Scottish & Newcastle Rejects Carlsberg and Heineken Proposal 

15/11/07 Scottish & Newcastle plc has said that it has received and rejected a highly conditional proposal from Carlsberg A/S and Heineken N.V., to make a marginally increased offer for S&N at 750 pence per share. The proposal is still subject to the same extensive pre-conditions, including a recommendation by the Board of S&N and full due diligence.

The company said in a statement, that the Board, having consulted its advisers, has no hesitation in rejecting this wholly inadequate proposal as it substantially undervalues the unique strengths and market positions of S&N. The Board is particularly concerned by Carlsberg's continuing refusal to disclose relevant information about BBH's prospects which is essential, in the current circumstances, to allow S&N's shareholders to assess the proper value of BBH.

Sir Brian Stewart, Chairman of S&N, commented: "Carlsberg and Heineken's marginally increased proposal continues their attempt to get S&N's unique portfolio of businesses on the cheap. The Board is highly confident in the actions being taken to maximise shareholder value, and strongly urges shareholders to take no action."

John Dunsmore, Chief Executive of S&N, commented: "The consortium's proposal significantly undervalues S&N's brands and market positions. We particularly object to Carlsberg's refusal to allow agreed information about BBH's prospects to be released."

As required by the Takeover Code, S&N confirms that this announcement is not being made with the agreement or approval of Carlsberg or Heineken. For the avoidance of doubt, there can be no certainty that this approach will lead to an offer being made for S&N or as to the terms on which any offer might be made. Rothschild and FIH Partners have been advising S&N in regard to BBH. UBS and Deutsche Bank continue to advise the Company on all financial matters.