Obligation Unilever Holdings Inc. 3.125% ( US904764BA48 ) en USD

Unilever Holdings Inc.

100 % ▼

Etas-Unis

US904764BA48 ( en USD )

3.125% par an ( paiement semestriel )

21/03/2023 - Obligation échue

Prospectus brochure de l'obligation Unilever Capital Corp US904764BA48 en USD 3.125%, échue

100 000 USD

550 000 000 USD

904764BA4

A+ ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

Unilever Capital Corp est la branche de capital-investissement d'Unilever, investissant principalement dans des entreprises à fort potentiel de croissance dans les secteurs de la santé, de la nutrition et du bien-être.

L'Obligation émise par Unilever Holdings Inc. ( Etas-Unis ) , en USD, avec le code ISIN US904764BA48, paye un coupon de 3.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 21/03/2023

L'Obligation émise par Unilever Holdings Inc. ( Etas-Unis ) , en USD, avec le code ISIN US904764BA48, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Unilever Holdings Inc. ( Etas-Unis ) , en USD, avec le code ISIN US904764BA48, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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TABLE OF CONTENTS
TABLE OF CONTENTS
Table of Contents
CALCULATION OF REGISTRATION FEE

Maximum
Title of Each Class of Securities
Amount to be
Maximum Offering
Aggregate
Amount of
to be Registered

Registered(1)

Price Per Unit(1)

Offering Price

Registration Fee(1)

2.750% Notes due 2021

$400,000,000

100%

$400,000,000

$49,800

3.125% Notes due 2023

$550,000,000

100%

$550,000,000

$68,475

3.375% Notes due 2025

$350,000,000

100%

$350,000,000

$43,575

3.500% Notes due 2028

$800,000,000

100%

$800,000,000

$99,600

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933 (the "Securities Act").
Table of Contents
As Filed Pursuant to Rule 424(b)(5)
Registration No. 333-219500
PROSPECTUS SUPPLEMENT
(To Prospectus dated July 27, 2017)
Unilever Capital Corporation
$400,000,000 2.750% Senior Notes due 2021
$550,000,000 3.125% Senior Notes due 2023
$350,000,000 3.375% Senior Notes due 2025
$800,000,000 3.500% Senior Notes due 2028
Payment of Principal, Premium, if any, and Interest Guaranteed Jointly, Severally, Fully and Unconditionally by
Unilever N.V., Unilever PLC
and Unilever United States, Inc.
Unilever Capital Corporation will pay interest on each of the 2.750% senior notes due 2021 (the "2021 Notes"), the 3.125% senior notes due
2023 (the "2023 Notes"), the 3.375% senior notes due 2025 (the "2025 Notes") and the 3.500% senior notes due 2028 (the "2028 Notes" and,
together with the 2021 Notes, the 2023 Notes and the 2025 Notes, the "Notes") on March 22 and September 22 of each year, commencing
September 22, 2018. The Notes will be issued only in denominations of $100,000 and integral multiples of $1,000 in excess of $100,000.
Unilever Capital Corporation may redeem each series of Notes in whole or in part at any time at the applicable redemption price described in
this prospectus supplement plus accrued interest. See "Description of the Notes."
See "Risk Factors" beginning on page S-4 of this prospectus supplement for a discussion of certain risks that
you should consider in connection with an investment in the Notes.
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Neither the Securities and Exchange Commission (the "SEC") nor any other regulatory body has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to
the contrary is a criminal offense.

2021 Notes

2023 Notes

2025 Notes

2028 Notes

Per Note
Total
Per Note
Total
Per Note
Total
Per Note
Total

Public
Offering
Price
99.489%$397,956,000 99.313%$546,221,500 99.034%$346,619,000 98.489%$787,912,000
Underwriting
Discount(1) 0.250%$
1,000,000 0.350%$
1,925,000 0.400%$
1,400,000 0.450%$
3,600,000
Proceeds to
Unilever
Capital
Corporation 99.239%$396,956,000 98.963%$544,296,500 98.634%$345,219,000 98.039%$784,312,000
(1)
See "Underwriting."
The initial public offering prices set forth above do not include accrued interest, if any. Interest on the Notes will accrue from March 22, 2018,
and must be paid by the purchaser if the Notes are delivered after March 22, 2018.
The underwriters expect to deliver the Notes in book-entry form only through the facilities of The Depository Trust Company and its
participants, including Clearstream and Euroclear, on March 22, 2018.
Joint Bookrunners
Citigroup
Deutsche Bank Securities

