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  November 2009


                     
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/ S.G  WILLIAMS
 By  S G WILLIAMS
SECRETARY

 

 


                                                                                                                                   






 

Date: 5 November 2009


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


EXHIBIT NUMBER              EXHIBIT DESCRIPTION


99                                          Notice to Euronext, Amsterdam dated 5 November 2009
                                             3rd Quarter Results


Exhibit 99

 


 

2009 THIRD QUARTER AND NINE MONTHS RESULTS

CONTINUED GOOD PROGRESS IN VOLUME, MARGIN AND CASH FLOW

Third Quarter highlights

·     

Underlying sales growth 3.4%, with volume growth 3.6%. All regions and categories showing positive volumes.


·     

Gross margin up 290 bps from efficiencies and lower costs.

·     

Advertising and promotion spend increased by 130 bps, mainly additional advertising to support innovations and build brands. Overheads up by 90 bps, mainly due to phasing, with full year expected to be down.

·     

Operating margin before RDIs up by 70 bps.

·     

Continued progress on strategic initiatives:


Opening of new Research and Development centre in Shanghai.

Announcement of agreement to acquire the personal care business of Sara Lee.

Disposal of plantations in the Congo and announced sale of stake in JohnsonDiversey.

 

Nine Months Highlights

·     

Underlying sales growth 4.1%, with volumes up 1.4%. Turnover lower by 0.7% after effects of currency movements (-1.7%) and disposals/acquisitions (-3.0%).


·     

Operating margin before RDIs down by 10 bps (including 30 bps of margin dilution from disposals).

·     

Operating profit in the first nine months of 2008 included profits on disposals of €1,579 million pre-tax.

·     

Net cash flow from operating activities €1.6 billion ahead of last year driven by improved working capital.





 

Paul Polman, Chief Executive Officer:  "We have seen further good progress across all regions and the majority of countries and categories.  Our market shares are responding to stronger innovations, greater consumer value, increased marketing support and better execution.  Market conditions remain challenging and in this environment we will continue to increase investment behind our brands and build long-term capabilities in research and development.  We are on track towards our objective of restoring volume growth while protecting margins and cash flow for the year as a whole."

Third Quarter 2009

 Key Financials 
(Unaudited, at current rates. Includes non-GAAP measures marked *, see Page 2 for further explanation)

Nine Months 2009

10,201

- 2 %
+ 3 %

Turnover (€ million)
Underlying sales growth*

 

30,164

- 1 %
+ 4%

 

 

 

 

 

1,494

- 41 %

Operating profit (€ million)

4,048

- 29 %

1,715

+ 2 %

Operating profit before RDIs* (€ million)

4,630

- 1 %

         

1,117

- 35 %

Net profit (€ million)

2,753

- 33 %

1,270

+ 4 %

Net profit before RDIs* (€ million)

3,184

- 7 %

         

0.38

- 36 %

Earnings per share (€)

0.91

- 34 %

0.43

+ 5 %

Earnings per share before RDIs* (€)

1.06

- 6 %





 

5 November 2009

INTERIM MANAGEMENT REPORT FOR NINE MONTHS TO SEPTEMBER 2009

In the following commentary we report underlying sales growth (abbreviated to 'USG' or 'growth') at constant exchange rates, excluding the effects of acquisitions and disposals. Turnover includes the impact of exchange rates, acquisitions and disposals. Unilever uses 'constant rate' and 'underlying' measures primarily for internal performance analysis and targeting purposes. We also comment on trends in operating margins before RDIs (restructuring, disposals, and other one-off items).  We may also discuss net debt, for which we provide an analysis in the notes to the financial statements.  Unilever believes that such measures provide additional information for shareholders on underlying business performance trends. Such measures are not defined under IFRS and are not intended to be a substitute for GAAP measures of turnover, operating margin, profit, EPS and cash flow. Please refer also to notes 2 to 5 to the financial statements. Further information about certain of these measures is available on our website at www.unilever.com/investorrelations

OPERATIONAL REVIEW

 

Third Quarter 2009

Nine Months 2009

 

Turnover

USG

 Volume

Price 

Turnover

USG

 Volume

Price 

 

€ m

%

%

%

€ m

%

%

%

Asia Africa CEE

3,807

5.7

4.4

1.3

11,238

7.7

2.4

5.2

Americas

3,218

3.9

3.8

0.2

9,709

5.2

1.5

3.6

Western Europe

3,176

0.2

2.6

(2.3)

9,217

(1.2)

0.1

(1.2)

Unilever Total

10,201

3.4

3.6

(0.2)

