UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of May 2017
Commission File Number: 001-10691
DIAGEO plc
(Translation
of registrant’s name into English)
Lakeside Drive, Park Royal, London NW10 7HQ
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form
20-F X
Form
40-F
Indicate
by check mark whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule
101(b)(1):
Indicate
by check mark whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule
101(b)(7):
List identifying information required to be furnished
by Diageo plc pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act 1934
1-31 May
2017
Information
Public
Announcements/Press
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Required by/when
The
Stock Exchange, London
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Announcement
Total Voting Rights
02 May
2017
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Announcement
IR Conference: reaffirms medium term guidance
08 May
2017
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Announcement
Director/PDMR Shareholding
10 May
2017
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Announcement
Director/PDMR Shareholding
12 May
2017
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Announcement
Director/PDMR Shareholding
15 May
2017
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Diageo PLC – Total Voting Rights
Dated
02 May 2017
TO:
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Regulatory
Information Service
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RE:
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Paragraph
5.6.1 of the Disclosure Guidelines and Transparency
Rules
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Diageo
plc - Voting Rights and Capital
In
conformity with Paragraph 5.6.1 of the Disclosure Guidelines and
Transparency Rules, Diageo plc (the "Company") would like to notify
the market of the following:
The
Company's issued capital as at 28 April 2017 consisted of
2,754,458,542 ordinary shares of 28 101/108 pence each ("Ordinary
Shares"), with voting rights. 237,171,471 Ordinary Shares were held
in Treasury, in respect of which, voting rights were not
exercised.
Therefore,
the total number of voting rights in the Company was 2,517,287,071
and this figure may be used by shareholders as the denominator for
the calculations by which they will determine if they are required
to notify their interest in, or a change to their interest in, the
Company under the FCA's Disclosure Guidelines and Transparency
Rules.
2 May
2017
Jonathan
Guttridge
Company
Secretarial Assistant
Diageo
plc
Diageo PLC – IR Conference: reaffirms medium term
guidance
Dated
08 May 2017
8 May
2017
Diageo reaffirms medium term guidance ahead of Investor Conference
in London
Diageo
will hold an Investor Conference in London beginning with an
evening reception on 8 May 2017, followed by a full day of
presentations on 9 May.
Presentations
will cover execution of our strategy and our three priority areas
of US Spirits, Scotch and India. We will also review the
opportunity in Africa, how we are using improved data, insight and
measurement to grow our brands, and how our progress on
productivity will enable us to reduce costs, enhance margins and
increase investment in our brands to deliver stronger more
consistent value to shareholders.
Ivan Menezes, Chief Executive will say:
"The
year has continued well and our expectation of delivering stronger
financial performance this year is unchanged. We remain confident
of achieving our medium term objective of consistent mid-single
digit organic top line growth and 100bps of organic operating
margin in the three years ending fiscal 2019. With the consumer at
the heart of the business, improved insight and measurement has
supported better brand building and innovation while ensuring we
stay ahead of emerging consumer trends. Our everyday focus on
efficiency enables us to invest more behind the growth of our
brands. I am pleased with the continued progress in more
disciplined execution and the improved agility we have across
Diageo."
ENDS
Enquiries:
Media relations:
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Kirsty
King
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+44
(0)7855 808 959
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Bianca
Agius
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+44
(0)7590 811 109
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Investor relations:
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Pier
Falcione
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+44
(0)7786 031 939
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Rohit
Vats
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+44
(0)7590 810 110
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Andrew
Ryan
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+44
(0)7803 854 842
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About Diageo
Diageo
is a global leader in beverage alcohol with an outstanding
collection of brands including Johnnie Walker, Crown Royal, JeB,
Buchanan's and Windsor whiskies, Smirnoff, Cîroc and Ketel One
vodkas, Captain Morgan, Baileys, Don Julio, Tanqueray and
Guinness.
Diageo
is a global company, and our products are sold in more than 180
countries around the world. The company is listed on both the
London Stock Exchange (DGE) and the New York Stock Exchange (DEO).
For more information about Diageo, our people, our brands, and
performance, visit us at www.diageo.com.
Visit Diageo's global responsible drinking resource, www.DRINKiQ.com,
for information, initiatives, and ways to share best
practice.
Celebrating
life, every day, everywhere.
Cautionary statement concerning forward-looking
statements
This
document contains 'forward-looking' statements. These statements
can be identified by the fact that they do not relate only to
historical or current facts. In particular, forward-looking
statements include all statements that express forecasts,
expectations, plans, outlook, objectives and projections with
respect to future matters, including trends in results of
operations, margins, growth rates, overall market trends, the
impact of changes in interest or exchange rates, the availability
or cost of financing to Diageo, anticipated cost savings or
synergies, expected investments, the completion of Diageo's
strategic transactions and restructuring programmes, anticipated
tax rates, changes in the international tax environment, expected
cash payments, outcomes of litigation, anticipated deficit
reductions in relation to pension schemes and general economic
conditions. By their nature, forward-looking statements involve
risk and uncertainty because they relate to events and depend on
circumstances that will occur in the future. There are a number of
factors that could cause actual results and developments to differ
materially from those expressed or implied by these forward-looking
statements, including factors that are outside Diageo's
control.
