22 October 2007
New Corporate Structure
Court Sanction of Scheme of Arrangement
Reckitt Benckiser plc (the "Company") announces that earlier today the Court
sanctioned the Scheme to establish Reckitt Benckiser Group plc as the holding
company of Reckitt Benckiser plc and confirmed the reduction of capital
involved therein. Under the Scheme, Reckitt Benckiser Ordinary Shareholders are
entitled to one Reckitt Benckiser Group Ordinary Share for each Reckitt
Benckiser Ordinary Share held at the Scheme Record Time.
The Court also confirmed the reduction of capital involved in respect of the
cancellation of the Company's preference shares, share premium account and
capital redemption reserve.
The Scheme will become effective upon an office copy of the Court Order
sanctioning the Scheme being registered by the Registrar of Companies in
England and Wales which is expected to be on 23 October 2007. The reductions of
capital of the Company's preference shares, share premium account and capital
redemption reserve will become effective upon an office copy of the Court Order
confirming the reductions of capital being registered with the Registrar of
Companies in England and Wales, which is also expected to be on 23 October
2007.
A further announcement will be made when the Scheme and the reductions of
capital have become effective.
Dealings in Reckitt Benckiser Group Ordinary Shares are expected to commence at
8.00 a.m. on 23 October 2007 at which time the listing of existing Reckitt
Benckiser Ordinary Shares will be cancelled.
Capitalised terms in this announcement have the same meaning in the Prospectus
published by Reckitt Benckiser Group plc on 11 September 2007.
For Further Information
Reckitt Benckiser plc +44 (0) 1753 217800
Tom Corran SVP Investor Relations & Corporate Communications All Queries
Mark Wilson Corporate Controller & Investor Relations Manager Investor Queries
Fiona Fong Head of Corporate Communications Press Queries
Credit Suisse Securities (Europe) Limited +44 (0) 20 7888 8888
Piers de Montfort / Chris Byrne Investor Queries
Brunswick PR Agency +44 (0) 207 404 5959
Susan Gilchrist / Catherine Hicks Press Queries
Credit Suisse Securities (Europe) Limited is acting exclusively for the Company
and Reckitt Benckiser Group plc and no-one else in connection with the
Proposals and will not be responsible to anyone other than Reckitt Benckiser
and Reckitt Benckiser Group plc for providing the protections afforded to
clients of Credit Suisse Securities (Europe) Limited or for providing advice in
relation to the Proposals.
THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN
OFFER TO BUY ANY SECURITY. NONE OF THE SECURITIES REFERRED TO IN THIS DOCUMENT
SHALL BE SOLD, ISSUED OR TRANSFERRED IN OR INTO ANY JURISDICTION IN
CONTRAVENTION OF APPLICABLE LAW.
Notice to United States residents
In particular, this document is not an offer of securities in the United
States. The Reckitt Benckiser Group Ordinary Shares will not be, and are not
required to be, registered with the US Securities and Exchange Commission (the
"SEC") under the US Securities Act of 1933, as amended (the "US Securities
Act"), or under the securities laws of any state, district or other
jurisdiction of the United States. It is expected that the Reckitt Benckiser
Group Ordinary Shares will be issued in reliance on the exemption from
registration provided by Section 3(a)(10) thereof. Reckitt Benckiser
Shareholders (whether or not US persons) who are affiliates (within the meaning
of the US Securities Act) of Reckitt Benckiser or Reckitt Benckiser Group
before implementation of the Scheme or who are affiliates of Reckitt Benckiser
Group after the implementation of the Scheme will be subject to timing, manner
of sale and volume restrictions on the sale of Reckitt Benckiser Group Ordinary
Shares received in connection with the Scheme under Rule 145(d) of the US
Securities Act.
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