30,164

4.1

1.4

2.7

Savoury, dressings & spreads

3,239

(0.1)

 

 

9,783

0.9

 

 

Ice cream & beverages

2,182

4.0

 

 

6,314

4.3

 

 

Personal care

3,029

5.2

 

 

8,832

4.8

 

 

Home care & other

1,751

6.5

 

 

5,235

8.7

 

 

Unilever Total

10,201

3.4

 

 

30,164

4.1

 

 





REGIONS

All regions showed an improving trend in both volumes and operating margins in the third quarter. There has been a consistent focus on accelerating innovations and great execution, especially in the areas of customer service and on-shelf availability. Savings programmes are delivering strongly and we are seeing the benefits of operating efficiencies and mix improvement on profitability. Pricing has been trending downwards as we come off last year's record price increases and reflect easing commodity costs and selective actions to improve competitiveness.

Asia Africa CEE - Nine months USG +7.7%, Volume +2.4%

Volume growth has improved progressively through the three quarters and was particularly strong in Asia. Economic conditions are slowly improving in several key countries but overall growth in consumer demand continues to be slower than in the past.  

We have established a regional supply chain centre in Singapore, and are progressively rolling out common systems across the region. We have continued to invest in China and Russia as priority markets, with the opening of a new global R&D centre in Shanghai and the completion of the acquisition of Baltimor, the market leader in ketchup in Russia.

The operating margin before RDIs was up by 160 bps in the first nine months.

The Americas - Nine months USG +5.2%, Volume +1.5%

The positive and broad-based momentum continues.  Sales in Latin America have grown at 9% in the first nine months with an improving volume trend.   North America grew by 2% in the first nine months, with US volume now contributing positively. The third quarter benefited from the integration of Canada into the North American SAP platform which pulled sales forward from the fourth quarter.

Our new Customer Insight and Innovation Centre in New Jersey is driving growth and stronger business partnerships.  The most recent recognition of this has been the award of 'Marketing Partner of the Year' by one of our major US customers.

The operating margin before RDIs was up by 70 bps in the first nine months.

Western Europe - Nine months USG -1.2%, Volume +0.1%

Most countries in Northern Europe showed better volume growth in the third quarter but conditions in Southern Europe remain challenging.  Third quarter volume growth of 2.6% was partly flattered by one extra trading day (there will be two less trading days in the fourth quarter).

We continued to make good progress on rationalising our supply chain network, investing in more efficient production lines, leveraging our single IT system to drive regional synergies and streamlining overheads.  We have announced the agreement to acquire the Personal Care business of Sara Lee which will strengthen our skin cleansing and deodorants categories.

The operating margin before RDIs was lower by 260 bps in the first nine months, but with an improving trend in the third quarter.

CATEGORIES

Across all categories, our global brands focused on developing bigger, better innovations, rolling them out faster to more countries than ever before.  We stepped up our marketing investments behind these innovations, with more rigorous pre-testing with consumers and increased media weight.  At the same time, we launched new initiatives to develop our markets, build consumption of our categories and convert users from alternative products.

Savoury, dressings and spreads - Nine Months USG +0.9%

We have continued to roll out Knorr bouillon gel 'stockpots', now in eleven countries, and have launched new savoury products into developing and emerging markets, such as new Knorr seasoning powders in South East Asia and Knorr rice seasonings in Latin America. Bertolli extended its pasta sauce range in Western Europe with three new variants while adding three new oven bake frozen meals in the US, offering consumers 'restaurant quality at home'.  In spreads, our market shares in key markets such as Germany and the US responded well to new initiatives including the further roll-out of the 'goodness of margarine' campaign and the launch of Dorina 'whipped spreads'. Hellmann's is benefiting from the launch of 'double whisked' light mayonnaise and further roll out of the Hellmann's 'real', 'free range eggs' and '40 calories' advertising campaigns.

Ice cream and beverages - Nine Months USG +4.3%

Our tea business continued to grow strongly, driven by Lipton as we rolled out Lipton slimming teas into China and Russia, launched Lipton pyramid tea bags into Hungary, the Czech Republic and Slovakia, and made good progress with the new range of Lipton teas in the UK. In Latin America, AdeS grew at double digit rates, with the launch of AdeS Light in Argentina and a new AdeS dairy range with improved fortification in Brazil and Mexico.  In ice cream, Magnum performed particularly well, with the addition of a new Temptation variant in Europe, the extension of the Temptation range into multi-packs in retail, and the re-launch of the Magnum brand in Brazil. Cornetto innovations included 'All Black' in Europe and the extension of the 'Choco Disc' to South East Asia.  In the US, the launch of a range of super premium Starbucks ice creams is well on track.

