UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
Haleon plc
(Exact Name of Registrant as Specified in its Charter)
England and Wales | Not Applicable | |
(State of incorporation or organization) | (IRS Employer Identification No.) | |
Building 5, First Floor, The Heights, Weybridge, Surrey, KT13 0NY, United Kingdom | ||
(Address of Principal Executive Offices) |
FOR CO-REGISTRANTS, PLEASE SEE “TABLE OF CO-REGISTRANTS” ON THE FOLLOWING PAGE
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class |
Name of Each Exchange on Which | |
3.024% Callable Fixed Rate Senior Notes Due 2024 (the “Callable Fixed Rate Notes”) | New York Stock Exchange LLC | |
Callable Floating Rate Senior Notes Due 2024 (the “Callable Floating Rate Notes”) | New York Stock Exchange LLC | |
3.125% Fixed Rate Senior Notes due 2025 (the “2025 Fixed Rate Notes”) | New York Stock Exchange LLC | |
3.375% Fixed Rate Senior Notes due 2027 (the “2027 Fixed Rate Notes”) | New York Stock Exchange LLC | |
3.375% Fixed Rate Senior Notes due 2029 (the “2029 Fixed Rate Notes”) | New York Stock Exchange LLC | |
3.625% Fixed Rate Senior Notes due 2032 (the “2032 Fixed Rate Notes”) | New York Stock Exchange LLC | |
4.000% Fixed Rate Senior Notes due 2052 (the “2052 Fixed Rate Notes”) | New York Stock Exchange LLC |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☐
Securities Act registration statement file number to which this form relates:
333-267650
Securities to be registered pursuant to Section 12(g) of the Act:
None.
TABLE OF CO-REGISTRANTS*
Exact Name of Registrant as Specified in its Charter |
State or Other Jurisdiction of Incorporation or Organization |
I.R.S. Employer Identification Number |
Address, including Zip Code of Registrant’s Principal Executive Offices | |||
GSK Consumer Healthcare Capital US LLC | Delaware | 87-1460855 | 184 Liberty Corner Road, Suite 200, Warren NJ 07059, United States | |||
GSK Consumer Healthcare Capital UK plc | England and Wales | Not Applicable | Building 5, First Floor, The Heights, Weybridge, Surrey, KT13 0NY, United Kingdom |
* | GSK Consumer Healthcare Capital US LLC is the issuer of the Callable Fixed Rate Notes, the Callable Floating Rate Notes, the 2027 Fixed Rate Notes, the 2029 Fixed Rate Notes, the 2032 Fixed Rate Notes and the 2052 Fixed Rate Notes (collectively, the “US Issuer Notes”) being registered hereunder. GSK Consumer Healthcare Capital UK plc is the issuer of the 2025 Fixed Rate Notes (together with the US Issuer Notes, the “Notes”). The Notes are unconditionally guaranteed by Haleon plc. |
INFORMATION REQUIRED IN REGISTRATION STATEMENT
The registrants have filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form F-4 dated as of September 29, 2022 (File No. 333-267650), amended by a pre-effective amendment on October 24, 2022 (as amended, the “Registration Statement”), relating to the securities to be registered hereunder, which became effective on October 27, 2022.
Item 1. Description of Registrant’s Securities to be Registered.
The information set forth in the sections captioned “Summary of the Terms of the New Notes” and “Description of the New Notes and Guarantee” in the Registration Statement are each incorporated herein by reference.
Item 2. Exhibits.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereto duly authorized.
Date: November 2, 2022 | Haleon plc | |||||
By: | /s/ Amanda Mellor | |||||
Name: Title: |
Amanda Mellor Company Secretary | |||||
Date: November 2, 2022 | GSK Consumer Healthcare Capital US LLC | |||||
By: | /s/ Charles David Simpson | |||||
Name: | Charles David Simpson | |||||
Title: | Vice President | |||||
Date: November 2, 2022 | GSK Consumer Healthcare Capital UK plc | |||||
By: | /s/ Michael Rowe | |||||
Name: | Michael Rowe | |||||
Title: | Director and Group Treasurer |