- Report of Foreign Issuer (6-K)
30 Oktober 2008 - 1:50PM
Edgar (US Regulatory)
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of October, 2008
UNILEVER N.V.
(Translation of registrant's name into English)
WEENA 455, 3013 AL, P.O. BOX 760, 3000 DK, ROTTERDAM, THE NETHERLANDS
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F..X.. Form 40-F.....
Indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):_____
Indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7):_____
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..X..
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- ________
Exhibit 99 attached hereto is incorporated herein by reference.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
UNILEVER N.V.
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/S/ P J CESCAU
By P J CESCAU
DIRECTOR
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/S/ J A LAWRENCE
By J A LAWRENCE
DIRECTOR
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Date: 30 October 2008
EXHIBIT INDEX
-------------
EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
99
Notice to Euronext, Amsterdam dated 30 October 2008
3rd
Quarter Results
Exhibit 99
INTERIM MANAGEMENT REPORT FOR NINE MONTHS TO
SEPTEMBER 2008
SUSTAINED COMPETITIVE GROWTH IN A
CHALLENGING ENVIRONMENT
Financial Highlights for the first nine
months
-
Underlying sales growth of 7.4% in the first
nine months with 8.3% in the third quarter.
-
Operating margin of 24.2% in the quarter
boosted by profits on disposals. Underlying improvement in
operating margin of 0.3 percentage points in both the first
nine months and the quarter.
-
Underlying growth in operating profit of 9%
at constant exchange rates in both the year to date and the
quarter.
-
Earnings per share up by 26%, also
benefiting from higher profits on disposals.
-
Interim dividendof €0.26 per NV share
and 20.55p per PLC share.
Operational Highlights for the first nine
months
-
Broad-based growth across all categories,
and in line with our markets overall.
-
Volume growth of 0.7% in the first nine
months and 0.6% in the third quarter.
-
Additional €100 million invested behind
our brands. Increased share of advertising spend relative
to competitors.
-
Continued strong growth in Developing and
Emerging countries with volumes up and increased prices.
-
Sales up in North America and
from pricing in more challenging
markets.
-
Timely pricing actions and delivery of
accelerated savings from cost efficiency programmes more than
offset continued increases in commodity costs which peaked in
the third quarter.
-
Strong single A balance sheet and active
financial management serving us well in current financial
turmoil.
"In the first nine months of the year we have
delivered over 7% underlying sales growth. We have strengthened
the business in a tough environment. Despite the
price rises needed in the light of unprecedented
cost increases, our volumes are holding up. Our cost savings
programmes are far reaching and on-track to deliver. We have been
reshaping the portfolio, allowing us to focus our resources
where it matters most; behind our brands and our priority
categories. All this leaves us well placed for the
future. This year we now expect to
deliver underlying sales growth well in excess of our
long-term target range of 3-5%, together with an underlying
improvement in operating margin for the year."
Patrick Cescau, Group Chief
Executive
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INTERIM MANAGEMENT REPORT FOR NINE MONTHS TO
SEPTEMBER 2008
In the following commentary we report underlying
sales growth (abbreviated to 'USG' or 'growth') at constant exchange
rates, excluding the effects of acquisitions and disposals. Turnover
includes the impact of exchange rates, acquisitions and disposals.
Unilever uses 'constant rate' and 'underlying' measures primarily for
internal performance analysis and targeting purposes. We
also comment on trends in operating margins before RDIs
(restructuring, disposals, impairments and other one-off
items). Unilever believes that such measures provide additional
information for shareholders on underlying business performance trends.
Such measures are not defined under IFRS and are not intended to be a
substitute for GAAP measures of turnover, operating
margin, profit, EPS and cash flow. Please refer also to
note 2 to the financial statements.
1. SUMMARY OF BUSINESS
PERFORMANCE
Underlying sales growth was 7.4% in the first nine
months with 8.3% in the third quarter. Despite the price
increases necessary to offset higher costs, volumes have held up
well.
Our business in Europe has grown by 2.4% so far this
year, with 2.5% in the quarter despite difficult conditions
in
with lower market volumes. We are making good
progress with our transformation programme, simplifying the
organisation and taking out cost. This has improved profitability.