Personal care - Nine Months USG +4.8%

Our personal care category delivered good growth despite weak markets, particularly in the US and Europe. Dove sales picked up with the launch of new shower gels with NutriumMoisture technology in the US, and the introduction of a new 'Dove for Men +Care' range in Italy, France, Spain and the Benelux.  In the US, we also launched Vaseline Sheer Infusion skin creams.  Our Lifebuoy hygiene brand grew strongly, with the re-launch of liquids in Indonesia and the brand roll-out into Sri Lanka and Pakistan.  In hair care, we introduced a new Sunsilk range, co-created with leading stylists, in several key markets. Sales in China and Japan benefited from the launch of Lux Shine shampoos.  The TIGI professional hair care business re-launched the Catwalk brand with a new Your Highness Volume collection.  Signal White Now toothpaste is now in more than twenty countries and we have extended the range with the introduction of a new mouthwash line.  

Home care and other - Nine Months USG +8.7%

Our 'Dirt is Good' brand achieved double-digit growth, driven by new initiatives such as the re-launch of Omo Auto in Greater China, the introduction of a new Dirt is Good range with Oxymax stain removal in South East Asia and new Omo Tanquinho products for semi-automatic machines in Brazil. In Latin America, we also launched premium Skip Black and Skip White variants and further rolled out Small & Mighty concentrated liquids. In Europe, we achieved good volume growth with the launch of the new Naturals range for Persil and Comfort in the UK and the introduction of new Robijn Sensation fabric softeners in the Netherlands. We have also launched a new range of Surf Twilight Sensations laundry detergents in the UK and Australia.  In household cleaning, Domestos '24 hour protection' performed strongly in Turkey, South Africa and CEE, and we introduced the Cif brand in India for the first time.

ADDITIONAL COMMENTARY ON THE FINANCIAL STATEMENTS - NINE MONTHS

Finance costs and tax

The cost of financing net borrowings was €325 million, €24 million higher than last year.  The interest rate on borrowings was 4.9%, compared with 4.6% last year. 

There was a net charge of €131 million for pensions financing compared with a credit of €100 million in the previous year.

The underlying tax rate, before RDIs, was 26% in the first nine months, in line with last year, and 23% in third quarter, benefiting from the favourable resolution of some one-off items. The underlying tax rate is now expected to be around 26% for the year as a whole.  The effective tax rate for the nine months was 26% compared with 28% for 2008.

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 €119 million. This compares with €129 million last year, which included a one-time gain on the extension of the Pepsi/Lipton joint venture for ready-to-drink tea in the first quarter.

Earnings per share

Earnings per share before RDIs at €1.06 for the first nine months were 6% lower, principally due to the net charge for pensions financing, compared with a credit last year.  In the third quarter earnings per share before RDI's grew by 5%.

Reported earnings per share of €0.91 in the first nine months were 34% lower than last year which was boosted by one-off profits on disposals of businesses.

Cash Flow

Cash flow from operating activities was €1.6 billion higher than last year. Working capital improvement has been a priority for the business and very good progress has been made. This has more than offset an increase in contributions to the group's main pensions schemes. Capital expenditure has been raised slightly in support of future growth.  TIGI is the main acquisition completed this year.

 

Balance sheet

Net pensions liabilities have reduced by €0.1 billion since the start of the year to €3.3 billion.  Asset values have risen by €1.7 billion on the back of rising capital markets, currency movements and increased contributions. Liabilities have increased by €1.6 billion due to reductions in discount rates, higher inflation rates and currency factors. During the third quarter the net pensions liability improved by €0.4 billion.  In the fourth quarter it is our intention to accelerate contributions to some of our pension funds. We expect this to take the overall cash contributions to pension funds in the year to €1.3 billion.

Unilever has strengthened its funding with several bond issues in 2009 with a consequent reduction in short term debt and an increase in cash and cash equivalents. The increase in goodwill and intangibles mainly reflects currency movements and the acquisition of TIGI.

DIVIDEND

The interim dividend to be paid in December 2009 has been set at €0.2695 per share. Further details, including amounts payable in sterling and US dollars are given in note 10 on page 14, together with information about the move to quarterly dividends in 2010.

COMPETITION LAW 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. Unilever has received a number of requests for information from the European Commission regarding the investigation and has been subject to unannounced investigations at some of its premises. No statement of objections against Unilever has been issued to date.  It is too early to be able reasonably to assess the outcome or to estimate the fines which the Commission may seek to impose on Unilever as a result of this investigation, if determined against Unilever. Therefore no provision has been made. However, substantial fines can be levied as a result of European Commission investigations. Fines imposed in other sectors for violations of competition rules have amounted to hundreds of millions of euros. 

