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 August, 2010


                     
UNILEVER N.V.    
(Translation of registrant's name into English)

 

WEENA 455, 3013 AL, P.O. BOX 760, 3000 DK, ROTTERDAM, THE NETHERLANDS
(Address of principal executive offices)



Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.


Form 20-F..X.. Form 40-F.....


Indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):_____


Indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7):_____



Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


Yes ..... No ..X..


If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- ________

 


Exhibit 99 attached hereto is incorporated herein by reference.

 



Signatures

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

                                                                                                                              

UNILEVER N.V.
 

/S/ T.E. LOVELL
By  T.E. LOVELL

SECRETARY
 

 

                                                                                                                                   




 

Date: 05 August 2010


                                               EXHIBIT INDEX
                                               -------------


EXHIBIT NUMBER              EXHIBIT DESCRIPTION


99                                          Notice to Euronext, Amsterdam dated 5 August, 2010
                                             2nd Quarter Results 2010


Exhibit 99

 

 

                                                     2010 FIRST HALF YEAR RESULTS

VOLUME MOMENTUM SUSTAINED WHILST INVESTING FOR THE LONG TERM


 

Half year highlights

·      Turnover up 9.7% at €21.9 billion.

·      Underlying volume growth 6.6%. Underlying sales growth 3.8% and underlying price growth (2.6)%; in-year pricing was stable.

·      Underlying operating margin up 30bps with continuing strong gross margins offset by significant investment in advertising and promotional expenditure, up 180bps.

·      Net cash flow from operating activities €2.2 billion, up €0.2 billion. Average trading working capital again reduced as a percentage of turnover and has now been negative for three successive quarters.

·      Fully diluted earnings per share €0.70 up 36% reflecting improved operating profit, lower restructuring and the favourable impact of foreign exchange.

Second Quarter highlights

·      Underlying volume growth 5.7%. Underlying sales growth 3.6% with underlying price growth improving to (2.0)%; in-quarter pricing was again stable.

·      Underlying operating margin up 10bps with advertising and promotions spend up 140bps.

               Chief Executive Officer


 

"We have delivered another quarter of robust volume growth with improved volume market shares in all of our regions. This is an encouraging result given the challenging economic and competitive environment and reflects the continuing investment behind our brands, better in-market execution, successful innovations and the extension of our brands into new markets. The consistent strong performance of our personal care business means that it became, in the quarter, our largest category.

 

We continue to operate under the assumption of slow economic growth, particularly in developed markets where consumer confidence remains fragile. We do not expect competitive pressures to ease and our ability to increase prices will remain constrained despite rising commodity costs in the second half. We still expect underlying price growth to turn positive towards the end of the year.

 

Notwithstanding this difficult environment and comparators which get tougher as the year progresses, the results confirm again that our strategy to focus on the consumer and to accelerate growth is working. Our priority remains to drive profitable volume growth and strong cash flow along with steady and sustainable improvement in operating margin for the year as a whole."

 

 

Second Quarter 2010

Key Financials  (unaudited)

Current rates

Half Year 2010

€11,752m

+12.4%

Turnover

 

€21,895m

+9.7%

+3.6%

  

Underlying sales growth*

+3.8%

  

€1,628m

+23%

Operating profit

€3,066m

+20%

€1,154m

+39%

Net profit

€2,209m

+35%

€0.36

+38%

Diluted Earnings per share

€0.70

+36%
         

Third Quarterly Interim Dividend           €0.208 per share

  


(*) Underlying sales growth is a non-GAAP measure, see note 2 on Page 11 for further explanation.

 

5 August 2010

                                                              OPERATIONAL REVIEW: REGIONS

 

Second Quarter 2010

Half Year 2010

(unaudited)

Turnover

USG

Volume

Price

Change in Underlying Op Margin

Turnover

USG

Volume

Price

Change in Underlying Op Margin
 

€m

%

%

%

bps

€m

%

%

%

bps

Unilever Total

11,752

3.6

5.7

(2.0)

10

21,895

3.8

6.6

(2.6)

30

Asia Africa CEE

4,673

8.2

11.5

(2.9)

(10)

8,668

7.9

11.6

(3.3)

10

Americas

3,859

3.9

 5.0

(1.1)

(40)

7,199

3.8

5.6

(1.7)

(10)

Western Europe

3,220

(2.2)

(0.3)

(1.9)

120

6,028

(1.1)

1.7

(2.7)

130


 

Market growth in developed economies remains depressed whilst emerging market growth remains strong. The high intensity of competition has continued but we have remained competitive and delivered strong volume growth, with volume share gains across all regions. Whilst underlying price growth remains negative, in-quarter pricing was again stable, despite increased competitive pricing and promotional activity, especially in Laundry and Hair. Gross margins continued to improve allowing us to increase advertising & promotions investment whilst delivering improved underlying operating margin.

 

Asia Africa CEE - Half year USG +7.9%, Volume +11.6%, Underlying Operating Margin +10 bps

The region continued its strong momentum in underlying volume and sales growth in the second quarter, ahead of the market. This was the third successive quarter of double digit volume growth with all the main countries and key categories positive despite intense competitive activity.

