DO & CO AG — Share Issue/Capital Change 2010

Nov 8, 2010

Ad hoc announcement

DO & CO Restaurants & Catering AG / Keyword(s): Capital Increase

DO & CO Restaurants & Catering AG:

Ad hoc announcement transmitted by DGAP - a company of EquityStory AG. The
issuer is solely responsible for the content of this announcement.

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA.

• DO & CO has decided to carry out a capital increase of 25 %
• Maximum subscription and offer price: EUR 21.90
• DO & CO is offering 1,948,800 new shares and 147,078 treasury shares
• Expected net proceeds to the Company from capital increase and sale of
  treasury shares approximately EUR 40 mio.
• Capital increase is intended to strengthen the Company for investments
  and position it for an increase in its market presence and potential
  acquisition opportunities
• In addition, principal shareholders intend to offer 1.009.348 existing
  shares (including shares offered to cover over-allotments)
• In the course of the transaction, the shares of DO & CO are to be
  admitted to trading on the Istanbul Stock Exchange - the first listing of
  shares of a foreign issuer on the Istanbul Stock Exchange
• If the over-allotment is exercised in full, the free float would reach
  approximately 47% upon completion of the capital increase and the share
  sales.

On 7 November 2010, the management board of DO & CO Restaurants & Catering
AG, with the approval of the supervisory board dated the same date and
based on the authorized capital resolved in the shareholders meeting of 5
July 2007, resolved to carry out a capital increase of the Company by
1,948,800 shares, from currently 7,795,200 shares to 9,744,000 shares at a
maximum subscription and offer price of EUR 21.90 per share.

The new shares are issued by allowing for statutory subscription rights of
the Company's existing shareholders.

Together with the new shares, the Company will sell all of the 147,078
treasury shares held by it, also allowing for subscription rights of
existing shareholders.

The subscription ratio (which is based on the aggregate sum of the new
shares and the treasury shares) has been set at 15:4, i.e. shareholders
will be entitled to subscribe for 4 new/treasury shares for every 15
outstanding shares held. The subscription period starts on 12 November and
ends on 26 November 2010. The final subscription and offer price will be
determined at the end of the subscription period on the basis of a
book-building process and may be higher than the price of the Company's
existing shares on the Vienna Stock Exchange.

In addition, the two principal shareholders of DO & CO, Attila Dogudan
Privatstiftung und DZR Immobilien und Beteiligungs GmbH are offering
604,318 existing shares, as well as up to an additional 405,030 existing
shares to cover over-allotments. Both principal shareholders have agreed
with the Company that they will not exercise the subscription rights with
respect to their existing shares.

The new shares and the offered existing shares carry full dividend rights
as from 1 April 2010.

The shares are offered solely for subscription by existing shareholders, as
well as for purchase to institutional investors. A public offering is
planned to be conducted in Turkey. There will be no public offering of
shares in Austria.

Based on the maximum subscription and offer price, the Company expects net
proceeds from the capital increase and the sale of the treasury shares of
approximately EUR 40 mio million.

If the over-allotment is exercised in full, the free float would increase
to approximately 47% upon completion of the capital increase and the share
sales.

DO & CO's entire share capital is expected to be listed on the Istanbul
Stock Exchange (ISE), reflecting the focus of the Company's business on the
growing Turkish market since the last few years. The legal framework for
the listing of a foreign issuer on the ISE and the public offering in
Turkey were only recently adopted and Do & Co will be the first foreign
issuer listed on the ISE. The shares will continue to be listed on the
Vienna Stock Exchange. Start of trading on both exchanges is expected to be
on 2 December 2010.

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Information and Explaination of the Issuer to this News:

Disclaimers: This ad hoc announcement constitutes neither an offer to sell
nor a solicitation to buy any securities of DO & CO Restaurants & Catering
Aktiengesellschaft. There will be no public offering of securities in
Austria. Outside the statutory rights offering to existing shareholders,
potential orders submitted by persons who do not fall within the definition
of 'qualified investors' within the meaning of Article 2(1)(e) of the
Prospectus Directive (Directive 2003/73/EG) and the relevant implementing
measures in Austria and other member states will not be accepted.

The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States of America. The
materials do not constitute an offer of securities for sale in the United
States, nor may the securities be offered or sold in the United States
absent registration or an exemption from registration as provided in the
U.S. Securities Act of 1933, as amended (the 'Securities Act'), and the
rules and regulations thereunder. There is no intention to register any
portion of the offering in the United States of America or to conduct a
public offering of securities in the United States of America.

This communication does not constitute an offer of securities to the public
in the United Kingdom. Consequently, this communication is directed only
at (i) persons who are outside the United Kingdom or (ii) persons who have
professional experience in matters relating to investments falling within
Article 19(1) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the 'Order'), (iii) high net worth entities falling
within Article 49(2) of the Order and (iv) other persons to whom it may
lawfully be communicated (all such persons together being referred to as
'relevant persons'). Any investment activity to which this communication
relates will only be available to, and will only be engaged with, relevant
persons. Any person who is not a relevant person should not act or rely on
this document or any of its contents.

This document does not constitute an offer of shares to the public in
Turkey. The Turkish Prospectus (izahname) has not yet been published and
the shares to be publicly offered have not yet been registered with the
Capital Markets Board. Any investment decision in the Turkish public
offering with respect to the shares should be made following the
publication of, and based on such investor's review of, the Turkish
Prospectus.

In connection with the sale of securities referred to herein, the
stabilising manager (or persons acting on behalf of the stabilising
manager) may over allot securities or effect transactions with a view to
supporting the market price of the securities at a level higher than that
which might otherwise prevail. However, there is no assurance that the
stabilising manager (or persons acting on behalf of the stabilising
manager) will undertake stabilisation actions. Any stabilisation action
may begin on or after the date of publication of the final subscription and
offer price and, if begun, may be ended at any time, but, under the
applicable laws, stabilisation actions must be brought to an end (a) in
Austria 30 calendar days after the date of the allocation of the shares and
(b) in Turkey 30 calendar days after the first trading day of the shares on
the ISE, but upon expiry of either period the stabilising manager will end
any stabilisation actions both in Austria and Turkey. Any stabilisation
action or over allotment must be conducted by the stabilising manager (or
person(s) acting on behalf of the stabilising manager) in accordance with
all applicable laws and rules.

08.11.2010 DGAP’s Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

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Language: English
Company: DO & CO Restaurants & Catering AG
Stephansplatz 12
1010 Wien
Österreich
Phone: +43 1 74000-0
Fax: +43 1 74000-1029
E-mail: organization@doco.com
Internet: www.doco.com
ISIN: AT0000818802
WKN: 81880
Listed: Freiverkehr in München, Berlin, Stuttgart; Foreign
Exchange(s) Wien (Amtlicher Handel / Official Market)

End of Announcement DGAP News-Service

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