Volume development improved in the third quarter, but is not yet where
we want it to be. Central and
continued to grow strongly.
grew by 6.5% in the first nine months,
including 3.9% in the
which is in line with our markets, and 11.6%
in
, ahead of market growth. Growth in the third
quarter was 8.2%, boosted by the effect of the IT systems
change last year which had reduced growth last quarter.
Growth in Asia Africa was 15.1% in the first nine
months with a further acceleration to 15.7% in the third quarter.
Volumes continue to grow, up by 3.2% in the third quarter,
notwithstanding the price increases taken. Growth remains broad-based
by country.
So far this year, we have invested an additional
€100 million behind our brands. Our share of advertising
relative to competitors in the market has grown, and we have
benefited from our programmes to raise the efficiency of our media
spend. In the third quarter we invested an additional
€20 million behind our brands. As a percentage of
sales, spend on advertising and promotions was 0.5
percentage points lower than last year in the first nine
months and 0.7 percentage points lower in the third quarter. These
ratios reflect the strong, price driven, sales growth.
Efficiency programmes have accelerated through the
year, with €0.8 billion already realised in the first nine months.
This, together with the pricing action we have taken has enabled us to
offset commodity cost increases of close to €2 billion and to
deliver an underlying improvement in operating margin.
2. FINANCIAL
COMMENTARY FOR THE FIRST NINE MONTHS
Underlying sales grew by 7.4%. This was largely
offset by the strengthening of the euro against most currencies, and
the impact of acquisitions and disposals, to leave turnover 0.2%
higher.
Operating profit was €1 561 million higher,
including a higher level of profits on business disposals. These
were the disposal of Boursin cheese in the first half year, and the
disposals of North American laundry and Lawry's seasonings in the third
quarter. In total, disposals have generated a pre-tax profit of
€1 579 million in the first nine months, compared with €52
million in the same period last year. Our disposal programme will
be neutral to operating margin in the medium term, but will have a
dilutive effect of around 0.2 percentage points in the fourth quarter
of 2008 and around 0.3 percentage points in 2009.
Before the impact of restructuring, disposals and
impairments, operating profit grew by 2% at current exchange rates, or
9% at constant exchange rates.
The operating margin was 18.8%. Before the
impact of restructuring, disposals and impairments, there was an
underlying improvement in operating margin of 0.3 percentage
points.
2.3 Finance costs and
tax
Finance costs of net borrowings were 4% lower in the
first nine months, with an improved net interest rate. During
October we successfully renewed our annual committed credit facilities.
The effective tax rate was 28% in the first nine
months. This included a relatively high rate of 32% in the third
quarter reflecting the tax on disposal profits in the
. The underlying tax rate, before restructuring
and disposals, was 26% in the first nine months compared with 22% in
the same period last year, when we had substantial benefits from the
favourable settlement of prior year tax audits. For the full year
we expect the underlying tax rate to be around 25%, slightly below our
longer term guidance of 26%.
2.4 Joint ventures, associates
and other income from non-current investments
Share of net profit from joint ventures and
associates and other income from non-current investments contributed
€129 million, which was €41 million lower than last year as a
result of a lower level of one-time gains in the first
quarter.
2.5 Net profit and earnings per
share
Net profit was 22% higher in the year to date,
boosted by the profits on disposals.
Earnings per share were €1.38, including a net
gain of €0.24 from restructuring, disposals and
impairments. This compares with €1.10 in the same period last
year, which included a net loss of €0.05 from restructuring,
disposals and impairments and benefited from the particularly low tax
rate.
In the first nine months of 2008 we bought back
shares to a value of €1.5 billion.
As expected, there was a substantial improvement in
cash flow in the third quarter, which was €0.5 billion higher than
last year. This was driven by an underlying improvement in
profitability, lower working capital compared with the mid year
position and lower cash costs of pensions.
For the first nine months of the year, net cash flow
from operating activities, at €2.5 billion, was €0.1 billion
lower than last year. The effect of the substantial increase in
working capital in the first half year has been largely offset by the
improved cash generation in the third quarter.
Working capital was reduced substantially during the
third quarter and has now returned to a more normal seasonal
level.
Movements in the values of other non-pension related
assets and liabilities largely reflect movements in exchange
rates.
