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THIS DOCUMENT AND ANY ACCOMPANYING DOCUMENTS ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. If you are in any doubt as to what action you should take, you are recommended to seek immediately your own financial advice from your stockbroker, bank manager, solicitor, accountant, fund manager or other appropriate independent financial adviser, who is authorised under the Financial Services and Markets Act 2000 (as amended) (FSMA) if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser. This document comprises (i) a circular prepared in accordance with the Listing Rules of the Financial Conduct Authority (FCA) made under section 73A of the FSMA and (ii) a prospectus relating to Mitchells & Butlers plc prepared in accordance with the Prospectus Regulation Rules of the FCA made under section 73A of the FSMA. This document has been approved by the FCA, as competent authority under Regulation (EU) 2017/1129, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 (the UK Prospectus Regulation). The FCA only approves this document as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation, and such approval should not be considered as an endorsement of the issuer that is, or the quality of the Shares that are, the subject of this document. Investors should make their own assessment as to the suitability of investing in the Shares. This Prospectus has been prepared as part of a simplified prospectus in accordance with Article 14 of the Prospectus Regulation. This document has been filed with the FCA in accordance with the Prospectus Regulation Rules and will be made available to the public in accordance with Prospectus Regulation Rule 3.2 by being made available, free of charge, at www.mbplc.com. If you sell or have sold or have otherwise transferred all of your Existing Shares (other than ex-entitlement) held in certificated form before 8.00 a.m. (London time) on 22 February 2021 (the Ex-Entitlement Date) please send this document, together with any Application Form, if and when received, at once to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for delivery to the purchaser or transferee except that such documents should not be sent to any jurisdiction where to do so might constitute a violation of local securities laws or regulations, including but not limited to Australia, Canada, Japan, New Zealand, the Republic of Ireland, South Africa and the United States (the Excluded Territories). If you sell or have sold or otherwise transferred only part of your holding of Existing Shares (other than ex-entitlement) held in certificated form prior to the Ex-Entitlement Date, please retain these documents and consult the stockbroker, bank or other agent through whom the sale or transfer was effected. The Company and each of the directors of the Company (the Directors), whose names and principal functions appear on page 44 of this document, accept responsibility for the information contained in this document. To the best of the knowledge of the Company and the Directors, the information contained in this document is in accordance with the facts and this document makes no omission likely to affect its import. MITCHELLS & BUTLERS PLC (Incorporated under the Companies Act 1985 and registered in England and Wales with registered number 04551498) Open Offer of up to 166,937,606 New Shares at 210 pence per New Share Notice of General Meeting Global Co-ordinator, Joint Bookrunner and Sponsor Morgan Stanley Joint Bookrunners HSBC Banco Santander Financial Adviser Rothschild & Co A Notice of General Meeting of the Company, to be held at 10:00 a.m. on 11 March 2021, is set out at the end of this document. Due to the UK Government restrictions on public gatherings and associated social distancing measures in respect of the COVID-19 pandemic, the General Meeting will be a closed meeting and it will not be possible for Shareholders to attend the General Meeting in person, and so it is necessary to make some adjustments to how the General Meeting would have otherwise been conducted. Shareholders will be able to listen to the business of the meeting via a telephone dial-in. Further detail on the process for how shareholders can dial-in to the General Meeting and cast their votes and ask questions in advance of the General Meeting is included in the Notice of General Meeting. If you hold your Shares directly you are asked to submit your proxy electronically by accessing the Registrar’s website at www.sharevote.co.uk. To be valid, the electronic submission must be registered by not later than 10.00 a.m. on 9 March 2021 (or, in the case of an adjournment, not later than 48 hours prior to the time fixed for the holding of the adjourned meeting). To vote online you will need to use your Voting ID, Task ID and Shareholder Reference Number printed on your Form of Proxy. Full details of the procedure are given on the website, www.sharevote.co.uk. Alternatively, you may complete and return the enclosed Form of Proxy in accordance with the instructions printed on it as soon as possible and, in any event, so as to be received by the Registrar, Equiniti, by not later than 10.00 a.m. on 9 March 2021 (or, in the case of an adjournment, not later than 48 hours prior to the time fixed for the holding of the adjourned meeting). You may request a hard copy Form of Proxy directly from the Registrar, Equiniti, by calling 0333 207 6535 (or +44 333 207 6535 if calling from outside the United Kingdom). CREST members may also choose to utilise the CREST electronic proxy appointment service in accordance with the procedures set out in the Notice of General Meeting at the end of this document, as soon as possible and in any event no later than 10.00 a.m. on 9 March 2021 (or, in the case of an adjournment, not later than 48 hours prior to the time fixed for the holding of the adjourned meeting). The Directors are keen to ensure that Shareholders are able to exercise their right to vote and, accordingly, strongly recommends that Shareholders vote by way of proxy. As no persons other than those required to form a legal quorum will be permitted entry to the General Meeting, the Directors strongly encourage Shareholders to appoint the chairman of the meeting, rather than any other person, as their proxy to exercise their right to vote at the General Meeting in accordance with their instructions. For the avoidance of doubt, it will not be possible to attend or vote in person at the General Meeting. The Existing Shares are listed on the premium listing segment of the Official List and traded on the main market for listed securities of London Stock Exchange plc (the London Stock Exchange). Applications will be made to the FCA and to the London Stock Exchange for the New Shares to be admitted to the premium listing segment of the Official List and to trading on the main market for listed securities of the London Stock Exchange. It is expected that Admission of the New Shares will become effective and that dealings on the London Stock Exchange in the New Shares will commence at 8.00 a.m. on 12 March 2021. The distribution of this document and any accompanying documents in or into jurisdictions other than the United Kingdom may be restricted by law and therefore persons into whose possession this document and any accompanying documents come should inform themselves about, and observe, any such restrictions. Any failure to comply with any such restrictions may constitute a violation of the securities laws or regulations of such jurisdictions. In particular, subject to certain exceptions, this document and any accompanying documents should not be distributed, forwarded to or transmitted in or into the United States, any of the other Excluded Territories or any other jurisdictions where the extension and availability of the Open Offer would breach any applicable law. Your attention is drawn to the letter of recommendation from the Chairman which is set out in Part I – Letter from the Chairman of Mitchells & Butlers plc. Your attention is also drawn to the section headed “Risk Factors” starting on page 15 of this document which sets out certain risks and other factors that should be considered by Shareholders when deciding what action to take in relation to the Resolutions, and whether or not to subscribe for New Shares. Notwithstanding this, you should read the entire document and any documents incorporated by reference. Morgan Stanley & Co. International plc (Morgan Stanley), and HSBC Bank plc (HSBC) are authorised in the United Kingdom by the Prudential Regulation Authority (PRA) and regulated in the United Kingdom by the FCA and the PRA and Banco Santander, S.A. (Santander, and together with Morgan Stanley and HSBC, the Underwriters) is authorised and regulated by the Bank of Spain and subject to supervision by the Bank of 1 Spain and by the European Central Bank and to limited regulation by the FCA and the PRA. N. M. Rothschild & Sons Limited (Rothschild & Co or the Financial Adviser) is authorised and regulated in the United Kingdom by the FCA. The Underwriters and/or the Financial Adviser are acting exclusively for the Company and for no one else in connection with the Open Offer and will not regard any other person as a client in relation to the Open Offer and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for providing advice in connection with the Open Offer or any other matter, transaction or arrangement referred to in this document.

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