HSBC
Morgan Stanley

The date of this Prospectus Supplement is March 19, 2018.
Table of Contents
You should rely only on the information contained in or incorporated by reference in this prospectus supplement and the
accompanying prospectus. We have not authorized anyone to provide you with different information. We are not making an offer of these
securities in any jurisdiction where the offer is not permitted. You should not assume that the information contained in or incorporated by
reference into this prospectus supplement or the accompanying prospectus is accurate as of any date other than the date on the front of
this prospectus supplement.
TABLE OF CONTENTS

Page

Prospectus Supplement

ABOUT THIS PROSPECTUS SUPPLEMENT
S-3
RISK FACTORS
S-4
WHERE YOU CAN FIND MORE INFORMATION ABOUT US
S-9
EXCHANGE RATES
S-10
FORWARD-LOOKING AND CAUTIONARY STATEMENTS
S-11
UNILEVER GROUP
S-12
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CAPITALIZATION
S-16
USE OF PROCEEDS
S-17
SELECTED FINANCIAL DATA
S-18
DESCRIPTION OF THE NOTES
S-19
TAXATION
S-26
UNDERWRITING
S-31
LEGAL MATTERS
S-36
EXPERTS
S-37
Prospectus

ENFORCEMENT OF CIVIL LIABILITIES AGAINST FOREIGN PERSONS

1
WHERE YOU CAN FIND MORE INFORMATION ABOUT US

2
UNILEVER GROUP

4
RATIOS OF EARNINGS TO FIXED CHARGES

9
USE OF PROCEEDS

10
DESCRIPTION OF DEBT SECURITIES AND GUARANTEES

11
PLAN OF DISTRIBUTION

24
LEGAL MATTERS

26
EXPERTS

27
We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted.
Our business, financial condition, results of operations and prospects may have changed since the date on the front cover of this prospectus
supplement.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the Notes in certain jurisdictions may be
restricted by law. This prospectus supplement and the accompanying prospectus do not constitute an offer or an invitation on our behalf or on
behalf of the underwriters or any of them to subscribe to or purchase any of the Notes, and may not be used for or in connection with an offer or
solicitation by anyone in any jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make
such an offer or solicitation. See "Underwriting."
IMPORTANT--EEA RETAIL INVESTORS--The Notes are not intended to be offered, sold or otherwise made available to and should
not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail
investor means a
S-1
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person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or
(ii) a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"), where that customer would not
qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in
Directive 2003/71/EC (as amended, the "Prospectus Directive"). Additionally for these purposes, the expression of an "offer" includes the
communication in any form and by any means of sufficient information on the terms of the offer and the Notes to be offered so as to enable an
investor to decide to purchase or subscribe the Notes. Consequently no key information document required by Regulation (EU) No 1286/2014 (as
amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been
prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under
the PRIIPs Regulation.
This prospectus supplement has been prepared on the basis that any offer of Notes in any Member State of the EEA will be made pursuant to
an exemption under the Prospectus Directive from the requirement to publish a prospectus for offers of notes. This prospectus supplement is not a
prospectus for the purposes of the Prospectus Directive.
Unilever N.V. and Unilever PLC and their group companies are together referred to in this prospectus supplement as "Unilever", the "Unilever
Group", "we", "us" or the "Group". For such purposes "group companies" means, in relation to Unilever N.V. and Unilever PLC, those companies
required to be consolidated in accordance with Netherlands and United Kingdom legislative requirements relating to consolidated accounts.
Unilever N.V. and Unilever PLC and their group companies together constitute a single group for the purpose of meeting those requirements.
In this prospectus supplement, references to "$", "US$", and "U.S. dollars" are to the lawful currency of the United States of America,
references to "£" and "pounds sterling" are to the lawful currency of the United Kingdom and references to "" and "euro" are to the lawful
currency of the member states of the European Monetary Union that have adopted or that adopt the single currency in accordance with the Treaty
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establishing the European Community, as amended by the Treaty on European Union.
References to the "Notes" are to the 2.750% Senior Notes due 2021, the 3.125% Senior Notes due 2023, the 3.375% Senior Notes due 2025
