Cadbury to Demerge as Confectionery Group
In accordance with the terms of the scheme, a total of 1,352,990,574 Cadbury ordinary 500p shares will be issued today. These ordinary shares will be admitted to the UKLA official list.
Cadbury Schweppes plc (Cadbury Schweppes) has announced that the scheme of arrangement approved by shareowners on 11 April 2008, has now been approved by the High Court of Justice of England and Wales. The scheme of arrangement will become effective upon the registration of the court order at UK Companies House this morning.
Under the terms of the scheme of arrangement, Cadbury Schweppes ordinary shares will be cancelled and Cadbury Schweppes will become a wholly-owned subsidiary of Cadbury plc (Cadbury). Shareowners as at 6pm on 1 May, 2008 will receive for every 100 Cadbury Schweppes shares held:
• 64 ordinary shares in Cadbury
• 36 Cadbury beverage shares
Accordingly, with effect from 8 am today, the issued share capital of Cadbury Schweppes ordinary 12.5p shares (2,114,047,771 shares in total) will be cancelled and de-listed from the London Stock Exchange's (LSE) main market for listed securities. Cadbury Schweppes American Depositary Receipts (ADRs) will be cancelled and de-listed from the New York Stock Exchange (NYSE) with effect from 9.30 am Eastern Standard Time (EST) today.
In accordance with the terms of the scheme, a total of 1,352,990,574 Cadbury ordinary 500p shares will be issued today. These ordinary shares will be admitted to the UKLA official list and will begin trading on the LSE's main market for listed securities with effect from 8am today (code CBRY). Cadbury ADRs will be admitted to trading on the NYSE with effect from 9.30 am EST today (ticker symbol CBY). We expect Cadbury to remain a constituent of the FTSE100 index.
The Cadbury beverage shares issued today (761,057,198 shares of 500p each) will not be listed and will not be tradable. In order to implement the demerger and subject to the approval of the court, these shares will be cancelled on 7 May, 2008. On the same day, the holders of the Cadbury beverage shares will be entitled to receive 12 shares in Dr Pepper Snapple Group, Inc (DPSG) for every 36 Cadbury beverage shares that they hold. We expect that the DPSG shares will be listed on the NYSE under the ticker symbol "DPS", and that regular way trading in them will commence at 9.30 am EST on 7 May, 2008.
To facilitate the settlement of Cadbury Schweppes shares traded but not yet settled, a CREST depositary interest (CDI) has been established. Further details of this facility will be available from CREST.
Cadbury ordinary share certificates and DPSG registration statements will be sent to shareowners on or around 16 May, 2008. As of 6pm on 1 May, 2008 Cadbury Schweppes will be ex-dividend. Payment of the Cadbury Schweppes 2007 final dividend of 10.5p per share will be sent to shareowners with the new share certificates.