These
factors include, but are not limited to:
●
economic,
political, social or other developments in countries and markets in
which Diageo operates, which may contribute to reduced demand for
Diageo's products, reduced consumer spending, negative impacts on
Diageo's customer, supplier and financial counterparties or the
imposition of import, investment or currency
restrictions;
●
the results of the
decision in the United Kingdom's referendum on 23 June 2016 to
leave the European Union and its stated intention to exit the
single market, which may lead to a sustained period of economic and
political uncertainty and complexity until the detailed terms of
the United Kingdom's exit from the European Union and any successor
trading arrangements with other countries are finalised, which may
negatively impact economic conditions in Europe more generally and
could have an adverse impact on Diageo's business operations and
financial performance;
●
changes in consumer
preferences and tastes, including as a result of changes in
demographic and social trends, public health regulations and
travel, vacation or leisure activity patterns, or as a result of
contamination, counterfeiting or other circumstances which could
harm the integrity or sales of Diageo's brands;
●
any litigation or
other similar proceedings (including with tax, customs and other
regulatory authorities), including that directed at the drinks and
spirits industry generally or at Diageo in particular, or the
impact of a product recall or product liability claim on Diageo's
profitability or reputation;
●
the effects of
climate change and related regulations and other measures to
address climate change, including any resulting impact on the cost
and supply of water;
●
changes in the cost
of production, including as a result of increases in the cost of
commodities, labour and/or energy or as a result of
inflation;
●
legal and
regulatory developments, including changes in regulations regarding
production, product liability, distribution, importation,
labelling, packaging, consumption, advertising and data privacy;
changes in tax law (including tax treaties), rates or requirements
(including with respect to the impact of excise tax increases) or
accounting standards; and changes in environmental laws, health
regulations and the laws governing labour and
pensions;
●
changes to the
international tax environment such as the OECD Base Erosion and
Profit Shifting Initiative and EU anti-tax abuse measures resulting
in uncertainty around the application of existing and new tax laws,
leading to unexpected tax exposures;
●
the consequences of
any failure by Diageo to comply with anti-corruption and other laws
and regulations or any failure of Diageo's related internal
policies and procedures to comply with applicable law;
●
ability to maintain
Diageo's brand image and corporate reputation or to adapt to a
changing media environment, and exposure to adverse publicity,
whether or not justified, and any resulting impacts on Diageo's
reputation and the likelihood that consumers choose products
offered by Diageo's competitors;
●
increased
competitive product and pricing pressures, including as a result of
actions by increasingly consolidated competitors, that could
negatively impact Diageo's market share, distribution network,
costs or pricing;
●
the effects of
Diageo's business strategies, including in relation to expansion in
emerging markets and growth of participation in international
premium spirits markets, the effects of business combinations,
partnerships, acquisitions or disposals, existing or future, and
the ability to realise expected synergies and/or costs
savings;
●
Diageo's ability to
benefit from its strategy, including its ability to expand into new
markets, to complete and benefit from existing or future business
combinations or other transactions, to implement cost saving and
productivity initiatives or to forecast inventory levels
successfully;
●
contamination,
counterfeiting or other events that could adversely affect the
perception of Diageo's brands;
●
increased costs or
shortages of talent;
●
disruption to
production facilities or business service centres or information
systems (including cyber-attack), existing or future;
●
fluctuations in
exchange rates and interest rates, which may impact the value of
transactions and assets denominated in other currencies, increase
the cost of financing or otherwise affect Diageo's financial
results;
●
movements in the
value of the assets and liabilities related to Diageo's pension
funds;
●
renewal of supply,
distribution, manufacturing or licence agreements (or related
rights) and licences on favourable terms or at all when they
expire; and
●
failure of Diageo
to protect its intellectual property rights.
All
oral and written forward-looking statements made on or after the
date of this document and attributable to Diageo are expressly
qualified in their entirety by the above factors and by the 'Risk
factors' section in our annual report for the financial year ended
30 June 2016. Any forward-looking statements made by or on behalf
of Diageo speak only as of the date they are made. Diageo does not
undertake to update forward-looking statements to reflect any
changes in Diageo's expectations with regard thereto or any changes
in events, conditions or circumstances on which any such statement
is based. The reader should, however, consult any additional
disclosures that Diageo may make in any documents which it
publishes and/or files with the US Securities and Exchange
Commission (SEC). All readers, wherever located, should take note
of these disclosures.