and the 3.500% Senior Notes due 2028, issued by Unilever Capital Corporation ("UCC") and guaranteed jointly, severally, fully and
unconditionally by Unilever N.V., Unilever PLC and Unilever United States, Inc. ("UNUS").
S-2
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ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement is part of a registration statement filed with the SEC utilizing a "shelf" registration process. There is on file with
the SEC (and attached hereto) a prospectus dated July 27, 2017 that provides you with a general description of the offered guaranteed debt
securities. This prospectus supplement contains specific information about the terms of this offering. This prospectus supplement adds, updates and
changes information contained in the prospectus. You should read the prospectus and this prospectus supplement, together with additional
information described below under the heading "Where You Can Find More Information About Us."
S-3
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RISK FACTORS
Our business is subject to risks and uncertainties. The risks that we regard as the most relevant to our business are set out below. We have
undertaken certain mitigating actions that we believe help us to manage the risks identified below. However, we may not be successful in
deploying some or all of these mitigating actions. If the circumstances in these risk factors occur or are not successfully mitigated, our cash flow,
operating results, financial position, business and reputation could be materially adversely affected. In addition, risks and uncertainties could
cause actual results to vary from those described in this document, or could impact on our ability to meet our targets or be detrimental to our
profitability or reputation. This list is not intended to be exhaustive and there may be other risks and uncertainties that are not mentioned below
that could impact our future performance or our ability to meet published targets. The risks and uncertainties discussed below should be read in
conjunction with the Group's consolidated financial statements and related notes and the Report of the Directors that are included in or
incorporated by reference in our Form 20-F for the year ended December 31, 2017.
Brand Preference
As a branded goods business, Unilever's success depends on the value and relevance of our brands and products to consumers around the
world and on our ability to innovate and remain competitive.
Consumer tastes, preferences and behaviors are changing more rapidly than ever before and Unilever's ability to anticipate and respond to
these changes and to continue to differentiate our brands and products is vital to our business success.
Technological change is disrupting our traditional brand communication models. Our ability to develop and deploy the right communication,
both in terms of messaging content and medium is critical to the continued strength of our brands.
We are dependent on creating innovative products that continue to meet the needs of our consumers and getting these new products to market
with speed. If we are unable to innovate effectively, Unilever's sales or margins could be materially adversely affected.
Portfolio Management
Unilever's strategic investment choices will affect the long-term growth and profits of our business.
Unilever's growth and profitability are determined by our portfolio of categories, geographies and channels and how these evolve over time. If
Unilever does not make optimal strategic investment decisions, then opportunities for growth and improved margin could be missed.
Sustainability
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The success of our business depends on finding sustainable solutions to support long-term growth.
Unilever's vision to grow our business, while decoupling our environmental footprint from our growth and increasing our positive social
impact, will require more sustainable ways of doing business. In a world where resources are scarce and demand for them continues to increase, it
is critical that we succeed in reducing our resource consumption and converting to sustainably sourced supplies. In doing this, we are dependent on
the efforts of partners and various certification bodies. We are also committed to improving health and well-being and enhancing livelihoods
around the world so Unilever and our communities grow successfully together. There can be no assurance that sustainable business solutions will
be developed and failure to do so could limit Unilever's growth and profit potential and damage our corporate reputation.
S-4
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Climate change
