sc13d.htm
 
 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934*

ALBERTO-CULVER COMPANY

(Name of Issuer)

Common Stock, Par Value $0.01 Per Share

 (Title of Class of Securities)

013078100

 (CUSIP Number)

David A. Schwartz
Vice President & Assistant Secretary
Conopco, Inc.
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
Telephone: (201) 894-2753

 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

September 27, 2010

 (Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7(b) for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 


 
 
 
 
 

 

 

 
CUSIP No. 013078100
 
1
NAME OF REPORTING PERSONS
Conopco, Inc.
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   ¨
(b)   ¨
3
SEC USE ONLY
 
 
4
    SOURCE OF FUNDS (See Instructions)
 
    OO
5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New York
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
None
8
SHARED VOTING POWER
 
11,842,778
9
SOLE DISPOSITIVE POWER
 
None
10
SHARED DISPOSITIVE POWER
 
None
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
11,842,778
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
 
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
12.0%
14
TYPE OF REPORTING PERSON (See Instructions)
CO
 
 
Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by Conopco, Inc. that it is the beneficial owner of any of the common stock of Alberto-Culver Company referred to herein for purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.
 
 
 
 
 
2

 
 
 
 
 
CUSIP No. 013078100
 
1
NAME OF REPORTING PERSONS
Unilever N.V.
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   ¨
(b)   ¨
3
SEC USE ONLY
 
 
4
    SOURCE OF FUNDS (See Instructions)
 
    OO
5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)  o
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
The Netherlands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
None
8
SHARED VOTING POWER
 
11,842,778
9
SOLE DISPOSITIVE POWER
 
None
10
SHARED DISPOSITIVE POWER
 
None
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
11,842,778
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
 
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
12.0%
14
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
 
 
Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by Unilever N.V. that it is the beneficial owner of any of the common stock of Alberto-Culver Company referred to herein for purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.
 
 
 
 
 
3

 
 
 
 
 
CUSIP No. 013078100
 
1
NAME OF REPORTING PERSONS
Unilever PLC
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   ¨
(b)   ¨
3
SEC USE ONLY
 
 
4
    SOURCE OF FUNDS (See Instructions)
 
    OO
5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
England
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
None
8
SHARED VOTING POWER
 
11,842,778
9
SOLE DISPOSITIVE POWER
 
None
10
SHARED DISPOSITIVE POWER
 
None
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
11,842,778
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
 
¨
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
12.0%
14
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
 
 
Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by Unilever PLC that it is the beneficial owner of any of the common stock of Alberto-Culver Company referred to herein for purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.
 
 
 

 
4

 
 
 
 
 
ITEM 1.
SECURITY AND ISSUER
 
This statement on Schedule 13D relates to the common stock, par value $0.01 per share (the “Issuer Common Stock”), of Alberto-Culver Company, a Delaware corporation (the “Issuer”).  The principal executive offices of the Issuer are located at 2525 Armitage Avenue, Melrose Park, Illinois 60160.
 
ITEM 2.
IDENTITY AND BACKGROUND
 
The names of the persons filing this statement are Conopco, Inc., a New York corporation (“Unilever USA”), Unilever N.V., a Netherlands public limited company, and Unilever PLC, a company incorporated under the laws of and registered in England.  Unilever USA, Unilever N.V. and Unilever PLC are together referred to as the “Reporting Persons”.  Unilever N.V. and Unilever PLC are together referred to as the “Unilever Parents” and collectively with all of the group companies of the Unilever Parents as the “Unilever Group”.  Unilever USA is a group company of the Unilever Parents in the United States.
 
The address of the principal office and principal business of Unilever USA is 800 Sylvan Avenue, Englewood Cliffs, NJ 07632.  The address of the principal office and principal business of Unilever N.V. is Weena 455, 3013 AL, Rotterdam, The Netherlands.  The address of the principal office and principal business of Unilever PLC is 100 Victoria Embankment, London, England EC4Y 0DY.
 
The Unilever Group is one of the world’s leading suppliers of fast-moving consumer goods with strong local roots in more than 100 countries.  It is especially known for its leading position in emerging markets reaching more consumers than any other company in these fast-growing geographies.  Consumers use the Unilever Group’s products two billion times every day.  The Unilever Group’s portfolio includes some of the world’s best known and most loved brands, including eleven €1 billion brands, and global leadership in many categories in which it operates.  The portfolio features iconic brands such as Dove, TIGI, Lux, Axe/Lynx, Omo/Persil/Ala/Skip, Domestos/Glorix, Knorr, Hellmann’s and Lipton.  The Unilever Group has around 163,000 employees and generated annual sales of €40 billion in 2009.
 
