Unilever PLC 6-K, filed Feb 10, 2022
Unilever PLC (UL)
6-K
2022-02-10
For: 2022-02-10
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Added on
April 09, 2026
About this 6-K
Unilever PLC filed this 6-K on February 10, 2022.
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 February, 2022
UNILEVER
PLC
(Translation
of registrant's name into English)
UNILEVER HOUSE, BLACKFRIARS, LONDON, ENGLAND
(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.
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UNILEVER
PLC
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/S/ R SOTAMAA
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BY R SOTAMAA
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CHIEF LEGAL OFFICER AND GROUP SECRETARY
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Date:
10 February, 2022
EXHIBIT INDEX
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EXHIBIT
NUMBER
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EXHIBIT
DESCRIPTION
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99
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Notice
to London Stock Exchange dated 10 February 2022
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Final
Results
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Exhibit
99
2021 FULL YEAR RESULTS
Performance highlights (unaudited)
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Underlying performance
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GAAP measures
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vs 2020
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vs 2020
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Full
Year
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Underlying sales growth (USG)
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4.5%
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Turnover
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€52.4bn
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3.4%
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Underlying operating profit
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€9.6bn
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2.9%
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Operating profit
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€8.7bn
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4.8%
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Underlying operating margin
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18.4%
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(10)
bps
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Operating margin
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16.6%
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20
bps
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Underlying earnings per share
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2.62
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5.5%
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Diluted earnings per share
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2.32
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9.2%
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Free cash flow
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€6.4bn
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€(1.3)bn
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Net profit
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€6.6bn
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9.0%
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Fourth
Quarter
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USG
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4.9%
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Turnover
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€13.1bn
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8.4%
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Quarterly dividend payable in March 2022
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€0.4268
per share(a)
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(a) See
note 11 for more information on dividends.
Full year highlights
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Fastest underlying
sales growth in nine years – 4.5%, with 2.9% price and 1.6%
volume
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Turnover increased
3.4%, with a positive impact from acquisitions and a negative
impact from currency
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Underlying
operating profit increased 2.9% and underlying operating margin
decreased by 10bps
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Underlying earnings
per share increased 5.5% and diluted earnings per share
9.2%
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Announced the sale
of Tea business for €4.5 billion, with completion expected in
H2 2022
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Completed €3
billion of share buybacks in 2021; announcing further €3
billion programme for 2022-2023
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Dividend per share
growth of 3% for 2021
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Announced a
simpler, more category-focused organisational model
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Alan Jope: Chief Executive Officer statement
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“The
acceleration of Unilever’s operating performance continues.
We delivered our fastest underlying sales growth for nine years
– 4.5% for the full year, with 1.6% from volume.
Our
thirteen billion-Euro brands grew 6.4%. Priority markets of China,
India, and the US grew at 14.3%, 13.4%, and 3.7% respectively. Our
growth in e-commerce was 44%, ahead of global channel growth and
bringing e-commerce to 13% of turnover. We have continued to
re-shape our portfolio into high growth spaces, acquiring in
Prestige Beauty and Functional Nutrition, and agreeing the sale of
our Tea business.
The
major challenge of 2021 has been the dramatic rise of input costs.
We responded with pricing actions, delivering underlying price
growth of 2.9% for the year, accelerating to 4.9% in the fourth
quarter, with full year underlying operating margin down 10bps and
underlying earnings per share up 5.5%.
We are
focused on driving faster growth from our strong portfolio of
brands and markets, and recently announced a major change to create
a simpler, more category-focused organisation designed to further
improve performance. In 2022, we will manage a significant input
cost inflation cycle and will continue to invest competitively in
marketing, R&D and capital expenditure.
We have
engaged extensively with our shareholders in recent weeks and
received a strong message that the evolution of our portfolio needs
to be measured. We therefore do not intend to pursue major
acquisitions in the foreseeable future and will conduct a share
buyback programme of up to €3 billion over the next two
years.”
10
February 2022
Outlook for 2022
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Outlook for 2022
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We
expect underlying sales growth in 2022 to be in the range of 4.5%
to 6.5%. Pricing will continue to be strong, with some impact on
volume as a result.
We
currently expect very high input cost inflation in the first half
of over €2 billion. This may moderate in the second half to
around €1.5 billion, although there is currently a wide range
for this that reflects market uncertainty on the outlook for
commodity, freight and packaging costs.
The new
organisation is expected to generate around €600 million of
cost savings over two years. We plan to maintain competitive levels
of investment in marketing, R&D and capital expenditure through
a period of inflation-led gross margin pressure until input costs
normalise and the full extent of pricing is reflected.
2022
underlying operating margin is expected to be down by between
140bps and 240bps, so maintained between 16% and 17%, with the
first half impacted more than the second half. We expect margin to
be restored after 2022, with the bulk coming back in 2023 and the
rest in 2024.
Unilever’s
strong cash flow delivery will continue, and the Board has approved
a share buyback programme of up to €3 billion to be conducted
over the next two years, which we expect to commence in the first
quarter.
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Organisational change
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In January 2022, we announced major changes to Unilever’s
organisation to make it simpler and more category-focused. Unilever
will be organised around five category-focused Business Groups,
each responsible and accountable for their strategy, growth and
profit delivery; running their businesses in all
geographies.
We expect our new organisation to be fully operational from the
middle of the year. The new structure will be achieved
within existing restructuring investment plans of €2 billion
across 2021 and 2022. Restructuring investment for 2022 is
therefore expected to be around €1.4 billion, returning to
pre-2017 levels of around 1% of turnover thereafter. The new
organisation is expected to generate around €600 million of
cost savings over two years.
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FULL
YEAR OPERATIONAL REVIEW: DIVISIONS
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Fourth
Quarter 2021
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Full
Year 2021
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(unaudited)
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Turnover
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USG
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UVG
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UPG
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Turnover
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USG
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UVG
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UPG
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Change
in underlying operating margin
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€bn
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%
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%
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%
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€bn
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%
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%
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%
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bps
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Unilever
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13.1
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4.9
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-
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4.9
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52.4
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4.5
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1.6
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2.9
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(10)
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Beauty
& Personal Care
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5.8
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6.2
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0.9
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5.3
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21.9
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3.8
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0.8
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3.0
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-
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Home
Care
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2.7
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5.0
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(3.1)
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8.4
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10.6
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3.9
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0.7
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3.1
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(110)
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Foods
& Refreshment
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4.6
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3.2
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0.6
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2.5
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19.9
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5.6
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2.9
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2.7
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40
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Our markets: Very high input cost inflation has been
widespread across our markets and is expected to continue. Covid-19
is having an ongoing impact on the operating environment, including
in the final quarter of the year as new restrictions were
implemented in some geographies.
In
North America and Europe markets declined in 2021 as we lapped high
demand in the prior year for in-home food and hygiene products.
Covid-19 impacted India in the early part of the year. In China the
market recovered well in 2021 but economic growth has started to
slow. Markets in Latin America are recovering, with growth driven
by higher prices, although macroeconomic volatility remains high.
In South East Asia markets are improving following tough
restrictions on daily life through 2021. In Turkey, economic
conditions deteriorated throughout the fourth quarter.
Unilever overall performance: Stepping up competitive growth
is our priority. In 2021, our five strategic priorities and focus
on operational excellence delivered full year underlying sales
growth of 4.5% with volume of 1.6% and price of 2.9%. In the fourth
quarter price stepped up to 4.9% with volume flat, as our brands
provided strong pricing power in an environment of rising commodity
and other input costs. Foods and Refreshment grew fastest in 2021
with 5.6% underlying sales growth with food solutions and
out-of-home ice cream partially recovering from channel
restrictions in 2020.
In the
US growth has returned to competitive levels, with strong
contributions from Prestige Beauty, functional nutrition and food
solutions. India grew double-digit with balanced volume and price
and strong actions on savings and mix. China grew double-digit, led
by volume, with growth broad-based across categories and channels,
especially e-commerce.
Latin
America grew high single-digit led by price with flat volume in a
high inflation market. South East Asia declined following tough
Covid-19 related restrictions throughout the year and weak
competitive performance in Indonesia. Europe grew slightly from
both price and volume.
Prestige
Beauty delivered strong double-digit growth across all brands as
channels reopened, with e-commerce a big contributor. Functional
nutrition grew double-digit across the portfolio of
brands.
E-commerce
growth was 44% and now represents 13% of Unilever’s
turnover.
Turnover
increased 3.4%. Underlying sales growth was 4.5%, there was a net
positive impact of 1.3% from acquisitions and disposals and a
negative impact of 2.4% from currency-related items.
Underlying
operating profit was €9.6 billion, an increase of 2.9%
including a negative impact from currency of 4.3%. Underlying
operating margin decreased by 10bps. Gross margin decreased by
120bps reflecting very high inflation in raw material, packaging
and distribution costs, partially offset by savings and pricing
actions. Brand and marketing investment fell slightly but remained
at competitive levels, and overheads benefitted from turnover
leverage, making a positive impact of 90bps and 20bps respectively
on underlying operating margin.
Free
cash flow was €6.4 billion compared to €7.7 billion in
2020 as we increased capital expenditure and lapped the strong
working capital improvement of 2020 which was maintained in
2021.
We have
agreed to sell our global tea business, ekaterra
(“Tea”), to CVC Capital Partners Fund VIII for
€4.5 billion on a cash-free, debt-free basis. In full year
2020, ekaterra generated turnover of around €2 billion. The
sale excludes Unilever’s tea business in India, Nepal and
Indonesia as well as Unilever’s interests in the Pepsi Lipton
ready-to-drink tea joint ventures and associated distribution
businesses.
After
reviewing options for Elida Beauty, we concluded that this business
will create the most value managed as an independent unit within
Unilever, with dedicated focus under our new operating
model.
Beauty & Personal Care
Beauty
& Personal Care underlying sales grew 3.8%, with 3.0% from
price and 0.8% from volume. All categories delivered good growth
apart from skin cleansing which declined following elevated demand
in the prior year. Skin care grew high single-digit with channels
reopening in 2021. Vaseline
performed strongly throughout the year, supported by several
premium innovations across brightening, therapeutics and hydration.
Deodorants grew as the market continued to recover, with good
growth and restored competitiveness in North America. Dove refillable deodorant launched in
the US and has been well-received by consumers. Hair care grew
mid-single-digit with Sunsilk, Dove and Clear contributing and styling in North
America being restored to competitive growth. Oral care grew with
good performance in South Asia and Africa. Prestige Beauty grew
double-digit with all brands benefitting from e-commerce and a
recovery in beauty channels compared to the prior year. New
innovations in Prestige Beauty include Dermalogica’s biolumin-c and sound
sleep cocoon and Ren’s
zero waste packaging.
