30 August 2006
WH Smith
PLC Scheme
expected to become effective and trading expected to commence in shares of
Smiths News PLC All the conditions to the scheme
of arrangement of WH Smith PLC (the "Scheme") in connection with
the proposed separation of the WH Smith Retail business from the News
business via a demerger have now been satisfied or are shortly expected to be
satisfied. The Scheme is expected to
become effective shortly after 7.30am (BST) today. At this time Smiths News PLC (“Smiths News”) will become the
ultimate holding company for the WH Smith Group. Consequently, WH Smith PLC
shares are expected to be delisted and trading in Smiths News shares under
the ticker ‘NWS’ is expected to commence on the London Stock Exchange at
8.00am (BST) today. CREST accounts
will be credited with Smiths News shares at 8.00am (BST) today. Shareholders
will, on 8 September 2006, be sent share certificates in respect of their
holdings in Smiths News. The Demerger is expected to
become effective at the close of business on 31 August 2006. It is expected
that trading in New WH Smith shares will commence on 1 September 2006. Until then, Smiths News PLC will be the
ultimate holding company of the WH Smith Group comprising both the Retail
business and the News business. Enquiries: WH Smith Mark
Boyle Investor
Relations 020
7851 8820 Louise
Evans Media Relations 020
7851 8850 The contents of this
announcement have been issued by and are the sole responsibility of WH Smith
PLC. Greenhill & Co.
International LLP, which is regulated in the UK by the Financial Services
Authority, is acting for WH Smith PLC as financial adviser and sponsor and is
acting for Smiths News PLC and New WH Smith PLC as sponsor in connection with
the demerger and for no one else and will not be responsible to any other
person for providing the protections afforded to its clients, or for
providing advice in relation to the demerger. This announcement is an
advertisement and does not comprise a prospectus relating to Smiths News PLC
or New WH Smith PLC. It does not
constitute or form part of any offer of securities, or constitute
solicitation of any offer of securities.
You should not purchase or subscribe for securities referred to in
this announcement except on the basis of information in the prospectuses
published in relation to Smiths News PLC and New WH Smith PLC (and any
supplement or amendment thereto). This announcement does not
constitute a recommendation concerning the demerger, and should not be
construed as legal, business, tax or investment advice. The value of shares can go down as well as
up. Past performance is not a guide
to future performance. Shares in Smiths News PLC and/or
New WH Smith PLC have not been and will not be registered under the United
States Securities Act of 1933 (as amended) and will be issued in transactions
that are exempt from or not subject to the registration requirements of such
Act. In addition, shares in Smiths News PLC and/or New WH Smith PLC have not
been and will not be registered under the securities laws of any state of the
United States, and will be issued in reliance on available exemptions from
such state law registration requirements. ENDS
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