Set forth in Schedule A hereto, which is incorporated herein by reference, is the following information for each of the Reporting Persons’ directors and executive officers, as of the date hereof: (i) such director or executive officer’s name, business address and present principal occupation or employment, (ii) the name, principal business and address of any corporation or other organization in which such employment is conducted and (iii) the citizenship of such director or executive officer.
 
During the last five years, none of the Reporting Persons nor, to the knowledge of any of the Reporting Persons, any person named in Schedule A hereto, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
During the last five years, none of the Reporting Persons nor, to the knowledge of any of the Reporting Persons, any person named in Schedule A hereto, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
 
 
 
 
 
5

 
 
 
 
 
ITEM 3.
SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
 
Pursuant to the Stockholder Agreement, dated as of September 27, 2010 (the “Stockholder Agreement”), among Unilever USA, Leonard Lavin, Carol Bernick and certain other related stockholders of the Issuer (collectively, the “Stockholders”), Unilever USA may be deemed to be the beneficial owner of, in the aggregate, 11,842,778 shares of Issuer Common Stock (the “Subject Shares”).  As the corporate parents of Unilever USA, each of Unilever N.V. and Unilever PLC may be deemed to be indirect beneficial owners of the Subject Shares.  Unilever USA and the Stockholders entered into the Stockholder Agreement to induce the Reporting Persons to enter into the Agreement and Plan of Merger, dated as of September 27, 2010 (the “Merger Agreement”), among Unilever N.V., Unilever PLC, Unilever USA, ACE Merger, Inc., a Delaware corporation and a wholly owned subsidiary of Unilever USA (“Sub”), and the Issuer.  Pursuant to the Merger Agreement, Sub will merge with and into the Issuer (the “Merger”), with the Issuer continuing as the surviving corporation in the Merger and as a wholly owned subsidiary of Unilever USA (the “Surviving Corporation”).  In the Merger, each share of Issuer Common Stock will be converted into the right to receive $37.50 in cash, without interest.  Consummation of the Merger is subject to certain conditions.  The descriptions of the Merger Agreement and the Stockholder Agreement contained herein are qualified in their entirety by reference to such agreements, which are attached hereto as Exhibits 2 and 3 and are incorporated herein by reference.
 
ITEM 4.
PURPOSE OF TRANSACTION
 
(a)–(b) The Stockholder Agreement was entered into as a condition to the willingness of the Reporting Persons to enter into the Merger Agreement and to increase the likelihood that the approval of the Issuer’s stockholders required in connection with the Merger would be obtained.  The terms of the Stockholder Agreement apply to the Subject Shares of the Stockholders, as described in Item 5.  See the response to Item 3 for a more complete description of the Merger.  The description of the Stockholder Agreement contained herein is qualified in its entirety by reference to such agreement, which is attached hereto as Exhibit 3 and is incorporated herein by reference.
 
(c) Not applicable.
 
(d) Upon consummation of the Merger, the directors of the Surviving Corporation shall be the existing directors of Sub, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified.  The existing directors of Sub are Paul McMahon, David Schwartz and Ronald M. Soiefer.  The officers of the Surviving Corporation shall be the existing officers of the Issuer, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified.
 
(e) Other than as a result of the Merger described in Item 3, not applicable.
 
(f) Other than as a result of the Merger described in Item 3, not applicable.
 
(g) Upon consummation of the Merger, the certificate of incorporation of the Issuer, as in effect immediately prior to the Merger, shall be amended to read in the form set forth on Exhibit A to the Merger Agreement and, as so amended, will be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended.  Upon consummation of the Merger, the bylaws of Sub, as in effect immediately prior to the Merger, shall be the bylaws of the Surviving Corporation until thereafter changed or amended.
 
 
 
 
 
6

 
 
 
 
 
(h)–(i) Upon consummation of the Merger, the Issuer Common Stock will be delisted from the New York Stock Exchange and will become eligible for termination of registration pursuant to Section 12(g)(4) of the Act.
 