Underlying
operating margin in Beauty and Personal Care was flat, with high
material inflation in palm oil having a particularly high impact on
gross margin, despite stepped up pricing. Brand and marketing
investment was lower overall due to reductions in Europe and South
East Asia where Covid-19 restrictions impacted market growth. We
invested more in the US and China, and benefitted from efficiencies
in advertising production costs.
Home Care
Home
Care underlying sales grew 3.9%, with 3.1% from price and 0.7% from
volume. In fabric care, mid-single-digit growth in fabric cleaning
and low single-digit growth in fabric enhancers was led by South
Asia and Latin America. We continue to see good innovation
performance from dilutable laundry liquids across Latin America,
under the OMO brand. Capsule
and liquid formats continued to grow well, and in China
OMO became the leading
capsules brand in traditional retail and second largest in
e-commerce. Underlying sales in home and hygiene declined
mid-single-digit as we lapped strong demand for hygiene products in
2020, and overall home and hygiene continues to trade ahead of
pre-pandemic levels.
Underlying operating margin in
Home Care declined by 110bps. Gross margin declined as very high
input cost inflation could not yet be fully recovered through
stepped up pricing. Brand and marketing investment was lower,
reflecting elevated spend in 2020 behind hygiene products at the
peak of the pandemic.
Foods & Refreshment
Foods
and Refreshment underlying sales grew 5.6%, with volume growth of
2.9% and price of 2.7%. Ice cream grew mid-single-digit, balanced
across volume and price. Growth was driven by out-of-home food,
with in-home ice cream flat as we lapped double-digit prior year
growth. Our Magnum and
Ben & Jerry’s
brands each grew high single-digit. Food solutions has begun to
recover from channel closure in 2020, delivering double-digit
growth. In-home food saw low single-digit price led growth,
following elevated demand and double-digit growth in 2020. Our
largest food brand Knorr
grew high single-digit across in-home and out-of-home channels
through innovations such as zero-salt stock cubes and Rinde Mas in
Latin America, a plant-based product that extends the yield of meat
dishes while adding flavour. Dressings brand Hellmann’s grew double digit for
the second year in succession. Our retained tea business grew
double-digit.
Foods
and Refreshment underlying operating margin improved by 40bps.
Gross margin declined as high input cost inflation could not yet be
fully recovered through increased pricing. Brand and marketing
investment increased, driven by India and China, but benefitted
underlying operating margin as a result of faster turnover
growth.
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FULL YEAR OPERATIONAL REVIEW: GEOGRAPHICAL AREA
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Fourth
Quarter 2021
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Full
Year 2021
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|||||||
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(unaudited)
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Turnover
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USG
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UVG
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UPG
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Turnover
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USG
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UVG
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UPG
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Change
in underlying operating margin
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€bn
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%
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%
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%
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€bn
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%
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%
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%
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bps
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Unilever
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13.1
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4.9
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-
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4.9
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52.4
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4.5
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1.6
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2.9
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(10)
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Asia/AMET/RUB
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6.1
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5.7
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1.3
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4.3
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24.3
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5.8
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3.0
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2.7
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50
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The
Americas
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4.4
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7.2
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(1.2)
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8.5
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16.8
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5.5
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0.4
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5.1
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(80)
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Europe
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2.6
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(0.8)
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(1.5)
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0.7
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11.3
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0.4
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0.3
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0.2
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(40)
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Fourth
Quarter 2021
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Full
Year 2021
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||||||
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(unaudited)
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Turnover
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USG
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UVG
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UPG
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Turnover
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USG
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UVG
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UPG
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€bn
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%
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%
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%
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€bn
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%
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%
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%
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Emerging markets
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7.7
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6.7
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0.1
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6.6
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30.4
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6.7
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2.6
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4.1
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Developed markets
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5.4
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2.2
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(0.3)
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2.6
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22.0
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1.5
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0.2
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1.3
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North America
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2.8
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6.5
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1.1
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5.3
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10.6
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3.4
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0.5
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2.9
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Latin America
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1.6
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8.5
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(4.8)
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13.9
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6.2
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9.0
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0.1
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8.9
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Asia/AMET/RUB
Underlying
sales grew 5.8% with 3.0% from volume and 2.7% from price. India
grew double-digit with a balanced split between price and volume.
Pricing and savings actions continue to be important in India as
commodity prices remain elevated. China delivered double-digit
volume led growth, with food solutions growing back to above 2019
levels whilst Home Care and Beauty and Personal Care also grew
well. South East Asia declined low single-digit as the region was
impacted by Covid-19 related restrictions throughout the year, and
our Indonesian business performance was poor in a highly
competitive market.
In
Turkey, we delivered double-digit growth with high single-digit
volume. In South Africa we grew mid-single-digit in volatile market
conditions, weighted towards volume.
Underlying
operating margin increased by 50bps. Gross margin declined and was
offset by efficiencies in overheads and brand and marketing
investment.
The Americas
Underlying
sales growth in North America was 3.4%, with 2.9% from price and
0.5% from volume as we restored competitiveness through the year.
Prestige Beauty, functional nutrition and food solutions all grew
strongly while in-home food and hygiene declined as we lapped the
high demand of 2020. On a two-year compound annual growth basis,
North America underlying sales growth is 5.5%.
Latin
America grew 9.0% with positive pricing of 8.9% and flat volume.
Throughout the year we took several price increases to counter high
inflation and currency devaluation. Innovations designed for
consumers feeling the negative impacts of inflation have been
successful. In Brazil double-digit growth was price led with a low
single digit volume decline whilst in Argentina volume remained
positive.
Underlying
operating margin decreased by 80bps. Gross margin decline was
partially offset by lower overall brand and marketing investment.
We increased spend in North America behind high growth areas and
reduced in Latin America.
Europe
Underlying
sales grew 0.4% with 0.3% from volume and 0.2% from price. Foods
and Refreshment volumes grew low single-digit, as out-of-home ice
cream recovered alongside in-home ice cream growth. Home Care
volumes declined, as we lapped high demand for hygiene products in
2020. Beauty & Personal Care in Europe declined slightly in a
declining market. Pricing actions are underway across Europe with
the different national retail landscapes being managed very
actively.
Recovery
in out-of-home ice cream supported mid-single-digit growth in
Italy. Germany and the UK declined as we lapped high 2020 growth
for in-home foods and hygiene.
Underlying
operating margin declined 40bps, driven by gross margin, while
brand and marketing investment reduced.
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ADDITIONAL COMMENTARY ON THE FINANCIAL STATEMENTS – FULL
YEAR
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Finance costs and tax
Net
finance costs decreased €151 million to €354 million in
2021. The decrease was driven by a lower cost of debt and a
reduction in interest on tax settlements. This was partially offset
by lower interest income driven by interest on tax credits in
Brazil in the prior year. The interest rate on average net debt
fell to 1.5% from 2.2% in the prior year.
The
underlying effective tax rate was 22.6% compared with 23.0% in
2020. We saw benefits in tax settlements and other one offs, as
well as the restatement of deferred tax balances for changes in tax
rates. The additional impact of non-underlying tax meant that the
effective tax rate was 23.1% compared with 24.6% in
2020.
Joint ventures, associates and other income from non-current
investments
Net
profit from joint ventures and associates was €191 million,
an increase of €16 million compared to 2020. Other income
from non-current investments was €91 million and relates to
investments made by Unilever Ventures.
Earnings per share
Underlying
earnings per share increased by 5.5% to €2.62, including a
negative impact of 2.3% from currency. Constant underlying earnings
per share increased by 7.8%. The increase was mainly driven by
operating performance, lower finance costs and income from
non-current investments. There was also a reduction in the average
number of shares as a result of our share buyback programme,
contributing 0.9%. These were partially offset by an increase in
profit attributable to minority interests. Diluted earnings per
share were up 9.2% at €2.32.
Free cash flow
Free
cash flow was €6.4 billion in 2021, down from the €7.7
billion delivered in 2020 as capital expenditure and cash tax paid
increased. We maintained enhanced working capital discipline in
2021, although the significant favourable working capital movements
generated as we increased our focus on receivables in 2020 were not
repeated.
Net debt
Closing
net debt was €25.5 billion compared to €20.9 billion as
at 31 December 2020 driven by lower free cash flow, the €3
billion share buyback executed during the year and acquisitions
including Paula’s Choice. Net debt to underlying EBITDA was
2.2x as at 31 December 2021 versus 1.8x in the prior
year.
Pensions
Pension
assets net of liabilities were in surplus of €3.0 billion at
31 December 2021 versus a surplus of €0.3 billion at the end
of 2020. The increase was driven by positive investment returns on
pension assets. Pension liabilities remained unchanged overall,
with a decrease from higher interest rates offsetting an increase
due to higher inflation.
Return on invested capital
Return
on invested capital was 17.2%, compared to 18.0% in the prior year.
This is due to recent acquisitions (Horlicks and Paula’s
Choice), and a significant currency impact resulting in increased
goodwill and intangibles.
Finance and liquidity
In
2021, we issued the following bonds:
●
12th August 2021:
$500 million 3NC1 fixed rate notes at 0.626% due August 2024, $850
million fixed rates notes at 1.750% due August 2031, and $650
million fixed rate notes at 2.625% due August 2051.
In
February 2021, $1,000 million 4.250% fixed rate notes matured and
were repaid. In March 2021, $400 million 2.750% fixed rate notes
matured and were repaid. In July 2021, €500 million 0.000%
fixed rates notes matured and were repaid.
As at
31 December 2021 Unilever had undrawn revolving 364-day bilateral
credit facilities in aggregate of $7,965 million with a 364-day
term out. Additional bilateral undrawn revolving 364-day credit
facilities of €1,500 million were signed in December
2021.
Share buyback programme
On 3
December 2021, we announced the completion of our €3 billion
share buyback programme, initiated earlier in the year. The total
consideration for the repurchase of shares is recorded within other
reserves and all of the 62,976,145 shares purchased in the buyback
programme are held in Treasury.
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COMPETITION INVESTIGATIONS
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As
previously disclosed, Unilever is involved in a number of ongoing
investigations by national competition authorities, including those
of France, Portugal and South Africa. These proceedings and
investigations are at various stages and concern a variety of
product markets. Where appropriate, provisions are made and
contingent liabilities disclosed in relation to such
matters.
Ongoing
compliance with competition laws is of key importance to Unilever.
It is Unilever’s policy to co-operate fully with competition
authorities whenever questions or issues arise. In addition, the
Group continues to reinforce and enhance its internal competition
law training and compliance programme on an ongoing
basis.
|
NON-GAAP MEASURES
|
Certain
discussions and analyses set out in this announcement include
measures which are not defined by generally accepted accounting
principles (GAAP) such as IFRS. We believe this information, along
with comparable GAAP measurements, is useful to investors because
it provides a basis for measuring our operating performance,
ability to retire debt and invest in new business opportunities.
