Unilever declares offer for 6% and 7% preference shares unconditional

Rotterdam - As part of Unilever’s commitment to promoting the highest possible standards of corporate governance, Unilever N.V. recently announced the launch of a public cash offer for all its outstanding 6% and 7% preference shares. The offer was launched with the aim of strengthening the link between economic interests and voting rights for all Unilever N.V. shareholders.

Today, Unilever N.V. announces that all the conditions set forth in the offer memorandum dated 19 September 2011 have been satisfied and the offer is now declared unconditional.

Of the major holders of the preference shares, AEGON have tendered their shares in line with the agreement announced in May 2011. The two other major institutional holders have elected not to tender their shares. Amongst holders of the free float, approximately 56% of outstanding 6% preference shares and approximately 76% of the outstanding 7% preference shares have been tendered.

Overall this means that more than 22% of the outstanding 6% preference shares and 26% of the outstanding 7% preference shares have been tendered during the offer acceptance period, resulting in a transaction valued at €36 million. Following settlement of the offer, the tendered shares will be held in treasury.

As a result, the preference shares that still remain outstanding will account for approximately 17.5% of the voting rights in Unilever N.V.; down from 23% prior to the offer and 30% prior to the cancellation of the 4% preference shares in 2010.This represents important progress towards the goal of fully aligning voting rights with economic interests. There remains more to do however, and Unilever remains committed to reaching a final solution to the governance issues associated with the outstanding preference shares.

Preference shareholders who have accepted the offer will receive the purchase price for validly tendered and delivered preference shares on Monday 24 October 2011.

The offer relates to Unilever N.V. only. Unilever PLC is not a party to or involved in the offer.


Safe harbour statement

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. Words such as ‘expects’, ‘anticipates’, ‘intends’, ‘believes’ 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 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, including, among others, competitive pricing and activities, economic slowdown, industry consolidation, access to credit markets, recruitment levels, reputational risks, commodity prices, continued availability of raw materials, prioritisation of projects, consumption levels, costs, the ability to maintain and manage key customer relationships and supply chain sources, consumer demands, currency values, interest rates, the ability to integrate acquisitions and complete planned divestitures, the ability to complete planned restructuring activities, physical risks, environmental risks, the ability to manage regulatory, tax and legal matters and resolve pending matters within current estimates, legislative, fiscal and regulatory developments, political, economic and social conditions in the geographic markets where the Group operates and new or changed priorities of the Boards. 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 the Group’s Annual Report on Form 20-F for the year ended 31 December 2010. These forward-looking statements speak only as of the date of this document. 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.

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