This
document includes names of Diageo's products, which constitute
trademarks or trade names which Diageo owns, or which others own
and license to Diageo for use. All rights reserved. © Diageo
plc 2017.
The
information in this document does not constitute an offer to sell
or an invitation to buy shares in Diageo plc or an invitation or
inducement to engage in any other investment
activities.
This
document may include information about Diageo's target debt rating.
A security rating is not a recommendation to buy, sell or hold
securities and may be subject to revision or withdrawal at any time
by the assigning rating organisation. Each rating should be
evaluated independently of any other rating.
Past
performance cannot be relied upon as a guide to future
performance.
Diageo PLC – Director/PDMR Shareholding
Dated
10 May 2017
Diageo plc (the "Company")
Transaction notification
1.
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Details of Restricted Person / person closely associated with them
("PCA")
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a)
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Name
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1. KA
MIKELLS
2. D
CUTTER
3. S
MORIARTY
4. J
FERRÁN
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b)
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Position
/ status
|
1.
CFO
2.
MEMBER OF EXECUTIVE COMMITTEE
3.
MEMBER OF EXECUTIVE COMMITTEE
4.
CHAIRMAN
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c)
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Initial
notification / amendment
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INITIAL
NOTIFICATION
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2.
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Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
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Full
name of entity
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DIAGEO
PLC
|
b)
|
Legal
Entity Identifier Code
|
213800ZVIELEA55JMJ32
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3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
c)
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Description
of the financial instrument
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ORDINARY
SHARES 28 101/108 PENCE
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d)
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Nature
of the transaction
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1, 2,
& 3: PURCHASE UNDER DIAGEO SHARE INCENTIVE PLAN
4:
PURCHASE UNDER ARRANGEMENT WITH COMPANY
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e)
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Price(s)
and volume(s)
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Price(s)
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Volume(s)
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|
1.
£22.62
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7
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2.
£22.62
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9
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3.
£22.62
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7
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4.
£22.62
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366
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f)
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Aggregated
information
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N/A
|
g)
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Date of
the transaction
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10 MAY
2017
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h)
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Place
of the transaction
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LONDON
STOCK EXCHANGE (XLON)
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537577033
Diageo PLC – Director/PDMR Shareholding
Dated
12 May 2017
1.
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Details of Restricted Person / person closely associated with them
("PCA")
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a)
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Name
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PG
SCOTT
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b)
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Position
/ status
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NON-EXECUTIVE
DIRECTOR
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c)
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Initial
notification / amendment
|
INITIAL
NOTIFICATION
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Full
name of entity
|
DIAGEO
PLC
|
b)
|
Legal
Entity Identifier Code
|
213800ZVIELEA55JMJ32
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description
of the financial instrument
|
ORDINARY
SHARES 28 101/108 PENCE ("Ordinary Shares")
|
b)
|
Nature
of the transaction
|
Sale of
Ordinary Shares.
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)No.
of Ordinary Shares sold
|
£22.83
|
8,000
|
d)
|
Aggregated
information
|
N/A
|
e)
|
Date of
the transaction
|
11 MAY
2017
|
f)
|
Place
of the transaction
|
LONDON
STOCK EXCHANGE (XLON)
|
537577033
Diageo PLC – Director/PDMR Shareholding
Dated
15 May 2017
1.
|
Details of Restricted Person / person closely associated with them
("PCA")
|
a)
|
Name
|
KA
MIKELLS
|
b)
|
Position
/ status
|
CFO
|
c)
|
Initial
notification / amendment
|
INITIAL
NOTIFICATION
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Full
name of entity
|
DIAGEO
PLC
|
b)
|
Legal
Entity Identifier Code
|
213800ZVIELEA55JMJ32
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description
of the financial instrument
|
ORDINARY
SHARES 28 101/108 PENCE ("Ordinary Shares")
|
b)
|
Nature
of the transaction
|
Vesting
of Ordinary Shares granted as Restricted Stock Units, being part of
and subject to the previously agreed terms of an award made on 9
November 2015 under the 2015 Diageo Buy Out Plan, which was put in
place in recognition of the share awards that Ms Mikells forfeited
under the terms of her previous employer's long-term incentive
plans and sale of some of vested shares to cover tax.
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)
|
|
No. of
Ordinary Shares released
|
No. of
Ordinary Shares sold
|
Balance
of Ordinary Shares retained and beneficially owned
|
£22.91
|
43,868
|
20,664
|
23,204
|
d)
|
Aggregated
information
|
N/A
|
e)
|
Date of
the transaction
|
15 MAY
2017
|
f)
|
Place
of the transaction
|
LONDON
STOCK EXCHANGE (XLON)
|
537577033
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
|
Diageo plc
|
|
(Registrant)
|
|
|
Date:
01 June 2017
|
|
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By:
/s/John Nicholls
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Name:
John Nicholls
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Title:
Deputy Company Secretary
|
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