FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the
month of June, 2018
UNILEVER
PLC
(Translation
of registrant's name into English)
UNILEVER HOUSE, BLACKFRIARS, LONDON, ENGLAND
(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 if the registrant is submitting the Form 6-K in
paper
as
permitted by Regulation S-T Rule 101(b)(1):_____
Indicate
by check mark if the registrant is submitting the Form 6-K in
paper
as
permitted by Regulation S-T Rule 101(b)(7):_____
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes
No .X..
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b): 82- _______
Exhibit
99 attached hereto is incorporated herein by reference.
Signatures
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.
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UNILEVER
PLC
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/S/ R SOTAMAA
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BY R SOTAMAA
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CHIEF LEGAL OFFICER AND GROUP SECRETARY
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Date:
14 June, 2018
EXHIBIT INDEX
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EXHIBIT
NUMBER
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EXHIBIT
DESCRIPTION
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99
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Notice
to London Stock Exchange dated 14
June 2018
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Unilever - Extension of Early Instruction Deadline
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Exhibit
99
Unilever - extension of Early Instruction Deadline
London/Rotterdam, 14 June 2018
Further
to the announcement by Unilever N.V. ("NV") and Unilever PLC ("PLC") (each, an "Issuer" and together, the "Issuers") on 30 May 2018 of Consent
Solicitations in respect of the outstanding notes listed in the
table below (each a "Series"
and together, the "Notes"),
the Issuers hereby announce the preliminary results as at the Early
Instruction Deadline and the extension of the Early Instruction
Deadline.
Capitalised
terms used in this notice and not otherwise defined shall have the
meanings given to them in the Consent Solicitation Memorandum
prepared by the Issuers dated 30 May 2018 (the "Consent Solicitation
Memorandum").
Preliminary results as at the Early Instruction
Deadline
The
Early Instruction Deadline was 4.00 p.m. (London Time) on 13 June
2018. As at the Early Instruction Deadline, the Tabulation Agent
had received Consent Instructions in favour of the Extraordinary
Resolution from Noteholders representing over 99 per cent. of the
total Consent Instructions received for all Series.
Extension of Early Instruction Deadline
The
Early Instruction Deadline shall be extended to the Expiration
Deadline, which is 9:30 a.m. (London time) on 22 June 2018. The
Early Consent Fee of 0.05 per cent. of the principal amount of the
Notes that are the subject of a Consent Instruction will therefore
be extended to all Noteholders submitting a valid Consent
Instruction in favour of the relevant Extraordinary Resolution
which is received by the Tabulation Agent by the Expiration
Deadline. For the avoidance of doubt, Noteholders who have already
submitted Consent Instructions do not need to resubmit their
Consent Instructions.
Payment
of the Early Consent Fee remains subject to the satisfaction of the
Fee Conditions.
All
references to the Early Instruction Deadline in the Consent
Solicitation Memorandum shall be deemed to be replaced with the
Early Instruction Deadline as extended pursuant to this
announcement. For the avoidance of doubt, all other terms of the
Consent Solicitations shall remain unchanged.