(j) Other than as described above, none of the Reporting Persons currently has plans or proposals which relate to, or may result in, any of the matters listed in Items 4(a)–(i) of Schedule 13D (although the Reporting Persons each reserve the right to develop such plans or proposals).
 
ITEM 5.
INTEREST IN SECURITIES OF THE ISSUER
 
(a)–(b) As a result of the Stockholder Agreement, Unilever USA may be deemed to be the beneficial owner of the Subject Shares.  As the corporate parents of Unilever USA, each of Unilever N.V. and Unilever PLC may be deemed to be indirect beneficial owners of the Subject Shares.  The Subject Shares constitute approximately 12.0% of the issued and outstanding shares of Issuer Common Stock, based on the Issuer’s representation in the Merger Agreement that there were 98,805,059 shares of Issuer Common Stock issued and outstanding as of the close of business on September 22, 2010.  Subject to certain exceptions, any shares of capital stock of the Issuer acquired or received (including as a result of any stock dividend, stock split, recapitalization, reclassification, combination, conversion, exchange or other like change) by any Stockholder after the date of the Stockholder Agreement will also be subject to the terms of the Stockholder Agreement as Subject Shares.  Accordingly, any such acquisition or receipt of shares of capital stock of the Issuer by any Stockholder may result in each of the Reporting Persons being deemed to be the beneficial owner of such additional shares.
 
Pursuant to the Stockholder Agreement, each of the Stockholders has agreed, among other things, (i) to vote (or cause to be voted) all of such Stockholder’s Subject Shares in favor of the adoption of the Merger Agreement and the approval of the Merger and any other transaction contemplated by the Merger Agreement, (ii) to vote (or cause to be voted) all of such Stockholder’s Subject Shares against the following: (A) any merger agreement or merger (other than the Merger Agreement and the Merger), consolidation, combination, sale of substantial assets, reorganization, recapitalization, dissolution, liquidation or winding up of or by the Issuer or any other similar transaction, (B) any Takeover Proposal (as such term is defined in the Merger Agreement) or any action which is a component of any Takeover Proposal and (C) any amendment of the Issuer’s certificate of incorporation or bylaws or other proposal or transaction involving the Issuer or any of its subsidiaries, which amendment or other proposal or transaction would in any manner impede, frustrate, prevent or nullify any provision of the Merger Agreement or any of the other transactions contemplated by the Merger Agreement or change in any manner the voting rights of any of the Issuer Common Stock, (iii) prior to the adoption of the Merger Agreement by the Issuer’s stockholders, to not sell, transfer, pledge, assign, or otherwise dispose of (including by gift), hedge or utilize a derivative to transfer the economic interest in (collectively, “Transfer”) any Subject Shares, unless the person to whom Subject Shares are Transferred has agreed to be bound by the Stockholder Agreement, (iv) to not enter into any voting arrangement, whether by proxy, voting agreement or otherwise, with respect to any Subject Shares, other than the Stockholder Agreement and (v) to not commit or agree to take any other action that would restrict, limit or interfere with the performance of such Stockholder’s obligations under the Stockholder Agreement or the transactions contemplated thereby.  Each Stockholder has granted to, and appointed, Unilever USA and Sub, or any of them, and any individual designated in writing by any of them, and each of them individually, as such Stockholder’s proxy and attorney-in-fact (with full power of substitution), for and in the name, place and stead of such Stockholder, to vote such Stockholder’s Subject Shares, or grant a consent or approval in respect of such Subject Shares, in a manner consistent with clauses (i) and (ii) of this paragraph.  Such proxy has been executed and is intended to be irrevocable in accordance with the provisions of Section 212(e) of the Delaware General Corporation Law (except that such proxy is automatically revoked and terminated upon termination of the Stockholder Agreement in accordance with its terms).
 
 
 
 
 
7

 
 
 
 
 
The Stockholder Agreement (i) shall automatically terminate upon the earlier of (A) the effective time of the Merger and (B) the termination of the Merger Agreement in accordance with its terms and (ii) may be terminated by the Stockholder Rep (as defined in the Stockholder Agreement) within ten days of the date of any modification, waiver or amendment of the Merger Agreement in accordance with its terms that decreases the Merger Consideration (as defined in the Merger Agreement), in each case other than with respect to the liability of any party for breach of the Stockholder Agreement prior to such termination.
 
