Share buy-back programme
London/Rotterdam - Unilever PLC and Unilever N.V. today announce that a programme to buy back shares with an aggregate market value equivalent to €5 billion, as previously announced on 6 April 2017, will commence on 19 May 2017.
The programme is in line with the Group’s objective of targeting a net debt to EBITDA ratio of 2.0x.
The buy-back will be conducted in both Unilever PLC and Unilever N.V. ordinary shares. Under the terms of the programme, between €1.5 billion and €2.5 billion will be bought back on the London Stock Exchange in the form of Unilever PLC ordinary shares, and the balance of the aggregate €5 billion will be bought back on Euronext in Amsterdam in the form of Unilever N.V. ordinary shares (or depositary receipts in respect of such ordinary shares).
The buy-back programme will take place within the limitations of the authority granted to the Boards of each of Unilever PLC and Unilever N.V. by their respective general meetings held in April 2017, pursuant to which the maximum number of shares to be bought back by Unilever PLC is 128,345,000 and the maximum number of shares (or depositary receipts thereof) to be bought back by Unilever N.V. is 223,024,384.
The buy-back programme, the purpose of which is to reduce the capital of Unilever PLC and Unilever N.V., respectively, will also be conducted within the parameters prescribed by the Market Abuse Regulation 596/2014, the Commission Delegated Regulation (EU) 2016/1052 and, in the case of Unilever PLC, Chapter 12 of the Listing Rules.
The programme will commence on 19 May 2017 and will end no later than 15 December 2017. The Group has entered into non-discretionary instructions with Deutsche Bank AG, London Branch and UBS AG, London Branch to conduct the share buy-back programme on its behalf and to make trading decisions under the programme independently of the Group.
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This announcement does not constitute, or form part of, an offer or any solicitation of an offer for securities in any jurisdiction.
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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 ‘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 2016 and the Unilever Annual Report and Accounts 2016.