Capital/Financing Update • Feb 3, 2017
Capital/Financing Update
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Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Information Memorandum dated 22 April 2016 and the supplement to it dated 26 January 2017 which together constitute a base prospectus (the "Information Memorandum") for the purposes of Directive 2003/71/EC, as amended (the "Prospectus Directive"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5(4) of the Prospectus Directive and must be read in conjunction with the Information Memorandum.
Full information on the Issuer, the Guarantors and the Notes described herein is only available on the basis of a combination of these Final Terms and the Information Memorandum. The Information Memorandum has been published for the purposes of Article 14(2) of the Prospectus Directive on the website of the Regulatory News Service operated by the London Stock Exchange at http://www.londonstockexchange.com/news/market-news/rns/rns.htm and copies may be obtained from Unilever PLC at 100 Victoria Embankment, London EC4Y 0DY and Unilever N.V. at Weena 455, 3013 AL, Rotterdam.
| Series No.: | 46 |
|---|---|
| Tranche No.: | 1 |
| Issuer: | Unilever PLC |
| Guarantors: | Unilever N.V., having its corporate seat in Rotterdam, The Netherlands and Unilever United States, Inc. |
| Title of Notes: | £350,000,000 1.125 per cent. Notes due February 2022 |
| Specified Currency or Currencies: | Pounds Sterling ("£") |
| Aggregate principal amount of Tranche/Series: |
£350,000,000 |
| Issue Date: | 3 February 2017 |
| Interest Commencement Date: | Issue Date |
| Issue Price: | 99.099 per cent. of aggregate principal amount |
| Type of Note: | Fixed Rate Note |
| Denomination(s): | . £100,000 and integral multiples of £1,000 subject to an initial minimum denomination of £100,000 or its equivalent in any other currency. |
| No Notes in definitive form will be issued with a denomination above £199,000. |
| Calculation Amount: | £1,000 | |
|---|---|---|
| Maturity Date: | 3 February 2022 | |
| Interest Basis: | Interest-bearing. | |
| Condition 6A (Fixed Rate) applies. | ||
| Condition 6D (Supplemental Provision) does not apply. | ||
| Accrual of interest: Condition 6E(5) applies | ||
| Change of Interest Basis: | Not Applicable | |
| Board approval for issuance of Notes and Guarantee obtained: |
The Chief Executive Officer of Unilever PLC authorised the issue from time to time of Notes under the Programme on 23 March 2016. The Chief Executive Officer of Unilever N.V. authorised the guarantee from time to time of Notes under the Programme on 23 March 2016. The Board of Directors of Unilever United States, Inc. approved the guarantee of any Notes under the Programme on 5 April 2016. |
|
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | ||
| Fixed interest provisions: | ||
| (i) Fixed Rate of Interest: | 1.125 per cent. per annum payable in arrear on each Interest Payment Date |
(ii) Fixed Interest Payment Date(s):
(iii) Fixed Coupon Amount:
(v) Day Count Fraction:
PROVISIONS RELATING TO REDEMPTION
| Tax Early Redemption Amount: | £1,000 per Calculation Amount |
|---|---|
| Default Early Redemption Amount: | £1,000 per Calculation Amount |
| Final Redemption Amount: | £1,000 per Calculation Amount |
GENERAL PROVISIONS APPLICABLE TO THE NOTES
Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note Yes Relevant Financial Centre(s): London
£11.25 per Calculation Amount
Actual/Actual (ICMA)
3 February in each year, commencing on 3 February
Redenomination:
Form of Notes:
New Global Note:
No
Not Applicable
2018
Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature):
A33296388
Signed on behalf of the Issuer:
UNILEVER PLC
Jafell By:
Authorised signatory
Date: 1 February 2017
Signed on behalf of the Guarantors:
UNILEVER N.V.
By:
Authorised signatory
R.C. HAZELL
UNILEVER UNITED STATES, INC. By:
Authorised signatory
Date: 1 February 2017
Date: 1 February 2017
$\overline{3}$
Application has been made for the Notes to be admitted to trading on the London Stock Exchange and Euronext in Amsterdam with effect from the Issue Date.
Estimated total expenses related to admission to trading: €4,300 (Euronext Amsterdam) and £3,600 (London Stock Exchange)
The Notes to be issued have been rated:
Standard & Poor's Credit Market Services Europe $A+$ Limited (under its trading name Standard and Poor's Ratings Services):
Moody's Investors Services Limited: $A1$
Save as discussed in "Subscription and Sale" section of the Information Memorandum, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
The UK Listing Authority has provided the competent authority in The Netherlands with a certificate of approval attesting that the Information Memorandum has been drawn up in accordance with the Prospectus Directive.
| Indication of yield: | 1.312 per cent. per annum. | |
|---|---|---|
| The yield is calculated at the Issue Date on the basis of the Issue price. It is not an indication of future yield. |
||
| Operational Information 6. |
||
| The relevant ISIN: | XS1560644830 | |
| The relevant Euroclear and Clearstream, Luxembourg Common Code: |
156064483 | |
| Any Clearing System other than Euroclear and Clearstream, Luxembourg to be used: |
Not Applicable | |
| Principal Paying Agent: | Deutsche Bank AG, London Branch | |
| Paying Agent: | ABN AMRO Bank N.V. | |
| Intended to be held in a manner which would allow Eurosystem eligibility: |
Yes | |
| US selling restrictions: | Reg. S Compliance Category 2; TEFRA D |
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