PROVISIONAL SIZE OF INTERNATIONAL OFFER OF WELLCOME PLC SHARES ANNOUNCED; 80 MILLION SHARES TO BE OFFERED PROVISIONALLY IN THE U.S.
PROVISIONAL SIZE OF INTERNATIONAL OFFER OF WELLCOME PLC SHARES ANNOUNCED; 80 MILLION SHARES TO BE OFFERED PROVISIONALLY IN THE U.S. NEW YORK, June 25 /PRNewswire/ -- Wellcome plc announced today that it has filed with the Securities and Exchange Commission an amended registration statement indicating the provisional size of an international tender offer of the company's ordinary shares. Based on a preliminary assessment of international demand, the provisional size of the offer is 330 million shares, representing 38.4 percent of the company's current issued share capital. Of the 330 million shares, 80 million will be provisionally offered in the United States. The U.S. amount is indicative only and does not represent any limit or guarantee on the number of shares that might ultimately be allocated in the U.S. Final allocation will depend on demand. The numbers of shares above do not include any shares that may be overalloted under the offer by the global coordinator, which is Robert Fleming & Co. Limited, based in London. The shares are to be offered by the Wellcome Trust, a U.K.-based charitable trust that owns 632 million shares, or approximately 73.5 percent, of Wellcome plc, a major international research-based pharmaceutical group with headquarters in London. In order to diversify the concentration of its income-producing assets from a single investment, the Wellcome Trust intends to reduce its ownership in Wellcome plc to below 50 percent. The trust intends to retain, as a long-term shareholding, at least 214.9 million shares, representing approximately 25 percent of Wellcome plc. At current U.K. market prices, the offer is valued at approximately $5.6 billion. The final size of the offer will depend on the actual level of demand and the trust therefore reserves the right to vary the size of the offer. In the U.S., the offering is being led by Morgan Stanley & Co. Incorporated, Lehman Brothers, Merrill Lynch & Co., and Robert Fleming Inc. Alex. Brown & Sons Incorporated, Goldman, Sachs & Co., Salomon Brothers Inc and Wertheim Schroder & Co. Incorporated will co-manage the offering in the U.S. The Wellcome Group is engaged in the research, development, manufacture and marketing of human healthcare products for sale in both the prescription medicine and OTC markets. The group had sales of pounds sterling 1.606 billion ($2.827 billion) in the year ended Aug. 31, 1991, of which pounds sterling 1.462 billion ($2.574 billion) were from continuing operations. Its activities in the United States are conducted principally by Burroughs Wellcome Co, a wholly owned subsidiary. The group's principal prescription medicines include a range of products used in the antiviral therapeutic area, as well as in the cardiovascular, neuromuscular blocking agent, antigout, immunosuppressant, systemic antibacterial and central nervous system therapeutic areas. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. A copy of the preliminary prospectus may be obtained from Morgan Stanley & Co. Incorporated, 1251 Avenue of the Americas, New York, N.Y. 10020. -0- 6/25/92 /CONTACT: Jeanne Andrews of Morgan Stanley & Co., 212-703-4058, or Michael Geczi of Ogilvy Adams & Rinehart, 212-557-0100, for the Wellcome Trust/ CO: Wellcome plc ST: IN: MTC SU: OFR
SM -- NY023 -- 3653 06/25/92 09:39 EDT
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|Date:||Jun 25, 1992|
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