The descriptions of the Merger Agreement and the Stockholder Agreement contained herein are qualified in their entirety by reference to such agreements, which are attached hereto as Exhibits 2 and 3 and are incorporated herein by reference.
 
(c) None of the Reporting Persons nor, to the knowledge of any of the Reporting Persons, any person named in Schedule A hereto, has effected any transaction in the Issuer Common Stock during the past 60 days.
 
(d) Not applicable.
 
(e) Not applicable.
 
ITEM 6.
CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
 
Other than as described in Items 3, 4 and 5 and the agreements incorporated herein by reference and set forth as exhibits hereto, to the knowledge of each of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.
 
 
 

 
8

 
 
 
 
 
ITEM 7.
MATERIALS TO BE FILED AS EXHIBITS
 
The following documents are filed as exhibits:
 
Exhibit
Number
 
Exhibit Name
     
1
 
Joint Filing Agreement, dated as of October 7, 2010, by and among Conopco, Inc., Unilever N.V. and Unilever PLC filed herewith.
     
2
 
Agreement and Plan of Merger, dated as of September 27, 2010, among Unilever N.V., Unilever PLC, Conopco, Inc., ACE Merger, Inc. and Alberto-Culver Company filed herewith.
     
3
 
Stockholder Agreement, dated as of September 27, 2010, by and among Conopco, Inc. and the individuals and other parties listed under the caption “Stockholders” on the signature pages thereto filed herewith.
 
 
 
 
 
9

 
 
 
 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
 
 
  CONOPCO, INC.,  
       
 
By:
/s/ Paul McMahon  
    Name: Paul McMahon   
    Title:   Vice President  
       
 
 
 
 
UNILEVER N.V.,
 
       
 
By:
/s/ Paul McMahon  
    Name: Paul McMahon  
    Title:   Authorized Signatory  
       
 
 
 
  UNILEVER PLC,  
       
 
By:
/s/ Paul McMahon  
    Name: Paul McMahon  
    Title:   Authorized Signatory  
       
 
Dated: October 7, 2010
 
 
 
 
 
10

 
 
 
EXHIBIT INDEX
 
 
Exhibit
Number
 
Exhibit Name
     
1
 
Joint Filing Agreement, dated as of October 7, 2010, by and among Conopco, Inc., Unilever N.V. and Unilever PLC filed herewith.
     
2
 
Agreement and Plan of Merger, dated as of September 27, 2010, among Unilever N.V., Unilever PLC, Conopco, Inc., ACE Merger, Inc. and Alberto-Culver Company filed herewith.
     
3
 
Stockholder Agreement, dated as of September 27, 2010, by and among Conopco, Inc. and the individuals and other parties listed under the caption “Stockholders” on the signature pages thereto filed herewith.
 
 

 
 
11

 
 
SCHEDULE A
 
 
Directors and Executive Officers of Conopco, Inc., Unilever N.V. and Unilever PLC
 
The following tables set forth the name, present principal occupation or employment, business address and citizenship of each director and executive officer of Conopco, Inc., Unilever N.V. and Unilever PLC.  The boards of Unilever N.V. and Unilever PLC comprise the same directors and have the same chairman.  Similarly, the senior management of Unilever N.V. and Unilever PLC comprise the same executive officers.  Unless otherwise indicated, the business address of each director and executive officer of Unilever N.V. and Unilever PLC is Unilever N.V., PO Box 760, 3000 DK Rotterdam, The Netherlands; Unilever PLC, Unilever House, 100 Victoria Embankment, London, England EC4Y 0DY.
 
 
Board of Directors of Conopco, Inc.
 
Name
 
Present Principal Occupation or Employment
 
Business Address
 
Citizenship
             
Ronald M. Soiefer
 
Senior Vice President, General Counsel & Secretary; Senior Vice President - Regional Counsel, Unilever Americas
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Neal Vorchheimer
 
Senior Vice President - Finance, Unilever North America
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
David A. Schwartz
 
Vice President & Assistant Secretary
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
 
Executive Officers of Conopco, Inc.
 
