Holding these for shareholder discount and the belief that someone will come along with a plan on what to do with them .....

Now could be the right time to get in for a ride northwards with little downside risk


ains


Thread started at 95p mid - currently at a high of 129p - up 35.79%








Investec Securities took the stock off its "sell" list citing among other factors the potential for "corporate action".


Banks call in Ernst & Young to check out Thistle Hotels
By Lauren Mills and Damian Reece (Filed: 02/02/2003)


Thistle Hotels' bankers, led by the Royal Bank of Scotland, have hired Ernst & Young to carry out a review of the business which could lead to sweeping management changes and disposals at the hotels group.

Although Thistle has around 320m in the bank, the banks are thought to be alarmed at the group's precarious trading position. They are also said to be questioning the ability of the management to steer the company through a period of uncertainty in the market.

In January, Thistle revealed a 10.5 per cent drop in average room rates in London last year. It also refused to give details of how it planned to spend the cash raised through the disposal of 31 regional hotels to Orb Estates last March for 600m. As part of the deal, Thistle retained management contracts to run the hotels.

The group also admitted it would be difficult to forecast turnover for 2003 because it remained "cautious as to when there will be a recovery in general hotel trading conditions".

Ernst & Young is expected to report back to the banks on the company's overall financial strength within the next two weeks. E&Y is likely to focus on current trading, as well as prospects for improving performance in a relentlessly difficult market.

The accountancy firm will also advise the banks on a range of strategic options including further disposals.

Thistle's shares rallied 9p to 98p at the end of last week after Investec Securities cited "corporate activity" as a reason for taking the stock off its "sell" list.

Ian Burke, the chief executive, is under mounting pressure to clarify whether he plans to return the cash to shareholders or spend it on acquisitions.

His indecision is causing friction among Thistle's leading institutional shareholders who hold differing views about what should be done with the cash.

The two biggest shareholders, each of which has a seat on the board, are BIL International, which owns 45.8 per cent, and the Government of Singapore which has a 13.1 per cent stake.

Other large investors include Havelock Investments and Tweedy Brown Company.

A spokesman for the company insisted it knew nothing of E&Y's review. He also confirmed that Burke would update the City with a strategic plan for the group when it announces its year-end results in early March.

Fresh blow for Orb as Thistle sale turns sour

Secretive Jersey-based company may recoup less than it paid for hotel group

Jamie Doward, deputy business editor
Sunday April 27, 2003
The Observer

Attempts by Orb Estates, the secretive company at the centre of a Serious Fraud Office investigation, to sell 37 Thistle hotels to Newcastle tycoon Allan

Rankin for750 million, have come unstuck.
The Jersey-based firm has been trying to dispose of the hotels to Rankin for weeks in an attempt to pay off creditors. Rankin, a close business associate of Jon Pither, a 'serial' director and former adviser to Orb, said the deal was 'a dream come true'.

But sources familiar with the situation say Rankin is no longer in the running, leaving the way open for two other parties. An announcement on the eventual winner is expected within the next two weeks. The company leading the pack is said to be a financial bidder that has so far not been linked with the deal.

News that Rankin has failed to acquire the Thistle hotels portfolio could be a serious blow for Orb. The company needs to pay off outraged investors in bombed-out dotcom firm Izodia, in which Orb owns a 29 per cent stake. Shortly after acquiring the stake, 33m of the firm's cash was transferred into an account belonging to an Orb subsidiary, a move that prompted the SFO to investigate. The company also owes a number of banks more than 30m and the Thistle hotel group around 15m.

Although Rankin pledged to buy the hotel portfolio for 750m it is not clear how he would raise the cash. Sources say advisers for Rankin had started sounding out interested parties to buy chunks of the hotel group within weeks of him buying the assets.

His removal from the bidding war leaves open the prospect that the eventual buyer may end up acquiring the hotel assets for significantly less than the 600m Orb paid for them last year.

The hotel sale is being masterminded by Morgan Stanley. The bank is attempting to ensure that all parties are satisfied with the outcome and has presided over a complex series of discussions to produce a settlement.