 

Half year underlying sales growth in Asia and Africa Middle East was strong, driven by double digit underlying volume growth which more than compensated for price action taken to ensure that our products remain fully competitive; volume shares progressed well. CEE performance was more mixed but again volume shares improved.

 

Underlying operating margin was slightly positive in the half year with improved gross margins offset by a significant step-up in advertising and support behind our brands. The rollout of the regional IT platform continued with successful go-lives in China, Hong Kong, Taiwan and Australasia.

 

The Americas - Half year USG +3.8%, Volume +5.6%, Underlying Operating Margin (10) bps

Despite the continued sluggish markets in North America, our business grew underlying volume at more than 2% in the half year on the back of successful new product launches and improved in-market execution. Dressings gained share through strong innovation and merchandising support and Skin Cleansing grew strongly.

 

Latin American markets are generally much stronger and our underlying volume growth for the half year was just under 10% on the back of strong performances from Deodorants, Hair, Ice Cream and soy-based drinks under the AdeS brand.

 

Underlying operating margin, down 10bps in the half year, again reflected the significant increase in brand support levels.

 

Western Europe - Half year USG (1.1)%, Volume 1.7%, Underlying Operating Margin +130 bps

Markets were difficult, particularly in southern European countries such as Greece, Spain and, to a lesser extent, Italy. We continue to pursue our strategy of investing behind our brands and bringing strong innovations to market. This approach is delivering good results, with both volume and value shares up.

 

Excluding Greece, where market volumes were down substantially, underlying volume growth in Western Europe in the second quarter was positive. However, our Greek business responded quickly to the crisis with €1 promotions crafted to reflect the new economic reality. In Paris we opened the second Customer Insight and Innovation Centre in the region following the opening of the first such centre in the UK.

 

Gross margin and indirects improved in both the half year and the second quarter, driven by strong savings programmes. Underlying operating margin increased alongside increased advertising and promotions investment.

 

 

                                                OPERATIONAL REVIEW: CATEGORIES

 

Second Quarter 2010

Half Year 2010

 (unaudited)

Turnover

USG

Turnover

USG
 

€m

%

€m

%

Unilever Total

11,752

3.6

21,895

3.8

Savoury, Dressings & Spreads

3,514

0.5

6,910

0.3

Ice Cream & Beverages

2,696

3.5

4,494

5.1

Personal Care

3,569

7.8

6,700

7.9

Home Care & other

1,973

2.2

3,791

2.4


 

We maintained our volume growth momentum with strong performances from Deodorants, Skin Cleansing and Homecare. We continue to focus on bigger innovations, rolled out faster and to more countries. Dove Men + Care is now in 29 markets and Knorr jelly bouillon has been extended from China to 18 markets, the latest being Brazil and Mexico. Magnum Gold?! has been launched in 29 markets and Cornetto Enigma is in 12 European markets. We are also extending our iconic brands into new markets more quickly than ever before.

 

Savoury, Dressings and Spreads - Half year USG +0.3%

Spreads volume share increased again but markets remain weak. Significant events included the 'no hydrogenated oils' relaunches of I Can't Believe its not Butter and Country Crock in the US and the re-launch of the pro.activ brand in Europe. The new Rama margarine specifically formulated for spreading continues to make good progress in Central and South Africa based on the attractive proposition of nutrition at an affordable price. In Europe we still have more to do to convince butter users of the benefits of our products. Dressings benefited from the campaign to tackle the negative health perceptions of mayonnaise and to inspire new uses through recipe ideas.

 

Savoury growth picked up on the continuing success and rollout of Knorr jelly bouillon and the introduction of Knorr seasoning for beans in Brazil and Mexico. The success of the Knorr cook-in bags gave us category leadership in Australasia. The PF Chang premium restaurant-quality frozen Asian meals have started well in the US despite supply difficulties. Knorr soups in France performed strongly after we introduced new varieties.

 

Ice Cream and Beverages - Half year USG +5.1%

Ice Cream delivered a strong performance irrespective of the poor weather in Europe and China. Magnum Gold?!,  Cornetto Enigma and Fruttare are all exceeding expectations. The new Klondike variants continue to drive growth in the US whilst the new Ben & Jerry's and Breyer's Smooth and Dreamy ranges have been well received. Strong growth in South East Asia and Latin America came from distribution gains, strong point-of-purchase activity and great innovation.

 

Tea volume growth slowed but overall performance remains good. The innovations across the price points, from Brooke Bond Sehatmand in India at a low price to the Lipton premium fruit and herbal infusions doing well in markets like Australia and Russia, are helping drive balanced growth. The Lipton Green Tea launches in USA and France are delivering good growth. The launches of the Lipton brand in Spain and the UK continue to do well.

 

Personal Care - Half year USG +7.9%

Personal Care again delivered strong growth, powered by Deodorants. Notable successes include Degree in the US, Dove in Brazil and the relaunch of Rexona in Japan. Hair growth accelerated and we saw volume share gains despite the increased competitive environment. Dove Hair Damage Repair gained good initial acceptance and there were also strong performances by Sunsilk Co-Creations in Asia and Suave in the US. TiGi has just launched Sleek Mystique which completes the new range from Catwalk.

