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EXHIBIT (e)(8)
RAINFOREST CAFE RESPONDS TO WISCONSIN BOARD: "SWIB: SHOW US THE MONEY"
MINNEAPOLIS, October 4, 2000--Rainforest Cafe, Inc. (Nasdaq: RAIN -
news) today announced that its board of directors met to consider the State of
Wisconsin Investment Board's (SWIB) request and public statement asking the
company to amend its shareholder rights plan. The Rainforest Cafe board agreed
that it will amend the plan and allow shareholders to vote on any formal offer
when and if received from SWIB, or any other party, if the Rainforest Cafe board
believes it is superior to the proposed offer currently presented to
shareholders from Landry's.
Following the meeting, Lyle Berman, chairman and CEO, clarified the
company's position and shareholder rights plan with the following statement:
"Our shareholder rights plan does not prevent SWIB, or any other potential
suitor, from presenting a better offer," noted Berman. "Absent such a superior
offer, the Rainforest Cafe board does not believe it would be fair to
shareholders to amend the plan now, allowing anyone to purchase enough shares
for the sole purpose of blocking the deal, which would deprive existing
shareholders of the opportunity to participate in the Landry's offer." Berman
also explained, "The shareholder rights plan was announced appropriately in May
(news release issued on May 12) to protect shareholders and the company from
abusive or hostile takeover attempts. Between May and yesterday, SWIB did not
object to the shareholders rights plan which suggests that their motive is to
buy more stock to block the Landry's proposal. If SWIB has a better offer than
Landry's, we would be happy to present it to shareholders. We are looking
forward to our meeting with SWIB this week."
Rainforest Cafe, Inc. develops, owns, and operates combination
restaurant/retail facilities offering a stimulating and entertaining rain forest
theme, providing visitors with "A Wild Place to Shop and Eat(R)." There are
currently 40 Rainforest Cafe(R)units open including 29 domestic locations and 11
international units. Rainforest Cafe, Inc. common shares are traded on the
NASDAQ national Market under the symbol RAIN.
This news release (as well as information included in oral statements
or other written statements made or to be made by the Company) may contain
forward-looking statements, such as statements relating to future expansion,
that involve risks and uncertainties relating to future events. Actual events or
the Company's results may differ materially from the results discussed in the
forward-looking statements. The Company does not expect to update
forward-looking statements continually as conditions change. These risks and
uncertainties include, but are not limited to, those relating to the results of
the tender offer, competition, fluctuations and changes in consumer preferences
and attitudes, intellectual property protection, development and construction
activities, and results of shareholder litigation. Investors are referred to the
full discussion of risks and uncertainties associated with forward-looking
statements contained in the Company's Form filed with the Securities and
Exchange Commission for the fiscal year ended January 2, 2000 and filed on March
2, 2000.
Rainforest Cafe shareholders are advised to read the tender offer
statement regarding the acquisition of Rainforest Cafe, referenced in this press
release, which was filed by Landry's with
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the U.S. Securities and Exchange Commission and the related solicitation/
recommendation statement which was filed by Rainforest Cafe with the Commission.
The tender offer statement (including an offer to purchase, letter of
transmittal and related tender offer documents) and the
solicitation/recommendation statement contain important information which
should be read carefully before any decision is made with respect to the offer.
These documents are available at no charge at the SEC's website at www.sec.gov
and may also be obtained from Landry's by directing such request to: Landry's
Seafood Restaurants, Inc., 1400 Post Oak Blvd., Suite 1010, Houston, Texas
77056, Attention: Investor Relations, telephone 713/850-1010, e-mail:
[email protected]
Contact:
Rainforest Cafe, Inc.
Connie Carrino
Director of Corporate Communications
612-945-5400
www.rainforestcafe.com
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