Our management uses these financial measures, along with the most
directly comparable GAAP financial measures, in evaluating our
operating performance and value creation. Non-GAAP financial
measures should not be considered in isolation from, or as a
substitute for, financial information presented in compliance with
GAAP. Wherever appropriate and practical, we provide
reconciliations to relevant GAAP measures.
Unilever
uses ‘constant rate’, and ‘underlying’
measures primarily for internal performance analysis and targeting
purposes. We present certain items, percentages and movements,
using constant exchange rates, which exclude the impact of
fluctuations in foreign currency exchange rates. We calculate
constant currency values by translating both the current and the
prior period local currency amounts using the prior year average
exchange rates into euro, except for the local currency of entities
that operate in hyperinflationary economies. These currencies are
translated into euros using the prior year closing exchange rate
before the application of IAS 29. The table below shows exchange
rate movements in our key markets.
|
|
Annual
Average rate in 2021
|
Annual
Average rate in 2020
|
|
|
Brazilian Real (€1 = BRL)
|
6.366
|
5.781
|
|
|
Chinese Yuan (€1 = CNY)
|
7.663
|
7.862
|
|
|
Indian Rupee (€1 = INR)
|
87.599
|
84.100
|
|
|
Indonesia Rupiah (€1 = IDR)
|
16983
|
16557
|
|
|
Philippine Peso (€1 = PHP)
|
58.401
|
56.447
|
|
|
UK Pound Sterling (€1 = GBP)
|
0.861
|
0.888
|
|
|
US Dollar (€1 = US $)
|
1.187
|
1.135
|
|
Underlying sales growth (USG)
Underlying
sales growth (USG) refers to the increase in turnover for the
period, excluding any change in turnover resulting from
acquisitions, disposals, changes in currency and price growth in
excess of 26% in hyperinflationary economies. Inflation of 26% per
year compounded over three years is one of the key indicators
within IAS 29 to assess whether an economy is deemed to be
hyperinflationary. We believe this measure provides valuable
additional information on the underlying sales performance of the
business and is a key measure used internally. The impact of
acquisitions and disposals is excluded from USG for a period of 12
calendar months from the applicable closing date. Turnover from
acquired brands that are launched in countries where they were not
previously sold is included in USG as such turnover is more
attributable to our existing sales and distribution network than
the acquisition itself. The reconciliation of changes in the GAAP
measure turnover to USG is provided in notes 3 and 4.
Underlying price growth (UPG)
Underlying
price growth (UPG) is part of USG and means, for the applicable
period, the increase in turnover attributable to changes in prices
during the period. UPG therefore excludes the impact to USG due to
(i) the volume of products sold; and (ii) the composition of
products sold during the period. In determining changes in price,
we exclude the impact of price growth in excess of 26% per year in
hyperinflationary economies as explained in USG above. The measures
and the related turnover GAAP measure are set out in notes 3 and
4.
Underlying volume growth (UVG)
Underlying
volume growth (UVG) is part of USG and means, for the applicable
period, the increase in turnover in such period calculated as the
sum of (i) the increase in turnover attributable to the volume of
products sold; and (ii) the increase in turnover attributable to
the composition of products sold during such period. UVG therefore
excludes any
impact
on USG due to changes in prices. The measures and the related
turnover GAAP measure are set out in notes 3 and 4.
Non-underlying items
Several
non-GAAP measures are adjusted to exclude items defined as
non-underlying due to their nature and/or frequency of
occurrence.
●
Non-underlying items within operating
profit are: gains or losses on business disposals,
acquisition and disposal related costs, restructuring costs,
impairments and other items within operating profit classified here
due to their nature and frequency.
●
Non-underlying items not in operating profit
but within net profit are: net monetary gain/(loss) arising
from hyperinflationary economies and significant and unusual items
in net finance cost, share of profit/(loss) of joint ventures and
associates and taxation.
●
Non-underlying items are: both
non-underlying items within operating profit and those
non-underlying items not in operating profit but within net
profit.
Underlying operating profit (UOP) and underlying operating margin
(UOM)
Underlying
operating profit and underlying operating margin mean operating
profit and operating margin before the impact of non-underlying
items within operating profit. Underlying operating profit
represents our measure of segment profit or loss as it is the
primary measure used for making decisions about allocating
resources and assessing performance of the segments. The
reconciliation of operating profit to underlying operating profit
is as follows:
|
€ million
|
Full
Year
|
|
|
(unaudited)
|
2021
|
2020
|
|
Operating profit
|
8,702
|
8,303
|
|
Non-underlying items within operating profit (see note
2)
|
934
|
1,064
|
|
Underlying operating profit
|
9,636
|
9,367
|
|
Turnover
|
52,444
|
50,724
|
|
Operating margin (%)
|
16.6%
|
16.4%
|
|
Underlying operating margin (%)
|
18.4%
|
18.5%
|
Underlying earnings before interest, taxation, depreciation and
amortisation (UEBITDA)
Underlying
earnings before interest, taxation, depreciation and amortisation
means operating profit before the impact of depreciation,
amortisation and non-underlying items within operating profit. We
use UEBITDA in assessing our leverage level, which is expressed as
net debt / UEBITDA. The reconciliation of operating profit to
UEBITDA is as follows:
|
€ million
|
Full
Year
|
||
|
(unaudited)
|
2021
|
2020
|
|
|
Operating profit
|
8,702
|
8,303
|
|
|
Depreciation and amortisation
|
1,746
|
2,018
|
|
|
Non-underlying items within operating profit
|
934
|
1,064
|
|
|
Underlying earnings before interest, taxes, depreciation and
amortisation (UEBITDA)
|
11,382
|
11,385
|
|
Underlying effective tax rate
The
underlying effective tax rate is calculated by dividing taxation
excluding the tax impact of non-underlying items by profit before
tax excluding the impact of non-underlying items and share of net
(profit)/loss of joint ventures and associates. This measure
reflects the underlying tax rate in relation to profit before tax
excluding non-underlying items before tax and share of net
profit/(loss) of joint ventures and associates. Tax impact on
non-underlying items within operating profit is the sum of the tax
on each non-underlying item, based on the applicable country tax
rates and tax treatment. This is shown in the following
table:
|
€ million
|
Full
Year
|
|
|
(unaudited)
|
2021
|
2020
|
|
Taxation
|
1,935
|
1,923
|
|
Tax impact of:
|
|
|
|
Non-underlying
items within operating profit(a)
|
219
|
272
|
|
Non-underlying
items not in operating profit but within net profit(a)
|
(41)
|
(146)
|
|
Taxation before tax impact of non-underlying items
|
2,113
|
2,049
|
|
Profit before taxation
|
8,556
|
7,996
|
|
Non-underlying
items within operating profit before tax(a)
|
934
|
1,064
|
|
Non-underlying
items not in operating profit but within net profit before
tax
|
64
|
36
|
|
Share of net (profit)/loss of joint ventures and
associates
|
(191)
|
(175)
|
|
Profit before tax excluding non-underlying items before tax and
share of net profit/(loss) of joint ventures and
associates
|
9,363
|
8,921
|
|
Underlying effective tax rate
|
22.6%
|
23.0%
|
(a)
See note
2.
Underlying earnings per share
Underlying
earnings per share (underlying EPS) is calculated as underlying
profit attributable to shareholders’ equity divided by the
diluted average number of ordinary shares. In calculating
underlying profit attributable to shareholders’ equity, net
profit attributable to shareholders’ equity is adjusted to
eliminate the post-tax impact of non-underlying items. This measure
reflects the underlying earnings for each share unit of the Group.
Refer to note 6 for reconciliation of net profit attributable to
shareholders’ equity to underlying profit attributable to
shareholders equity.
Constant underlying EPS
Constant
underlying earnings per share (constant underlying EPS) is
calculated as underlying profit attributable to shareholders’
equity at constant exchange rates and excluding the impact of both
translational hedges and price growth in excess of 26% per year in
hyperinflationary economies divided by the diluted average number
of ordinary shares. This measure reflects the underlying earnings
for each share unit of the Group in constant exchange
rates.
The
reconciliation of underlying profit attributable to
shareholders’ equity to constant underlying earnings
attributable to shareholders’ equity and the calculation of
constant underlying EPS is as follows:
|
€ million
|
Full
Year
|
|||
|
(unaudited)
|
2021
|
2020
|
||
|
Underlying profit attributable to shareholders’ equity (see
note 6)
|
6,839
|
|
6,532
|
|
|
Impact of translation from current to constant exchange rates and
translational hedges
|
210
|
|
19
|
|
|
Impact
of price growth in excess of 26% per year in hyperinflationary
economies
|
(42)
|
|
-
|
|
|
Constant underlying earnings attributable to shareholders’
equity
|
7,007
|
|
6551
|
|
|
Diluted average number of share units (millions of
units)
|
2,609.6
|
|
2,629.8
|
|
|
Constant underlying EPS (€)
|
2.68
|
|
2.49
|
|
Net debt
Net
debt is a measure that provides valuable additional information on
the summary presentation of the Group’s net financial
liabilities and is a measure in common use elsewhere. Net debt is
defined as the excess of total financial liabilities, excluding
trade payables and other current liabilities, over cash, cash
equivalents and other current financial assets, excluding trade and
other current receivables, and non-current financial asset
derivatives that relate to financial liabilities.
The
reconciliation of total financial liabilities to net debt is as
follows:
|
€ million
|
As at
31 December 2021
|
As at
31 December 2020
|
||
|
(unaudited)
|
||||
|
Total financial liabilities
|
(30,133)
|
|
(27,305)
|
|
|
Current
financial liabilities
|
(7,252)
|
|
(4,461)
|
|
|
Non-current
financial liabilities
|
(22,881)
|
|
(22,844)
|
|
|
Cash and cash equivalents as per balance sheet
|
3,415
|
|
5,548
|
|
|
Cash
and cash equivalents as per cash flow statement
|
3,387
|
|
5,475
|
|
|
Add:
bank overdrafts deducted therein
|
106
|
|
73
|
|
|
Less: cash and cash equivalents held for
sale(a)
|
(78)
|
|
-
|
|
|
Other current financial assets
|
1,156
|
|
808
|
|
|
Non-current financial asset derivatives that relate to financial
liabilities
|
52
|
|
21
|
|
|
Net debt
|
(25,510)
|
|
(20,928)
|
|
(a)
Cash and cash
equivalents held for sale of €78m are net of bank overdraft
of €12m.
