BFX Hospitality Group, Inc. Announces Rejection of Prophet Capital Management, Ltd. Proposal.

Business Editors

FORT WORTH, Texas--(BUSINESS WIRE)--Nov. 8, 2000

BFX Hospitality Group, Inc. (AMEX:BFX), announced today that the Board of Directors of the Company, upon recommendation of the Independent Committee of the Board of Directors, has determined not to accept the proposal from Prophet Capital Management, Ltd. ("Prophet") to acquire all of the outstanding common stock of the Company for $2.50 per share in cash, subject to certain conditions set forth in a proposed draft merger agreement.

Following a number of communications between the Independent Committee and representatives of Prophet, the Independent Committee determined that certain conditions in the Prophet proposal could not be satisfied by the Company and, accordingly, the proposal should not be pursued further. These conditions included: (1) requiring the Company to eliminate all "change of control" payment provisions contained in long standing employment agreements with executive officers of the Company, and (2) requiring all of the Company's directors and executive officers, including the members of the competing offeror management buy-out group, to agree to vote their shares of common stock of the Company in favor of the Prophet offer.

The Company further announced that it will now submit to stockholders for their consideration and approval the Agreement and Plan of Merger between the Company and Hospitality Concepts, LLC, pursuant to which Hospitality Concepts, LLC will acquire all of the Company's outstanding common stock for the $2.25 per share in cash. As previously announced, Hospitality Concepts, LLC was formed by Mr. Robert H. McLean, Chairman of the Board and Chief Executive Officer of the Company and certain other officers and directors of the Company. On Aug. 11, 2000, the Hospitality Concepts, LLC Plan and Agreement of Merger was recommended by the Independent Committee of the Board of Directors and approved by the Board (with Mr. McLean and two other directors who participate in Hospitality Concepts, LLC excused from the meeting) after due consideration by both the Independent Committee and the Board of Directors.

Proxy soliciting material with respect to the Hospitality Concepts, LLC Agreement and Plan of Merger has previously been filed with the Securities and Exchange Commission and is expected to be forwarded to stockholders in the near future.

The Record Date for the Special Meeting of Stockholders of the Company is Nov. 7, 2000, and the Special Meeting is expected to be held on Dec. 12, 2000, at 9:00 a.m. at The Fort Worth Club in Fort Worth, Texas.