The overall funding position of the Group's pension
arrangements was little changed over the first nine months of
the year, as the impact of higher IAS 19 discount rates largely
outweighed falls in asset values. The asset value
and IAS 19 value of liabilities both fell by €3.0 billion during
the first nine months and the overall net liability for all
arrangements was €1.1 billion at the end of the third quarter, the
same as at the end of 2007.
3. OPERATIONAL REVIEW FOR THE FIRST NINE
MONTHS
Restructuring, business disposals and other
items
Underlying sales growth was 2.4% in the year to
date, with 2.5% in the third quarter. Pricing has contributed over 4%,
with volume lower by around 2%.
continued to grow at around 10% with
contributions from both price and volume.
has been particularly strong with a further
acceleration in the third quarter.
grew by 1.3% in the year to date with 1.4% in
the third quarter. Growth of our markets has slowed with volume
consumption now lower than a year ago and there has been some
down-trading to private label products. Against this background, our
businesses in the
have grown solidly and continued to do so in
the third quarter. Sales were lower in
returned to growth in the third quarter and is
now ahead for the year to date.
New harmonised and improved recipes of our family
brand margarines have been launched throughout the region with
communication centred on "growing great kids".
mayonnaise promotes the benefits of Omega 3
and the use of free range eggs. In the
stock pots, a new generation of bouillon using
technology already deployed in
brand is extending the range of pyramid
infusions through the region and has introduced 'crystal green' teas in
Central and
' concentrated detergents giving consumers a more
convenient and environmentally friendly wash with no loss in cleaning
power. The new '
fizz' spray offers cleaning in one quick wipe
while '
grotbuster' addresses bathroom hygiene needs.
The latest
body spray 'dark temptation' "with the
effect of chocolate" is on track to be the most successful variant
yet. The
'Go Fresh' range is now in place in most
countries throughout the region. In oral care, we have
launched
white now, the first instant whitening
toothpaste.
The year to date operating margin of 18.3% was 4.6
percentage points higher than last year, largely reflecting profits on
disposals. Before restructuring and disposals there was an underlying
improvement in margin of 0.7 percentage points. Gross margins were
lower as we recovered cost increases in absolute terms but not yet
sufficiently to maintain the percentage margin. However this was more
than compensated by sharply lower overheads costs.
The European supply chain transformation
is progressing well. So far, we have announced restructuring plans
at 16 factories together with additional capital investments to
increase efficiency. The implementation of a harmonised IT system
continues with 80% of all locations already live, and will be complete
by January 2009. All eight multi-country organisations have been
announced and are now operational. The consequences for our
people have been managed with care.
We are investing €100 million in a new
manufacturing facility in
In July we announced the disposal of
the
olive oil business and three local bottled oil
brands in
. This is expected to complete in the fourth
quarter.
Restructuring, business disposals and other
items
Underlying sales have grown by 6.5% in the first
nine months of the year, with stable volumes.
has grown at around 4% so far this year and
sustained this level in the third quarter, adjusting for the effect of
the IT systems implementation last year. All of the growth in
our markets is coming from pricing, with volumes lower than last year
in personal care but holding up in foods. Our market shares have
remained firm.
was 12% with strong pricing and modest volume
gains.
has continued to improve and is now
contributing strongly, while
slowed somewhat in the third quarter after
rapid growth in the first half year.
frozen meals offer a real alternative to more
expensive restaurant meals and have been extended from skillet dishes
to include oven baked meals. The
range has been further strengthened with the
addition of an olive oil mayonnaise in the
and new milder tasting mayonnaise made with
milk in
range of skin care products has been extended
in the
for men' and high efficacy '
clinical therapy'. The latest
global
range, 'go fresh', and the new
fragrance 'dark temptation' have been launched
across the region. In Laundry the new
mix with improved cleaning and longer-lasting
freshness has been introduced to
which contains fabric conditioner.
The operating margin for the first nine months was
24.2%, which was 9.5 percentage points higher than last year,
benefiting from profits on disposals. Before the impact of
restructuring, disposals and impairments, there was an underlying
reduction in margin of 0.4 percentage points. Savings programmes and
price increases have fully offset the impact of higher commodity costs
in absolute terms, but this has not been enough to maintain the
percentage margin.
In the third quarter we completed the disposals of
Lawry's seasonings and spices and the North American laundry business.