Free cash flow (FCF)
Within
the Unilever Group, free cash flow (FCF) is defined as cash flow
from operating activities, less income taxes paid, net capital
expenditure and net interest payments. It does not represent
residual cash flows entirely available for discretionary purposes;
for example, the repayment of principal amounts borrowed is not
deducted from FCF. FCF reflects an additional way of viewing our
liquidity that we believe is useful to investors because it
represents cash flows that could be used for distribution of
dividends, repayment of debt or to fund our strategic initiatives,
including acquisitions, if any.
The
reconciliation of cash flow from operating activities to FCF is as
follows:
|
€ million
|
Full
Year
|
|||
|
(unaudited)
|
2021
|
2020
|
||
|
Cash flow from operating activities
|
10,305
|
|
10,933
|
|
|
Income tax paid
|
(2,333)
|
|
(1,875)
|
|
|
Net capital expenditure
|
(1,239)
|
|
(932)
|
|
|
Net interest paid
|
(340)
|
|
(455)
|
|
|
Free cash flow
|
6,393
|
|
7,671
|
|
|
Net cash flow (used in)/from investing activities
|
(3,246)
|
|
(1,481)
|
|
|
Net cash flow (used in)/from financing activities
|
(7,099)
|
|
(5,804)
|
|
NON-G
Return on invested capital (ROIC)
Return
on invested capital (ROIC) is a measure of the return generated on
capital invested by the Group. The measure provides a guard rail
for long-term value creation and encourages compounding
reinvestment within the business and discipline around acquisitions
with lower returns and longer payback. ROIC is calculated as
underlying operating profit after tax divided by the annual average
of: goodwill, intangible assets, property, plant and equipment, net
assets held for sale, inventories, trade and other current
receivables, and trade payables and other current
liabilities.
|
€ million
|
Full
Year
|
|
|
(unaudited)
|
2021
|
2020
|
|
Operating profit
|
8,702
|
8,303
|
|
Non-underlying items within operating profit (see note
2)
|
934
|
1,064
|
|
Underlying operating profit before tax
|
9,636
|
9,367
|
|
Tax on
underlying operating profit(a)
|
(2,175)
|
(2,154)
|
|
Underlying operating profit after tax
|
7,461
|
7,213
|
|
Goodwill
|
20,330
|
18,942
|
|
Intangible assets
|
18,261
|
15,999
|
|
Property, plant and equipment
|
10,347
|
10,558
|
|
Net assets held for sale
|
1,581
|
27
|
|
Inventories
|
4,683
|
4,462
|
|
Trade and other current receivables
|
5,422
|
4,939
|
|
Trade payables and other current liabilities
|
(14,861)
|
(14,132)
|
|
Period-end invested capital
|
45,763
|
40,795
|
|
Average invested capital for the period
|
43,279
|
40,029
|
|
Return on invested capital
|
17.2%
|
18.0%
|
(a)
Tax on underlying
operating profit is calculated as underlying operating profit
before tax multiplied by the underlying effective tax rate of 22.6%
(2020: 23.0%) which is shown on page 9.
|
CAUTIONARY
STATEMENT
|
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 ‘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. These forward-looking statements are based upon current
expectations and assumptions regarding anticipated developments and
other factors affecting the Unilever Group (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; 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 our 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;
economic, social and political risks and natural disasters;
financial risks; failure to meet high and ethical standards; and
managing regulatory, tax and legal matters. A number of these risks
have increased as a result of the current Covid-19 pandemic. 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. 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 2020 and the Unilever Annual Report and Accounts
2020.
|
ENQUIRIES
|
|
Media: Media Relations Team
|
Investors: Investor Relations Team
|
|||
|
UK
|
«44 78 2527 3767
|
lucila.zambrano@unilever.com
|
«44 20 7822 6830
|
investor.relations@unilever.com
|
|
or
|
«44 77 7999 9683
|
JSibun@tulchangroup.com
|
|
|
|
NL
|
«31 10 217 4844
|
els-de.bruin@unilever.com
|
|
|
|
or
|
«31 62 375 8385
|
marlous-den.bieman@unilever.com
|
|
|
There
will be a web cast of the results presentation available
at:
www.unilever.com/investor-relations/results-and-presentations/latest-results
|
INCOME
STATEMENT
|
(unaudited)
|
€ million
|
Full
Year
|
|||
|
|
2021
|
2020
|
Increase/
(Decrease)
|
|
|
Current
rates
|
Constant
rates
|
|||
|
|
|
|
|
|
|
Turnover
|
52,444
|
50,724
|
3.4%
|
6.2%
|
|
|
|
|
|
|
|
Operating profit
|
8,702
|
8,303
|
4.8%
|
9.6%
|
|
|
|
|
|
|
|
Which
includes non-underlying items credits/(charges) of
|
(934)
|
(1,064)
|
|
|
|
|
|
|
|
|
|
Net finance costs
|
(354)
|
(505)
|
|
|
|
Pensions
and similar obligations
|
(10)
|
(9)
|
|
|
|
Finance
income
|
147
|
232
|
|
|
|
Finance
costs
|
(491)
|
(728)
|
|
|
|
|
|
|
|
|
|
Which
includes non-underlying income/(costs) of
|
10
|
(56)
|
|
|
|
|
|
|
|
|
|
Non-underlying item net monetary gain/(loss) arising
from
|
|
|
|
|
|
hyperinflationary economies
|
(74)
|
20
|
|
|
|
|
|
|
|
|
|
Share of net profit/(loss) of joint ventures and
associates
|
191
|
175
|
|
|
|
Other income/(loss) from non-current investments and
associates
|
91
|
3
|
|
|
|
|
|
|
|
|
|
Profit before taxation
|
8,556
|
7,996
|
7.0%
|
12.9%
|
|
|
|
|
|
|
|
Taxation
|
(1,935)
|
(1,923)
|
|
|
|
Which
includes tax impact of non-underlying items of
|
178
|
126
|
|
|
|
|
|
|
|
|
|
Net profit
|
6,621
|
6,073
|
9.0%
|
16.0%
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
Non-controlling
interests
|
572
|
492
|
|
|
|
Shareholders’
equity
|
6,049
|
5,581
|
8.4%
|
15.4%
|
|
Combined
earnings per share
|
|
|
|
|
|
Basic earnings per share (euros)
|
2.33
|
2.13
|
9.2%
|
16.3%
|
|
Diluted earnings per share (euros)
|
2.32
|
2.12
|
9.2%
|
16.3%
|
|
STATEMENT OF COMPREHENSIVE INCOME
|
(unaudited)
|
€ million
|
Full
Year
|
|
|
|
2021
|
2020
|
|
|
|
|
|
Net profit
|
6,621
|
6,073
|
|
|
|
|
|
Other comprehensive income
|
|
|
|
Items that will not be reclassified to profit or loss, net of
tax:
|
|
|
|
Gains/(losses) on equity instruments measured at
fair value through other comprehensive income
|
166
|
78
|
|
Remeasurement
of defined benefit pension plans
|
1,734
|
215
|
|
Items that may be reclassified subsequently to profit or
loss, net of tax:
|
|
|
|
Gains/(losses)
on cash flow hedges
|
279
|
60
|
|
Currency
retranslation gains/(losses)
|
1,177
|
(2,590)
|
|
|
|
|
|
Total comprehensive income
|
9,977
|
3,836
|
|
|
|
|
|
Attributable to:
|
|
|
|
Non-controlling
interests
|
749
|
286
|
|
Shareholders’
equity
|
9,228
|
3,550
|
|
STATEMENT
OF CHANGES IN EQUITY
|
(unaudited)
|
€ million
|
Called
up share capital
|
Share
premium account
|
Unification
reserve
|
Other
reserves
|
Retained
profit
|
Total
|
Non-
controlling interest
|
Total
equity
|
|
31 December 2019
|
420
|
134
|
-
|
(5,574)
|
18,212
|
13,192
|
694
|
13,886
|
|
Profit
or loss for the period
|
-
|
-
|
-
|
-
|
5,581
|
5,581
|
492
|
6,073
|
|
Other
comprehensive income, net of tax:
|
|
|
|
|
|
|
|
|
|
Gains/(losses)
on:
|
|
|
|
|
|
|
|
|
|
Equity
instruments
|
-
|
-
|
-
|
68
|
-
|
68
|
10
|
78
|
|
Cash
flow hedges
|
-
|
-
|
-
|
62
|
-
|
62
|
(2)
|
60
|
|
Remeasurements of
defined benefit pension plans
|
-
|
-
|
-
|
-
|
217
|
217
|
(2)
|
215
|
|
Currency
retranslation gains/(losses)
|
-
|
-
|
-
|
(2,356)
|
(22)
|
(2,378)
|
(212)
|
(2,590)
|
|
Total
comprehensive income
|
-
|
-
|
-
|
(2,226)
|
5,776
|
3,550
|
286
|
3,836
|
|
Dividends
on ordinary capital
|
-
|
-
|
-
|
-
|
(4,300)
|
(4,300)
|
-
|
(4,300)
|
|
Issue
of PLC ordinary shares as part of Unification(a)
|
51
|
-
|
-
|
-
|
(51)
|
-
|
-
|
-
|
|
Cancellation
of NV ordinary shares as part of Unification(a)
|
(233)
|
(20)
|
-
|
-
|
253
|
-
|
-
|
-
|
|
Other
effects of Unification(b)
|
(146)
|
73,364
|
(73,364)
|
132
|
14
|
-
|
-
|
-
|
|
Movements
in treasury shares(c)
|
-
|
-
|
-
|
220
|
(158)
|
62
|
-
|
62
|
|
Share-based
payment credit(d)
|
-
|
-
|
-
|
-
|
108
|
108
|
-
|
108
|
|
Dividends
paid to non-controlling interests
|
-
|
-
|
-
|
-
|
-
|
-
|
(559)
|
(559)
|
|
Currency
retranslation gains/(losses) net of tax
|
-
|
(6)
|
-
|
-
|
-
|
(6)
|
-
|
(6)
|
|
Hedging
gain/(loss) transferred to non-financial assets
|
-
|
-
|
-
|
10
|
-
|
10
|
2
|
12
|
|
Net
gain arising from Horlicks acquisition(e)
|
-
|
-
|
-
|
-
|
2,930
|
2,930
|
1,918
|
4,848
|
|
Other
movements in equity(f)
|
-
|
-
|
-
|
(44)
|
(236)
|
(280)
|
48
|
(232)
|
|
31 December 2020
|
92
|
73,472
|
(73,364)
|
(7,482)
|
22,548
|
15,266
|
2,389
|
17,655
|
|
Profit
or loss for the period
|
-
|
-
|
-
|
-
|
6,049
|
6,049
|
572
|
6,621
|
|
Other
comprehensive income, net of tax:
|
|
|
|
|
|
|
|
|
|
Gains/(losses)
on:
|
|
|
|
|
|
|
|
|
|
Equity
instruments
|
-
|
-
|
-
|
147
|
-
|
147
|
19
|
166
|
|
Cash
flow hedges
|
-
|
-
|
-
|
276
|
-
|
276
|
3
|
279
|
|
Remeasurements of
defined benefit pension plans
|
-
|
-
|
-
|
-
|
1,728
|
1,728
|
6
|
1,734
|
|
Currency
retranslation gains/(losses)
|
-
|
-
|
-
|
1,025
|
3
|
1,028
|
149
|
1,177
|
|
Total
comprehensive income
|
-
|
-
|
-
|
1,448
|
7,780
|
9,228
|
749
|
9,977
|
|
Dividends
on ordinary capital
|
-
|
-
|
-
|
-
|
(4,458)
|
(4,458)
|
-
|
(4,458)
|
|
Share
capital reduction(g)
|
-
|
(20,626)
|
-
|
-
|
20,626
|
-
|
-
|
-
|
|
Repurchase
of shares(h)
|
-
|
-
|
-
|
(3,018)
|
-
|
(3,018)
|
-
|
(3,018)
|
|
Movements
in treasury shares(c)
|
-
|
-
|
-
|
95
|
(143)
|
(48)
|
-
|
(48)
|
|
Share-based
payment credit(d)
|
-
|
-
|
-
|
-
|
161
|
161
|
-
|
161
|
|
Dividends
paid to non-controlling interests
|
-
|
-
|
-
|
-
|
-
|
-
|
(503)
|
(503)
|
|
Hedging
gain/(loss) transferred to non-financial assets
|
-
|
-
|
-
|
(171)
|
-
|
(171)
|
(3)
|
(174)
|
|
Other
movements in equity(f)
|
-
|
(2)
|
-
|
(82)
|
231
|
147
|
7
|
154
|
|
31 December 2021
|
92
|
52,844
|
(73,364)
|
(9,210)
|
46,745
|
17,107
|
2,639
|
19,746
|
a)
As
part of Unification, NV shareholders were issued new PLC shares,
all issued NV shares were cancelled. The impact is recognised in
retained profit.