Climate changes and governmental actions to reduce such changes may disrupt our operations and/or reduce consumer demand for our
products.
Climate changes are occurring around the globe which may impact our business in various ways. They could lead to water shortages which
would reduce demand for those of our products that require a significant amount of water during consumer use. They could also lead to an increase
in raw material and packaging prices or reduced availability. Governments may take action to reduce climate change such as the introduction of a
carbon tax or zero net deforestation requirements which could impact our business through higher costs or reduced flexibility of operations.
Increased frequency of extreme weather (storms and floods) could cause increased incidence of disruption to our manufacturing and
distribution network. Climate change could result, therefore, in making our products less affordable or less available for our consumers resulting in
reduced growth and profitability.
Customer relationships
Successful customer relationships are vital to our business and continued growth.
Maintaining strong relationships with our existing customers and building relationships with new customers who have built new technology
enabled business models to serve changing shopper habits are necessary to ensure our brands are well presented to our consumers and available for
purchase at all times.
The strength of our customer relationships also affects our ability to obtain pricing and competitive trade terms. Failure to maintain strong
relationships with customers could negatively impact our terms of business with affected customers and reduce the availability of our products to
consumers.
Talent
A skilled workforce and agile ways of working are essential for the continued success of our business.
Our ability to attract, develop, organize and retain the right number of appropriately qualified people is critical if we are to compete and grow
effectively.
This is especially true in our key emerging markets where there can be a high level of competition for a limited talent pool. The loss of
management or other key personnel or the inability to identify, attract and retain qualified personnel could make it difficult to manage the business
and could adversely affect operations and financial results.
Supply chain
Our business depends on purchasing materials, efficient manufacturing and the timely distribution of products to our customers.
Our supply chain network is exposed to potentially adverse events such as physical disruptions, environmental and industrial accidents or
disruptions at a key supplier, which could impact our ability to deliver orders to our customers.
The cost of our products can be significantly affected by the cost of the underlying commodities and materials from which they are made.
Fluctuations in these costs cannot always be passed on to the consumer through pricing.
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S-5
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Safe and high quality products
The quality and safety of our products are of paramount importance for our brands and our reputation.
The risk that raw materials are accidentally or maliciously contaminated throughout the supply chain or that other product defects occur due to
human error, equipment failure or other factors cannot be excluded.
Systems and information
Unilever's operations are increasingly dependent on IT systems and the management of information.
Increasing digital interactions with customers, suppliers and consumers place ever greater emphasis on the need for secure and reliable IT
systems and infrastructure and careful management of the information that is in our possession.
The cyber-attack threat of unauthorized access and misuse of sensitive information or disruption to operations continues to increase. Such an
attack could inhibit our business operations in a number of ways, including disruption to sales, production and cash flows, ultimately impacting our
results.
Business transformation
Successful execution of business transformation projects is key to delivering their intended business benefits and avoiding disruption to other
business activities.
Unilever is continually engaged in major change projects, including acquisitions, disposals and organizational transformation, to drive
continuous improvement in our business and to strengthen our portfolio and capabilities. A number of key projects were announced in April 2017
to accelerate sustainable shareholder value creation. Failure to execute such initiatives successfully could result in under-delivery of the expected
benefits and there could be a significant impact on the value of the business.
