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Reckitt Benckiser offer for SSL-International

Key documents

04/11/10  Offer update - commencement of compulsory acquisition procedure
01/11/10  SSL International PLC - Delisting and Board Changes
01/11/10  Offer update - Wholly Unconditional
26/10/10  Offer update - Antitrust Conditions Satisfied or Waived
07/10/10  Offer update - Second Closing
04/10/10  Offer update - Antitrust Conditions
24/09/10  Panel Statement 2010/20 Reckitt Benckiser Group plc - SSL International plc
16/09/10  Reckitt Benckiser Group PLC Offer Update
18/08/10  Announcement of posting of Offer Document
21/07/10  Rule 2.5 announcement


Index of documents available for inspection

DOCUMENTS ON DISPLAY IN ACCORDANCE WITH RULE 26 OF THE CITY CODE AND PARAGRAPH 12 OF APPENDIX IV TO THE OFFER DOCUMENT
in relation to the recommended cash offer by Reckitt Benckiser plc (a wholly owned subsidiary of Reckitt Benckiser Group plc) for SSL International plc (the “Offer”)

Terms defined in the Offer Document published in connection with the Offer on 18 August 2010 have the same meanings when used in this index.

  1. The memorandum and articles of association of the Offeror.

  2. The articles of association of Reckitt Benckiser.

  3. The articles of association of SSL.

  4. The published audited consolidated accounts of SSL:

  5. The published audited consolidated accounts of Reckitt Benckiser Group:

  6. Written consents relating to the inclusion of the following financial advisers’ names in the offer document:

  7. Deeds of irrevocable undertaking given by the Directors of SSL:

  8. A full list of the aggregated dealings referred to in paragraph 3(C)(i) of Appendix IV of the Offer Document..

  9. The Inducement Fee Agreement between Reckitt Benckiser and SSL, dated 20 July 2010.

  10. The Offer Document.

  11. The Form of Acceptance.

  12. Deed of Waiver for Peter Read

  13. Deed of waiver for Gerald Corbett


Important Notice

RECOMMENDED CASH OFFER BY RECKITT BENCKISER PLC (the “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF RECKITT BENCKISER GROUP PLC (“RECKITT BENCKISER”), FOR SSL INTERNATIONAL PLC (“SSL”) (the “OFFER”)


ACCESS TO THIS SECTION OF THE WEBSITE ("MICROSITE") MAY BE RESTRICTED UNDER SECURITIES LAWS IN CERTAIN JURISDICTIONS. THIS NOTICE REQUIRES YOU TO CONFIRM CERTAIN MATTERS (INCLUDING THAT YOU ARE NOT RESIDENT IN SUCH A JURISDICTION), BEFORE YOU MAY OBTAIN ACCESS TO THE INFORMATION ON THIS SECTION OF THE WEBSITE.



Disclaimer

NOTE: ELECTRONIC VERSIONS OF THE MATERIAL YOU ARE SEEKING ACCESS TO ARE BEING MADE AVAILABLE ON THIS MICROSITE BY THE OFFEROR AND RECKITT BENCKISER IN GOOD FAITH.

THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN JAPAN OR ANY OTHER JURISDICTION WHERE EXTENSION OR ACCEPTANCE OF THE OFFER WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS AND REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY GOVERNMENTAL OR OTHER CONSENT OR ANY REGISTRATION, FILING OR OTHER FORMALITY WHICH THE OFFEROR REGARDS AS UNDULY ONEROUS (A "RESTRICTED JURISDICTION").

If you would like information on the Offer please read this notice carefully – it applies to all persons who view this Microsite and, depending on where you live, it may affect your rights.

Basis of access

The information contained on this Microsite does not constitute an offer to sell or otherwise dispose of or an invitation or solicitation of any offer to purchase or subscribe for any securities pursuant to the Offer or otherwise in any jurisdiction in which such offer or solicitation is unlawful.

The full terms and conditions of the Offer will be set out in the formal offer documentation (the "Offer Document"). In considering the Offer, shareholders of SSL should only rely on the information contained, and procedures described, in the Offer Document. Please note that this notice may be altered or updated. You should read it in full each time you access the site.

