Form SC14D9C UNILEVER PLC Filed by: UNILEVER PLC

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14D-9

(Rule 14d-101)

 

 

Solicitation/Recommendation Statement

Under Section 14(d)(4) of the Securities Exchange Act of 1934

 

 

UNILEVER PLC

(Name of Subject Company)

 

 

UNILEVER PLC

(Name of Person(s) Filing Statement)

 

 

American Shares (evidenced by Depositary Receipts) each representing one ordinary share of the
nominal amount of 3 l/9p each

(Title of Class of Securities)

 

904767704

(CUSIP Number of Class of Securities)

 

T. E. Lovell

Group Secretary

Tel: +44(0)2078225252

Fax: +44(0)2078225464

100 Victoria Embankment

London EC4Y 0DY

United Kingdom

(Name, address and telephone number of person authorized
to receive notice and communications on behalf of the persons filing statement)

 

 

With copies to:

Thomas B. Shropshire, Jr.

Linklaters LLP

Tel: +44(0)2074562000

Fax: +44(0)2074562222

One Silk Street

London EC2Y 8HQ

United Kingdom

 

 

x               Check the box below if the filing relates solely to preliminary communications made before the commencement of a tender offer.

 

 

 

On 17 February 2017, The Kraft Heinz Company (“Kraft Heinz”) announced that it had made a potential offer for all of the shares of Unilever PLC and Unilever N.V. (together, “Unilever”). On 19 February 2017, Unilever and Kraft Heinz issued a joint statement announcing that Kraft Heinz had amicably agreed to withdraw its proposal for a combination of the two companies.

 

This Schedule 14D-9 filing contains the joint statement, issued by Unilever and Kraft Heinz, dated 19 February 2017, regarding the withdrawal of Kraft Heinz’s potential offer, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference.

 

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EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Joint statement, issued by Unilever and Kraft Heinz, dated 19 February 2017, regarding the withdrawal of Kraft Heinz’s potential offer

 

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Exhibit 99.1

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

This is a public announcement by Unilever N.V. pursuant to section 17 paragraph 1 of the European Market Abuse Regulation (596/2014). This public announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Unilever N.V.

 

This is a press release by Kraft Heinz pursuant to the provisions of Section 4 Paragraph 3 of the Decree on Public Takeover Bids (Besluit Openbare Biedingen Wft) of the Netherlands.

 

For immediate release

19 February 2017

 

Joint Statement from Unilever PLC and Unilever N.V. (“Unilever”)

and The Kraft Heinz Company (“Kraft Heinz”)

 

Unilever and Kraft Heinz hereby announce that Kraft Heinz has amicably agreed to withdraw its proposal for a combination of the two companies.

 

Unilever and Kraft Heinz hold each other in high regard. Kraft Heinz has the utmost respect for the culture, strategy and leadership of Unilever.

 

Enquiries:
Unilever
Media
Media Relations Team		+44 7917 271 819
		+44 7825 049 151
Investors
Institutional investors:	Investor Relations Team	+44 207 822 6830
Private investors:	Shareholder Services	+44 207 822 5500

 

Kraft Heinz
Michael Mullen (media)	[email protected]