MCB Finance : Announcement regarding preliminary approach

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND THERE CAN BE NO CERTAINTY THAT ANY SUCH OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY SUCH OFFER MIGHT BE MADE.

MCB Finance Group plc ("MCB" or the "Company") announces that it has received a preliminary approach relating to a possible cash offer for the Company by International Personal Finance plc ("IPF").

The MCB Board can confirm it is engaged in preliminary discussions with IPF and further announcements will be made as appropriate.

This announcement is not an announcement of a firm intention to make an offer under Rule 2.7 of the Code and, accordingly, there can be no certainty of an offer being made for MCB by IPF, nor as to the terms of any offer. This announcement is not being made by MCB with the agreement or approval of IPF.

In accordance with Rule 2.6(a) of the Code, IPF is now required, by not later than 5.00 p.m. on 16 December 2014 (the "relevant deadline"), either to announce a firm intention to make an offer for MCB in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer for MCB, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. The relevant deadline will only be extended with the consent of the Takeover Panel. The relevant deadline will cease to apply to IPF if another offeror announces, prior to the relevant deadline, a firm intention to make an offer for MCB.

Refinancing discussions with principal shareholders, with bondholders and with potential new investors

The Company has for some time been in discussion with its principal shareholders and with its bondholders regarding an equity fundraising and the refinancing of its senior and subordinated debt facilities, which mature on 7 March 2015. The Company has also been in discussions with potential new investors to support an equity fundraising and the bond refinancing.
Given there can be no certainty of an offer being made for MCB by IPF, the Company considers it appropriate to progress these discussions so far as practical whilst it considers the approach by IPF.

General

The release, distribution or publication of this announcement in jurisdictions outside of the United Kingdom may be restricted by law and, therefore, persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. Any failure to comply with such restrictions may constitute a violation of the securities law of any such jurisdiction.

A copy of this announcement will be made available on MCB's website at www.mcbfinance.com by no later than 12 noon (London time) on 19 November 2014. The content of such website is not incorporated into, and does not form part of, this announcement.

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