RNS Number:9936J
Thistle Hotels PLC
14 April 2003



                         THISTLE HOTELS PLC ("THISTLE")

                            DEFENCE DOCUMENT POSTED

The Board of Thistle* is today posting its defence document setting out its
detailed response to BIL International Limited's ("BIL") offer document and its
advice to Thistle shareholders to reject BIL's offer.


The Board of Thistle continues to believe that BIL's unsolicited and wholly
inadequate offer significantly undervalues Thistle.


Wholly inadequate offer


  * Adjusting for Thistle's substantial cash balances, equivalent to 76 pence
    per Thistle share, BIL is offering only 39 pence per share for Thistle's
    non-cash net assets, representing a 71 per cent. discount to the value of
    those assets on Thistle's balance sheet.


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


Opportunistic timing


  * The timing of BIL's offer is opportunistic and seeks to capitalise on a
    cyclical low point in the hotels sector, caused by the worldwide economic
    downturn and recent hostilities in Iraq.


  * Thistle is well-positioned to benefit from a market upturn. The Board of
    Thistle believes that this upside potential should be available to all
    Thistle shareholders, not just to BIL.


BIL is seeking to use Thistle's #367 million cash to help pay for its #300.5
million offer


  * How can a loss-making BIL, which has a smaller market capitalisation than
    Thistle and is already burdened with US$538.4 million of debt, afford to
    take on more debt to acquire Thistle?


  * The answer is clear from BIL's own offer document - BIL is seeking to use
    the #367 million of cash on Thistle's balance sheet to help refinance its
    proposed #300.5 million acquisition of Thistle.


Maximising value for all shareholders


  * The Board of Thistle is continuing to review options to maximise value for
    the benefit of all Thistle shareholders.


  * Thistle has received approaches from a number of parties regarding
    potential alternative transactions, including possible competing offers for
    Thistle and the disposal of certain hotel assets. These discussions are at
    various stages and are continuing.


  * The Board of Thistle is also reviewing the potential for a return to all
    Thistle shareholders of a significant proportion of the 76 pence of cash per
    share on Thistle's balance sheet. In the event that a return of value is
    implemented, the amount returned is expected to be in the region of 50 pence
    per Thistle share.


David Newbigging, Chairman of Thistle said:


        "BIL's offer is opportunistic and at a wholly inadequate price. Thistle
        shareholders own a company which has high quality assets and a strong
        business. It is worth considerably more than 115 pence per share.
        Shareholders are urged to follow the Board's advice to reject BIL's
        inadequate offer and not to complete any form of acceptance."


Shareholders will be kept informed of any material developments. In the
meantime, if Thistle shareholders have any questions, they should call the
Thistle Shareholder Helpline on 0845 200 1863 (or +44 20 7864 9177 if you are
calling from outside the UK). For legal reasons, this helpline will not be able
to provide investment advice.

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

Financial Dynamics                                      Telephone: 020 7831 3113
Andrew Dowler
Ben Foster


* 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 to acquire all of
the shares in Thistle not already owned by BIL.


Sources and bases:


All share price and exchange rate information has been sourced from Datastream.


The reference to the per share value of Thistle's cash balances is based on the
cash on Thistle's balance sheet as at 29 December 2002 of #367 million, sourced
from Thistle's 2002 annual report & accounts and 482.4 million Thistle shares in
issue.


The value of BIL's offer for Thistle's non-cash net 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 2002 annual report & accounts.


The net asset value of Thistle's non-cash net assets is based on Thistle's net
asset value of #1,016 million less cash of #367 million as at 29 December 2002,
sourced from Thistle's 2002 annual report & accounts and based on 482.4 million
Thistle shares in issue.


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 average of Thistle's closing share price for the 12 month 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 offer period
following the announcement by Orb a.r.l. that it was considering a possible
offer for Thistle (being the period from the close of business on 4 November
2002 to the close of business on 8 January 2003 inclusive).


The reference to the loss-making BIL is based on BIL's reported loss of US$18
million for the six months to 31 December 2002, sourced from BIL's Half Year
Financial Statements published on 13 March 2003.


The reference to the #367 million of cash on Thistle's balance sheet is sourced
from Thistle's 2002 annual report & accounts.


The reference to BIL's #300.5 million acquisition of Thistle is based on BIL's
estimation of the maximum required payment by BIL in the event that BIL's offer
is accepted in full as sourced from the BIL offer document.


The reference to BIL having a smaller market capitalisation than Thistle is
based on a comparison of BIL's market capitalisation on 11 April 2003 of #203.4
million, based on BIL's share price as at 11 April 2003 of S$0.415 multiplied by
1,368.1 million BIL shares in issue and translated into # at a #/S$ exchange
rate of 0.3583 as at 11 April 2003 and Thistle's market capitalisation on 20
February 2003, being the last day prior to BIL's announcement that it was
considering an offer for Thistle, of #482.4 million, based on Thistle's closing
share price of 100 pence as at 20 February 2003 multiplied by 482.4 million
Thistle shares in issue.


The reference to BIL's debt is based on BIL's total interest bearing liabilities
as at 31 December 2002, sourced from BIL's Half Year Financial Statement
published on 13 March 2003.


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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