Bos Glb Hldgs Regulatory News (BOS)

13 Jun 2006 18:01

Body Shop International PLC13 June 2006 13 June 2006 THE BODY SHOP INTERNATIONAL PLC BOARD CHANGES AND DELISTING On 9 June 2006, L'Oreal announced that the Offer for the entire issued sharecapital of The Body Shop International PLC ("The Body Shop") had been declaredunconditional in all respects. The Body Shop Board Changes The Body Shop announces that on 12 June 2006 Jean-Paul Agon, Richard Cymberg,Lady Sylvia Jay, Christian Mulliez, Geoff Skingsley and Tom Vyner joined theboard of The Body Shop. Peggy Bruzelius, Howard Mann, Jack Keenan, Irene Millerand Gordon Roddick have resigned from the board. Adrian Bellamy's role haschanged from Executive Chairman to Non-Executive Chairman whilst Jean-Paul Agonhas been designated as Vice Chairman. Peter Saunders continues as ChiefExecutive Officer and Dame Anita Roddick continues as a Non-Executive Director. Jean-Paul Agon is a director of L'Oreal. Lady Sylvia Jay is a director ofSaint-Gobain and Lazard Ltd and, within the last five years, she was also adirector of Carrefour. Christian Mulliez is a director of Sanofi-Aventis. Withinthe last five years Tom Vyner was a director of Selfridges PLC. Other than asset out in this announcement there are no details that are required to bedisclosed by paragraph 9.6.13R of the Listing Rules of the UK Listing Authority("UKLA"). Delisting Application has been made by The Body Shop to the UKLA for the cancellation ofThe Body Shop's listing on the Official List of the UKLA and to the London StockExchange for the cancellation of the admission to trading of The Body Shopshares on the London Stock Exchange's market for listed securities. It isanticipated that cancellation of listing and admission to trading will takeeffect from 12 July 2006, being 20 business days following the date of thisannouncement. Terms defined in the Offer Document have the same meanings in this announcement. Enquiries: The Body Shop +44 1903 844 040 Bill Eyres Brunswick +44 20 7404 5959 William CullumDeborah SpencerDominic McMullan Merrill Lynch +44 20 7628 1000 Mark AstairePeter Tracey L'Oreal General +33 1 47 56 70 00 Analysts and institutional investors of L'OrealMrs Caroline Millot +33 1 47 56 86 82 Individual Shareholders of L'Oreal and market authoritiesMr. Jean-Regis Carof +33 1 47 56 83 02 JournalistsMr. Mike Rumsby +33 1 47 56 76 71 JPMorgan Cazenove +44 20 7588 2828 Barry WeirJohn Maynard This announcement does not constitute an offer to sell or an invitation topurchase any securities or the solicitation of an offer to buy any securities,pursuant to the Offer or otherwise. The Body Shop Shareholders are advised toread carefully the Offer Document and Form of Acceptance in relation to theOffer. This contains the full terms and conditions of the Offer, includingdetails of how the Offer may be accepted. JPMorgan Cazenove, which is authorised by the Financial Services Authority, isacting exclusively for L'Oreal and no one else in connection with the Offer andwill not be responsible to anyone other than L'Oreal for providing theprotections afforded to clients of JPMorgan Cazenove or for providing advice inrelation to the Offer or any other matters referred to in this announcement. Merrill Lynch is acting exclusively for The Body Shop in connection with theOffer and no one else and will not be responsible to anyone other than The BodyShop for providing the protections afforded to clients of Merrill Lynch or forproviding advice in relation to the Offer or any other matters referred to inthis announcement. The availability of the Offer to The Body Shop Shareholders who are not residentin and citizens of the United Kingdom may be affected by the laws of therelevant jurisdictions in which they are located or of which they are citizens.Such persons should inform themselves of, and observe, any applicable legal orregulatory requirements of their jurisdictions. Further detail in relation tooverseas shareholders is contained in the Offer Document. The Loan Notes which may be issued pursuant to the Loan Note Alternative havenot been, and will not be, registered under the Exchange Act or under thesecurities laws of any state or other jurisdiction of the United States; therelevant clearances have not been, and will not be, obtained from the securitiescommission of any province, territory or jurisdiction of Canada; and noprospectus has been lodged with, or registered by, the Australian Securities andInvestments Commission or the Japanese Ministry of Finance. Accordingly, unlessan exemption under such act or securities laws is available or unless otherwisedetermined by L'Oreal and permitted by applicable law and regulation, the LoanNotes may not be, offered, sold, resold, delivered or transferred, directly orindirectly, in or into the United States, Canada, Australia or Japan or anyother jurisdiction if to do so would constitute a violation of the relevant lawsof, or require registration thereof in, such jurisdiction or to, or for theaccount or benefit of, a person located in the United States, Canada, Australiaor Japan. This document does not constitute an offer to sell, or thesolicitation of any offer to buy, any Loan Notes in any jurisdiction in whichsuch an offer or solicitation would be unlawful. Unless otherwise determined by L'Oreal, and permitted by applicable law andregulation, the Offer will not be made, directly or indirectly, in, into orfrom, and will not be capable of acceptance in or from the United States, Canadaor Australia or any jurisdiction where to do so would constitute a breach ofsecurities laws in that jurisdiction. Accordingly, copies of this announcementare not being, and must not be, mailed or otherwise forwarded, distributed orsent in, into or from the United States, Canada or Australia or any jurisdictionwhere to do so would constitute a breach of securities laws in thatjurisdiction. Persons receiving this announcement (including custodians,nominees and trustees) should observe these restrictions and should not send ordistribute this announcement in, into or from any such jurisdictions. This information is provided by RNS The company news service from the London Stock Exchange