Following recent press coverage concerning the FCC Group's dispute with Stephen Hayward the company wishes to set the record straight regarding the cause of the dispute.

There was in fact no formal agreement with Mr Hayward. The company did enter into a Memorandum of Understanding with Mr Hayward which was subsequently varied with Mr Hayward's agreement. The MOUs gave the company the choice of two alternative methods of paying for Mr Hayward's shares through a mixture of cash and assets and explicitly stated that once the company had chosen the alternative a legal agreement would be drawn up covering the terms of the transaction and other ancillary points.

In November 2010 the company informed Mr Hayward of the option it had selected at which point Mr Hayward repudiated the MOU and ignored the draft legal agreement that was sent to him. Since then several alternatives were discussed. However simultaneous with these discussions Mr Hayward was attempting a hostile takeover of the company. This attempt ran completely counter to underlying spirit and intention of the MOU which was to buy out Mr Hayward. Now that this takeover has failed he is seeking to use this court action and other means of intimidation to browbeat the company to offer him enhanced terms at the expense of the other shareholders. We believe that once the court is given all the facts relating to the case they will find in our favour.

The FCC is a well established brand with a very solid business. There is likely to be wide investor interest in FCC shares at a fair price. Like every other shareholder, Mr Hayward is free to explore such interest and accept the deal he finds most commercially attractive. While we are willing to be a party to those discussions, we will do so under terms that are commercially fair, equitable and in the interest of the company and its shareholders.

Benoit Jancloes, General Manager

FCC Angkor Hotel, Restaurant & Spa

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