Name
 
Present Principal Occupation or Employment
 
Business Address
 
Citizenship
             
Eugenio Minvielle
 
Executive Vice President
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
Mexico and France
             
John C. Bird
 
Senior Vice President - Finance
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United Kingdom
             
Fiona Laird
 
Senior Vice President - Human Resources & Communications
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United Kingdom
             
Ronald M. Soiefer
 
Senior Vice President, General Counsel & Secretary; Senior Vice President - Regional Counsel, Unilever Americas
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Neal Vorchheimer
 
Senior Vice President - Finance, Unilever North America
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Steve Innes
 
Vice President - Supply Chain, Unilever North America
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
 
 
 
 
 
12

 
 
 
 
 
Name
 
Present Principal Occupation or Employment
 
Business Address
 
Citizenship
             
Lisa Klauser
 
Vice President, Consumer and Customer Solutions
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
John LeBoutillier
 
Senior Vice President - US Foods
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Todd Tillemans
 
Vice President, General Manager
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Chris Herrick
 
Vice President - Human Resources
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Joe Cavaliere
 
Senior Vice President - Customer Development
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Mark McClennon
 
Vice President - Information Technology
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United Kingdom
             
Simon Marshall
 
Vice President, Managing Director, Unilever Food Solutions North America
 
2200 Cabot Drive, Lisle, Illinois 60532
 
United Kingdom
             
Paul McMahon
 
Vice President & Treasurer
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
Phillip G. Cohen
 
Vice President & Assistant Treasurer - Tax
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
David A. Schwartz
 
Vice President & Assistant Secretary
 
800 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States
             
David Calle
 
Vice President & Controller
 
700 Sylvan Avenue, Englewood Cliffs, New Jersey 07632
 
United States

 
 
 
 
13

 
 
 
 
 
Board of Directors of Unilever N.V. and Unilever PLC
 
Name
 
Present Principal Occupation or Employment
 
Citizenship
         
Michael Treschow
 
Chairman of the Board of Directors
 
Sweden
         
Jeroen van der Veer
 
Vice-Chairman of the Board of Directors
 
The Netherlands
         
Paul Polman
 
Chief Executive Officer
 
The Netherlands and United Kingdom
         
Jean-Marc Huët
 
Chief Financial Officer
 
The Netherlands
         
The Rt Hon Sir Malcolm Rifkind MP
 
Member of Parliament, House of Commons
 
Business address: The Rt Hon Sir Malcolm Rifkind MP, House of Commons, London, England SW1A 0AA
 
United Kingdom
         
Louise Fresco
 
Professor at the University of Amsterdam
 
Business address: Universtiteitshoogleraren, Spui 21, 1012 WX, Amsterdam, The Netherlands
 
The Netherlands
         
Ann Fudge
 
Corporate Director
 
United States
         
Charles Golden
 
Corporate Director
 
United States
         
Byron Grote
 
Chief Financial Officer of BP plc
 
Business address: BP plc, International Headquarters, 1 St. James’s Square, London, England SW1Y 4PD
 
United States and United Kingdom
         
Hixonia Nyasulu
 
Chairman of Sasol Ltd
 
Business address: Sasol Ltd, 1 Sturdee Avenue, Rosebank, Johannesburg, South Africa 2196
 
South Africa
         
Kornelis Jan Storm
 
Corporate Director
 
The Netherlands
         
Paul Walsh
 
Chief Executive Officer of Diageo plc
 
Business address: Diageo plc, 8 Henrietta Place, London, England W1G 0NB
 
United Kingdom
 
 
Executive Officers of Unilever N.V. and Unilever PLC
 
Name
 
Present Principal Occupation or Employment
 
Citizenship
         
Paul Polman
 
Chief Executive Officer
 
The Netherlands and United Kingdom
         
Douglas Anderson Baillie
 
President, Western Europe
 
United Kingdom
         
Geneviève Berger
 
Chief Research and Development Officer
 
France
         
Jean-Marc Huët
 
Chief Financial Officer
 
The Netherlands
         
Dave Lewis
 
President, Americas
 
United Kingdom
         
Harish Manwani
 
President Asia, Africa and Central & Eastern Europe
 
Business address: 83 Clemenceau Avenue, #16-08, UE Square, Singapore 239920
 
India
         
Sandy Ogg
 
Chief Human Resources Officer
 
United States
         
Michael Polk
 
President, Global Foods, Home & Personal Care
 
United States
         
Pier Luigi Sigismondi
 
Chief Supply Chain Officer
 
Italy
         
Keith Weed
 
Chief Marketing and Communication Officer
 
United Kingdom
 
14