Unilever Plc · LSE:ULVR
Unilever — Merger or Acquisition (June 2020)
9 slides from Unilever's merger presentation, Jun 11, 2020
Slide 1: Unification of Unilever's legal structure
Unification of Unilever’s legal structure Reference deck 11th June 2020
Slide 2: Safe harbour statement & Important Information
Safe harbour statement & Important Information Safe Harbour This communication 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
Slide 3: Unification under a single parent legal structure
Unification under a single parent legal structure • Provides greater strategic flexibility to evolve the portfolio o e.g. equity-settled acquisitions or demergers • Modernises the complex legal structure which was established 90 years ago • Simplifies the capital structure, with one market capitalis
Slide 4: Unification: a legal structure change
Unification: a legal structure change Current Proposed NV ordinary shareholders now NV ordinary shares PLC ordinary shares hold PLC ordinary shares Existing PLC ordinary & NV NYRSs & PLC ADSs shares & PLC ADSs NV NYRS holders now hold PLC ADSs or PLC ordinary shares Foundation NV Agreements PLC NV m
Slide 5: Legal process to implement unification
Legal process to implement unification NV PLC shareholders shareholders 3 2 x PLC issues shares or ADSs to former NV NV legal entity will shareholders and NYRS holders. cease to exist, and all of its shares will This is not expected to be taxable event be cancelled. for shareholders resident in The
Slide 6: Unification: key features
Unification: key features Current Proposed NV PLC PLC Unilever’s multi- Multi-stakeholder approach and vision of a purpose-led, future- No change stakeholder approach fit business model driving superior performance F&R headquarters, Divisional headquarters BPC and HC headquarters No change R&D centr
Slide 7: Provisional timeline to implement unification
Provisional timeline to implement unification Q2 2020 Q3 2020 Q4 2020 Announcement of Documentation sent to Anticipated proposal shareholders implementation date Q3/ Q4 2020 NV and PLC shareholder meetings and votes Voting thresholds to proceed: • PLC: Approval of a majority in number of those who v
Slide 8: Continuing strong corporate governance
Continuing strong corporate governance Current practice for NV and PLC Continue in PLC Applying Dutch Corporate Governance Code Not applicable Applying UK Corporate Governance Code Applying Dutch, UK and US Listing Rules* Separate Chairman and CEO One-tier Board with diverse experiences Annu
Slide 9: Unification of Unilever's legal structure
Unification of Unilever’s legal structure Reference deck 11th June 2020