Economic and political instability
Unilever operates around the globe and is exposed to economic and political instability that may reduce consumer demand for our products,
disrupt sales operations and/or impact the profitability of our operations.
Adverse economic conditions may affect one or more countries within a region, or may extend globally.
Government actions such as foreign exchange and price controls can impact on the growth and profitability of our local operations.
Unilever has more than half its turnover in emerging markets which can offer greater growth opportunities but also expose Unilever to related
economic and political volatility.
Treasury and Pensions
Unilever is exposed to a variety of external financial risks in relation to Treasury and Pensions.
The relative values of currencies can fluctuate widely and could have a significant impact on business results. Further, because Unilever
consolidates its financial statements in euros it is subject to exchange risks associated with the translation of the underlying net assets and earnings
of its foreign subsidiaries.
We are also subject to the imposition of exchange controls by individual countries which could limit our ability to import materials paid in
foreign currency or to remit dividends to the parent company.
S-6
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Unilever may face liquidity risk, i.e. difficulty in meeting its obligations, associated with its financial liabilities. A material and sustained
shortfall in our cash flow could undermine Unilever's credit rating, impair investor confidence and also restrict Unilever's ability to raise funds.
We are exposed to market interest rate fluctuations on our floating rate debt. Increases in benchmark interest rates could increase the interest
cost of our floating rate debt and increase the cost of future borrowings.
In times of financial market volatility, we are also potentially exposed to counter-party risks with banks, suppliers and customers.
Certain businesses have defined benefit pension plans, most now closed to new employees, which are exposed to movements in interest rates,
fluctuating values of underlying investments and increased life expectancy. Changes in any or all of these inputs could potentially increase the cost
to Unilever of funding the schemes and therefore have an adverse impact on profitability and cash flow.
Ethical
Acting in an ethical manner, consistent with the expectations of customers, consumers and other stakeholders, is essential for the protection of
the reputation of Unilever and its brands.
Unilever's brands and reputation are valuable assets and the way in which we operate, contribute to society and engage with the world around
us is always under scrutiny both internally and externally. Despite the commitment of Unilever to ethical business and the steps we take to adhere
to this commitment, there remains a risk that activities or events cause us to fall short of our desired standard, resulting in damage to Unilever's
corporate reputation and business results.
Legal and regulatory
Compliance with laws and regulations is an essential part of Unilever's business operations.
Unilever is subject to national and regional laws and regulations in such diverse areas as product safety, product claims, trademarks, copyright,
patents, competition, employee health and safety, the environment, corporate governance, listing and disclosure, employment and taxes.
Failure to comply with laws and regulations could expose Unilever to civil and/or criminal actions leading to damages, fines and criminal
sanctions against us and/or our employees with possible consequences for our corporate reputation.
Changes to laws and regulations could have a material impact on the cost of doing business. Tax, in particular, is a complex area where laws
and their interpretation are changing regularly, leading to the risk of unexpected tax exposures. International tax reform remains a key focus of
attention with the OECD's Base Erosion and Profit Shifting project and further potential tax reform in the European Union and the United States.
Simplification may trigger mandatory takeover offers with respect to the Unilever Group's listed local subsidiaries.
On March 15, 2018, Unilever announced its intention to simplify its corporate structure under a single legal entity incorporated in the
Netherlands ("New N.V.") ("Simplification"). Simplification will result in New N.V. acquiring indirect control in Unilever N.V.'s and Unilever
PLC's subsidiaries listed on local stock exchanges. Should relevant conditions under local laws of individual jurisdictions be met and if an