Unilever is, as previously reported, involved in a number of other on-going investigations by national competition authorities within the EU in relation to potential national competition law infringements, primarily in relation to the home care and personal care sectors. It is too early to be able reasonably to assess the outcome or to estimate the fines which the authorities may seek to impose on Unilever as a result of these national investigations, if determined against Unilever. Therefore no provision has been made.

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, including any financial objectives, and their negatives are intended to identify such forward-looking statements. These forward-looking statements are based upon current expectations and assumptions regarding anticipated developments and other factors affecting the Group. They are not historical facts, nor are they guarantees of future performance. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements, including, among others, competitive pricing and activities, consumption levels, costs, the ability to maintain and manage key customer relationships and supply chain sources, currency values, interest rates, the ability to integrate acquisitions and complete planned divestitures, 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 Annual Report and Accounts on Form 20-F. These forward-looking statements speak only as of the date of this announcement. Except as required by any applicable law or regulation, the Group expressly disclaims any 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 tim.johns@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

CONDENSED INTERIM FINANCIAL STATEMENTS

INCOME STATEMENT

(unaudited)

Third Quarter

€ million

Nine Months

2009

2008

Increase/
(Decrease)

 

2009

2008

Increase/
(Decrease)

   

Current rates

Constant rates

     

Current rates

Constant rates

                 
       

Continuing operations:

       
                 

10,201

10,427

(2)%

1 %

Turnover

30,164

30,372

(1)%

1 %

                 

1,494

2,525

(41)%

(40)%

Operating profit

4,048

5,709

(29)%

(29)%

                 

(221)

844

   

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

(582)

1,025

   

1,715

1,681

2 %

5 %

 Operating profit before RDIs

4,630

4,684

(1)%

(1)%

                 

(122)

(60)

   

Net finance costs

(456)

(201)

   

16

27

   

  Finance income

60

78

   

(97)

(120)

   

  Finance costs

(385)

(379)

   

(41)

33

   

  Pensions and similar obligations

(131)

100

   
                 

36

32

   

Share in net profit/(loss) of joint ventures

99

106

   

(5)

-

   

Share in net profit/(loss) of associates

(8)

8

   

16

5

   

Other income from non-current investments

28

15

   
                 

1,419

2,502

(43)%

(42)%

Profit before taxation

3,711

5,637

(34)%

(34)%

                 

(302)

(791)

   

Taxation

(958)

(1,541)

   
                 

1,117

1,711

(35)%

(33)%

Net profit from continuing operations

2,753

4,096

(33)%

(32)%

                 

-

-

   

Net profit/(loss) from discontinued operations

-

-

   
                 

1,117

1,711

(35)%

(33)%

Net profit for the period

2,753

4,096

(33)%

(32)%

                 
       

Attributable to:

       

67

68

   

  Minority interests

214

205

   

1,050

1,643

(36)%

(35)%

  Shareholders' equity

2,539

3,891

(35)%

(34)%

                 
                 
       

Combined earnings per share

       

0.38

0.59

(36)%

(34)%

  Total operations (Euros)

0.91

1.38

(34)%

(33)%

0.36

0.57

(36)%

(34)%

  Total operations - diluted (Euros)

0.88

1.34

(34)%

(33)%

                 




STATEMENT OF COMPREHENSIVE INCOME

(unaudited)

€ million

Nine Months

 

2009

2008

     

Net profit for the period

2,753

4,096

     

Other comprehensive income

   

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

91

(137)

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

(216)

(208)

Currency retranslation gains/(losses) net of tax

328

(640)

     

Total comprehensive income for the period

2,956

3,111

     

Attributable to:

   

  Minority interests

207

170

  Shareholders' equity

2,749

2,941





STATEMENT OF CHANGES IN EQUITY

(unaudited)

€ million

Nine Months

 

2009

2008

     

Equity at 1 January

10,372

12,819

Total comprehensive income for the period

2,956

3,111

Dividends

(1,360)

(1,341)

Movement in treasury stock

39

(1,472)

Share-based payment credit

128

85

Dividends paid to minority shareholders

(154)

(161)

Currency retranslation gains/(losses) net of tax

(6)

(13)

Other movements in equity

(24)

(9)

Equity at the end of the period

11,951

13,019





 

CASH FLOW STATEMENT

(unaudited)