We signed agreements with Starbucks to include Tazo ready-to-drink tea
in the Pepsi-Lipton joint venture and for the manufacture, marketing
and distribution of Starbucks ice cream in the US and
Canada.
The move to a single head office for
the
in Englewood Cliffs has been completed and the
ice cream business has been integrated. A new customer
solutions team is partnering with our customers to improve
understanding of shopper behaviour and develop innovative shopping
experiences.
We have recently announced the creation of a new
multi-country organisation made up of the
. This will build scale, drive
efficiencies and enhance our capabilities across these
countries.
Restructuring, business disposals and other
items
There has been sustained, broad-based growth across
countries and categories. Underlying sales growth was 15.1%,
accelerating to 15.7% in the third quarter. This growth was faster than
our markets in both volume and price. All of our top five Developing
and Emerging market businesses have grown at around 20% so far this
year, and all have grown from a combination of increased prices and
higher volumes.
has benefited from a portfolio which
spans higher and lower price tiers and from extensive micro-marketing
tailored to faster growing areas and channels. In
volumes continue to grow well, and we have
started to take price increases for the first time this year.
have also continued to show good performances
and
improved sharply after a poor second
quarter.
remains a challenging market for us, with
strong local competitors.
had a better third quarter with good volume
growth and a greater contribution from price.
Our spreads ranges have been developed with the
introduction of lower fat spreads in South and Central Africa and
sachets of
, providing a low unit price entry point for
consumers.
milk tea has been launched in a number of new
countries and we introduced
bouillon jellies introduced earlier in the
year in
have been extended with a new variant and we
have launched
as the first step to building a market for
deodorants in
anti-ageing and skin-lightening creams and the
new global
range have been rolled out across the region.
Innovations in laundry include
Excel multi-chamber sachets, and low unit
price packs in the
The operating margin for the first nine months was
13.6%, which was 1.1 percentage points higher than a year ago. Before
the impact of restructuring and disposals there was an underlying
improvement of 0.8 percentage points. Savings programmes and price
increases have offset the impact of higher commodity costs and we have
the benefit of increased scale from sales growth.
The One Unilever organisation is in place throughout
the region and the move to a single SAP system across the region
is progressing to plan. We are centralising regional
supply chain management in
Earlier in the year we announced the disposal of our
palm oil business in
and the acquisition of soaps in the same
country. We have also announced the disposal of Komili olive oil
in
. Both transactions are expected to complete
in the fourth quarter.
As previously announced, Unilever is currently
engaged with both the European Commission and other national
competition authorities in ongoing investigations in
. These investigations cover aspects of Unilever's
home care, personal care and ice cream businesses. Since the half year,
we have settled and withdrawn an appeal against the imposition of fines
by the German cartel office and have confirmed the closure of an
investigation into our ice cream business in
. We continue to cooperate fully with
all ongoing investigations.
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' or the negative of
these terms and other similar expressions of future performance or
results, including financial objectives to 2010, 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, consumption levels,
costs, the ability to maintain and manage key customer relationships
and supply chain sources, currency values, interest rates, the ability
to integrate acquisitions and complete planned divestitures, 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
Annual Report on Form 20-F. 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.
+44 20 7822 6805
tim.johns@unilever.com
or +44 20 7822 6010
trevor.gorin@unilever.com
NL +31 10 217 4844
gerbert-van.genderen-stort@unilever.com
|
+44 20 7822
6830 investor.relations@unilever.com
|
There will be a web cast of the results presentation
available at:
www.unilever.com/ourcompany/investorcentre/results/quarterlyresults/default.asp
The results for the year and the
announcement of final dividends will be published
on 5 February 2009.