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Issuer
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Guarantor
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ISIN
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Description
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Principal amount outstanding(1)
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NV
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PLC,
UNUS
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XS1403010512
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€300,000,000
0.000 per cent. Notes due April 2020
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€300,000,000
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NV
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PLC,
UNUS
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XS0957258212
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€750,000,000
1.750 per cent. Notes due August 2020
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€750,000,000
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NV
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PLC,
UNUS
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XS1654191623
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€500,000,000
0.000 per cent Notes due July 2021
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€500,000,000
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NV
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PLC,
UNUS
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XS1178970106
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€750,000,000
0.500 per cent. Notes due February 2022
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€750,000,000
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NV
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PLC,
UNUS
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XS1566100977
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€600,000,000
0.375 per cent. Notes due February 2023
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€600,000,000
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NV
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PLC,
UNUS
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XS1241577490
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€500,000,000
1.000 per cent. Notes due June 2023
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€500,000,000
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NV
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PLC,
UNUS
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XS1769090728
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€500,000,000
0.500 per cent. Notes due August 2023
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€500,000,000
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NV
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PLC,
UNUS
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XS1403014936
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€500,000,000
0.500 per cent. Notes due April 2024
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€500,000,000
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NV
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PLC,
UNUS
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XS1654192191
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€650,000,000
0.875 per cent. Notes due July 2025
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€650,000,000
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NV
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PLC,
UNUS
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XS1769090991
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€700,000,000
1.125 per cent. Notes due February 2027
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€700,000,000
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NV
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PLC,
UNUS
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XS1566101603
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€600,000,000
1.000 per cent. Notes due February 2027
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€600,000,000
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NV
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PLC,
UNUS
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XS1403015156
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€700,000,000
1.125 per cent. Notes due April 2028
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€700,000,000
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NV
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PLC,
UNUS
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XS1654192274
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€750,000,000
1.375 per cent. Notes due July 2029
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€750,000,000
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NV
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PLC,
UNUS
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XS1769091296
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€800,000,000
1.625 per cent. Notes due February 2033
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€800,000,000
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PLC
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NV,
UNUS
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XS1560644830
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£350,000,000
1.125 per cent. Notes due February 2022
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£350,000,000
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PLC
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NV,
UNUS
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XS1684780031
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£250,000,000
1.375 per cent. Notes due September 2024
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£250,000,000
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PLC
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NV,
UNUS
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XS1684780205
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£250,000,000
1.875 per cent. Notes due September 2029
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£250,000,000
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(1)
Notes of any Series which are held by or on behalf of the relevant
Issuer, the Guarantors or any Group Company (as defined in the
Applicable Trust Deed), in each case as beneficial owner, are
deemed not to be outstanding.
Noteholders are advised to check with any bank, securities broker
or other intermediary through which they hold their Notes when such
intermediary would need to receive instructions from a Noteholder
in order for such Noteholder to participate in, or (in the limited
circumstances in which revocation is permitted) to validly revoke
their instruction to participate in, the relevant Consent
Solicitation(s) and/or the relevant Meeting(s) by the deadlines
specified above. The deadlines set by any such intermediary and
each Clearing System for the submission and (where permitted)
revocation of Consent Instructions will be earlier than the
relevant deadlines above.
Further
Information
A
complete description of the terms and conditions of the Consent
Solicitations is set out in the Consent Solicitation Memorandum. A
copy of the Consent Solicitation Memorandum is available to
eligible persons upon request from the Tabulation
Agent.
Before making a decision with respect to the Consent Solicitations,
Noteholders should carefully consider all of the information in the
Consent Solicitation Memorandum and, in particular, the risk
factors described in the section entitled "Certain Considerations relating to the Consent
Solicitations"
Further
details about the transaction can be obtained from:
The Solicitation Agents
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Deutsche Bank AG, London Branch
Winchester
House
1 Great
Winchester Street
London
EC2N 2DB
United
Kingdom
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HSBC Bank plc
8
Canada Square
London
E14 5HQ
United
Kingdom
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UBS
Limited
5
Broadgate
London
EC2M 2QS
United
Kingdom
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Telephone:
+44 20 7545 8011
Attention:
Liability Management Group
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Telephone:
+44 20 7992 6237
Attention:
Liability Management Group
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Telephone:
+44 20 7568 2133
Attention:
Liability Management Group
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Copies
of the Consent Solicitation Memorandum can be obtained from, and
requests for information in relation to the procedures for
participating in the Consent Solicitations, and the submission of a
Consent Instruction should be directed to:
Tabulation Agent
Lucid Issuer Services Limited
Tankerton
Works
12
Argyle Walk
London
WC1H
8HA
United
Kingdom
Tel:
+44 20 7704 0880
Fax:
+44 20 7067 9098
Attention:
Paul Kamminga/Arlind Bytyqi
DISCLAIMER This announcement must be read in conjunction
with the Consent Solicitation Memorandum. This announcement and the
Consent Solicitation Memorandum contain important information which
should be read carefully before any decision is made with respect
to the relevant Proposed Amendments. If any Noteholder is in any
doubt as to the action it should take or is unsure of the impact of
the implementation of the relevant Proposed Amendments or the
relevant Extraordinary Resolution to be proposed at the relevant
Meeting, it is recommended to seek its own financial and legal
advice, including as to any tax and legal consequences, from its
broker, bank manager, solicitor, accountant or other independent
financial or legal adviser. Any individual or company whose Notes
are held on its behalf by a broker, dealer, bank, custodian, trust
company or other nominee or intermediary must contact such entity
if it wishes to participate in the relevant Consent
Solicitation.