 

Skin Cleansing is growing strongly on the back of the success of Dove Nutrium moisture and the good results from the launches of Citra bar soap in Indonesia and Lifebuoy in Argentina, Brazil, Bolivia, Peru and Australia. Hand and body creams continue to grow despite Vaseline Sheer Infusions being off to a slow start. Oral is doing well with notable successes for the anti-age variant in Europe and the launch of Pepsodent in the Philippines.

 

Home Care and other - Half year USG +2.4%

Despite high levels of competitive intensity we maintained volume growth momentum. Notable was the continuing success of liquid detergents with recent introductions in Turkey and Vietnam, the successful Wheel relaunch in India and the launch of the Surf brand position in Indonesia and Thailand.

 

Household Cleaning has continued to deliver strong results with Cif Active-Shield technology doing well in Western Europe, now launched into Poland and Argentina. The Cif launch in Vietnam has had an encouraging start and we have just launched in Indonesia. Domestos, recently launched in Italy, is performing strongly.
 

 

ADDITIONAL COMMENTARY ON THE FINANCIAL STATEMENTS - FIRST HALF YEAR

 

Finance costs and tax                      

 

The cost of financing net borrowings in the half year was €214 million, €30 million less than the same period last year mainly reflecting lower average net debt in the first half. The interest rate on net borrowing was 6.3% reflecting the low interest rates on cash deposits. The charge for pensions financing was a credit of €8m compared with a net charge of €90m in the prior year.

 

The effective tax rate was 26.3% compared with 29.4% for 2009 primarily reflecting favourable prior year tax settlements and lower one-off items.

 

Joint ventures, associates and other income from non-current investments

 

Net profit from joint ventures and associates, together with other income from non-current investments contributed €116 million compared to €72 million last year. The main factors behind the increase were the partial redemption of a portion of the preferred shares that had been held as consideration for the sale of Unilever's US laundry business in 2008 and a fair value adjustment on the warrants in Johnson Diversey.

 

Earnings per share 

 

Fully diluted earnings per share at €0.36 for the quarter were 38% higher than the same period in 2009. The principal drivers for the increase were improved underlying operating profit, lower restructuring charges, lower pensions costs, favourable foreign exchange and profit on disposals.

 

Fully diluted earnings per share for the half year were €0.70, up 36% on the previous year.

 

Restructuring

 

Restructuring in the first half year was around 120 bps of Turnover, at €253 million. This reflects action being taken to make the business fit to compete in the current environment. Full year restructuring is expected at similar levels.

 

Cash Flow and Net Debt

 

Strong management focus led to further reductions in average trading working capital as a percentage of turnover, which was negative for the third successive quarter. The  working capital outflow reflected the normal seasonal pattern with the levels at end of June higher than at the start of the year.

 

Capital expenditure increased by €247 million to €753 million in support of future growth in emerging markets such as Russia and Indonesia.

 

Free cash flow (see note 2, page 11 for further explanation) at €1.3 billion was broadly stable versus the prior year. This reflected improved net cash flow from operating activities at €2.2 billion, up €218 million versus the prior year. The improved operating profit was offset by the absolute increase in working capital and the higher level of capital expenditure.

 

Net debt at €7.6 billion was up from €6.4 billion as at 31st December 2009, primarily reflecting the impact of the changes in foreign exchange rates.

 

Pensions

 

The net deficit in pension schemes was €4.0bn at the end of June up from €2.6bn at the end of 2009. This is mainly due to the impact of lower discount rate assumptions on the liabilities.

 

Acquisitions and disposals (full details can be found in note 12, page 16)

 

After the quarter end we announced the disposal of our frozen foods business in Italy for €805m to Birds Eye Iglo. We expect to complete the acquisition of Sara Lee's personal care business in Q4 2010.

 

 

Unilever NV Preference Shares

 

The period for the creditors of Unilever NV to object to the cancellation of the 4% preference shares has now closed and cancellation will take place shortly with a record date of August 12th and payment on August 23rd. It is our intention to launch a tender offer in respect of the 6% and 7% preference shares in due course.

 

Principal Risk Factors

 

On pages 30 to 34 of our 2009 Report and Accounts we set out our assessment of the principal risk issues that would face the business through 2010 under the headings: economic; markets; brand; customer; financial/treasury; consumer safety and environmental sustainability; operations; people and talent; legal and regulatory; restructuring and change management; and other risks. In our view, the nature and potential impact of such risks remain essentially unchanged as regards our performance over the second half of 2010.

 

Other Information

 

This  document represents Unilever's half-yearly report for the purposes of the Disclosure and Transparency Rules (DTR) issued by the UK Financial Services Authority (DTR 4.2) and the Dutch Act on Financial Supervision, section 5:25d (8)/(9) (Half-yearly financial reports). In this context: (i) the condensed set of financial statements can be found on pages 7 to 16; (ii) pages 2 to 6 comprise the interim management report; and (iii) the Directors' responsibility statement can be found on page 17. No material related parties transactions have taken place in the first six months of the year.

