Issue of Debt

Reed International PLC Elsevier NV 16 July 2001 Issued on behalf of Reed International P.L.C. and Elsevier NV July 16 2001 Launch of Multi-Currency Global Bond Issue Reed Elsevier has announced its intention to launch a multi-currency global bond issue to refinance short term borrowings following the acquisition of the scientific, technical and medical business and the US K-12 schools educational and testing businesses of Harcourt General, Inc. The portion of the global bond offering to be made in the United States will be registered with the U.S. Securities and Exchange Commission. The prospectus relating to the offering includes unaudited pro forma profit and loss and balance sheet information for the year to 31 December 2000 illustrating the impact on Reed Elsevier of the acquisition of the scientific, technical and medical business and the US K-12 schools educational and testing businesses of Harcourt General, Inc., the on-sale to The Thomson Corporation of the Harcourt higher education business and the corporate and professional services businesses (other than educational and clinical testing), and the sale of the global bonds. A summary of the pro forma financial information is set out in the attachment. This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities for sale in the United States, nor shall there be any sale of these securities in any jurisdiction in which such sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The portion of the global bonds to be offered outside the United States may not be offered or sold in the United States absent registration with the SEC or an exemption from registration. Further information on Reed Elsevier can be found on the company's website at www.reedelsevier.com SUMMARY UNAUDITED PRO FORMA FINANCIAL INFORMATION Summary Profit and Loss Account Year Ended 31 December 2000 Reed Pro Forma Pro Elsevier Harcourt Forma Acquisition Combined Effect £m £m £m Turnover 3,768 1,148 4,916 Adjusted operating profit 793 254 1,047 Amortisation of goodwill and intangible assets (468) (66) (534) Exceptional items (115) (10) (125) Operating profit 210 178 388 Non-operating exceptional items 85 6 91 Profit before interest and tax 295 184 479 Net interest expense (103) (120) (223) Profit before tax 192 64 256 Tax (159) (48) (207) Profit after tax 33 16 49 Minority interests - 1 1 Attributable profit 33 17 50 Adjusted figures Adjusted profit before tax 690 134 824 Adjusted attributable profit 511 84 595 See notes below Summary Balance Sheet As at 31 December 2000 Pro Forma Reed Harcourt Pro Elsevier Acquisition Forma Effect Combined £m £m £m Goodwill and intangible assets 4,127 2,649 6,776 Other fixed assets 569 58 627 Working capital and other net liabilities (1,087) 104 (983) 3,609 2,811 6,420 Shareholders' funds 3,041 - 3,041 Provisions and minorities 135 11 146 Net debt 433 2,800 3,233 3,609 2,811 6,420 See notes below Notes (1) The unaudited pro forma financial information combines the audited financial information for the Reed Elsevier combined businesses for the year ended 31 December 2000 and the unaudited pro forma financial information of Harcourt for the year ended 31 October 2000, as adjusted to conform materially to Reed Elsevier's accounting policies and presentation, after giving effect to the acquisition of Harcourt, the on-sale to The Thomson Corporation and the sale of the global bonds, and translated into pounds sterling at the exchange rate applicable for that year. (2) A preliminary review of the goodwill and intangible assets of the Harcourt businesses to be retained has indicated that an expected useful life of approximately 40 years would be appropriate for these assets. Accordingly, the maximum estimated useful life under Reed Elsevier's accounting policy of amortising goodwill and intangible assets will be increased from 20 years to 40 years. A 40 year period has been assumed for the Harcourt assets in preparing the pro forma financial information. (3) The net interest expense included in the pro forma Harcourt acquisition effect above combines (i) the Harcourt net interest expense in respect of its net borrowings for the year to 31 October 2000, and (ii) interest on incremental Reed Elsevier borrowings of £709 million used to fund the acquisition of the retained businesses, after utilisation of the proceeds of the December 2000 equity issuance by Reed International P.L.C. and Elsevier NV, but before the financing of reorganisation and transaction costs and net corporate liabilities. The financing rate applied in respect of the incremental Reed Elsevier borrowings is 7%, which takes into account the rates on the Harcourt debt which may remain outstanding, interest rate hedging undertaken and the sale of the global bonds. (4) Adjusted figures, which exclude the amortisation of goodwill and intangible assets, exceptional items and related tax effects, are presented as additional performance measures. (5) The unaudited pro forma financial information does not take account of increases in the net borrowings of the Reed Elsevier businesses and the pro forma combined businesses after the Harcourt acquisition of approximately £110 million and £250 million respectively. The increases in net borrowings reflect seasonal cash flows including dividend payments, acquisition and disposal activity, non trading items and exchange rate movements since 31 December 2000 for the Reed Elsevier businesses and since 31 October 2000 for Harcourt General, Inc. (6) The unaudited pro forma combined financial information is provided for illustrative purposes only and has been prepared on a basis in accordance with the regulations governing pro forma financial information in prospectuses filed with the US Securities and Exchange Commission. It does not purport to represent what the actual results of operations or the financial position of Reed Elsevier would have been if the acquisition of Harcourt, the on-sale to The Thomson Corporation and the sale of the global bonds had actually occurred on the dates assumed, nor is it necessarily indicative of Reed Elsevier's future operating results or combined financial position.

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