€ million

Nine Months

 

2009

2008

     

Operating activities

   

Cash flow from operating activities

4,768

3,206

Income tax paid

(674)

(745)

Net cash flow from operating activities

4,094

2,461

     

Investing activities

   

Interest received

60

86

Net capital expenditure

(802)

(721)

Acquisitions and disposals

(400)

1,493

Other investing activities

(48)

54

Net cash flow from/(used in) investing activities

(1,190)

912

     

Financing activities

   

Dividends paid on ordinary share capital

(1,413)

(1,369)

Interest and preference dividends paid

(350)

(298)

Change in financial liabilities

(644)

414

Share buy-back programme

-

(1,500)

Other movements on treasury stock

32

40

Other financing activities

(137)

(159)

Net cash flow from/(used in) financing activities

(2,512)

(2,872)

     

Net increase/(decrease) in cash and cash equivalents

392

501

     

Cash and cash equivalents at the beginning of the year

2,360

901

     

Effect of exchange rate changes

(201)

(428)

     

Cash and cash equivalents at the end of period

2,551

974





BALANCE SHEET

(unaudited)

€ million

As at

30 September

 2009

As at
31 December 2008 

As at

30 September

2008

       

Non-current assets

     

Goodwill 

12,244

11,665

12,098

Intangible assets

4,506

4,426

4,519

Property, plant and equipment

6,270

5,957

6,205

Pension asset for funded schemes in surplus

565

425

1,801

Deferred tax assets

1,062

1,068

958

Other non-current assets

1,525

1,426

1,486

Total non-current assets

26,172

24,967

27,067

       

Current assets

     

Inventories

3,741

3,889

4,390

Trade and other current receivables

4,384

3,823

5,215

Current tax assets

192

234

165

Cash and cash equivalents

2,698

2,561

1,295

Other financial assets

633

632

350

Non-current assets held for sale

42

36

198

Total current assets

11,690

11,175

11,613

       

Current liabilities

     

Financial liabilities

(1,458)

(4,842)

(4,476)

Trade payables and other current liabilities

(8,645)

(7,824)

(8,295)

Current tax liabilities

(483)

(377)

(991)

Provisions

(644)

(757)

(736)

Liabilities associated with non-current assets held for sale

(80)

-

(42)

Total current liabilities

(11,310)

(13,800)

(14,540)

Net current assets/(liabilities)

380

(2,625)

(2,927)

Total assets less current liabilities

26,552

22,342

24,140

       

Non-current liabilities

     

Financial liabilities due after one year

8,794

6,363

5,864

Non-current tax liabilities

227

189

214

Pensions and post-retirement healthcare benefits liabilities:

     

  Funded schemes in deficit

1,880

1,820

805

  Unfunded schemes

1,983

1,987

2,118

Provisions

694

646

739

Deferred tax liabilities

806

790

1,186

Other non-current liabilities

217

175

195

Total non-current liabilities

14,601

11,970

11,121

       

Equity

     

Shareholders' equity

11,481

9,948

12,578

Minority interests

470

424

441

Total equity

11,951

10,372

13,019

Total capital employed

26,552

22,342

24,140





NOTES TO THE INTERIM 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 basis of preparation is consistent with the year ended 31 December 2008, except as set out below.

With effect from 1 January 2009 we have implemented IAS 1 (Revised) 'Presentation of Financial Statements' and IFRS 8 'Operating Segments'.  Our reportable segments under IFRS 8 are our three geographic regions, and the Group's chief operating decision maker is the Unilever Executive (UEx).  In note 4 we provide analysis of the key measure of profit, being operating profit, which is used by UEx to assess the performance of the operating segments.   There are no material sales between our operating regions.  Figures for the prior year have been restated to reflect the fact that our operations in Central and Eastern Europe are now managed together with those in Asia and Africa.  There has been no material change in the segmental analysis of assets since the position reported at 31 December 2008. We provide additional analysis by product area on a voluntary basis in note 5.

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 6, the statements of comprehensive income and movements in equity on page 7 and the cash flow statement on page 8 are translated at rates current in each period.  The balance sheet on page 9 and the analysis of net debt on page 13 are translated at period-end rates of exchange.

The financial statements attached do not constitute the full financial statements within the meaning of Section 240 of the UK Companies Act 1985 and Section 434 of the UK Companies Act 2006. Full accounts for Unilever for the year ended 31 December 2008 have been delivered to the Registrar of Companies. The auditors' report on these accounts was unqualified and did not contain a statement under Section 237(2) or Section 237(3) of the UK Companies Act 1985.