 

 

COMPETITION INVESTIGATIONS

 

As previously reported, in June 2008 the European Commission initiated an investigation into potential competition law infringements in the European Union in relation to consumer detergents.  The investigation is ongoing although no statement of objections against Unilever has been issued to date. 

 

In December 2009, as previously reported, Unilever received separate statements of objection from the French competition authority and from the Italian competition authority in connection with investigations into certain product markets in France and Italy respectively.  In April 2010, Unilever received a statement of objections from the Dutch competition authority in relation to its investigation into certain product markets in The Netherlands.  An earlier decision by the Greek authority fining Unilever in relation to alleged restrictions on parallel trade within certain of its contracts with retailers in Greece is under appeal. 

 

In addition and as previously disclosed, Unilever is involved in a number of other ongoing investigations by national competition authorities.  These include investigations in Belgium, France and Germany. These investigations are at various stages and concern a variety of product markets.

 

Substantial fines can be levied as a result of competition and antitrust investigations especially at the European Union level.  Fines imposed by the European Commission in other sectors for violations of the competition rules have amounted to hundreds of millions of euros.  It is too early reliably to estimate the total amount of fines to which Unilever will be subject as a result of all of these investigations. However, provisions have been made, to the extent appropriate, in relation to the national investigations.  

 

It is Unilever's policy to co-operate fully with the competition authorities in the context of all ongoing investigations.  In addition, Unilever reinforces and enhances its internal competition law compliance procedures on an ongoing basis.

 

 

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 'expects', 'anticipates', 'intends', 'believes' 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 Group. They are not historical facts, nor are they guarantees of future performance.

 

Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements, including, among others, competitive pricing and activities, economic slowdown, industry consolidation, access to credit markets, recruitment levels, reputational risks, commodity prices, continued availability of raw materials, prioritisation of projects, consumption levels, costs, the ability to maintain and manage key customer relationships and supply chain sources, consumer demands, currency values, interest rates, the ability to integrate acquisitions and complete planned divestitures, the ability to complete planned restructuring activities, physical risks, environmental risks, the ability to manage regulatory, tax and legal matters and resolve pending matters within current estimates, legislative, fiscal and regulatory developments, political, economic and social conditions in the geographic markets where the Group operates and new or changed priorities of the Boards. Further details of potential risks and uncertainties affecting the Group are described in the Group's filings with the London Stock Exchange, Euronext Amsterdam and the US Securities and Exchange Commission, including the 20-F Report and the Annual Report and Accounts 2009. 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.
 

                                                                  ENQUIRIES

 

Media: Media Relations Team

UK +44 20 7822 6805  stephen.pain@unilever.com

or +44 20 7822 6010   trevor.gorin@unilever.com

NL +31 10 217 4844     flip.dotsch@unilever.com

 

Investors: Investor Relations Team 

+44 20 7822 6830  investor.relations@unilever.com

 

 


 

There will be a web cast of the results presentation available at:

www.unilever.com/ourcompany/investorcentre/results/quarterlyresults/default.asp

 

 

                                                     INCOME STATEMENT

(unaudited)

 

Second Quarter

€ million

Half Year

 

 

2010

 

 

2009

Increase/
(Decrease)

  

2010

2009

Increase/
(Decrease)

Current rates

Constant rates

    

Current rates

Constant rates
                 
       

Continuing operations:

        
                 

11,752

10,458

12.4%

3.4%

Turnover

21,895

19,963

9.7%

3.9%
                 

1,628

1,320

23%

15%

Operating profit

3,066

2,554

20%

15%
                 

 

(96)

 

(203)

    

 Restructuring, business disposals and
 other (RDIs) (see note 3)

(204)

(361)

    

 

1,724

 

1,523

 

13%

 

5%

 Underlying operating profit

3,270

2,915

12%

7%
                 

(101)

(151)

    

Net finance costs

(206)

(334)

    

25

19

    

   Finance income

41

44

    

(130)

(125)

    

   Finance costs

(255)

(288)

    

4

(45)

    

   Pensions and similar obligations

8

(90)

    
                 

41

36

    

Share in net profit/(loss) of joint ventures

68

63

    

(2)

(2)

    

Share in net profit/(loss) of associates

(5)

(3)

    

20

(1)

    

Other income from non-current investments

53

12

    
                 

1,586

1,202

32%

24%

Profit before taxation

2,976

2,292

30%

24%
                 

(432)

(369)

    

Taxation

(767)

(656)

    
                 

1,154

833

39%

30%

Net profit

2,209

1,636

35%

29%
                 
       

Attributable to:

        

92

75

    

     Non-controlling interests

174

147

    

1,062

758

40%

30%

     Shareholders' equity

2,035

1,489

37%

30%
                 
       

Combined earnings per share

        

0.37

0.27

38%

29%

     Total operations (Euros)

0.72

0.53

36%

29%

0.36

0.27

38%

29%

     Total operations - diluted (Euros)

0.70

0.52

36%

29%


 

                           STATEMENT OF COMPREHENSIVE INCOME

(unaudited)

 

€ million

Half Year
 

2010

2009

Net profit

2,209

1,636
     

Other comprehensive income

    