None of
the Solicitation Agents, the Tabulation Agent, the Issuers, nor any
director, officer, employee, agent or affiliate of any such person,
is acting for any Noteholder, or will be responsible to any
Noteholder for providing any protections which would be afforded to
its clients or for providing advice in relation to the relevant
Consent Solicitation, and accordingly none of the Solicitation
Agents, the Tabulation Agent, the Issuers, nor any director,
officer, employee, agent or affiliate of, any such person makes any
recommendation whether Noteholders should participate in the
relevant Consent Solicitation.
Safe Harbour
This
announcement may contain forward-looking statements, including
'forward-looking statements' within the meaning of the United
States Private Securities Litigation Reform Act of 1995, including
statements related to underlying sales growth and underlying
operating margin. Words such as 'will', 'aim', 'expects',
'anticipates', 'intends', 'looks', 'believes', 'vision', or the
negative of these terms and other similar expressions of future
performance or results, and their negatives, are intended to
identify such forward-looking statements. These forward-looking
statements are based upon current expectations and assumptions
regarding anticipated developments and other factors affecting the
Unilever Group (the "Group"). They are not historical facts,
nor are they guarantees of future performance.
Because
these forward-looking statements involve risks and uncertainties,
there are important factors that could cause actual results to
differ materially from those expressed or implied by these
forward-looking statements. Among other risks and uncertainties,
the material or principal factors which could cause actual results
to differ materially are: Unilever's global brands not meeting
consumer preferences; Unilever's ability to innovate and remain
competitive; Unilever's investment choices in its portfolio
management; inability to find sustainable solutions to support
long-term growth; customer relationships; the recruitment and
retention of talented employees; disruptions in our supply chain;
the cost of raw materials and commodities; the production of safe
and high quality products; secure and reliable IT infrastructure;
successful execution of acquisitions, divestitures and business
transformation projects; economic and political risks and natural
disasters; the effect of climate change on Unilever's business;
financial risks; failure to meet high and ethical standards; and
managing regulatory, tax and legal matters. These forward-looking
statements speak only as of the date of this announcement. Except
as required by any applicable law or regulation, the Group
expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in the Group's expectations
with regard thereto or any change in events, conditions or
circumstances on which any such statement is based. Further details
of potential risks and uncertainties affecting the Group are
described in the Group's filings with the London Stock Exchange,
Euronext Amsterdam and the US Securities and Exchange Commission,
including in the Annual Report on Form 20-F 2017 and the Unilever
Annual Report and Accounts 2017.
IMPORTANT INFORMATION IN RESPECT OF SIMPLIFICATION
The below disclaimer relates only to, and is included in relation
only to, Simplification.
This
announcement is for informational purposes only and does not
constitute or form part of an offer to sell or the solicitation of
an offer to buy or subscribe to any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This announcement is not an offer of securities for sale into the
United States. No offering of securities shall be made in the
United States except pursuant to registration under the US
Securities Act of 1933 (the "Securities Act"), or an exemption
therefrom.
The
release, publication or distribution of this announcement in
certain jurisdictions may be restricted by law and therefore
persons in such jurisdictions into which this announcement is
released, published or distributed should inform themselves about
and observe such restrictions.
No
solicitation will be made in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the laws of
such jurisdiction.
This
announcement does not constitute or form part of any offer or
invitation to sell, or any solicitation of any offer to purchase.
It is not an advertisement and not a prospectus for the purposes of
Directive 2003/71/EC, as amended.