Last checked at 18 Jul 2022 07:00
18 July 2022
Haleon plc
Completion of the demerger and admission of shares in Haleon
Haleon plc ("Haleon") is pleased to announce the completion of the demerger of the Consumer Healthcare business from the GSK Group to form the Haleon Group.
The ordinary shares of Haleon (ticker "LSE: HLN") will be admitted at 8.00 a.m. today (18 July 2022) to the premium listing segment of the Official List and to trading on the main market of the London Stock Exchange ("LSE").
CREST accounts will be credited with Haleon ordinary shares shortly after 8.00 a.m. today (18 July 2022). It is expected that Haleon shareholders with holdings in certificated form will be sent share certificates in respect of their holdings of Haleon shares by 4 August 2022.[1]
On admission, Haleon will have 9,234,573,831 ordinary shares in issue. The ordinary shares have a nominal value of £1.25 each (to be reduced to 1 pence following Haleon's capital reduction)[1] and carry voting rights of one vote per share.
Haleon also has in issue 25,000,000 non-voting preference shares with a nominal value of £1 each which are fully paid. The non-voting preference shares will not be listed on the LSE or any other exchanges. Haleon does not hold any shares in treasury.
It is expected that American Depositary Shares representing shares of Haleon (ticker: "NYSE: HLN") ("Haleon ADSs") will commence "regular-way" trading on the New York Stock Exchange (the "NYSE") at market open on 22 July 2022. In addition, we expect that Haleon ADSs will begin trading on a "when-issued" basis on the NYSE from market open today up to and including 21 July 2022. Each Haleon ADS represents two Haleon ordinary shares.
Further information on key dates in relation to the demerger is set out at the end of this announcement ("Expected Timetable of Principal Events") and can also be found in the Prospectus published on 1 June 2022. The Prospectus is available on Haleon's website at www.haleon.com.
Ends
About Haleon
Haleon (LSE: HLN) is a global leader in consumer health, with brands trusted by millions of consumers globally. The group employs over 22,000 people across 170 markets, who are united by Haleon's purpose - to deliver better everyday health with humanity. Haleon's product portfolio spans five major categories - Oral Health, Pain Relief, Respiratory Health, Digestive Health and Other, and Vitamins, Minerals and Supplements (VMS). Its long-standing brands - such as Advil, Sensodyne, Panadol, Voltaren, Theraflu, Otrivin, Polident, parodontax and Centrum - are built on trusted science, innovation and deep human understanding.
For more information, please visit www.haleon.com
Contact Details
Investor Relations | Media Relations | ||
Sonya Ghobrial | +44 (0) 7392 784784 | Zoë Bird | +44 (0) 7736 746167 |
Emma White | +44 (0) 7823 523562 | Nidaa Lone | +44 (0) 7841 400607 |
Rakesh Patel | +44 (0) 7552 484646 |
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Disclaimer
Haleon makes no representation or warranty as to the appropriateness, accuracy, completeness or reliability of the information in this announcement.
This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security.
Cautionary statement regarding forward-looking statements
Certain statements in this announcement relate to the future, including forward-looking statements relating to the Haleon Group's financial position and strategy. Forward-looking statements give the Haleon Group's current expectations or forecasts of future events. In some cases, these forward looking statements can be identified by the use of forward-looking terminology, including (without limitation) the terms "intend", "aim", "project", "anticipate", "estimate", "plan", "believe", "expect", "may", "should", "will", "continue" or other similar words. These statements discuss future expectations concerning the Haleon Group's results of operations or financial condition, or provide other forward-looking statements. In particular, these include statements relating to future actions, prospective products or product approvals, future performance or results of current and anticipated products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, dividend payments and financial results. Any forward-looking statements made by or on behalf of the Haleon Group speak only as of the date they are made.
These forward-looking statements are not guarantees or predictions of future performance, may be based on a number of assumptions (which may or may not themselves prove to be correct) and, by their nature, involve known and unknown risks, uncertainties and other factors, including the risk factors set out in the section entitled "Risk Factors" in the Haleon Prospectus and in "Item 3. Key Information - 3.D. Risk Factors" of Haleon's registration statement on Form 20-F, many of which are beyond the Haleon Group's control, and which may cause the actual results to differ materially from those expressed in the statements contained in this announcement. The Haleon Group's actual results of operations, financial condition and the development of the business sectors in which the Haleon Group operates may differ materially from those expressed or implied in any forward-looking statement contained in this announcement due to certain factors including, but not limited to, domestic and global economic and business conditions, market-related risks pertaining to the consumer healthcare industry as a whole, the policies and actions of regulatory authorities, geopolitical developments, market developments, the impact of competition, technological development, inflation, deflation, foreign currency exchange rates, the timing, impact and other uncertainties of any future acquisitions, combinations or divestments within relevant industries, as well as the impact of tax and other legislation and other regulations in the jurisdictions in which the Haleon Group operates. In addition, even if the Haleon Group's actual results of operations, financial condition and the development of the business sectors in which it operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in subsequent periods.
Forward-looking statements contained in this announcement speak only as of the date of this announcement. Haleon expressly disclaims any obligation or undertaking to update these forward-looking statements contained in this announcement to reflect any change in their expectations or any change in events, conditions, or circumstances on which such statements are based unless required to do so by applicable law and regulations.
Amanda Mellor
Company Secretary
[1] Subject to the timing of Haleon's capital reduction to reduce the nominal value of the Haleon ordinary shares from £1.25 each to 1 pence each. Please refer to the Haleon Prospectus for further details.
Expected Timetable of Principal Events
The times and dates set out in the timetable below and throughout this announcement are indicative only and based on Haleon’s current expectations and may be subject to change without further notice.
Event | Time and date(1) |
Admission and commencement of dealings in Haleon ordinary shares on the LSE | 8 a.m. on Monday 18 July 2022 |
CREST accounts credited in respect of Haleon ordinary shares in uncertificated form | As soon as practicable after 8 a.m. on Monday 18 July 2022 |
Commencement of trading in Haleon ADSs on a "when-issued" basis on the NYSE | 9.30 a.m. New York City time on Monday 18 July 2022 |
Commencement of "regular-way" trading in Haleon ADSs on the NYSE | 9.30 a.m. New York City time on Friday 22 July 2022 |
Latest date for despatch of: | |
- definitive share certificates (where applicable) for Haleon ordinary shares in certificated form to "Qualifying Shareholders" on the GSK share register(2) | By Thursday 4 August 2022 |
- opening statements for Haleon CSN(2) (3) | By Thursday 4 August 2022 |
Notes
(1) Unless otherwise indicated, all references to time in this timetable are to UK time.
(2) Subject to the timing of Haleon's capital reduction.
(3) For CSN Shareholders who have a Shareview Portfolio account, and have not elected for paper statements to be issued to them, the CSN statements will only be made available electronically via their account.