BUCA, Inc. Announces Entry into Definitive Agreement to Be Acquired by Planet Hollywood...

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Tue Aug 5, 2008 12:50pm EDT

BUCA, Inc. Announces Entry into Definitive Agreement to Be Acquired by Planet Hollywood International, Inc.

MINNEAPOLIS--(Business Wire)--
BUCA, Inc. (NASDAQ: BUCA) today announced that it has signed a
definitive agreement with Planet Hollywood International, Inc.
("Planet Hollywood") under which an acquisition subsidiary owned by
Planet Hollywood will seek to acquire all of the shares of BUCA, Inc.
at a price of $0.45 per share of common stock. This price represents a
premium of 41% over the closing share price of $0.32 per share on
August 4, 2008. The transaction will be effected through a tender
offer, followed by a merger of BUCA, Inc. with a wholly-owned
subsidiary of Planet Hollywood.

   In connection with the signing of the acquisition agreement,
Planet Hollywood has also provided a $3.5 million secured subordinate
loan to BUCA, Inc.

   "After an exhaustive review of strategic alternatives, our Board
of Directors has determined that this offer from Planet Hollywood
represents the best overall value for our shareholders. In addition,
the financing from Planet Hollywood will provide us with the liquidity
we need to continue to move our business forward. We believe that this
transaction provides a bright future for our unique brand and for our
many employees nationwide," said BUCA, Inc. President and Chief
Executive Officer John T. Bettin.

   Robert Earl, President, Chief Executive Officer and founder of
Planet Hollywood commented "We are delighted to welcome Buca di Beppo
to the Planet Hollywood family as part of our ongoing strategy to
introduce new brands into our restaurant group while simultaneously
expanding our lodging and casino operations."

   The BUCA, Inc. Board of Directors unanimously approved the offer
from Planet Hollywood and is recommending that BUCA, Inc.'s
shareholders tender into the offer. Under the terms of the agreement,
the tender offer is expected to commence no later than August 12, 2008
and to remain open for 20 business days. Consummation of the
transaction requires the tender of at least a majority of the
outstanding shares in the tender offer and other customary closing
conditions.

   About BUCA, Inc.

   BUCA, Inc. owns and operates 88 highly acclaimed Italian
restaurants under the name Buca di Beppo in 25 states and the District
of Columbia.

   About Planet Hollywood International, Inc.

   Planet Hollywood International, Inc. is the creator and worldwide
developer of consumer brands that capitalize on the universal appeal
of movies, television, sports, music, and other leisure time
activities. The company's worldwide operations offer products and
services in the restaurant, retail, leisure, and entertainment sectors
including, under license, the Planet Hollywood Resort & Casino, the
hottest new property on the Las Vegas Strip featuring over 100,000
square feet of gaming, fine dining restaurants, an award-winning
buffet, casual dining options, lounges and nightclubs.

   Additional Information

   The tender offer to which this press release pertains has not
commenced. The information contained herein is neither an offer to
purchase nor a solicitation of an offer to sell shares of BUCA, Inc.
At the time the tender offer is commenced, BUCA Financing, LLC and
Planet Hollywood International, Inc. intend to file a Tender Offer
Statement containing an offer to purchase, forms of letters of
transmittal and other documents relating to the tender offer and BUCA,
Inc. intends to file a Solicitation/Recommendation Statement on
Schedule 14D-9 with respect to the tender offer. Planet Hollywood and
BUCA, Inc. intend to mail these documents to the shareholders of BUCA,
Inc. These documents will contain important information about the
tender offer and shareholders of BUCA, Inc. are urged to read them
carefully when they become available. At that time, shareholders of
BUCA, Inc. will be able to obtain a free copy of these documents at
www.bucainc.com, and the website maintained by the SEC at
http://www.sec.gov.

   Securities Safe Harbor

   With the exception of historical information contained in this
release, the matters described herein contain certain "forward-looking
statements" that are made pursuant to the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements, particularly those statements regarding
the effects of the proposed merger and those preceded by the words
"believes," "expects," "estimates," "anticipates," "will" or words of
similar import are statements of management's opinion. These
statements are subject to certain assumptions, risks, uncertainties
and changes in circumstances. Actual results may vary materially from
those expressed or implied from the statements herein or from
historical results, due to changes in economic, business, competitive,
technological and/or regulatory factors. For instance, although BUCA,
Inc. and Planet Hollywood have signed an agreement for Planet
Hollywood to commence and complete a tender offer for shares of BUCA,
Inc. common stock, and for a subsidiary of Planet Hollywood to merge
with and into BUCA, Inc., there is no assurance that the proposed
tender offer or merger will be completed. The proposed merger may not
occur if the conditions to completing the tender offer are not
satisfied, if it is blocked by a government agency, or if either BUCA,
Inc. or Planet Hollywood fail to satisfy other conditions to closing
the transactions. More detailed information about risk factors that
may affect actual results is set forth in filings by BUCA, Inc. with
the Securities and Exchange Commission, including those described in
the Company's Annual Report on Form 10-K for the year ended December
30, 2007. Readers are cautioned not to place undue reliance on these
forward-looking statements, which reflect management's opinions only
as of the date of this release. Except as required by law, we
undertake no obligation to publicly update or review any
forward-looking statements to reflect events or circumstances that may
arise after the date of this release.

BUCA, Inc.
Dennis Goetz, 612-225-3459
Chief Financial Officer
www.bucainc.com

Copyright Business Wire 2008
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