Fair value gains/(losses) on financial instruments net of tax

(68)

85

Actuarial gains/(losses) on pension schemes net of tax

(935)

(270)

Currency retranslation gains/(losses) net of tax

444

142
     

Total comprehensive income

1,650

1,593
     

Attributable to:

    

     Non-controlling interests

253

152

     Shareholders' equity

1,397

1,441


 

 

 

                                     STATEMENT OF CHANGES IN EQUITY

(unaudited)

 

€ million

Half Year
 

2010

2009

Equity at 1 January

12,536

10,372

Total comprehensive income for the period

1,650

1,593

Dividends on ordinary capital

(1,134)

(1,361)

Movement in treasury stock

(2)

18

Share-based payment credit

74

65

Dividends paid to non-controlling interests

(88)

(70)

Currency retranslation gains/(losses) net of tax

12

(6)

Other movements in equity

32

(33)

Equity at the end of the period

13,080

10,578


 


 

                                              CASH FLOW STATEMENT

(unaudited)

 

€ million

Half Year
 

2010

2009
     

Cash flow from operating activities

2,809

2,450
     

Income tax paid

(572)

(431)
     

Net cash flow from operating activities

2,237

2,019
     
     

Interest received

33

38

Net capital expenditure

(753)

(506)

Acquisitions and disposals

70

(365)

Other investing activities

740

(5)
     

Net cash flow from/(used in) investing activities

90

(838)
     
     

Dividends paid on ordinary share capital

(1,148)

(1,302)

Interest and preference dividends paid

(257)

(258)

Change in financial liabilities

(289)

130

Other movements on treasury stock

8

17

Other financing activities

(87)

(43)
     

Net cash flow from/(used in) financing activities

(1,773)

(1,456)
     
     

Net increase/(decrease) in cash and cash equivalents

554

(275)
     
     

Cash and cash equivalents at the beginning of the period

2,397

2,360
     
     

Effect of foreign exchange rate changes

(201)

(176)
     

Cash and cash equivalents at the end of the period

2,750

1,909


 

                                                            BALANCE SHEET

(unaudited)

 

€ million

As at
30 June

2010

As at

31 December 2009

As at
30 June

2009
       
       

Goodwill

13,371

12,464

12,338

Intangible assets

5,031

4,583

4,598

Property, plant and equipment

7,504

6,644

6,261

Pension asset for funded schemes in surplus

536

759

413

Deferred tax assets

1,045

738

1,083

Other non-current assets

1,106

1,017

1,591

Total non-current assets

28,593

26,205

26,284
       
       

Inventories

4,398

3,578

3,759

Trade and other current receivables

4,922

3,429

4,813

Current tax assets

125

173

167

Cash and cash equivalents

3,105

2,642

2,082

Other financial assets

415

972

334

Non-current assets held for sale

398

17

13

Total current assets

13,363

10,811

11,168
       
       

Financial liabilities

(2,895)

(2,279)

(2,470)

Trade payables and other current liabilities

(10,336)

(8,413)

(8,428)

Current tax liabilities

(534)

(487)

(408)

Provisions

(312)

(420)

(698)

Liabilities associated with assets held for sale

(21)

-

-

Total current liabilities

(14,098)

(11,599)

(12,004)

Net current assets/(liabilities)

(735)

(788)

(836)
       

Total assets less current liabilities

27,858

25,417

25,448
       
       

Financial liabilities due after one year

8,188

7,692

8,826

Non-current tax liabilities

153

107

231

Pensions and post-retirement healthcare liabilities:

      

      Funded schemes in deficit

2,428

1,519

2,052

      Unfunded schemes

2,061

1,822

2,011

Provisions

848

729

695

Deferred tax liabilities

807

764

796

Other non-current liabilities

293

248

259

Total non-current liabilities

14,778

12,881

14,870
       
       

Shareholders' equity

12,428

12,065

10,085

Non-controlling interests

652

471

493

Total equity

13,080

12,536

10,578
       

Total capital employed

27,858

25,417

25,448


 


 

NOTES TO THE FINANCIAL STATEMENTS

(unaudited)

 

1     ACCOUNTING INFORMATION AND POLICIES

 

The condensed interim financial statements are based on International Financial Reporting Standards (IFRS) as adopted by the EU and IFRS as issued by the International Accounting Standards Board.   The accounting policies and methods of computation are consistent with the year ended 31 December 2009 and are in compliance with IAS34 'Interim Financial reporting'.

 

The condensed interim 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 7, the statements of comprehensive income and changes in equity on page 8, the cash flow statement on page 9, and the analysis of free cash flow on page 14 are translated at rates current in each period. 

 

The balance sheet on page 10 and the analysis of net debt on page 15 are translated at period-end rates of exchange.

 

The financial statements attached do not constitute the full financial statements within the meaning of Section 434 of the UK Companies Act 2006.  Full accounts for Unilever for the year ended 31 December 2009 have been delivered to the Registrar of Companies.  The auditors' report on these accounts was unqualified and did not contain a statement under Section 498 (2) or Section 498 (3) of the UK Companies Act 2006.