CONDENSED FINANCIAL
STATEMENTS
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After (charging)/crediting:
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Restructuring, business disposals and
other items (see note 3)
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Pensions and similar
obligations
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Share in net profit/(loss) of joint
ventures
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Share in net profit/(loss) of
associates
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Other income from non-current
investments
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Net profit from continuing
operations
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Net profit/(loss) from discontinued
operations
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Net profit for the
period
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Combined earnings per share
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Continuing operations
(Euros)
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Continuing operations - diluted
(Euros)
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Discontinued operations
(Euros)
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Discontinued operations - diluted
(Euros)
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Total operations - diluted
(Euros)
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Impact of restructuring, business
disposals and other items on earning per share
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STATEMENT OF RECOGNISED INCOME
AND EXPENSE
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Fair value gains/(losses) on financial
instruments net of tax
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Actuarial gains/(losses) on pension
schemes net of tax
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Currency retranslation gains/(losses)
net of tax
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Net income/(expense) recognised
directly in equity
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Net profit for the period
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Total recognised income and
expense for the period
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Cash flow from operating
activities
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Net cash flow from operating
activities
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Acquisitions and disposals
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Other investing activities
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Net cash flow from/(used in)
investing activities
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Dividends paid on ordinary share
capital
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Interest and preference dividends
paid
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Change in financial liabilities
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Other movements on treasury stock
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Other financing activities
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Net cash flow from/(used in)
financing activities
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Net increase/(decrease) in cash
and cash equivalents
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Cash and cash equivalents at the
beginning of the year
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Effect of foreign exchange rate
changes
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Cash and cash equivalents at the
end of period
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Property, plant and equipment
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Pension asset for funded schemes in
surplus
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Trade and other current
receivables
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Cash and cash equivalents
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Non-current assets held for sale
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Trade payables and other current
liabilities
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Liabilities associated with non-current
assets held for sale
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Total current
liabilities
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Net current
assets/(liabilities)
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Total assets less current
liabilities
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Financial liabilities due after one
year
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Non-current tax liabilities
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Pensions and post-retirement healthcare
benefits liabilities:
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Funded schemes in deficit
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Other non-current liabilities
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Total non-current
liabilities
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NOTES TO THE FINANCIAL
STATEMENTS
1 ACCOUNTING INFORMATION AND
POLICIES
The condensed interim financial statements are based
on International Financial Reporting Standards (IFRS) as adopted by the
EU and IFRS as issued by the International Accounting Standards Board,
and have been prepared in accordance with International Accounting
Standard (IAS) 34 'Interim Financial Reporting'. The basis of
preparation is consistent with that applied for the year
ended 31 December 2007.
The condensed financial statements are shown at
current exchange rates, while percentage year-on-year changes are shown
at both current and constant exchange rates to facilitate
comparison.
The income statement on page 8 and the
statement of recognised income and expense and the cash flow statement
on page 9 are translated at rates current in each
period. The balance sheet on page 10 is translated
at period-end rates of exchange.
The financial statements attached do not constitute
the full financial statements within the meaning of Section 240 of the
UK Companies Act 1985. Full accounts for Unilever for the year ended 31
December 2007 have been delivered to the Registrar of
Companies. The auditors' report on these accounts was unqualified and
did not contain a statement under Section 237(2) or Section 237(3) of
the UK Companies Act 1985.
In our financial reporting we use certain measures
that are not recognised under IFRS or other generally accepted
accounting
principles (GAAP). We do this because we believe
that these measures are useful to investors and other users of our
financial
statements in helping them to understand underlying
business performance. Wherever we use such measures, we make clear
that
these are not intended as a substitute for
recognised GAAP measures. Wherever appropriate and
practical, we provide
reconciliations to relevant GAAP measures.
The principal non-GAAP measure which we apply in our
quarterly reporting is underlying sales growth, which we reconcile to
changes in the GAAP measure turnover in notes 4 and 5.
In note 8 we reconcile net debt to the amounts reported in our
balance sheet and cash flow statement. We also comment on
underlying trends in operating profit, by which we mean the
movements recorded after setting aside the impact of restructuring,
disposals, impairments and other one-off items, on the
grounds that the incidence of these items is uneven between quarterly
reporting periods. We specifically avoid referring to a measure of
'underlying operating profit', since such a term might imply that we
did not regard the items involved, particularly restructuring costs, as
an ongoing element of our business over the longer term. In
addition, we report annually against two further non-GAAP
measures: Ungeared Free Cash Flow and Return on Invested Capital.
Further information about these measures and their reconciliation to
GAAP measures is given on on our website
at www.unilever.com/investorcentre
3 SIGNIFICANT ITEMS
WITHIN THE INCOME STATEMENT
In our income statement reporting we recognise
restructuring costs, profits and losses on business disposals and
certain other one-off items, which we collectively term RDIs. We
disclose on the face of our income statement the total value of such
items that arise within operating profit. In our operating review by
geographic segment and in note 4 we highlight the impact of
these items on our operating margin. The impact of these items, and of
similar items arising within other elements of our income statement, on
our reported net profit was as follows:
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RDIs within operating profit:
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Impairments and other
one-off items
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Total RDIs within operating
profit
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Tax effect of RDIs within operating
profit:
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RDIs arising below operating
profit:
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Total impact of RDIs on net
profit
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The impact of RDIs on reported Earnings Per Share is
given in note 10.
