16 December 2024
NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION
FOR IMMEDIATE RELEASE
Whitbread
PLC
Conversion of B Shares and C Shares
Further to its announcement on 22
November 2024, Whitbread PLC (the 'Company')
announces that it has today implemented and completed the
conversion, in accordance with its articles of association (the
'Articles'), of its B non-cumulative preference
shares of 1 pence each ('B Shares') and
C non-cumulative preference shares of 1 pence each ('C Shares') into
ordinary shares of 76 122/153 pence each
('Ordinary
Shares') (the 'Conversion').
A total of 205,588 Ordinary Shares
(the 'New
Ordinary Shares') have been created as a result of
the Conversion. A total of 6,510,506 deferred shares of
1/153 pence, each also created as a result of
the Conversion, have today been indirectly transferred back to the
Company, in accordance with its rights under the Articles, and
cancelled. There are no longer any B Shares or C Shares, nor any
deferred shares, in issue.
Applications have been made for the
New Ordinary Shares to be admitted to listing on the Official List
of the Financial Conduct Authority (the 'FCA') and to
trading on the main market for listed securities on the London
Stock Exchange ('Admission'). Admission is expected to take place
no later than 8.00 a.m. on 19 December 2024.
The Company's issued share capital
following the Conversion consists of 188,875,752 Ordinary Shares.
The Company holds 12,454,718 Ordinary
Shares in treasury. The total number of voting rights in the
Company is 176,421,034 and this figure may be used by shareholders
as the denominator when determining whether they are required to
notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
For
further information, please contact:
investorrelations@whitbread.com
This announcement and the information contained in it is not
for publication, release, transmission distribution or forwarding,
in whole or in part, directly or indirectly, in or into any
jurisdiction in which its publication, release or distribution
would be unlawful.
This announcement is for information purposes only and does
not constitute, or form part of, an offer to sell or issue, or the
solicitation of an offer to buy, acquire or subscribe for any
securities, nor the solicitation of any vote or approval, in any
jurisdiction, nor shall there be any sale, issue or transfer of the
securities referred to in this announcement in any jurisdiction in
contravention of applicable law.
Neither the Ordinary Shares, nor the B Shares, nor the C
Shares have been or will be registered under the U.S. Securities
Act of 1933, as amended (the 'Securities
Act') or with any securities regulatory authority of
any state or other jurisdiction of the United States and may not be
offered, sold, pledged, taken up, exercised, resold, renounced,
transferred or delivered, directly or indirectly, in or into the
United States absent registration under the Securities Act, except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or
other jurisdiction of the United States.