 

2     NON-GAAP MEASURES
 

In our financial reporting we use certain measures that are not recognised under IFRS or other generally accepted accounting principles (GAAP). We do this because we believe that these measures are useful to investors and other users of our financial statements in helping them to understand underlying business performance. Wherever we use such measures, we make clear that these are not intended as a substitute for recognised GAAP measures. Wherever appropriate and practical, we provide reconciliations to relevant GAAP measures. Unilever uses ‘constant rate’ and ‘underlying’ measures primarily for internal performance analysis and targeting purposes.

 

The principal non-GAAP measure which we apply in our quarterly reporting is underlying sales growth, which we reconcile to changes in the GAAP measure turnover in notes 4 and 5. Underlying sales growth (abbreviated to 'USG' or 'growth') reports turnover growth at constant exchange rates, excluding the effects of acquisitions and disposals.  Turnover includes the impact of exchange rates, acquisitions and disposals.

 

We also comment on underlying trends in operating margin before the impact of restructuring, disposals and other one-off items, which we collectively term RDIs, on the grounds that the incidence of these items is uneven between quarterly reporting periods. Further detail on RDIs can be found in note 3.  We also discuss free cash flow, which we reconcile in note 8 to the amounts in the cash flow statement, and net debt, which we reconcile in note 9 to the amounts reported in our balance sheet and cash flow statement.

 

In explaining cash flow performance we refer to the trend of average trading working capital. This metric is used internally, focusing on average rather than closing positions to ensure consistent performance, whilst excluding the elements of working capital that operational management cannot influence.

 

Further information about these measures and their reconciliation to GAAP measures is given on our website at www.unilever.com/investorrelations 
 

3     SIGNIFICANT ITEMS WITHIN THE INCOME STATEMENT

 

In our income statement reporting we recognise restructuring costs, profits and losses on business disposals and certain other one-off items, which we collectively term RDIs.  We disclose on the face of our income statement the total value of such items that arise within operating profit.  In our operating review by region and in note 4 we highlight the impact of these items on our operating margin. 

 

Second Quarter

€ million

Half Year

2010

2009

  

2010

2009
   

     RDIs within operating profit:

    

(134)

(203)

          Restructuring

(253)

(361)

38

-

          Business disposals

49

-

-

-

          Impairments and other one-off items

-

-

(96)

(203)

     Total RDIs within operating profit

(204)

(361)


 

4     SEGMENT INFORMATION

Continuing operations - Second Quarter

€ million

Asia Africa
CEE

Americas

Western Europe

Total
         

Turnover             

       

     2009                      

3,856

3,335

3,267

10,458

     2010

4,673

3,859

3,220

11,752

Change

21.2 %

15.7 %

(1.4) %

12.4 %

Impact of:

        

     Exchange rates

12.0 %

11.4 %

1.2 %

8.7 %

     Acquisitions

0.3 %

0.2 %

0.1 %

0.2 %

     Disposals

(0.2)%

(0.3)%

(0.5)%

(0.3)%
         

Underlying sales growth

8.2 %

3.9 %

(2.2) %

3.6 %

     Price

(2.9)%

(1.1)%

(1.9)%

(2.0)%

     Volume

11.5 %

5.0 %

(0.3)%

5.7 %
         

Operating profit

        

     2009                      

502

441

377

1,320

     2010

599

509

520

1,628
         

Underlying operating profit

        

     2009                      

523

495

505

1,523

     2010

631

555

538

1,724
         

Operating margin

        

     2009                      

13.0%

13.2%

11.5%

12.6%

     2010

12.8%

13.2%

16.2%

13.9%
         

Underlying operating margin

        

     2009                      

13.6%

14.8%

15.5%

14.6%

     2010

13.5%

14.4%

16.7%

14.7%


 

 

Continuing operations - Half Year

€ million

Asia Africa
CEE

Americas

Western Europe

Total
         

Turnover             

       

     2009                      

7,431

6,491

6,041

19,963

     2010

8,668

7,199

6,028

21,895

Change

16.7 %

10.9 %

(0.2) %

9.7 %

Impact of:

        

     Exchange rates

8.0 %

6.7 %

1.0 %

5.6 %

     Acquisitions

0.3 %

0.6 %

0.3 %

0.4 %

     Disposals

(0.2)%

(0.4)%

(0.5)%

(0.3)%
         

Underlying sales growth

7.9 %

3.8 %

(1.1) %

3.8 %

     Price

(3.3)%

(1.7)%

(2.7)%

(2.6)%

     Volume

11.6 %

5.6 %

1.7 %

6.6 %
         

Operating profit

        

     2009                      

966

883

705

2,554

     2010

1,149

1,013

904

3,066
         

Underlying operating profit

        

     2009                      

1,017

977

921

2,915

     2010

1,196

1,080

994

3,270
         

Operating margin

        

     2009                      

13.0%

13.6%

11.7%

12.8%

     2010

13.3%

14.1%

15.0%

14.0%
         

Underlying operating margin

        

     2009                      

13.7%

15.1%

15.2%

14.6%

     2010

13.8%

15.0%

16.5%

14.9%


 

 

5       ADDITIONAL INFORMATION BY CATEGORY 

      