4 SEGMENTAL ANALYSIS BY
GEOGRAPHY
On 28 February 2008 Unilever announced a number of
organisational changes. As part of these changes, our operations in
Central and Eastern Europe will in future be managed within an enlarged
region together with those in Asia and Africa, with
becoming a standalone region. Since these
changes are taking place progressively during 2008, we are continuing
to report quarterly against our structure as it applied in 2007. In our
fourth quarter reporting for 2008 we will provide additional analysis
of our regional results against the new structure, including restated
amounts for each of the quarters of 2008, and will report on the new
basis thereafter.
Continuing operations
- Third Quarter
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Includes restructuring, business
disposals and other items
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Continuing operations - Nine
Months
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Includes restructuring, business
disposals and other items
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5 SEGMENTAL ANALYSIS BY PRODUCT
AREA
Continuing operations
- Third Quarter
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Savoury, dressings and
spreads
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The effective tax rate
for the nine months was 28% compared
with 21% for the first nine months of 2007. The tax
rate is calculated by dividing the tax charge by pre-tax profit
excluding the contribution of joint ventures and
associates.
Reconciliation of net profit to cash
flow from operating activities
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Share of net profit of joint
ventures/associates and other income from non-current
investments
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Operating profit (continuing and
discontinued operations)
|
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Depreciation, amortisation and
impairment
|
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Changes in working capital
|
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Pensions and similar provisions less
payments
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Restructuring and other provisions less
payments
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Elimination of (profits)/losses on
disposals
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Non-cash charge for share-based
compensation
|
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Cash flow from operating
activities
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Total financial liabilities
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Financial liabilities due within one
year
|
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Financial liabilities due after one
year
|
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Cash and cash equivalents as per balance
sheet
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Cash and cash equivalents as per cash
flow statement
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Add bank overdrafts deducted
therein
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On 21 February 2008 we issued Swiss franc notes to
the value of CHF 600 million (€360 million) in two tranches: CHF
250 million with an interest rate of 3.125% and maturing in January
2012, and CHF 350 million at 3.5% maturing in March 2015. On 21
May 2008 we issued €750 million fixed rate notes with a
coupon rate of 4.875%, repayable in 2013.
During the third quarter we made partial repayments
of the
$ Floating Rate extendible Notes due in the
2009 amounting to US $215 million (on 11 August 2008) and US $105
million (on 11 September 2008). On 12 September 2008 we repaid South
African 10.2% bonds of ZAR1 billion.
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Total recognised income and expense for
the period
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Movement in treasury stock
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Share-based payment credit
|
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Dividends paid to minority
shareholders
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Currency retranslation gains/(losses)
net of tax
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Other movements in equity
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Equity at the end of the
period
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During the first nine months of
2008 we purchased shares to the value of
€1.5 billion under the share buy-back programme.
10 COMBINED EARNINGS PER
SHARE
The combined earnings per share calculations are
based on the average number of share units representing the combined
ordinary shares of NV and PLC in issue during the period, less the
average number of shares held as treasury stock.
In calculating diluted earnings per share, a number
of adjustments are made to the number of shares, principally the
following:
(i) conversion into PLC ordinary shares in the year
2038 of shares in a group company under the arrangements for the
variation of the Leverhulme Trust and (ii) the exercise of share
options by employees.
