Carlsberg A/S and Heineken N.V. - Posting of recommended scheme document to Scottish & Newcastle plc ("S&N") shareholders

COMPANY ANNOUNCEMENT 8/2008

22 FEBRUARY 2008
PAGE 1 OF 2


CARLSBERG A/S ("CARLSBERG") AND HEINEKEN N.V. ("HEINEKEN") - POSTING OF
RECOMMENDED SCHEME DOCUMENT TO SCOTTISH & NEWCASLE PLC ("S&N") SHAREHOLDERS 


On 25 January 2008, the boards of S&N and Sunrise Acquisitions Limited (a
company jointly owned by Carlsberg and Heineken), announced that they had
reached agreement on the terms of a recommended acquisition of S&N at a price
of 800 pence in cash for each S&N share, valuing the entire issued and to be
issued share capital of S&N at approximately £7.8 billion. 

Carlsberg and Heineken (together the “Consortium”) note the announcement today
by S&N that the Scheme Document regarding the recommended acquisition of S&N by
Sunrise Acquisitions Limited has been posted to S&N Shareholders. 

The document will be available on www.scottish-newcastle.com

The offer is subject to the approval of the European Commission and certain
other competition authorities.  Subject to these and other required approvals
and conditions as set out in the Scheme Document, it is expected that the
Scheme will become effective on 28 April 2008. 


Expected timetable of principal events:
Court Meeting and Extraordinary General Meeting of S&N	Monday 31 March 2008
First Court Hearing (to sanction the Scheme)	Wednesday 23 April 2008
Second Court Hearing and Effective Date of the Scheme	Monday 28 April 2008
Latest date for dispatch of cheques/issue of loan notes	14 days after the
Effective Date 
	
Unless the context otherwise requires, terms defined in the announcement dated
25 January 2008 have the same meaning in this announcement. 

Enquiries
Public relations advisers to the Sunrise Acquisition
Finsbury Group 			Tel: +44 20 7251 3801
Mike Smith
James Leviton
Guy Lamming		


Carlsberg:
Jens Peter Skaarup (Danish Media)		Tel: +45 3327 1417	
Mikael Bo Larsen (Investor Relations)		Tel: +45 3327 1223


Financial adviser and Corporate Broker to the Sunrise Acquisition and to
Carlsberg 
Lehman Brothers 			Tel: +44 20 7102 1000
Adrian Fisk
Henry Phillips
Ed Matthews (Corporate Broking)


Financial adviser and Corporate Broker to the Sunrise Acquisition  and to
Heineken 
Credit Suisse				Tel: +44 20 7888 8888 
Bertrand Facon
Stuart Upcraft
James Leigh Pemberton (Corporate Broking)

Lehman Brothers Europe Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting exclusively as financial
adviser and corporate broker to the Sunrise Acquisition and Carlsberg and no
one else in connection with the possible offer referred to in this announcement
and will not be responsible to anyone other than the Sunrise Acquisition and
Carlsberg for providing the protections afforded to clients of Lehman Brothers
Europe Limited nor for providing advice in relation to this announcement or any
matter referred to herein. 

Credit Suisse, which is authorised and regulated by the Financial Services
Authority, is acting exclusively for the Sunrise Acquisition and Heineken and
no one else in connection with the possible offer and will not be responsible
to anyone other than the Sunrise Acquisition and Heineken for providing the
protections afforded to clients of Credit Suisse nor for providing advice in
relation to this announcement or any matter referred to herein. 

Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of S&N, all "dealings" in any "relevant
securities" of that company (including by means of an option in respect of, or
a derivative referenced to, any such "relevant securities") must be publicly
disclosed by no later than 3.30 pm (London time) on the London business day
following the date of the relevant transaction. This requirement will continue
until the date on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the "offer period"
otherwise ends. If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire an "interest" in
"relevant securities" of S&N, they will be deemed to be a single person for the
purpose of Rule 8.3. 
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of S&N by Carlsberg or Heineken or S&N, or by any of their
respective "associates", must be disclosed by no later than 12.00 noon (London
time) on the London business day following the date of the relevant
transaction. 
A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities
in issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk. 
"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an "interest" by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities. 
Terms in quotation marks are defined in the Code, which can also be found on
the Panel's website. If you are in any doubt as to whether or not you are
required to disclose a “dealing” under Rule 8, you should consult the Panel. 
This announcement is not intended to and does not constitute or form part of an
offer or the solicitation of an offer to subscribe for or buy or an invitation
to purchase or subscribe for any securities or the solicitation of any vote or
approval in any jurisdiction. 


Carlsberg is one of the leading brewery groups in the world, with a large
portfolio of beer and soft drinks brands. Its flagship brand - Carlsberg - is
one of the fastest-growing and best-known beer brands in the world. More than
30,000 people work for Carlsberg in 48 countries, and its products are sold in
more than 150 markets. In 2007 Carlsberg sold more than 115 million hectolitres
of beer, which is about 95 million bottles of beer a day. 
Find out more at www.carlsberggroup.com.