Statement: Offer from BBS

1 March, 2007

ANNOUNCEMENT

BRUMBY’S BAKERIES HOLDINGS LIMITED (BSX:BBH)

The non-conflicted members of the Board of Brumby’s advise that, as foreshadowed in previous announcements, they have received an offer from BBS (2006) Pty Ltd - a company backed by the syndicate of director Marcus Barlow, CEO and managing director, Michael Sherlock, and general manager and company secretary Steve Brown.

Brumby's has been informed that BBS’ financiers have satisfactorily completed all due diligence enquiries, and the BBS offer is now unconditional as to finance. The BBS offer is for the acquisition of 78.98 per cent of the company held in non-associated shareholders hands for $2.80 cash for each BBH share and a fully-franked dividend of 10.883 cents per share by way of scheme of arrangement under Chapter 5.1 of the Corporations Act. BBS also proposes that the company pay a fully franked dividend of 10.883 cents per share.

The BBS offer followed an announcement on 18th December 2006 that Brumby’s had entered into a Merger Implementation Agreement (MIA) with Retail Food Group (RFG) under which RFG agreed to purchase all Brumby’s shares for $2.68026 per share and also proposed that an additional special fully franked dividend of 10.883 cents per share be paid by Brumby's.

The non-conflicted members of the board will advise shareholders when they have made a decision in relation to the BBS offer. In the interim, Brumby's continues to progress the proposed scheme with RFG in accordance with the terms of its MIA.

ENDS

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