One party keenly involved in the negotiations is Laxey Partners, which holds a sizeable stake in Izodia, has a rep resentative on its board, and has been vigorously pressing Orb to return the missing millions. However, in a move that once again highlights the Byzantine complexity of Orb's network of business dealings, it appears that the Jersey company has been involved in transactions with Laxey in the past.

In April 2002, Laxey sold a 17 per cent stake in Izodia to MU Nominees, a company that had bought a sizeable interest in another Orb investment, Atlantic Caspian Resources in 2000. MU Nominees bought the Atlantic Caspian stake on behalf of Jersey Asian Venture Fund ILP - a joint venture with Orb's parent company Lynch Talbot. The revelation will once again draw attention to the strange links between Orb and Izodia.

Last year, Pither stood down as Izodia chairman Pither following advice from the Takeover Panel. Investors had expressed concerns that, as a former director and close business associate of Abingdon Capital, Orb's main financial adviser, Pither was open to a conflict of interest claim.

I note the new '2002 most improved uper full service hotel brand' ads running in todays press



ains

The Board of Thistle* is today posting a circular to shareholders in response to
BIL International Limited's ('BIL') document dated 23 April 2003. The Board of
Thistle* continues to believe that BIL's offer significantly undervalues Thistle
and reiterates its recommendation that shareholders should reject BIL's offer
and urges shareholders not to complete any form of acceptance.

Received my circular this morning ..... share price flat and still above the offer


The Board of Thistle* notes yesterday's announcement by BIL International
Limited ('BIL') confirming that Thistle shareholders who have already accepted
or who accept BIL's offer may withdraw their acceptances.


Thistle shareholders who have already validly accepted BIL's offer, and who now
wish to withdraw their acceptance, should call the Thistle Shareholder Helpline
on 0845 200 1863 (or +44 20 7864 9177 if calling from outside the UK) to request
a form of withdrawal.


The Board of Thistle urges Thistle shareholders to continue to reject BIL's
offer and, if they have already accepted, to withdraw their acceptance.

reverse take over maybe :-))



BIL INTERNATIONAL LIMITED



SUBSTANTIAL INCREASE IN TRADING VOLUME



We, BIL International Limited ("BIL"), refer to the Exchange's query on 30 April
2003 concerning a substantial increase in the trading volume of BIL shares
today.



We wish to state that we are in the course of a takeover offer ("Offer") for
Thistle Hotels plc. Save for the Offer, we are not aware of other possible
explanations for the substantial increase. An appropriate announcement will be
made as and when any development arises which requires disclosure. We confirm
that we are in compliance with the SGX listing rules and, in particular, listing
rule 703.

ticking up on low vol ..... could be interesting if BIL come under offer



ains

Increased offer coming

bit tight timing wise


INCREASED* OFFER OF 130 PENCE PER SHARE IN CASH

Introduction

The board of BIL announces the terms of an increased* cash offer made by HSBC on
behalf of BIL (UK), a wholly owned subsidiary of BIL, to acquire the whole of
the issued and to be issued share capital of Thistle not already owned by the
BIL Group (the 'Increased Offer').

The Increased Offer

The Increased Offer is made by HSBC on behalf of BIL (UK) on the following
basis:
for each Thistle Share 130 pence in cash**

The Increased Offer values the whole of the existing issued ordinary share
capital of Thistle at approximately 627.1 million.

The Increased Offer Price represents approximately:

a premium of 46.1 per cent. to Thistle's Closing Middle Market Price of 89
pence per share on 29 January 2003, the last business day prior to Investec
re-rating Thistle based on 'potential for corporate action';

a premium of 30.0 per cent. to Thistle's Closing Middle Market Price of
100 pence per share on 20 February 2003, the last business day prior to the
announcement by BIL that it was contemplating making an offer for Thistle;

a premium of 7.9 per cent. to Thistle's Closing Middle Market Price of
120.5 pence per share on 29 April 2003, the last business day prior to the
date of this announcement;

a multiple of 9.4 times Thistle's 2002 pro-forma EBITDA; and

a multiple of 30.7 times Thistle's 2002 pro-forma earnings.


Save as set out in this announcement*, the Increased Offer is subject to the
same terms and conditions as those set out in Appendix I to the Original Offer
Document which shall be deemed to be incorporated in and form part of this
announcement.