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.  The principal non-GAAP measure which we apply in our quarterly reporting is underlying sales growth, which we reconcile to changes in the GAAP measure turnover in notes 4 and 5.  In note 8 we reconcile net debt to the amounts reported in our balance sheet and cash flow statement. We also comment on underlying trends in operating margin, by which we mean the movements recorded after setting aside the impact of restructuring, disposals and other one-off items, on the grounds that the incidence of these items is uneven between quarterly reporting periods.  In addition, we report annually against two further non-GAAP measures: Ungeared Free Cash Flow and Return on Invested Capital. Further information about these measures and their reconciliation to GAAP measures is given on 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 geographic segment and in note 4 we highlight the impact of these items on our operating margin.  The following schedule shows the impact on net profit of RDIs arising within operating profit, together with the related tax effect, and also highlights the impact of similar one-off items arising elsewhere in the income statement.  The impact of RDIs on reported Earnings Per Share is given in note 9.

€ million

Third Quarter

   

Nine Months

2009

2008

   

2009

2008

     

RDIs within operating profit:

   

(249)

(160)

 

  Restructuring

(610)

(490)

3

1,063

 

  Business disposals

3

1,579

25

(59)

 

  Impairments and other one-off items

25

(64)

(221)

844

 

Total RDIs within operating profit

(582)

1,025

68

(357)

 

Tax effect of RDIs within operating profit:

170

(360)

-

-

 

RDIs arising below operating profit:

(19)

24

(153)

487

 

Total impact of RDIs on net profit

(431)

689





4 SEGMENTAL ANALYSIS BY GEOGRAPHY

Continuing operations - Third Quarter

€ million

Asia Africa
CEE

Americas

Western
 Europe

Total

         

Turnover  

       

  2008  

3,792

3,353

3,282

10,427

  2009

3,807

3,218

3,176

10,201

Change

0.4 %

(4.0)%

(3.2)%

(2.2)%

Impact of:

       

  Exchange rates

(4.4)%

(2.6)%

(1.8)%

(3.1)%

  Acquisitions

0.4 %

0.9 %

0.6 %

0.6 %

  Disposals

(1.1)%

(6.1)%

(2.2)%

(3.0)%

         

Underlying sales growth

5.7 %

3.9 %

0.2 %

3.4 %

  Price

1.3 %

0.2 %

(2.3)%

(0.2)%

  Volume

4.4 %

3.8 %

2.6 %

3.6 %

         

Operating profit

       

  2008

498

1,494

533

2,525

  2009

529

498

467

1,494

         

Operating profit before RDIs

       

  2008

516

521

643

1,680

  2009

585

547

583

1,715

         

Operating margin

       

  2008

13.1 %

44.6 %

16.2 %

24.2 %

  2009

13.9 %

15.5 %

14.7 %

14.6 %

         

Operating margin before RDIs

       

  2008

13.6 %

15.6 %

19.6 %

16.1 %

  2009

15.4 %

17.0 %

18.4 %

16.8 %





Continuing operations - Nine Months

€ million

Asia Africa
CEE

Americas

Western
 Europe

Total

         

Turnover

       

  2008

10,814

9,806

9,752

30,372

  2009

11,238

9,709

9,217

30,164

Change

 3.9 %

(1.0)%

(5.5)%

(0.7)%

Impact of:

       

  Exchange rates

(3.1)%

1.0 %

(2.5)%

(1.7)%

  Acquisitions

0.6 %

0.6 %

0.4 %

0.5 %

  Disposals

(1.0)%

(7.4)%

(2.3)%

(3.5)%

         

Underlying sales growth

7.7 %

5.2 %

(1.2)%

4.1 %

  Price

5.2 %

3.6 %

(1.2)%

2.7 %

  Volume

2.4 %

1.5 %

0.1 %

1.4 %

         

Operating profit

       

  2008

1,334

2,376

1,999

5,709

  2009

1,495

1,381

1,172

4,048

         

Operating profit before RDIs

       

  2008

1,372

1,471

1,841

4,684

  2009

1,602

1,524

1,504

4,630

         

Operating margin

       

  2008

12.3 %

24.2 %

20.5 %

18.8 %

  2009

13.3 %

14.2 %

12.7 %

13.4 %

         

Operating margin before RDIs

       

  2008

12.7 %

15.0 %

18.9 %

15.4 %

  2009

14.3 %

15.7 %

16.3 %

15.3 %





5 SEGMENTAL ANALYSIS BY PRODUCT AREA

Continuing operations - Third Quarter

€ million

 