b)
Includes the reduction of PLC's share capital
following the cessation of the Equalisation Agreement. Prior to
Unification, a conversion rate of £1= €5.143
was used in accordance with the Equalisation Agreement to translate
PLC’s share capital. Following Unification, PLC's share
capital has been translated using the exchange rate at the date of
Unification. To reflect the legal share capital of the PLC company,
an increase to share premium of €73,364 million and a debit
to the unification reserve for the same amount have been recorded
as there is no change in the net assets of the group. This debit is
not a loss as a matter of law.
c)
Includes
purchases and sales of treasury shares, other than the share
buyback programme and the transfer from treasury shares to retained
profit of share-settled schemes arising from prior years and
differences between exercise and grant price of share options in
2020.
d)
The
share-based payment credit relates to the non-cash charge recorded
against operating profit in respect of the fair value of share
options and awards granted to employees.
e)
Consideration
for the Horlicks Acquisition included the issuance of shares in a
group subsidiary, Hindustan Unilever Limited, which resulted in a
net gain being recognised within equity.
f)
2021
includes a hyperinflation adjustment of €280 million and
€82 million related to the Welly acquisition. 2020 includes
€163 million paid for purchase of the non-controlling
interest in Unilever Malaysia.
g)
Share
premium has been adjusted to reflect the legal share capital of the
PLC company, which reduced by £18,400 million following court
approval on 15 June 2021.
h)
Repurchase of
shares reflects the cost of acquiring
ordinary shares as part of the share buyback program announced on
29 April 2021.
|
BALANCE
SHEET
|
(unaudited)
|
€ million
|
As at
31 December 2021
|
As at
31 December 2020
|
|
|
|
|||
|
Non-current assets
|
|
|
|
|
Goodwill
|
20,330
|
18,942
|
|
|
Intangible assets
|
18,261
|
15,999
|
|
|
Property, plant and equipment
|
10,347
|
10,558
|
|
|
Pension asset for funded schemes in surplus
|
5,119
|
2,722
|
|
|
Deferred tax assets
|
1,465
|
1,474
|
|
|
Financial assets
|
1,198
|
876
|
|
|
Other non-current assets
|
974
|
931
|
|
|
|
57,694
|
51,502
|
|
|
Current assets
|
|
|
|
|
Inventories
|
4,683
|
4,462
|
|
|
Trade and other current receivables
|
5,422
|
4,939
|
|
|
Current tax assets
|
324
|
372
|
|
|
Cash and cash equivalents
|
3,415
|
5,548
|
|
|
Other financial assets
|
1,156
|
808
|
|
|
Assets held for sale
|
2,401
|
28
|
|
|
|
17,401
|
16,157
|
|
|
|
|
|
|
|
Total assets
|
75,095
|
67,659
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Financial liabilities
|
7,252
|
4,461
|
|
|
Trade payables and other current liabilities
|
14,861
|
14,132
|
|
|
Current tax liabilities
|
1,365
|
1,451
|
|
|
Provisions
|
480
|
547
|
|
|
Liabilities held for sale
|
820
|
1
|
|
|
|
24,778
|
20,592
|
|
|
Non-current liabilities
|
|
|
|
|
Financial liabilities
|
22,881
|
22,844
|
|
|
Non-current tax liabilities
|
148
|
149
|
|
|
Pensions and post-retirement healthcare liabilities:
|
|
|
|
|
Funded
schemes in deficit
|
831
|
1,109
|
|
|
Unfunded
schemes
|
1,295
|
1,326
|
|
|
Provisions
|
611
|
583
|
|
|
Deferred tax liabilities
|
4,530
|
3,166
|
|
|
Other non-current liabilities
|
275
|
235
|
|
|
|
30,571
|
29,412
|
|
|
|
|
|
|
|
Total liabilities
|
55,349
|
50,004
|
|
|
Equity
|
|
|
|
|
Shareholders’ equity
|
17,107
|
15,266
|
|
|
Non-controlling interests
|
2,639
|
2,389
|
|
|
Total equity
|
19,746
|
17,655
|
|
|
|
|
|
|
|
Total liabilities and equity
|
75,095
|
67,659
|
|
|
CASH FLOW STATEMENT
|
(unaudited)
|
€ million
|
Full
Year
|
||
|
|
2021
|
2020
|
|
|
|
|
|
|
|
Net profit
|
6,621
|
6,073
|
|
|
Taxation
|
1,935
|
1,923
|
|
|
Share of net (profit)/loss of joint ventures/associates and other
(income)/loss from non-current investments and
associates
|
(282)
|
(178)
|
|
|
Net monetary (gain)/loss arising from hyperinflationary
economies
|
74
|
(20)
|
|
|
Net finance costs
|
354
|
505
|
|
|
Operating profit
|
8,702
|
8,303
|
|
|
Depreciation, amortisation and impairment
|
1,763
|
2,018
|
|
|
Changes in working capital
|
(47)
|
680
|
|
|
Pensions and similar obligations less payments
|
(183)
|
(182)
|
|
|
Provisions less payments
|
(61)
|
(53)
|
|
|
Elimination of (profits)/losses on disposals
|
23
|
60
|
|
|
Non-cash charge for share-based compensation
|
161
|
108
|
|
|
Other adjustments
|
(53)
|
(1)
|
|
|
Cash flow from operating activities
|
10,305
|
10,933
|
|
|
Income tax paid
|
(2,333)
|
(1,875)
|
|
|
Net cash flow from operating activities
|
7,972
|
9,058
|
|
|
Interest received
|
148
|
169
|
|
|
Net capital expenditure
|
(1,239)
|
(932)
|
|
|
Acquisitions and disposals
|
(2,088)
|
(1,387)
|
|
|
Other investing activities
|
(67)
|
669
|
|
|
|
|
|
|
|
Net cash flow (used in)/from investing activities
|
(3,246)
|
(1,481)
|
|
|
Dividends paid on ordinary share capital
|
(4,483)
|
(4,279)
|
|
|
Interest paid
|
(488)
|
(624)
|
|
|
Change in financial liabilities
|
1,390
|
(181)
|
|
|
Repurchase of shares
|
(3,018)
|
-
|
|
|
Other financing activities
|
(500)
|
(720)
|
|
|
Net cash flow (used in)/from financing activities
|
(7,099)
|
(5,084)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents
|
(2,373)
|
1,773
|
|
|
|
|
|
|
|
Cash and cash equivalents at the beginning of the
period
|
5,475
|
4,116
|
|
|
|
|
|
|
|
Effect of foreign exchange rate changes
|
285
|
(414)
|
|
|
|
|
|
|
|
Cash and cash equivalents at the end of the period
|
3,387
|
5,475
|
|
|
NOTES
TO THE CONDENSED FINANCIAL STATEMENTS
|
(unaudited)
|
1 ACCOUNTING
INFORMATION AND POLICIES
|
Except
as set out below the accounting policies and methods of computation
are consistent with the year ended 31 December 2020. In conformity
with the requirements of the Companies Act 2006, the condensed
preliminary financial statements have been prepared in accordance
with the International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB) and
as adopted for use in the UK.
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 13, the statement of comprehensive income on page
13, the statement of changes in equity on page 14 and the cash flow
statement on page 16 are translated at exchange rates current in
each period. The balance sheet on page 15 is translated at
period-end rates of exchange.
On 29
November 2020, the Unilever Group underwent a reorganisation so
that there were no longer two parent companies, Unilever N.V.
('NV') and Unilever PLC ('PLC'), but one parent company PLC. This
reorganisation is referred to as 'Unification' in the condensed
financial statements. Prior to Unification, NV and PLC together
with the group companies operated as a single economic entity.
Following Unification, all group companies are now controlled
solely by PLC. All companies controlled by NV before Unification
are included in the group consolidation for the year ending 31
December 2020 and they were already group companies prior to
Unification. The only
impact to the consolidated balance sheet from Unification is within
equity due to the cancellation of NV shares and issuance of PLC
shares in 2020.
The
condensed financial statements attached do not constitute the full
financial statements within the meaning of Section 434 of the UK
Companies Act 2006, which will be finalised and delivered to the
Registrar of Companies in due course. Full accounts for Unilever
for the year ended 31 December 2020 have been delivered to the
Registrar of Companies; the auditors’ reports on these
accounts were unqualified, did not include a reference to any
matters by way of emphasis and did not contain a statement under
Section 498 (2) or Section 498 (3) of the UK Companies Act
2006.