General

The Increased Offer remains open for acceptance until 3.00 p.m. (BST) on 2 May
2003. Thistle Shareholders who have not already done so should complete and
return their Form of Acceptance as soon as possible.

Breaking news ...... Thistlr board have jst said they will look at the increased offer

LONDON (SHARECAST) - BIL has increased its cash offer for Britain's Thistle Hotels to 130p per share, valuing the hotelier at 627m.

Singapore-based BIL, which is Thistle's largest shareholder with a 45.6% stake, had its initial 115p-per-share hostile bid for the remaining shares strongly rejected by theThistle board which claimed BILs approach was opportunistic and trying to cash in on a cyclical low point in the hotel sector.

Thistles portfolio of hotels in London has been hit hard by the absence of tourists over the past year, especially from the US. The hotel group also has cash holdings of over 350m on its balance sheet.

Earlier in the day BIL had said it was not aware of any reason for a big surge in dealing in its shares.

The Board of Thistle* notes today's announcement by BIL International Limited
('BIL') of an increased offer for the shares in Thistle it does not own.


The Board of Thistle* is consulting with its advisers to consider its response
and will make a further announcement shortly. In the meantime, the Board of
Thistle* recommends that shareholders take no action in relation to their
Thistle shares.

The offer is still to low for me!

inclined to agree ..... you would have to be quick anyway




BIL raises hostile offer for Thistle to 627m
By Susie Mesure indy
01 May 2003


BIL, the Singaporean investment group, last night raised its hostile takeover offer for Thistle Hotels by 15p to 130p, valuing the London-based hotelier at 627m.

Thistle, which is fighting the bid from its biggest shareholder, is expected to issue its response to the fresh approach today. It urged investors to take no action while it weighed up the move.

BIL, which owns 45.8 per cent of Thistle, said the offer represented cash certainty in uncertain markets. It increased its bid just days after Thistle said that more than 39 per cent of its investors supported its rejection of BIL's bid.

Mark Reed, at Teather and Greenwood, said: "It's borderline whether it will succeed or not." He added that hotel stocks had begun rallying in anticipation of a recovery in business, which made BIL's offer appear even less generous.

BIL, which floated Thistle at 170p a share in 1996, has threatened to delist the company if it amasses a stake of more than 50.1 per cent. If that happens, the Singaporean group, formerly known as Brierley Investments Limited, plans to requisition an extraordinary meeting to remove Thistle's management, led by Ian Burke, the chief executive.

Thistle's bid defence rests on a possible white knight bid and its plans to return about 240m, or 50p a share, to investors.

BIlL wants them badly.
Good time to be getting aboost with the sector on the ropes

http://www.polskishop.com/1_05_03.htm

STOCKSURGERY
www.polskishop.com

Hmmmmmmmmm ..... you wonder how the FSA and LSE allow this kind of situation where a substantial minority holder can just bully other shareholders into submission .... will be intesting to see what the board have to say later.

I hold a fair number and will wait on their comments before deciding on my action. I am not desperate for the cash and would have preffered to stay with them. I assumme the increased offer still includes the divi that would have been paid.

ains


The board of BIL announces that as at 7.30 a.m. (BST) today, valid acceptances
under the Increased Offer had been received in respect of a total of 32,984,320
Thistle Shares, representing approximately 6.8 per cent. of the existing issued
share capital of Thistle*. Accordingly, the BIL Group now either owns**, or has
received valid acceptances in respect of, a total of 254,078,960 Thistle Shares,
representing approximately 52.7 per cent. of the existing issued share capital
of Thistle.


BIL is also pleased to announce that the Increased Offer has today been declared
unconditional in all respects.


The Increased Offer is now final and will not be revised or increased. The
Increased Offer will remain open for acceptance until further notice.


Settlement of the consideration due under the Increased Offer in respect of
valid acceptances received, and not withdrawn, at or before the time of this
announcement will be despatched by 15 May 2003 and, in the case of valid
acceptances received after such time and date, within 14 days of receipt of such
acceptance, valid and complete in all respects.