Savoury dressings and spreads

Ice cream 

and 
beverages

Personal 

care

Home care 
and 
other

Total

             

Turnover

           

  2008

 

3,513

2,166

2,908

1,840

10,427

  2009

 

3,239

2,182

3,029

1,751

10,201

Change

 

(7.8)%

0.7 %

4.2 %

(4.8)%

(2.2)%

Impact of:

           

  Exchange rates

 

(2.9)%

(3.2)%

(2.4)%

(4.3)%

(3.1)%

  Acquisitions

 

0.5 %

0.1 %

1.4 %

0.4 %

0.6 %

  Disposals

 

(5.4)%

0.0 %

0.0 %

(6.9)%

(3.0)%

Underlying sales growth

 

(0.1)%

4.0 %

5.2 %

6.5 %

3.4 % 

             

Operating profit

           

  2008

 

745

363

510

907

2,525

  2009

 

519

317

455

203

1,494

             

Operating margin

           

  2008

 

21.2 %

16.8 %

17.5 %

49.3 %

24.2 %

  2009

 

16.0 %

14.5 %

15.0 %

11.6 %

14.6 %





Continuing operations - Nine Months

€ million

 

Savoury dressings 

and spreads

Ice cream 

and 
beverages

Personal 

care

Home care 
and 
other

Total

             

Turnover

           

  2008

 

10,372

6,165

8,389

5,446

30,372

  2009

 

9,783

6,314

8,832

5,235

30,164

Change

 

(5.7)%

2.4 %

5.3 %

(3.9)%

(0.7)%

Impact of:

           

  Exchange rates

 

 (1.3)%

(2.1)%

(0.6)%

(3.5)%

(1.7)%

  Acquisitions

 

0.3 %

0.3 %

1.0 %

0.5 %

0.5 %

  Disposals

 

(5.5)%

0.0 %

0.0 %

(8.8)%

(3.5)%

Underlying sales growth

 

0.9 %

4.3 %

4.8 %

8.7 %

4.1 %

             

Operating profit

           

  2008

 

2,167

949

1,390

1,203

5,709

  2009

 

1,376

810

1,356

506

4,048

             

Operating margin

           

  2008

 

20.9 %

15.4 %

16.6 %

22.1 %

18.8 %

  2009

 

14.1 %

12.8 %

15.4 %

9.7 %

13.4 %





  

6 TAXATION

The tax rate for the nine months was 26.5% compared with 27.9% for 2008. 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

Nine Months 2009

Nine Months 2008

 

 

Tax

 

 

Tax

 

 

Before

(charge)/

After

Before

(charge)/

After

 

tax

credit

tax

tax

credit

tax

 

 

 

 

 

 

 

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

140

(49)

91

(156)

19

(137)

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

(309)

93

(216)

(243)

35

(208)

Currency retranslation gains/(losses) net of tax

328

328

(640)

(640)

 

 

 

 

 

 

 

Other comprehensive income

159

44

203

(1,039)

54

(985)






 
 

7 RECONCILIATION OF NET PROFIT TO CASH FLOW FROM OPERATING ACTIVITIES

€ million

Nine Months

 

2009

2008

     

Net profit

2,753

4,096

Taxation

958

1,541

Share of net profit of joint ventures/associates and other income from non-current investments

(119)

(129)

Net finance costs

456

201

Operating profit (continuing and discontinued operations)

4,048

5,709

Depreciation, amortisation and impairment

734

762

Changes in working capital

501

(1,447)

Pensions and similar provisions less payments

(568)

(99)

Restructuring and other provisions less payments

(125)

(126)

Elimination of (profits)/losses on disposals 

5

(1,648)

Non-cash charge for share-based compensation

128

85

Other adjustments

45

(30)

Cash flow from operating activities

4,768

3,206





8 NET DEBT

€ million

As at 30 September

2009

As at 31

December

2008

As at 30 September

2008

       

Total financial liabilities

(10,252)

(11 205)

(10,340)

Financial liabilities due within one year

(1,458)

(4 842)

(4,476)

Financial liabilities due after one year

(8,794)

(6 363)

(5,864)

Cash and cash equivalents as per balance sheet

2,698

2 561

1,295

Cash and cash equivalents as per cash flow statement

2,551

2 360

974

Add bank overdrafts deducted therein

147

201

321

Financial assets

633

632

368

Net debt

(6,921)

(8 012)

(8,677)





On 12 February 2009 we issued a bond comprising two senior notes: (a) US $750 million at 3.65% maturing in 5 years and (b) US $750 million at 4.80% maturing in 10 years. On 19 March 2009 we issued senior notes of £350 million at 4.0% maturing in December 2014.  On 29 May 2009 we redeemed floating rate notes of €750 million. On 11 June 2009 we issued fixed rate notes on the Eurodollar market for US $450 million at 3.125%, maturing in 2013. On 17 June 2009 we issued senior fixed rate notes for £400 million at 4.75%, maturing in 2017.