exemption is not available or granted under the respective regulations, Simplification may trigger the obligation to make a public offer with respect
to the outstanding shares in certain of these subsidiaries that are publicly listed, including Hindustan Unilever Limited, the Unilever Group's
Bombay Stock Exchange-listed subsidiary. To the extent that New N.V. is unable to obtain any
S-7
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applicable exemption, potentially costly and complex takeover procedures may have to be conducted. In addition, the granting of any applicable
exemption may depend on the discretion of the competent authority and may also depend on the competent authority's interpretation of the
applicable laws and regulations, including the need for any applicable application for any such exemption. No assurance can be provided that the
respective competent authorities will grant the requested exemptions or will confirm that no mandatory takeover offers with respect to any such
listed subsidiaries will be required as a result of Simplification, even if such authority may have granted exemptions for similar transactions in the
past. Accordingly, Simplification could result in additional transaction costs and complexity, which could have an impact on Unilever's cash
resources and net debt levels.
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S-8
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WHERE YOU CAN FIND MORE INFORMATION ABOUT US
Unilever N.V. and Unilever PLC file annual reports with and furnish other information to the SEC. You may read and copy any document we
file with or furnish to the SEC at the SEC's public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-
SEC-0330 for further information on the public reference room. The SEC maintains an Internet site that contains reports, proxy and information
statements, and other information regarding issuers that file electronically with the SEC at http://www.sec.gov.
The SEC allows us to "incorporate by reference" into this prospectus supplement the information we file with or furnish to it, which means
that we can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to
be a part of this prospectus supplement, and information that we file with the SEC after the date of this prospectus supplement will automatically
update and supersede the information in this prospectus supplement. We incorporate by reference the documents listed below and any future filings
with the SEC under Section 13(a), 14 or 15(d) of the Securities Exchange Act of 1934, including any Form 6-K that we furnish to the SEC which
so provides, until our offering is completed (Unilever N.V.'s and Unilever PLC's file numbers with the SEC are No. 1-4547 and No. 1-4546,
respectively):
(a)
The Annual Report on Form 20-F of Unilever N.V. and Unilever PLC for the year ended December 31, 2017;
(b)
Unilever N.V.'s Reports on Form 6-K furnished to the SEC on February 1, 2018 (Publication of Supplementary Prospectus) and
March 7, 2018 (Notification of Changes to the Boards);
(c)
Unilever PLC's Reports on Form 6-K furnished to the SEC on February 1, 2018 (Publication of Supplementary Prospectus),
March 7, 2018 (Notification of Changes to the Boards), March 15, 2018 (Announcement of Unilever N.V. and Unilever PLC),
March 15, 2018 (Presentation) and March 15, 2018 (Simplification Presentation of Unilever N.V. and Unilever PLC); and
(d)
Unilever N.V.'s filings pursuant to Rule 425 under the Securities Act of 1933 dated March 15, 2018 (Announcement of
Unilever N.V. and Unilever PLC), March 15, 2018 (Presentation) and March 15, 2018 (Simplification Presentation of Unilever N.V.
and Unilever PLC).
The Notes will be governed by the amended and restated indenture (the "Indenture") dated as of September 22, 2014 between UCC,
Unilever N.V., Unilever PLC, UNUS and The Bank of New York Mellon, as trustee, which has been filed as an exhibit to the registration
statement (File No. 333-219500), of which this prospectus supplement forms a part and is incorporated by reference in this prospectus supplement.
You may request a paper copy of these filings at no cost, by writing to or telephoning us at the following address:
Vice President--Finance
Unilever United States, Inc.
700 Sylvan Avenue
Englewood Cliffs, NJ 07632
(201) 894-2829
S-9
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EXCHANGE RATES
The following table sets forth, for the periods and dates indicated, certain information concerning the Noon Buying Rate in New York City for
cable transfers as certified for customs purposes by the Federal Reserve Bank of New York (i) for pounds sterling (expressed in US$ per £1.00)
and (ii) for euro (expressed in euro per US$1.00).