ORMATION AND POLICIES 1 ACCOUNTING
INFORMATION AND POLICIES (continued)
New accounting standards
Interest Rate Benchmark Reform (Phase 2) Amendments to IFRS 9, IAS
39, IFRS 7, IFRS 4 and IFRS 16 (effective 1 January
2022)
The
Group has adopted the amendments that allow modifications to asset
and liability values as a direct consequence of the interest rate
benchmark reform, and which are made on an economically equivalent
basis (i.e. where the basis for determining contractual cash flows
is the same), can be accounted for by only updating the effective
interest rate. The Group does not have significant financial
instruments that refer to an interest rate benchmark so these
amendments do not have a material impact on Unilever.
|
2 SIGNIFICANT
ITEMS WITHIN THE INCOME STATEMENT
|
Non-underlying items
These
include non-underlying items within operating profit and
non-underlying items not in operating profit but within net
profit:
●
Non-underlying items within operating
profit are gains or losses on business disposals,
acquisition and disposal related costs, restructuring costs,
impairment and other items within operating profit classified here
due to their nature and frequency.
●
Non-underlying items not in operating profit
but within net profit are net monetary gain/(loss) arising
from hyperinflationary economies and significant and unusual items
in net finance cost, share of profit/(loss) of joint ventures and
associates and taxation.
Restructuring
costs are charges associated with activities planned by management
that significantly change either the scope of the business or the
manner in which it is conducted.
|
€ million
|
Full
Year
|
||
|
|
2021
|
2020
|
|
|
Acquisition and disposal-related
credits/(costs) (a)
|
(332)
|
(69)
|
|
|
Gain/(loss) on disposal of group
companies(b)
|
36
|
8
|
|
|
Restructuring costs(c)
|
(632)
|
(916)
|
|
|
Impairments(d)
|
(17)
|
-
|
|
|
Other(e)
|
11
|
(87)
|
|
|
Non-underlying items within operating profit before
tax
|
(934)
|
(1,064)
|
|
|
|
|
|
|
|
Tax on non-underlying items within operating profit
|
219
|
272
|
|
|
Non-underlying items within operating profit after tax
|
(715)
|
(792)
|
|
|
|
|
|
|
|
Interest
related to the UK tax audit of intangible income and centralised
services
|
10
|
(56)
|
|
|
Net
monetary gain/(loss) arising from hyperinflationary
economies
|
(74)
|
20
|
|
|
Non-underlying items not in operating profit but within net profit
before tax
|
(64)
|
(36)
|
|
|
|
|
|
|
|
Tax impact of non-underlying items not in operating profit but
within net profit:
|
|
|
|
|
Taxes
related to share buyback as part of Unification
|
-
|
(30)
|
|
|
Taxes
related to the UK tax audit of intangible income and centralised
services
|
(29)
|
(53)
|
|
|
Taxes
related to the reorganisation of our European business
|
31
|
(58)
|
|
|
Hyperinflation
adjustment for Argentina deferred tax
|
(43)
|
(5)
|
|
|
Non-underlying items not in operating profit but within net profit
after tax
|
(105)
|
(182)
|
|
|
|
|
|
|
|
Non-underlying items after tax(f)
|
(820)
|
(974)
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
Non-controlling
interests
|
(30)
|
(23)
|
|
|
Shareholders’
equity
|
(790)
|
(951)
|
|
(a)
2021 includes a
charge of €196m relating to the disposal of ekaterra and
other acquisition and disposal activities.
(b)
2021 gain relates
to several small disposals of brands in Foods and Refreshment. The
2020 gain relates to the disposal of a laundry bar business in
Latin America.
(c)
Restructuring costs
are comprised of various supply chain optimisation projects and
organisational change programmes across markets.
(d)
Relates to the
write down of leased land and building assets.
(e)
2020 includes a
charge of €87 million for litigation matters in relation to
investigations by national competition authorities including those
in Turkey and France.
(f)
Non-underlying
items after tax is calculated as non-underlying items within
operating profit after tax plus non-underlying items not in
operating profit but within net profit after tax.
|
3 SEGMENT
INFORMATION – DIVISIONS
|
|
Fourth Quarter
|
Beauty
&
Personal
Care
|
Home
Care
|
Foods
& Refreshment
|
Total
|
|
Turnover (€
million)
|
|
|
|
|
|
2020
|
5,176
|
2,547
|
4,379
|
12,102
|
|
2021
|
5,769
|
2,729
|
4,623
|
13,121
|
|
Change (%)
|
11.5
|
7.1
|
5.6
|
8.4
|
|
Impact of:
|
|
|
|
|
|
Acquisitions
(%)
|
2.4
|
0.1
|
-
|
1.1
|
|
Disposals
(%)
|
-
|
-
|
(0.3)
|
(0.1)
|
|
Currency-related
items (%), of which:
|
2.5
|
2.0
|
2.5
|
2.4
|
|
Exchange rates changes (%)
|
2.1
|
1.5
|
2.0
|
1.9
|
|
Extreme price growth in hyperinflationary markets* (%)
|
0.4
|
0.5
|
0.5
|
0.4
|
|
Underlying sales growth (%)
|
6.2
|
5.0
|
3.2
|
4.9
|
|
Price*
(%)
|
5.3
|
8.4
|
2.5
|
4.9
|
|
Volume
(%)
|
0.9
|
(3.1)
|
0.6
|
-
|
|
Full Year
|
Beauty
&
Personal
Care
|
Home
Care
|
Foods
& Refreshment
|
Total
|
||||
|
Turnover (€
million)
|
|
|
|
|
||||
|
2020
|
21,124
|
|
10,460
|
|
19,140
|
|
50,724
|
|
|
2021
|
21,901
|
10,572
|
19,971
|
52,444
|
||||
|
Change (%)
|
3.7
|
1.1
|
4.3
|
3.4
|
||||
|
Impact of:
|
|
|
|
|
||||
|
Acquisitions
(%)
|
2.7
|
-
|
0.8
|
1.4
|
||||
|
Disposals
(%)
|
-
|
(0.1)
|
(0.2)
|
(0.1)
|
||||
|
Currency-related
items (%), of which:
|
(2.8)
|
(2.6)
|
(1.8)
|
(2.4)
|
||||
|
Exchange rate changes (%)
|
(3.0)
|
(2.9)
|
(2.1)
|
(2.6)
|
||||
|
Extreme price growth in hyperinflationary markets* (%)
|
0.2
|
0.3
|
0.3
|
0.3
|
||||
|
Underlying sales growth (%)
|
3.8
|
3.9
|
5.6
|
4.5
|
||||
|
Price*
(%)
|
3.0
|
3.1
|
2.7
|
2.9
|
||||
|
Volume
(%)
|
0.8
|
0.7
|
2.9
|
1.6
|
||||
|
|
|
|
|
|
||||
|
Operating profit (€ million)
|
|
|
|
|
||||
|
2020
|
4,311
|
|
1,243
|
|
2,749
|
|
8,303
|
|
|
2021
|
4,471
|
1,294
|
2,937
|
8,702
|
||||
|
Underlying operating profit (€ million)
|
|
|
|
|
||||
|
2020
|
4,591
|
|
1,519
|
|
3,257
|
|
9,367
|
|
|
2021
|
4,742
|
1,417
|
3,477
|
9,636
|
||||
|
Operating margin (%)
|
|
|
|
|
||||
|
2020
|
20.4
|
|
11.9
|
|
14.4
|
|
16.4
|
|
|
2021
|
20.4
|
12.2
|
14.7
|
16.6
|
||||
|
Underlying operating margin (%)
|
|
|
|
|
||||
|
2020
|
21.7
|
|
14.5
|
|
17.0
|
|
18.5
|
|
|
2021
|
21.7
|
13.4
|
17.4
|
18.4
|
||||
*Underlying
price growth in excess of 26% per year in hyperinflationary
economies has been excluded when calculating the price growth in
the tables above, and an equal and opposite amount is shown as
extreme price growth in hyperinflationary markets.
Turnover
growth is made up of distinct individual growth components namely
underlying sales, currency impact, acquisitions and disposals.
Turnover growth is arrived at by multiplying these individual
components on a compounded basis as there is a currency impact on
each of the other components. Accordingly, turnover growth is more
than just the sum of the individual components.
Underlying
operating profit represents our measure of segment profit or loss
as it is the primary measure used for the purpose of making
decisions about allocating resources and assessing performance of
segments. Underlying operating margin is calculated as underlying
operating profit divided by turnover.
|
4 SEGMENT
INFORMATION – GEOGRAPHICAL AREA
|
|
Fourth
Quarter
|
Asia
/
AMET
/
RUB
|
The
Americas
|
Europe
|
Total
|
||||
|
|
|
|
|
|
||||
|
Turnover (€ million)
|
|
|
|
|
||||
|
2020
|
5,649
|
|
3,884
|
|
2,569
|
|
12,102
|
|
|
2021
|
6,131
|
4,382
|
2,608
|
13,121
|
||||
|
Change (%)
|
8.5
|
12.8
|
1.5
|
8.4
|
||||
|
Impact of:
|
|
|
|
|
||||
|
Acquisitions
(%)
|
0.2
|
2.4
|
0.9
|
1.1
|
||||
|
Disposals
(%)
|
-
|
-
|
(0.4)
|
(0.1)
|
||||
|
Currency-related
items (%), of which:
|
2.5
|
2.8
|
1.8
|
2.4
|
||||
|
Exchange rates changes (%)
|
2.4
|
1.6
|
1.8
|
1.9
|
||||
|
Extreme price growth in hyperinflationary markets* (%)
|
0.1
|
1.2
|
-
|
0.4
|
||||
|
Underlying sales growth (%)
|
5.7
|
7.2
|
(0.8)
|
4.9
|
||||
|
Price*
(%)
|
4.3
|
8.5
|
0.7
|
4.9
|
||||
|
Volume
(%)
|
1.3
|
(1.2)
|
(1.5)
|
(0.0)
|
||||
|
Full Year
|
Asia
/
AMET
/
RUB
|
The
Americas
|
Europe
|
Total
|
||||
|
|
|
|
|
|
||||
|
Turnover (€ million)
|
|
|
|
|
||||
|
2020
|
23,440
|
|
16,080
|
|
11,204
|
|
50,724
|
|
|
2021
|
24,264
|
16,844
|
11,336
|
52,444
|
||||
|
Change (%)
|
3.5
|
4.8
|
1.2
|
3.4
|
||||
|
Impact of:
|
|
|
|
|
||||
|
Acquisitions
(%)
|
0.8
|
3.2
|
0.3
|
1.4
|
||||
|
Disposals
(%)
|
-
|
(0.1)
|
(0.3)
|
(0.1)
|
||||
|
Currency-
related items (%), of which:
|
(2.9)
|
(3.6)
|
0.7
|
(2.4)
|
||||
|
Exchange rates changes (%)
|
(3.0)
|
(4.3)
|
0.7
|
(2.6)
|
||||
|
Extreme price growth in hyperinflationary markets* (%)
|
0.1
|
0.8
|
-
|
0.3
|
||||
|
Underlying sales growth (%)
|
5.8
|
5.5
|
0.4
|
4.5
|
||||
|
Price*
(%)
|
2.7
|
5.1
|
0.2
|
2.9
|
||||
|
Volume
(%)
|
3.0
|
0.4
|
0.3
|
1.6
|
||||
|
|
|
|
|
|
||||
|
Operating profit (€ million)
|
|
|
|
|
||||
|
2020
|
4,137
|
|
2,723
|
|
1,443
|
|
8,303
|
|
|
2021
|
4,536
|
2,696
|
1,470
|
8,702
|
||||
|
Underlying operating profit (€ million)
|
|
|
|
|
||||
|
2020
|
4,546
|
|
2,973
|
|
1,848
|
|
9,367
|
|
|
2021
|
4,833
|
2,980
|
1,823
|
9,636
|
||||
|
Operating margin (%)
|
|
|
|
|
||||
|
2020
|
17.6
|
|
16.9
|
|
12.9
|
|
16.4
|
|
|
2021
|
18.7
|
16.0
|
13.0
|
16.6
|
||||
|
Underlying operating margin (%)
|
|
|
|
|
||||
|
2020
|
19.4
|
|
18.5
|
|
16.5
|
|
18.5
|
|
|
2021
|
19.9
|
17.7
|
16.1
|
18.4
|
||||
*Underlying price
growth in excess of 26% per year in hyperinflationary economies has
been excluded when calculating the price growth in the tables
above, and an equal and opposite amount is shown as extreme price
growth in hyperinflationary markets.
