AstraZeneca PLC
2 November 2000
Not for release or distribution in whole or in part in, into or from the
United States.
SYNGENTA SUPPLEMENTARY PROSPECTUS DISTRIBUTED TO ASTRAZENECA SHAREHOLDERS
AstraZeneca PLC announces that, in connection with the proposed formation of
Syngenta, the distribution has commenced of a Supplementary Prospectus to
AstraZeneca shareholders outside the US.
The Supplementary Prospectus contains further information regarding Syngenta
and the transaction including the Syngenta share dealing facility, as required
by applicable stock exchange rules.
The demerger of Zeneca agrochemicals and its merger with Novartis agribusiness
to form Syngenta was approved by the AstraZeneca shareholders at the
Extraordinary General Meeting of the Company held on 11 October 2000.
Completion of the transaction, which remains subject to US competition law
approval, remains on schedule for mid November.
2 November 2000
For further information contact:
Michael Olsson, Tel: +44 207 304 5087
The contents of this press announcement have been approved by Credit Suisse
First Boston (Europe) Limited and Goldman Sachs International for the purposes
of section 57 of the Financial Services Act 1986. Each of Credit Suisse First
Boston (Europe) Limited and Goldman Sachs International are regulated in the
UK by The Securities and Futures Authority.
Each of Credit Suisse First Boston (Europe) Limited and UBS AG, acting through
its business group UBS Warburg, are acting for Syngenta AG, Novartis AG and
AstraZeneca PLC and no one else in connection with the transaction and will
not be responsible to anyone other than Syngenta AG, Novartis AG and
AstraZeneca PLC for providing the protections afforded to customers of Credit
Suisse First Boston (Europe) Limited or UBS AG, acting through its business
group UBS Warburg respectively or for providing advice in relation to the
transaction. Morgan Stanley & Co. International Limited is acting for
Syngenta AG and Novartis AG, and no one else, in connection with the
transaction and will not be responsible to anyone other than Syngenta AG and
Novartis AG, for providing the protections afforded to customers of Morgan
Stanley & Co. International Limited or for providing advice in relation to the
transaction. Goldman Sachs International is acting for Syngenta AG and
AstraZeneca PLC and no one else in connection with the transaction and will
not be responsible to anyone other than Syngenta AG and AstraZeneca PLC for
providing the protections afforded to customers of Goldman Sachs International
or for providing advice in relation to the transaction.
No offer or invitation to acquire securities in Syngenta AG is being made now
nor are offers being solicited. Any such offer or invitation will only be
made in documents that have previously been published or are to be published
in due course and any such acquisition should be made solely on the basis of
such information contained in such documents.
THIS PRESS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED
STATES. SECURITIES MAY NOT BE SOLD IN THE UNITED STATES UNLESS THEY ARE
REGISTERED OR ARE EXEMPT FROM REGISTRATION. ANY PUBLIC OFFERING OF
SECURITIES TO BE MADE IN THE UNITED STATES WILL BE MADE BY MEANS OF A
PROSPECTUS THAT MAY BE OBTAINED FROM SYNGENTA AND THAT WILL CONTAIN DETAILED
INFORMATION ABOUT SYNGENTA AND ITS MANAGEMENT, AS WELL AS FINANCIAL
STATEMENTS. COPIES OF THIS PRESS ANNOUNCEMENT ARE NOT BEING, AND SHOULD NOT
BE, DISTRIBUTED IN OR SENT INTO THE UNITED STATES.
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