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RNS Number : 1913G Unilever PLC 04 November 2025
Unilever PLC
Update on Demerger and Share Consolidation Timetable
Unilever PLC ("Unilever") announced on 21 October 2025 that the timetable for
the demerger of The Magnum Ice Cream Company N.V. ("TMICC") (the "Demerger")
and associated consolidation of Unilever's share capital (the "Share
Consolidation") had been revised because of the US federal government
shutdown. Unilever today announces an update on the expected timetable for the
Demerger and the Share Consolidation.
Unilever currently expects to complete the Demerger on 6 December 2025 with
admission of the TMICC shares to listing and trading, and the commencement of
dealings in TMICC shares, on 8 December 2025. Unilever also expects to
complete the Share Consolidation on 9 December 2025. This timetable remains
subject to change, in which case a further update will be made.
The revised expected timetable of principal events in relation to the Demerger
and the Share Consolidation is set out in further detail below. If any of the
expected times and/or dates change, the revised times and/or dates will be
notified to Unilever shareholders and Unilever ADS holders by an announcement
through a RNS and on Unilever's website.
Unilever also announces that, in relation to the Demerger, TMICC is expected
to publicly file today a registration statement on Form 20-F (the
"Registration Statement") with the U.S. Securities and Exchange Commission
(the "SEC") relating to the contemplated admission of TMICC shares to listing
and trading on the New York Stock Exchange. The Registration Statement has not
yet become effective and will once filed be available on the SEC's EDGAR page
at www.sec.gov (http://www.sec.gov) .
UPDATED EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Capitalised terms used below have the same meanings as in the Unilever
shareholder circular published on 2 October 2025.
Event Indicative timings and/or dates((1))
US Registration Statement filed publicly with the SEC Tuesday 4 November 2025
Expected publication date of the TMICC Prospectuses((2)) Wednesday 3 December 2025
Closing of the Unilever ADS issuance and cancellation books for the purposes Close of business (New York time) on Thursday 4 December 2025
of the Demerger Dividend and Share Consolidation((3))
Latest time and date for transfers of Unilever Shares to be registered in 6:00 p.m. on Friday 5 December 2025
order for the transferee to be registered at the Demerger Record Time
Demerger Record Time 10:00 p.m. on Friday 5 December 2025
Demerger Effective Time 6:00 p.m. on Saturday 6 December 2025
Issuance of Retained Shares to the Unilever Group Sunday 7 December 2025
Ex dividend date for the Demerger Monday 8 December 2025
Admission of TMICC to trading on each of Euronext Amsterdam, the London Stock Monday 8 December 2025
Exchange and the New York Stock Exchange
TMICC Shares commence trading on Euronext Amsterdam 9:00 a.m. (Amsterdam time) on Monday 8 December 2025
TMICC Shares commence trading on the London Stock Exchange 8:00 a.m. on Monday 8 December 2025
Crediting of TMICC Shares in DTC As soon as possible after 8:00 a.m. (New York time) on Monday 8 December 2025
Crediting of CREST accounts and Euroclear accounts with TMICC Depositary As soon as possible after 8:00 a.m. (New York time) on Monday 8 December 2025
Interests
TMICC Shares commence trading on the New York Stock Exchange 9:30 a.m. (New York time) on Monday 8 December 2025
Share Consolidation Record Time 10:00 p.m. on Monday 8 December 2025
Share Consolidation becomes effective((4)) 8:00 a.m. on Tuesday 9 December 2025
New Unilever Shares commence trading on the London Stock Exchange 8:00 a.m. on Tuesday 9 December 2025
New Unilever Shares commence trading on Euronext Amsterdam 9:00 a.m. (Amsterdam time) on Tuesday 9 December 2025
Crediting of CREST accounts with New Unilever Shares As soon as possible after 8:00 a.m. on Tuesday 9 December 2025
New Unilever ADSs commence trading on the New York Stock Exchange 9:30 a.m. (New York time) on Tuesday 9 December 2025
Despatch of statements for TMICC Shares by Monday 22 December 2025
Despatch of fractional payments resulting from the sale of the aggregated by Monday 22 December 2025
TMICC Shares as a result of the Demerger
Despatch of certificates for New Unilever Shares by Tuesday 23 December 2025
Despatch of fractional payments resulting from the sale of aggregated New by Tuesday 23 December 2025
Unilever Shares as a result of the Share Consolidation
(1) References to times are to London (UK) time unless otherwise stated. These
times and/or dates remain subject to change. If any of the times and/or dates
above change, the revised times and/or dates will be notified to Unilever
Shareholders and Unilever ADS Holders by an announcement through an RNS and on
Unilever's website:
https://www.unilever.com/investors/news-and-announcements/regulatory-announcements/.