The information contained on this Microsite speaks only at the date of the relevant document or announcement reproduced on this Microsite, and the Offeror and Reckitt Benckiser have, and accept, no responsibility or duty to update any such information, document or announcement and reserve the right to add to, remove or amend any information reproduced on this Microsite at any time.

In relation to any document, announcement or information contained on the Microsite, the only responsibility accepted by the directors of the Offeror and Reckitt Benckiser is for the correctness and fairness of its reproduction or presentation unless a responsibility statement in any relevant document expressly provides otherwise.

Neither the directors of the Offeror or Reckitt Benckiser, nor the Offeror or Reckitt Benckiser, nor any of their affiliated companies, have reviewed, and no such person is or shall be responsible for or accepts any liability in respect of, any information contained on any other website which may be linked to or from this Microsite.

Forward-looking statements

The information on this Microsite, including information included or incorporated by reference, contains certain forward-looking statements. These statements are based on the current expectations of the management of the Offeror and Reckitt Benckiser (as the case may be) and are naturally subject to uncertainty and changes in circumstances. Without limitation, any statements preceded or followed by or that include
words "targets", "plans" "believes", "expects", "aims", "intends", "will", "may", "anticipates", "estimates", "projects" or, words or terms of similar substance or the negative thereof, are forward looking statements. Forward looking statements include statements relating to the following: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies and the expansion and growth of Reckitt Benckiser’s operations and potential synergies resulting from the Offer; and (iii) the effects of government regulation on Reckitt Benckiser’s business. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, the satisfaction of the conditions to the Offer, as well as additional factors, such as changes in economic conditions, changes in the level of capital investment, success of business and operating initiatives and restructuring objectives, customers' strategies and stability, changes in the regulatory environment, fluctuations in interest and exchange rates, the outcome of litigation, government actions and natural phenomena such as floods, earthquakes and hurricanes. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward- looking statements. Neither the Offeror nor Reckitt Benckiser undertakes any obligation to update publicly or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

Notice to US holders of SSL shares

The Offer will be made in the United States pursuant to applicable US tender offer and securities laws and otherwise in accordance with the requirements of the City Code. Accordingly, the Offer will be subject to disclosure and other procedural requirements, including with respect to withdrawal rights, offer timetable, settlement procedures and timing of payments that are different from those applicable under US domestic tender offer procedures and law.

Overseas shareholders

The materials contained on this Microsite contain information in respect of the Offer. Viewing this information may not be lawful if you are resident in Japan or any other Restricted Jurisdiction. In certain jurisdictions, including Restricted Jurisdictions, only certain categories of person may be allowed to view such materials. Any person resident outside the United Kingdom or the United States who wishes to view these materials must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so.

Accordingly, by clicking "I agree" below, you represent that you are not a national of, or resident in, Japan or any other Restricted Jurisdiction and that each of the Offeror and Reckitt Benckiser is lawfully entitled to make the content of any communication or document in relation to the Offer available to you under applicable securities laws. If you are unable to give this representation, do not view the content of any communication or document in relation to the Offer.

If you are not resident in Japan or any other Restricted Jurisdiction, you may access any communication or document in relation to the Offer but you are responsible for first satisfying yourself as to the full observance of the laws and regulatory requirements of your jurisdiction. If you are not permitted to view any communication or document in relation to the Offer by virtue of applicable laws or regulatory requirements, please do not enter this Microsite. Similarly, copies of the contents of the following pages (including documents posted thereon) are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded,distributed or sent, in whole or in part, in, into or from Japan or any other Restricted Jurisdiction and persons receiving such documents (including, without limitation, custodians, nominees and trustees) should observe these restrictions and must not, directly or indirectly, mail, transmit or otherwise forward, distribute or send any such documents in, into or from any such jurisdiction, as doing so may invalidate any purported acceptance of the Offer. If you are not permitted to view materials on this Microsite or are in any doubt as to whether you are permitted to view these materials, please exit this Microsite and seek independent advice. Neither the Offeror nor Reckitt Benckiser nor any of its respective advisers assumes any responsibility for any violation by any person of any of these restrictions.

ACCEPTANCE OF DISCLAIMER

By clicking on "I agree" below, you hereby acknowledge that you have read and understood the notice set out above and that you agree to be bound by its terms.

By clicking "I disagree" below, we cannot provide you with the requested information.

I AGREE / I DISAGREE