One month ended

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Year ended December 31,
Sept 30,
Oct 31,
Nov 30,
Dec 31,
Jan 31,
Feb 28,

2013 2014 2015 2016 2017
2017

2017

2017

2017

2018

2018

US$ per £1.00

Rate at period end
1.66 1.56 1.47 1.23 1.35
1.34
1.33
1.35
1.35
1.42
1.38
Average rate
1.56 1.65 1.53 1.35 1.32
1.33
1.32
1.32
1.34
1.38
1.40
High
1.66 1.72 1.59 1.48 1.48
1.36
1.33
1.35
1.35
1.43
1.42
Low
1.48 1.55 1.46 1.22 1.21
1.30
1.31
1.31
1.33
1.35
1.38
US$1.00 per Euro

Rate at period end
1.38 1.21 1.09 1.05 1.20
1.18
1.16
1.19
1.20
1.24
1.22
Average rate
1.33 1.33 1.11 1.11 1.13
1.19
1.18
1.17
1.18
1.22
1.23
High
1.38 1.39 1.20 1.15 1.20
1.20
1.18
1.19
1.20
1.25
1.25
Low
1.28 1.21 1.05 1.04 1.04
1.17
1.16
1.16
1.17
1.19
1.22
On March 1, 2018, the exchange rates between euros and U.S. dollars and between pound sterling and U.S. dollars were as follows:
US$1.38 = £1.00 and US$1.22 = Euro 1.00. See "Risk Factors--Treasury and Pensions."
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FORWARD-LOOKING AND CAUTIONARY STATEMENTS
This prospectus supplement 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. In particular, and without limiting the generality of the foregoing, certain statements herein under "Unilever
Group--Business of the Unilever Group--Strategic Review" include such forward-looking statements, including forward-looking statements
regarding targets and expectations with respect to Unilever's underlying operating margin, Unilever's anticipated cost savings, Unilever's expected
restructuring costs, Unilever's targeted net debt to EBITDA ratio, Unilever's possible increase in leverage in future periods, Unilever's ratings from
credit rating agencies, Unilever's expected underlying sales growth and commencement of a share buyback program, together with Unilever's
intention to accelerate active management of its brand portfolio and its intention to review its legal structure, among other things. All such
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. 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. 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
SEC, including in the Group's Annual Report on Form 20-F for the year ended December 31, 2017. These forward-looking statements speak only
as of the date of this prospectus supplement. 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.
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UNILEVER GROUP
Unilever N.V. and Unilever Plc
History and Structure of Unilever
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Unilever N.V. and Unilever PLC are the two parent companies of the Unilever Group of companies. Unilever N.V. was incorporated under the
name Naamlooze Vennootschap Margarine Unie in The Netherlands in 1927. Unilever PLC was incorporated under the name Lever Brothers
Limited in England and Wales in 1894.
Together with their group companies, Unilever N.V. and Unilever PLC operate as nearly as practicable as a single economic entity. This is
achieved by special provisions in the Articles of Association of Unilever N.V. and Unilever PLC, together with a series of agreements between
Unilever N.V. and Unilever PLC (The Equalisation Agreement, The Deed of Mutual Covenants and The Agreement for Mutual Guarantees of
Borrowing), known as the Foundation Agreements.
Each Unilever N.V. ordinary share represents the same underlying economic interest in the Unilever Group as each Unilever PLC ordinary
share. However, Unilever N.V. and Unilever PLC remain separate legal entities with different shareholder constituencies and separate stock
exchange listings. Shareholders cannot convert or exchange the shares of one for the shares of the other.
Unilever N.V. and Unilever PLC have the same Directors, adopt the same accounting principles and pay dividends to their respective
shareholders on an equalized basis. Unilever N.V. and Unilever PLC and their group companies constitute a single reporting entity for the purposes
of presenting consolidated accounts. Accordingly, the accounts of the Unilever Group are presented by both Unilever N.V. and Unilever PLC as
their respective consolidated accounts.
Unilever N.V. is listed in Amsterdam and New York. Unilever PLC is listed in London and New York.
Business of the Unilever Group
Description of business
Unilever is one of the world's leading suppliers of fast-moving consumer goods across foods and refreshment, home care and beauty &
personal care.
Business model
Unilever has a clear purpose to make sustainable living commonplace and believes that this is the best way to deliver long-term sustainable
growth. The Unilever Sustainable Living Plan ("USLP") is therefore placed at the heart of our business model.
Our sustainable business model drives growth that is consistent by reducing risks, is more competitive by inspiring innovations that help
Unilever grow, is more profitable by reducing costs and is more responsible leading to enhanced trust in Unilever's business.
The three big goals of the USLP--to help more than one billion people improve their health and well-being by 2020; to halve the
environmental impact of our products across the value chain by 2030; and to enhance the livelihoods of millions as we grow our business by 2020
--are integrated into our business model. From sustainable sourcing of our agricultural raw materials to eco-production in manufacturing to
marketing brands with purpose, the USLP is our blueprint for achieving our vision.
We invest in innovation and brands, which creates profitable volume growth. Our scale spreads fixed overheads, improving profitability
further, and this profitable growth allows us to reinvest, generating more free cash flow which can be further invested in brands and innovation
which in turn
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drive more profitable volume growth. Our geographical reach also helps spread the risks of local environmental disruptions in our markets caused
by climate change.
Brands
During 2017 Unilever operated across four categories. In April 2017, we announced our intention to combine our Foods category and
Refreshment category into one Foods and Refreshment category. This took effect on January 1, 2018. Unilever now manages its brands in three
categories. On 15 March 2018, Unilever announced that our structure is going to be based on three divisions, Beauty & Personal Care, Home Care
and Foods and Refreshment.
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