Continuing operations - Second Quarter 

€ million

Savoury Dressings  and Spreads

Ice Cream

and Beverages

Personal

Care

Home Care
and
other

Total
             

Turnover

            

     2009                      

 

3,232

2,468

2,996

1,762

10,458

     2010

  

3,514

2,696

3,569

1,973

11,752

Change

  

8.7%

9.3%

19.1%

12.0%

12.4%

Impact of:

            

     Exchange rates

  

7.1 %

7.4 %

10.5 %

10.0 %

8.7 %

     Acquisitions

  

0.5 %

0.1 %

0.0 %

0.1 %

0.2 %

     Disposals

  

0.5 %

(1.7)%

0.0 %

(0.4)%

(0.3)%

Underlying sales growth

  

0.5 %

3.5 %

7.8 %

2.2 %

3.6 %
             

Operating profit

            

     2009                      

 

417

339

387

177

1,320

     2010

  

598

383

523

124

1,628
             

Operating margin

            

     2009                      

 

12.9%

13.7%

12.9%

10.0%

12.6%

     2010

  

17.0%

14.2%

14.7%

6.3%

13.9%
             


 

 

Continuing operations - Half Year 

€ million

Savoury Dressings  and Spreads

Ice Cream

and Beverages

Personal

Care

Home Care
and
other

Total
             

Turnover

            

     2009                      

 

6,544

4,132

5,803

3,484

19,963

     2010

  

6,910

4,494

6,700

3,791

21,895

Change

  

5.6 %

8.8 %

15.5 %

8.8 %

9.7 %

Impact of:

            

     Exchange rates

  

4.4 %

5.3 %

6.3 %

6.9 %

5.6 %

     Acquisitions

  

0.5 %

0.0 %

0.7 %

0.0 %

0.4 %

     Disposals

  

0.4 %

(1.7)%

0.0 %

(0.5)%

(0.3)%

Underlying sales growth

  

0.3 %

5.1 %

7.9 %

2.4 %

3.8 %
             

Operating profit

            

     2009                      

 

857

493

901

303

2,554

     2010

  

1,142

526

1,082

316

3,066
             

Operating margin

            

     2009                      

 

13.1%

11.9%

15.5%

8.7%

12.8%

     2010

  

16.5%

11.7%

16.1%

8.3%

14.0%
             


 

6   TAXATION

 

The effective tax rate for the half year was 26.3% compared with 29.4% for 2009.  The tax rate is calculated by dividing the tax charge by pre-tax profit excluding the contribution of joint ventures and associates. 

 

Tax effects of components of other comprehensive income were as follows:

 

€ million

Half Year 2010

Half Year 2009
 

 

Before

tax

Tax

(charge)/

credit

After

tax

 

Before

tax

Tax

(charge)/

credit

After

tax
 
 
             

Fair value gains/(losses) on financial instruments net of tax

(77)

9

(68)

133

(48)

85

Actuarial gains/(losses) on pension schemes net of tax

(1,290)

355

(935)

(373)

103

(270)

Currency retranslation gains/(losses) net of tax

444

-

444

142

-  

142
             

Other comprehensive income

(923)

364

(559)

(98)

55

(43)


 

 

7     RECONCILIATION OF NET PROFIT TO CASH FLOW FROM OPERATING ACTIVITIES

 

€ million

Half Year
 

2010

2009
     

Net profit

2,209

1,636

Taxation

767

656

Share of net profit of joint ventures/associates and other income

    

    from non-current investments

(116)

(72)

Net finance costs

         206

        334

Operating profit

3,066

2,554

Depreciation, amortisation and impairment

498

497

Changes in working capital

(489)

(260)

Pensions and similar provisions less payments

(204)

(333)

Restructuring and other provisions less payments

(70)

(123)

Elimination of (profits)/losses on disposals

(56)

(2)

Non-cash charge for share-based compensation

74

65

Other adjustments

(10)

52

Cash flow from operating activities

2,809

2,450


 

 

8     FREE CASH FLOW

 

€ million

Half Year
 

2010

2009
     

Cash flow from operating activities

2,809

2,450

Income tax paid

(572)

(431)

Net capital expenditure

(753)

(506)

Net interest and preference dividends paid

(224)

(220)

Free cash flow

1,260

1,293


 

 

9     NET DEBT

 

€ million

As at 30

June

2010

As at 31

December

2009

As at 30

June

2009

       

Total financial liabilities

(11,083)

(9,971)

(11,296)

Financial liabilities due within one year

(2,895)

(2,279)

(2,470)

Financial liabilities due after one year

(8,188)

(7,692)

(8,826)

Cash and cash equivalents as per balance sheet

3,105

2,642

2,082

Cash and cash equivalents as per cash flow statement

2,750

2,397

1,909

Add bank overdrafts deducted therein

355

245

173

Other financial assets

415

972

334

Net debt

(7,563)

(6,357)

(8,880)


 

 

10     COMBINED EARNINGS PER SHARE

 

The combined earnings per share calculations are based on the average number of share units representing the combined ordinary shares of NV and PLC in issue during the period, less the average number of shares held as treasury stock.