Earnings per share for total operations for
the first nine months were calculated as follows:
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Average number of combined share
units
|
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Net profit attributable to shareholders'
equity
|
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Adjusted average number of combined
share units
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Combined EPS - diluted (Euros)
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Impact of RDIs on Earnings Per
Share
|
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Total impact of RDIs on reported net
profit (see note 3)
|
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Impact of RDIs on basic earnings per
share (Euros)
|
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Earnings per share in US Dollars
and Sterling
|
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Combined EPS - diluted (Dollars)
|
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Combined EPS - diluted (Pounds)
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The numbers of shares included in the calculation of
earnings per share is an average for the period. During the period the
following movements in shares have taken place:
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Number of shares at 31 December
2007 (net of treasury stock)
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Net movements in shares under incentive
schemes
|
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Number of shares
at 30 September 2008
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The Boards have declared interim dividends in
respect of 2008 on the ordinary shares at the following rates
which are equivalent in value at the rate of exchange applied under the
terms of the Equalisation Agreement between the two companies:
Per Unilever N.V. ordinary
share: €0.26 (2007: €0.25)
Per Unilever PLC ordinary
share: 20.55p
(2007: 17.00p)
The NV and PLC interim dividends will
be payable as from 3 December 2008, to shareholders
registered at close of business on
7 November 2008, and will go ex-dividend
on 5 November 2008.
The NV interim dividend, when converted at the
Euro/Dollar European Central Bank rate of exchange
on 29 October 2008, represents US $0.3320 per
New York Share of €0.16 (2007: US $0.3612) before
deduction of
withholding tax. The PLC interim
dividend, when converted at the Bank of England Sterling/Dollar rate of
exchange on 29 October 2008, represents US
$0.3301 per American Depositary Receipt (2007: US
$0.3525).
shares of NV and the American Depositary
Receipts of PLC will go ex-dividend on 5 November 2008.
US dollar checks for the interim dividend will be
mailed on 2 December 2008, to holders of record at the close of
business on 7 November 2008. In the case of the NV New York
shares,
withholding tax will be deducted at the
appropriate rate. The interim dividend will be
payable as from 3 December 2008.
12 ACQUISITIONS AND
DISPOSALS
On 14 November 2007 we announced that we had signed
a definitive agreement with McCormick & Company, Incorporated
to
sell our Lawry's and Adolph's branded seasoning
blends and marinades business in the US and Canada for €410
million. The transaction was completed on 31 July 2008. The
combined annual turnover of the business is approximately €100
million.
With effect from 1 January 2008, we entered
into an expanded international partnership with Pepsico for the
marketing and distribution of ready-to-drink tea products under
the
On 3 January 2008 we completed the sale of the
Boursin brand to Le Groupe Bel for €400 million. The turnover of
this brand in 2007 was approximately €100 million.
On 4 February 2008 we announced that we had signed
an agreement to acquire Inmarko, the leading Russian ice
cream
company, for an undisclosed amount. The transaction
was completed on 2 April 2008. The company had a turnover in
2007
of approximately €115 million.
On 19 June 2008 we announced that we had signed an
agreement to sell our edible oil business in
together with our interests in local palm oil
plantations, Palmci and PHCI. At the same time we plan to acquire the
soap business of Cosmivoire, an Ivorian producer with a market presence
throughout Francophone West Africa. The deal is subject to approval by
the regulatory authorities.
On 10 July 2008 we announced that we had signed an
agreement to sell Komili, the market leading olive oil brand
in
, to Ana Gida, part of the Anadolu Group, for an
undisclosed amount. The transaction, which is subject to regulatory
approval, is expected to be completed by the end of 2008.
On 21 July 2008 we announced that we had signed an
agreement with Grupo SOS for the disposal of our Bertolli olive oil and
vinegar business, for a consideration of €630 million. The
transaction is structured as a worldwide perpetual licence by Unilever
of the
brand in respect of olive oil and premium
vinegar. The transaction includes the sale of the Italian Maya, Dante
and San Giorgio olive oil and seed oil businesses, as well as the
factory at
. The transaction, which is subject to regulatory
approval, is expected to be completed by the end of 2008.
On 28 July 2008 we announced that we had signed a
definitive agreement to sell our North American laundry business in
the
to Vestar Capital Partners, a leading global
private equity firm, for a face value of US $1.45 billion. The
transaction was completed on 9 September 2008. The businesses sold
include the
fabric cleaning and fabric conditioning brands
in the
and Puerto Rico, as well as Unilever's
manufacturing facility in
. These businesses had a combined turnover in 2007
of approximately US $1.0 billion.
13 EVENTS AFTER THE BALANCE SHEET
DATE
Mr P Polman became an Executive Director of Unilever
PLC and Unilever N.V. following approval by shareholders at a separate
General Meeting and Extraordinary General Meeting of those companies
held on 28 and 29 October 2008 respectively.
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