|
5 TAXATION
|
The
effective tax rate for 2021 is 23.1% compared to 24.6% in 2020. The
decrease is primarily driven by tax on one-off items in 2020
including the tax impact of certain non-underlying
items.
Tax
effects of components of other comprehensive income were as
follows:
|
€ million
|
Full
Year 2021
|
Full
Year 2020
|
|||||||
|
|
Before
tax
|
Tax
(charge)/
credit
|
After
tax
|
Before
tax
|
Tax
(charge)/
credit
|
After
tax
|
|||
|
Gains/(losses) on:
|
|
|
|
|
|
|
|||
|
Equity
instruments at fair value through other comprehensive
income
|
178
|
(12)
|
166
|
77
|
|
1
|
|
78
|
|
|
Cash
flow hedges
|
291
|
(12)
|
279
|
87
|
|
(27)
|
|
60
|
|
|
Remeasurements of defined benefit pension plans
|
2,405
|
(671)
|
1,734
|
250
|
|
(35)
|
|
215
|
|
|
Currency retranslation gains/(losses)
|
1,237
|
(60)
|
1,177
|
(2,646)
|
|
56
|
|
(2,590)
|
|
|
Other comprehensive income
|
4,111
|
(755)
|
3,356
|
(2,232)
|
|
(5)
|
|
(2,237)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6 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 shares.
In
calculating diluted earnings per share and underlying earnings per
share, a number of adjustments are made to the number of shares,
principally the exercise of share plans by employees.
Earnings
per share for total operations for the twelve months were
calculated as follows:
|
|
2021
|
2020
|
|
|
Combined EPS – Basic
|
|
|
|
|
Net profit attributable to shareholders’ equity (€
million)
|
6,049
|
5,581
|
|
|
Average number of shares (millions of share
units)(a)
|
2,599.9
|
2,620.3
|
|
|
Combined EPS – basic (€)
|
2.33
|
2.13
|
|
|
Combined EPS – Diluted
|
|
|
|
|
Net profit attributable to shareholders’ equity (€
million)
|
6,049
|
5,581
|
|
|
Adjusted average number of shares (millions of share
units)(a)
|
2,609.6
|
2,629.8
|
|
|
Combined EPS – diluted (€)
|
2.32
|
2.12
|
|
|
Underlying EPS
|
|
|
|
|
Net profit attributable to shareholders’ equity (€
million)
|
6,049
|
5,581
|
|
|
Post tax impact of non-underlying items attributable to
shareholders’ equity (see note 2)
|
790
|
951
|
|
|
Underlying profit attributable to shareholders’
equity
|
6,839
|
6,532
|
|
|
Adjusted average number of shares (millions of share
units)(a)
|
2609.6
|
2,629.8
|
|
|
Underlying EPS – diluted (€)
|
2.62
|
2.48
|
|
(a)
In the calculation
of the weighted average number of share units, NV shares are
included only for the period they were issued, until 29 November
2020. Following Unification (see note 1 for more information on
Unification), all NV shares were cancelled and the shareholders of
NV were issued PLC ordinary shares on a 1:1 ratio. Accordingly,
there is no significant impact on the calculation of average number
of share units.
In
calculating underlying earnings per share, net profit attributable
to shareholders’ equity is adjusted to eliminate the post-tax
impact of non-underlying items.
During
the period the following movements in shares have taken
place:
|
|
Millions
|
|
|
Number of shares at 31 December 2020 (net of treasury
shares)
|
2,622.0
|
|
|
Net movements in shares under incentive schemes
|
2.0
|
|
|
Shares repurchased under the share buyback programme
|
-63.0
|
|
|
Number of shares at 31 December 2021
|
2,561.0
|
|
|
7 ACQUISITIONS
AND DISPOSALS
|
In
2021, the Group completed the business acquisitions listed below.
The total consideration for acquisitions in 2021 is €2,117
million (2020: €6,337 million for acquisitions completed
during that year). Total consideration for 2021 disposals is
€49 million (2020: €35 million for disposals completed
during that year).
On 18
November 2021, the Group announced that it has entered
into an agreement to sell its global Tea
business (ekaterra) to CVC Capital Partners Fund VIII for
€4.5 billion on a cash-free, debt-free basis with
completion expected in the second half of 2022.
|
Deal
completion date
|
Acquired/Disposed
business
|
|
29
January 2021
|
Acquired
51% of Welly Health, a producer of bandages and other healthcare
related items. The acquisition helps to expand our existing Health
and Wellbeing portfolio.
|
|
28 May
2021
|
Acquired
Onnit Lab Inc., a holistic wellness and lifestyle company based in
the US. The acquisition complements our growing portfolio of
innovative wellness and supplement brands.
|
|
2
August 2021
|
Acquired
Paula's Choice Inc., a Prestige Skin Care company based in the U.S.
The acquisition strengthens our presence in Prestige Beauty, with
an established direct to consumer e-commerce business.
|
Paula’s Choice Acquisition
On 2
August 2021, the Group acquired 100% of the shares of Paula's
Choice Inc., a U.S. based Prestige Skin Care company. The total
consideration paid was €1,832 million which comprised of
€1,818 million cash paid on the completion date and €14
million of deferred consideration. The provisional fair value of
net assets recognised on the balance sheet is €1,223 million.
Currently all balances remain provisional as we finalise our review
of the asset valuations. As part of the acquisition, goodwill of
€609 million has been recognized and which is not deductible
for tax purposes. Since the
acquisition date, the goodwill balance has increased by €37
million as a result of foreign exchange effects.
Impact of all acquisitions
Effect on consolidated income statement
The
acquisition deals completed in 2021 have contributed €196
million to Group turnover and €16 million to Group operating
profit since the relevant acquisition dates. If the acquisition
deals completed in 2021 had all taken place at the beginning of the
year, Group turnover would have been €52,637 million and
Group operating profit would have been €8,738
million.
Effect on consolidated balance sheet
The
following table summarises the consideration and net assets
acquired for the Paula’s Choice acquisition and other
acquisitions. The fair value currently used for the opening balance
of the Paula’s Choice acquisition is provisional. These
balances remain provisional due to outstanding relevant information
about the facts and circumstances that existed as of the
acquisition date and/or where valuation work is still
ongoing.
|
|
Paula’s
Choice
€
million
|
Other
acquisitions
€
million
|
Total
2021
€
million
|
|||
|
Intangible assets
|
1,584
|
|
160
|
|
1,744
|
|
|
Other non-current assets
|
4
|
|
4
|
|
8
|
|
|
Trade and other receivables
|
15
|
|
6
|
|
21
|
|
|
Other
current assets(a)
|
48
|
|
35
|
|
83
|
|
|
Non-current
liabilities(b)
|
(385)
|
|
(43)
|
|
(428)
|
|
|
Current liabilities(c)
|
(43)
|
|
(13)
|
|
(56)
|
|
|
Net assets acquired
|
1,223
|
|
149
|
|
1,372
|
|
|
Non-controlling interest
|
|
|
(14)
|
|
(14)
|
|
|
Goodwill
|
609
|
|
150
|
|
759
|
|
|
Total consideration
|
1,832
|
|
285
|
|
2,117
|
|
|
Of which:
|
|
|
|
|||
|
Cash
consideration paid
|
1,818
|
|
270
|
|
2,088
|
|
|
Deferred
consideration
|
14
|
|
15
|
|
29
|
|
(a)
Other current assets include inventories of €29 million and
cash of €17 million in Paula's Choice, with the remaining
€35 million split between cash of €14 million and
inventories of €13 million in Onnit.
(b)
Non-current
liabilities include deferred tax of €384 million related to
Paula’s Choice.
(c)
Current liabilities
include trade and other payable of €36 million in
Paula’s Choice.
NCIAL INSTRUMENTS
|
8 SHARE-BUY
BACK
|
On 29
April 2021 we announced a share buyback programme of up to €3
billion, which was completed on 3 December 2021. The Group has
repurchased 62,976,145 ordinary shares as part of the programme
which are held by Unilever as treasury shares. Consideration paid
for the repurchase of shares including transaction costs was
€3,018 million which is recorded within other
reserves.
|
9 FINANCIAL
INSTRUMENTS
|
The
Group’s Treasury team aims to protect the Group’s
financial investments, while maximising returns. The fair value of
financial assets is the same as the carrying amount for 2021 and
2020. The Group’s cash resources and other financial assets
are shown below.
|
€ million
|
31
December 2021
|
31
December 2020
|
||||
|
Current
|
Non-current
|
Total
|
Current
|
Non-current
|
Total
|
|
|
Cash
and cash equivalents
|
|
|
|
|
|
|
|
Cash at
bank and in hand
|
2,505
|
-
|
2,505
|
2,764
|
-
|
2,764
|
|
Short-term
deposits(a)
|
811
|
-
|
811
|
2,764
|
-
|
2,764
|
|
Other
cash equivalents
|
99
|
-
|
99
|
20
|
-
|
20
|
|
|
3,415
|
-
|
3,415
|
5,548
|
-
|
5,548
|
|
|
|
|
|
|
|
|
|
Other financial assets
|
|
|
|
|
|
|
|
Financial assets at
amortised cost(b)
|
750
|
208
|
958
|
468
|
138
|
606
|
|
Financial assets at
fair value through other comprehensive income(c)
|
1
|
526
|
527
|
9
|
361
|
370
|
|
Financial assets at
fair value through profit or loss:
|
|
|
|
|
|
|
|
Derivatives
|
76
|
52
|
128
|
59
|
21
|
80
|
|
Other(d)
|
329
|
412
|
741
|
272
|
356
|
628
|
|
|
1,156
|
1,198
|
2,354
|
808
|
876
|
1,684
|
|
Total financial assets(e)
|
4,571
|
1,198
|
5,769
|
6,356
|
876
|
7,232
|
(a)
Short-term deposits
typically have maturity of up to 3 months.