Thistle Shareholders who have not yet accepted the Increased Offer should
complete and return their Forms of Acceptance as soon as possible. Thistle
Shareholders who have validly accepted the Original Offer and have not withdrawn
their acceptances will receive the Increased Offer Price due under the Increased
Offer and need take no further action.


BIL (UK) intends, as soon as it becomes entitled to do so, to apply the
provisions of sections 428 to 430F (inclusive) of the Companies Act to acquire
compulsorily any outstanding Thistle Shares to which the Offer relates.


BIL also intends, when practicable, to procure that Thistle applies for the
cancellation of the listing of Thistle Shares on the Official List of the UK
Listing Authority and for the cancellation of trading in Thistle Shares on the
London Stock Exchange's market for listed securities.


Commenting on today's announcement, Arun Amarsi, Chief Executive of BIL, said:


'We are delighted to declare the Increased Offer unconditional in all respects.
Thistle Shareholders clearly recognise the merit of the certain value
represented by our fully priced all-cash offer, especially when viewed against
Thistle's historic underperformance and poor future outlook in challenging
markets.


We urge those Thistle Shareholders who have not already accepted the Increased
Offer to do so as soon as possible.'

Gerrard analyst David Liston thinks it's all over ..... still waiting on board comment

people give in too easy!

I hope it's not over!

Not yet ...... KBC peel Hunt analyst Peter Joseph says they need 90% to delist and they cannot reach this figure unless singapore gov say yes but points out peeps dont like being a minority .... waiting on the board

Thursday May 1, 08:49 AM




BIL wins backing for Thistle Hotels bid

LONDON (Reuters) - Singapore investment group BIL International says it has enough shareholder support to push through its bid for Thistle Hotels, leaving the hotelier virtually no way out.


"BIL Group now either owns, or has received valid acceptances in respect of, a total of 254,078,960 Thistle Shares, representing approximately 52.7 percent of the existing issued share capital of Thistle," BIL said in a statement.


BIL also said that its sweetened offer for London's largest hotel group was now final and would not be increased.


On Wednesday, BIL boosted its cash offer for Thistle by 15 pence per share to 130p per share, valuing the hotelier at 627 million pounds. This was still below the 170p share price at which BIL floated Thistle in 1996.


Thistle told shareholders on Wednesday to take no action as it consults with advisers. A full response was seen likely later on Thursday.


Hotel groups around the world are struggling with faltering consumer spending and a drop in international travel, triggering a flurry of speculation about mergers and acquisitions.


BIL, controlled by Malaysian tycoon Quek Leng Chan, has argued that Thistle shareholders risked staying with the company in a deteriorating competitive environment and increased economic uncertainty.

01 May 2003 10:18 BST

BIL has backing to grasp Thistle

By F. Brinley Bruton
LONDON (Reuters) - Singapore investment group BIL International says it has enough shareholder support to push through its bid for Thistle Hotels, leaving the hotelier virtually no way out.

BIL, already Thistle's THO.L largest shareholder with a 45.6 percent stake, said it owned or has received acceptances on 254,078,960 of the hotelier's shares, or about 52.7 percent, putting it firmly in the driver's seat.

BIL also said that its sweetened offer for London's largest hotel group would not be increased and was unconditional -- meaning that shareholders are assured prompt payment if they accepted.

Thistle's shares were unchanged at 128p in early trade, just under BIL's boosted offer of 130p per share.

On Wednesday, BIL raised its cash offer by 15p per share, valuing the hotelier at 627 million pounds. This was still below the 170p share price at which BIL floated Thistle in 1996.

"Thistle shareholders clearly recognise the merit of the certain value represented by our fully priced all-cash offer, especially when viewed against Thistle's historic underperformance and poor future outlook in challenging markets," BIL's Chief Executive Arun Amarsi said in a statement.

Hotel groups around the world are struggling with faltering consumer spending and a drop in international travel, triggering a flurry of speculation about mergers and acquisitions.

A spokesman for Thistle would not comment on BIL's latest move. The firm told shareholders on Wednesday to take no action as it consults with advisers. A full response was seen likely later on Thursday.

BIL, controlled by Malaysian tycoon Quek Leng Chan, has argued that BIL shareholders risked staying with the company in a deteriorating competitive environment and increased economic uncertainty.