  

9  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 nine months were calculated as follows:

 

2009

2008

     

Combined EPS - Basic

Millions of units

Average number of combined share units 

2,794.5

2,817.1

     
 

€ million

Net profit attributable to shareholders' equity

2,539

3,891

     

Combined EPS (Euros)

0.91

1.38

     

Combined EPS - Diluted

Millions of units

Adjusted average number of combined share units 

2,885.6

2,913.5

     

Combined EPS - diluted (Euros)

0.88

1.34

Impact of RDIs on Earnings Per Share

   
 

€ million

Total impact of RDIs on reported net profit (see note 3)

(431)

689

     

Impact of RDIs on basic earnings per share (Euros)

(0.15)

0.24





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 2008 (net of treasury stock)

 

2,789.1

Net movements in shares under incentive schemes

 

10.8

Number of shares at 30 September 2009

 

2,799.9





10  DIVIDENDS

The Boards have declared interim dividends in respect of 2009 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:                            

€ 0.2695 (2008: € 0.2600)

Per Unilever PLC ordinary share:                             

£ 0.2422 (2008: £ 0.2055)

Per Unilever N.V. New York share:                          

US$ 0.3950 (2008: US$ 0.3320)

Per Unilever PLC American Depositary Receipt:    

US$ 0.3950 (2008: US$ 0.3301)





The 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 November 2009.

The interim dividends will be payable as from 16 December 2009, to shareholders registered at close of business on 20 November 2009.  The shares will go ex-dividend on 18 November 2009.

US dollar checks for the interim dividend will be mailed on 15 December 2009, to holders of record at the close of business on 20 November 2009. In the case of the NV New York shares, Netherlands withholding tax will be deducted. 

As agreed at the 2009 Annual General Meetings, Unilever will move to quarterly dividends as per 1 January 2010. This means that, in 2010, four quarterly dividends will be paid in March, June, September and December 2010.

The new quarterly dividend calendar for 2010 will be as follows:

 

Announcement Date

Ex-Dividend Date

Record Date

Payment Date

Calendar Year 2010

 

 

 

 

Quarterly dividend - for Q4 2009

4 February 2010

10 February 2010

12 February 2010

17 March 2010

Quarterly dividend - for Q1 2010

29 April 2010 *

12 May 2010

14 May 2010

16 June 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





* brought forward from previously advised date of 6 May 2010.

11  ACQUISITIONS AND DISPOSALS

On 2 April 2009 we announced the completion of our purchase of the global TIGI professional hair product business and its supporting advanced education academies.  TIGI's major brands include Bed Head, Catwalk and S-Factor. Turnover of the business worldwide in 2008 was around US $250 million.

On 23 June 2009 we announced that we had increased our holding in our business in Vietnam to 100%, following an agreement with Vinachem who previously owned 33.3% of the business.

On 3 July 2009 we completed the acquisition of Baltimor Holding ZAO's sauces business in Russia. The acquisition includes ketchup, mayonnaise and tomato paste business under the Baltimor, Pomo d'Oro and Vostochniy Gourmand brands - accounting for turnover of around €70 million - and a production facility at Kolpino, near St Petersburg.

On 3 September 2009 we announced the sale of our oil palm plantation business in the Democratic Republic of Congo to Feronia Inc, for an undisclosed sum.

On 25 September 2009 we announced a binding offer to acquire the personal care business of the Sara Lee Corporation for €1.275 billion in cash. The Sara Lee brands involved include Sanex, Radox and Duschdas, and generated annual sales in excess of €750 million in the year ending June 2009. The transaction is subject to regulatory approval and consultation with European Works Councils, and is expected to be completed during the first half of 2010.

On 7 October 2009 we announced the sale of our equity interest in JohnsonDiversey.  Unilever will receive US $158 million in cash together with US $250 million in senior notes, payable in cash or in kind. At the same time JohnsonDiversey have announced that Clayton, Dubillier & Rice, Inc (CD&R) are to take a 46 per cent equity interest as part of a broader recapitalisation transaction. The transaction is conditional on JohnsonDiversey and CD&R completing debt financing and receiving regulatory approvals, and is expected to close before the year end.

12  EVENTS AFTER THE BALANCE SHEET DATE

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