(b)
Current financial
assets at amortised cost include short term deposits with banks
with maturities longer than three months excluding deposits which
are part of a recognised cash management process and loans to joint
venture entities. Non-current financial assets at amortised cost
include judicial deposits of €157 million (2020: €101
million).
(c)
Included within
non-current financial assets at fair value through other
comprehensive income are equity investments of €521 million
(2020: €356 million)
(d)
Included within
current financial assets at fair value through profit or loss are
highly liquid debt mutual funds. Included within non-current
financial assets at fair value through profit or loss are assets in
a trust to fund benefit obligations in the US, an option over a
non-controlling interest in a subsidiary in Hong Kong and
investments in a number of companies and financial institutions in
North America, North Asia, South Asia and Europe.
(e)
Financial assets
exclude trade and other current receivables.
The
Group is exposed to the risks of changes in fair value of its
financial assets and liabilities. The following tables summarise
the fair values and carrying amounts of financial instruments and
the fair value calculations by category.
|
€ million
|
Fair
value
|
Carrying
amount
|
||
|
As at
31 December 2021
|
As at
31 December 2020
|
As at
31 December 2021
|
As at
31 December 2020
|
|
|
Financial assets
|
|
|
|
|
|
Cash
and cash equivalents
|
3,415
|
5,548
|
3,415
|
5,548
|
|
Financial assets at
amortised cost
|
958
|
606
|
958
|
606
|
|
Financial assets at
fair value through other comprehensive income
|
527
|
370
|
527
|
370
|
|
Financial assets at
fair value through profit and loss:
|
|
|
|
|
|
Derivatives
|
128
|
80
|
128
|
80
|
|
Other
|
741
|
628
|
741
|
628
|
|
|
5,769
|
7,232
|
5,769
|
7,232
|
|
Financial liabilities
|
|
|
|
|
|
Bank
loans and overdrafts
|
(402)
|
(411)
|
(402)
|
(411)
|
|
Bonds
and other loans
|
(29,133)
|
(26,936)
|
(27,621)
|
(24,585)
|
|
Lease
liabilities
|
(1,649)
|
(1,771)
|
(1,649)
|
(1,771)
|
|
Derivatives
|
(184)
|
(315)
|
(184)
|
(315)
|
|
Other
financial liabilities
|
(277)
|
(223)
|
(277)
|
(223)
|
|
|
(31,645)
|
(29,656)
|
(30,133)
|
(27,305)
|
|
€ million
|
Level
1
|
Level
2
|
Level
3
|
Level
1
|
Level
2
|
Level
3
|
|||
|
|
As at
31 December 2021
|
As at
31 December 2020
|
|||||||
|
Assets at fair value
|
|
|
|
|
|
|
|||
|
Financial assets at fair value through other comprehensive
income
|
6
|
3
|
518
|
5
|
|
3
|
|
362
|
|
|
Financial assets at fair value through profit or loss:
|
|
|
|
|
|
|
|||
|
Derivatives(a)
|
-
|
289
|
-
|
-
|
|
158
|
|
-
|
|
|
Other
|
331
|
-
|
410
|
300
|
|
-
|
|
328
|
|
|
Liabilities at fair value
|
|
|
|
|
|
|
|||
|
Derivatives(b)
|
-
|
(235)
|
-
|
-
|
|
(418)
|
|
-
|
|
|
Contingent consideration
|
-
|
-
|
(180)
|
-
|
|
-
|
|
(140)
|
|
(a)
Includes €161
million (2020: €78 million) derivatives, reported within
trade receivables, that hedge trading activities.
(b)
Includes
€(51) million (2020: €(103) million) derivatives,
reported within trade creditors, that hedge trading
activities.
There
were no significant changes in classification of fair value of
financial assets and financial liabilities since 31 December 2020.
There were also no significant movements between the fair value
hierarchy classifications since 31 December 2020.
The
fair value of trade receivables and payables is considered to be
equal to the carrying amount of these items due to their short-term
nature.
Calculation of fair values
The
fair values of the financial assets and liabilities are defined as
the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market
participants at the measurement date. Methods and assumptions used
to estimate the fair values are consistent with those used in the
year ended 31 December 2020.
|
10 ASSETS
HELD FOR SALE
|
On 18
November 2021, Unilever announced that it has entered
into an agreement to sell its global Tea
business (ekaterra) to CVC Capital Partners Fund VIII for
€4.5 billion on a cash-free, debt-free basis, with
completion expected in the second half of 2022. As a result, the
assets and liabilities of ekaterra have been classified as held for
sale as at 31 December 2021. Following
classification as held for sale, these assets and liabilities are
recognised as current on the balance sheet.
|
|
2021
ekaterra
|
2021
Others(a)
|
2021
Total
|
2020
Total
|
||||
|
Property, plant and equipment held for
sale (b)
|
|
2
|
2
|
17
|
||||
|
|
|
|
|
|
|
|
|
|
|
Non-Current assets
|
|
|
|
|
||||
|
|
|
|
|
|
||||
|
Goodwill and intangible assets
|
899
|
2
|
901
|
1
|
||||
|
Property, plant and equipment
|
425
|
22
|
447
|
4
|
||||
|
Deferred tax assets
|
329
|
-
|
329
|
-
|
||||
|
Other non-current assets
|
25
|
-
|
25
|
-
|
||||
|
|
1,678
|
24
|
1,702
|
5
|
||||
|
Current assets
|
|
|
|
|
||||
|
Inventories
|
258
|
-
|
258
|
6
|
||||
|
Trade and other receivables
|
336
|
-
|
336
|
-
|
||||
|
Current tax assets
|
11
|
-
|
11
|
-
|
||||
|
Cash and cash equivalents
|
90
|
-
|
90
|
-
|
||||
|
Other current assets
|
2
|
-
|
2
|
-
|
||||
|
|
697
|
-
|
697
|
6
|
||||
|
Assets held for sale
|
2,375
|
26
|
2,401
|
28
|
||||
|
Current liabilities
|
|
|
|
|
||||
|
Trade payables and other current liabilities
|
652
|
-
|
652
|
1
|
||||
|
Current tax liabilities
|
9
|
-
|
9
|
-
|
||||
|
Financial liabilities
|
49
|
-
|
49
|
-
|
||||
|
Provisions
|
8
|
-
|
8
|
-
|
||||
|
|
718
|
-
|
718
|
1
|
||||
|
Non-Current liabilities
|
|
|
|
|
||||
|
Pensions and post-retirement healthcare liabilities
|
12
|
-
|
12
|
-
|
||||
|
Financial Liabilities
|
31
|
-
|
31
|
-
|
||||
|
Other non-current liabilities
|
2
|
-
|
2
|
-
|
||||
|
Deferred tax liabilities
|
57
|
-
|
57
|
-
|
||||
|
|
102
|
-
|
102
|
-
|
||||
|
Liabilities held for sale
|
820
|
-
|
820
|
1
|
||||
(a)
In 2021,
other disposal groups include assets related to the disposal of the
Calve and Baltimore brands in Russia. We reversed the held for sale
position of a number of small Beauty and Personal Care brands in
the second half of 2021.
(b)
In 2020,
disposal groups held for sale related to manufacturing
assets.
|
11 DIVIDENDS
AND SHARE BUYBACKS
|
The
Board has declared a quarterly interim dividend for Q4 2021
of £0.3602 per
Unilever PLC ordinary share or €0.4268 per Unilever PLC
ordinary share at the applicable exchange rate issued by WM/Reuters
on 8 February 2022.
The
following amounts will be paid in respect of this quarterly interim
dividend on the relevant payment date:
|
Per Unilever PLC ordinary share (traded on the London Stock
Exchange):
|
£ 0.3602
|
|
|
Per Unilever PLC ordinary share (traded on Euronext in
Amsterdam):
|
€ 0.4268
|
|
|
Per Unilever PLC American Depositary Receipt:
|
US$ 0.4873
|
|
The
euro and US dollar amounts above have been determined using the
applicable exchange rates issued by WM/Reuters on
8
February 2022.
US
dollar cheques for the quarterly interim dividend will be mailed on
22 March 2022 to holders of record at the close of business on 25
February 2022.
The
quarterly dividend calendar for the remainder of 2022 will be as
follows:
|
|
Announcement
Date
|
Ex-Dividend
Date
|
Record
Date
|
Payment
Date
|
|
Q4 2021 Dividend
|
10 February 2022
|
24 February 2022
|
25 February 2022
|
22 March 2022
|
|
Q1 2022 Dividend
|
28 April 2022
|
19 May 2022
|
20 May 2022
|
16 June 2022
|
|
Q2 2022 Dividend
|
26 July 2022
|
4 August 2022
|
5 August 2022
|
1 September 2022
|
|
Q3 2022 Dividend
|
27 October 2022
|
17 November 2022
|
18 November 2022
|
9 December 2022
|
Unilever
will commence a share buyback programme of up to €3 billion,
in one or more tranches, to be completed by the end of 2023. The
programme is expected to be commence during the first quarter of
2022. Any share buyback tranche commenced after Unilever’s
2022 AGM will be dependent on receipt of the relevant AGM
authority. A further announcement will be provided before Trading
begins.
|
12 EVENTS
AFTER THE BALANCE SHEET DATE
|
On 25
January 2022, Unilever announced changes to its organisational
model to make it simpler and more category focused. The company
will move away from its current matrix structure and will be
organised around five distinct Business Groups: Beauty &
Wellbeing, Personal Care, Home Care, Nutrition, and Ice Cream. Each
Business Group will be fully responsible and accountable for their
strategy, growth, and profit delivery globally. We expect the
new structure to be fully operational from the middle of the year.
All costs related to setting up the new organisation will be
managed within the existing restructuring investment plans of
€2 billion across 2021 and 2022.