 

In calculating diluted earnings per share, a number of adjustments are made to the number of shares, principally the following:
(i) conversion into PLC ordinary shares in the year 2038 of shares in a group company under the arrangements for the variation of the Leverhulme Trust and (ii) the exercise of share options by employees.

 

Earnings per share for total operations for the six months were calculated as follows:

 

 

2010

2009

 

Combined EPS – Basic

 

Average number of combined share units (Millions of units)

2,810.6

2,792.4

 

 

 

Net profit attributable to shareholders’ equity 

2,035

1,489

 

 

 

Combined EPS

0.72

0.53

 

 

 

Combined EPS – Diluted

 

Adjusted average number of combined share units  (Millions of units)

2,905.0

2,881.5

 

 

 

Combined EPS – diluted

0.70

0.52


 

 

The numbers of shares included in the calculation of earnings per share is an average for the period.  During the period the following movements in shares have taken place:

   

Millions

Number of shares at 31 December 2009 (net of treasury stock)

  

2,804.2

Net movements in shares under incentive schemes

  

10.5

Number of shares at 30 June 2010

  

2,814.7


 

11     DIVIDENDS

 

As agreed at the 2009 Annual General Meetings, Unilever moved to the payment of quarterly dividends with effect from  1 January 2010.

The Boards have declared a quarterly interim dividend for Q2 2010 at the following rates which are equivalent in value at the rate of exchange applied under the terms of the Equalisation Agreement between the two companies:

Per Unilever N.V. ordinary share:

€ 0.208

Per Unilever PLC ordinary share:

£ 0.1726

Per Unilever N.V. New York share:

US$ 0.2750

Per Unilever PLC American Depositary Receipt:

US$ 0.2750


The quarterly interim dividends have been determined in euros and converted into equivalent sterling and US dollar amounts using exchange rates issued by the European Central Bank on 3 August 2010.

The quarterly interim dividends will be payable as from 15 September 2010, to shareholders registered at close of business on 13 August 2010.  The shares will go ex-dividend on 11 August 2010.

US dollar checks for the quarterly interim dividend will be mailed on 14 September 2010, to holders of record at the close of business on 13 August 2010.  In the case of the NV New York shares, Netherlands withholding tax will be deducted.

The quarterly dividend calendar for the remainder of 2010 will be as follows:

 

 

Announcement Date

Ex-Dividend Date

Record Date

Payment Date

Calendar Year 2010

        

Quarterly dividend - for Q2 2010

5 August 2010

11 August 2010

13 August 2010

15 September 2010

Quarterly dividend - for Q3 2010

4 November 2010

10 November 2010

12 November 2010

15 December 2010


 

12     ACQUISITIONS AND DISPOSALS

 

On 18 January 2010 we announced a definitive agreement with Hormel Foods Corporation to sell our Shedd's Country Crock branded side dish business in the US. The transaction was completed in February 2010. Under the terms of the agreement, Hormel will market and sell Shedd's Country Crock chilled side-dish products, such as homestyle mashed potatoes, under a licence agreement.

 

On 26 April 2010 we announced the agreement with Strauss Holdings Ltd to increase the Unilever shareholding in Glidat Strauss Israel from 51% to 90% for an undisclosed sum. This transaction is subject to anti-trust and regulatory approval, which is in progress.

 

On 1 June 2010 we completed the disposal of the Brunch brand in Germany to Bongrain.

 

On 19 July 2010 we announced the disposal of our frozen foods business in Italy for €805m to Birds Eye Iglo. The transaction is subject to relevant EU anti-trust regulatory approvals.  The assets and liabilities related to this business are reported as held for sale.

 

We now expect to complete the acquisition of the Personal Care business of Sara Lee in Q4 2010.

 

 

13    EVENTS AFTER THE BALANCE SHEET DATE

 

There were no material post balance sheet events other than those mentioned elsewhere in this report.  

 

 

    RESPONSIBILITIES OF DIRECTORS

 

The directors declare that, to the best of their knowledge:

 

·     this condensed set of interim financial statements, which have been prepared in accordance with IAS 34 'Interim Financial Reporting', gives a true and fair view of the assets, liabilities, financial position and profit or loss of Unilever; and

·     the interim management report gives a fair review of the information required pursuant to UK DTR regulations of 4.2.7 and 4.2.8 and section 5:25d (8)/(9) of the Dutch Act on Financial Supervision (Wet op het financieel toezicht).

 

Unilever's Directors are listed in the Annual Report and Accounts for 2009, with the exception of the following changes:

 

·      The Rt Hon The Lord Brittan of Spennithorne QC, DL, Professor Wim Dik and Narayana Murthy retired as Non-Executive Directors on 12 May 2010 following the Group's AGMs; and

·      Jean-Marc Huët became an Executive Director and The Rt Hon Sir Malcolm Rifkind MP became a Non-Executive Director on 12 May 2010 following their respective appointments at the Group's AGMs.

 

Details of all current Directors are available on our website at www.unilever.com

 

By order of the Board

 

Paul Polman                                                          Jean-Marc Huët

Chief Executive Officer                                         Chief Financial Officer

 

5 August 2010