assets is based on net assets of
#1,016 million less cash of #367 million as at 29 December 2002, sourced from
Thistle's Preliminary Results Announcement dated 3 March 2003 and 482.4 million
shares in issue.

The recommended final dividend of 3.4 pence per Thistle share is sourced from
Thistle's Preliminary Results Announcement dated 3 March 2003.

Average share price information has been sourced from Datastream and the
discount of BIL's offer to Thistle's 12 month average share price is based on
the period up to 20 February 2003, being the last business day prior to the
announcement by BIL that it was contemplating making an offer for Thistle, and
excludes the period when Thistle was in an offer period following the
announcement by Orb a.r.l. that it was considering a possible offer for Thistle.

*The Board of Thistle for these purposes comprises all of the Directors of
Thistle other than Tan Sri Quek Leng Chan and Mr Arun Amarsi, who in view of
their positions as Chairman and CEO, respectively, of BIL have not participated
in the deliberations of the board in relation to BIL's offer.

Merrill Lynch International and Deutsche Bank AG are acting for Thistle Hotels
Plc and for no-one else in connection with BIL's offer for Thistle Hotels Plc
and will not be responsible to anyone other than Thistle Hotels Plc for
providing the protections afforded to clients of Merrill Lynch International or
Deutsche Bank AG or for providing advice in relation to such offer.

END


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