(2) Publication of the TMICC Prospectuses is subject to TMICC receiving all
relevant regulatory approvals for their publication.
(3) The Unilever ADS issuance and cancellation books are expected to be closed
for the purposes of the Demerger Dividend and Share Consolidation from the
close of business (New York time) on Thursday 4 December 2025. While the
Unilever ADS issuance and cancellation books are closed, the issuance and
cancellation of Unilever ADSs will be suspended, meaning that during this
period it will not be possible to surrender Unilever ADSs and receive
underlying Unilever Shares or deposit Unilever Shares and receive Unilever
ADSs. However, the closing of the issuance and cancellation books does not
have an impact on trading, and Unilever ADS Holders may continue to trade
their Unilever ADSs during this period. It is expected that the Unilever ADS
issuance and cancellation books will re-open from the open of business (New
York time) on Tuesday 9 December 2025.
(4) The Share Consolidation was approved by Unilever Shareholders on 21
October 2025 and is expected to take place on Tuesday 9 December 2025 (or such
other date as the Unilever Board may determine).
For further information, please contact:
Investor Relations: Investor.Relations@unilever.com
(mailto:Investor.Relations@unilever.com)
Unilever Press Office: Press-Office.London@unilever.com
(mailto:Press-Office.London@unilever.com)
Cautionary Statement
This announcement may contain forward-looking statements within the meaning of
the securities laws of certain jurisdictions, including 'forward-looking
statements' within the meaning of the United States Private Securities
Litigation Reform Act of 1995. All statements other than statements of
historical fact are, or may be deemed to be, forward-looking statements. Words
and terminology such as 'will', 'aim', 'expects', 'anticipates', 'intends',
'looks', 'believes', 'vision', 'ambition', 'target', 'goal', 'plan',
'potential', 'work towards', 'may', 'milestone', 'objectives', 'outlook',
'probably', 'project', 'risk', 'continue', 'should', 'would be', 'seeks', or
the negative of these terms and other similar expressions of future
performance, results, actions or events, and their negatives, are intended to
identify such forward-looking statements. Forward-looking statements also
include, but are not limited to, statements and information regarding
Unilever's emissions reduction and other sustainability-related targets and
other climate and sustainability matters (including actions, potential impacts
and risks and opportunities associated therewith). Forward-looking statements
can be made in writing but also may be made verbally by directors, officers
and employees of the Unilever Group (the "Group") (including during management
presentations) in connection with this announcement. 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 or outcomes.
All forward-looking statements contained in this announcement are expressly
qualified in their entirety by the cautionary statements contained in this
section. Readers should not place undue reliance on forward-looking
statements.
Because these forward-looking statements involve known and unknown risks and
uncertainties, a number of which may be beyond the Group's control, 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 from the forward-looking statements
expressed in this announcement 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; the effect of
climate change on Unilever's business; Unilever's ability to find sustainable
solutions to its plastic packaging; significant changes or deterioration in
customer relationships; the recruitment and retention of talented employees;
disruptions in Unilever's supply chain and distribution; increases or
volatility in the cost of raw materials and commodities; the production of
safe and high-quality products; secure and reliable IT infrastructure;
execution of acquisitions, divestitures and business transformation projects,
including the proposed separation of our Ice Cream business and the proposed
consolidation of our share capital in connection with the demerger; economic,
social and political risks and natural disasters; financial risks; failure to
meet high and ethical standards; and managing regulatory, tax and legal
matters and practices with regard to the interpretation and application
thereof and emerging and developing ESG reporting standards including
differences in implementation of climate and sustainability policies in the
regions where the Group operates.
The forward-looking statements are based on our beliefs, assumptions and
expectations of our future performance, taking into account all information
currently available to us. Forward-looking statements are not predictions of
future events. These beliefs, assumptions and expectations can change as a
result of many possible events or factors, not all of which are known to us.
If a change occurs, our business, financial condition, liquidity and results
of operations may vary materially from those expressed in our forward-looking
statements.
The forward-looking statements speak only as of the date of this announcement.
Except as required by any applicable law or regulation, the Group expressly
disclaims any intention, 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. New risks and uncertainties arise over time, and it is not possible for
us to predict those events or how they may affect us. In addition, we cannot
assess the impact of each factor on our business or the extent to which any
factor, or combination of factors, may cause actual events, to differ
materially from those contained in any forward-looking statements. 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 in the Annual Report on
Form 20-F 2024 and the Unilever Annual Report and Accounts 2024.
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