UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of April 2023
Commission File Number: 001-10691
DIAGEO plc
(Translation
of registrant’s name into English)
16 Great Marlborough Street, London, United Kingdom, W1F 7HS
(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 whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule
101(b)(1):
Indicate
by check mark whether the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule
101(b)(7):
DIAGEO PLC ANNOUNCES VOLUNTARY DELISTING FROM EURONEXT
PARIS
25 April 2023, London - Today,
following its announcement on 13 April 2023, Diageo plc
("Diageo")
announces that the delisting of its shares from Euronext Paris
(ISIN:GB0002374006)
(the "Paris
Delisting")
has been approved by the board of directors of Euronext Paris. It
is currently anticipated that the Paris Delisting will take effect
on 26 May 2023.
The decision by Diageo to delist was taken following a review of
the trading volumes, costs and administrative requirements related
to its listing on Euronext Paris.
The delisting from Euronext Paris will not have any impact on
Diageo's day-to-day operations in France.
Diageo's listings on the London Stock Exchange (DGE) (the
"LSE") and the New York Stock Exchange (DEO) will not
be impacted by the delisting from Euronext
Paris.
Following the announcement made on 13 April 2023, Diageo has also
submitted an application for the delisting of its ordinary shares
from Euronext Dublin (the "Dublin
Delisting"). Euronext Dublin
has now confirmed that it requires no further information from
Diageo to effect the Dublin Delisting (other than final
confirmation of the date of the Dublin Delisting). It is currently
anticipated that the Dublin Delisting will take effect on or around
30 May 2023, approximately one business day after the Paris
Delisting has taken effect. Diageo will publish a further
announcement when the Dublin Delisting has taken
effect.
A voluntary sales facility procedure will be put in place in
accordance with Euronext Paris' rules to allow shareholders to sell
their Diageo shares listed on Euronext Paris and held in the
Euroclear France clearing system (the "Diageo Euronext Paris
Shares"). Diageo has appointed
Uptevia to act as centralising agent in connection with the
voluntary sales facility.
Holders of Diageo Euronext Paris Shares have the following
options:
●
not
participate in the voluntary sales facility and keep all of your
Diageo Euronext Paris Shares, which will be transferred to the LSE
following the delisting date and which you will be able to trade on
the LSE thereafter, subject to the terms applied by your financial
intermediary and your custody arrangements; or
●
not
participate in the voluntary sales facility and sell some or all of
your shares on Euronext Paris using your financial intermediary in
the usual way on or before 25 May 2023 (this being the final date
for the settlement of such trades prior to the delisting date) and
thereafter trade any remaining shares on the LSE, subject to the
terms applied by your financial intermediary and your custody
arrangements; or
●
participate
in the voluntary sales facility as described in more detail below
and sell some or all of your Diageo Euronext Paris Shares on the
LSE, in accordance with the rules of Euronext Paris and the terms
and conditions of the voluntary sale facility and thereafter trade
any remaining shares on the LSE, subject to the terms applied by
your financial intermediary and your custody
arrangements.
Voluntary Sales Facility Procedure
Shareholders who wish to sell some or all of their Diageo Euronext
Paris Shares on the LSE through the voluntary sales facility
procedure must request that their financial intermediary deliver
their Diageo Euronext Paris Shares to Uptevia, acting as
centralising agent, from 2 May 2023 to 16 May 2023 (inclusive),
pursuant to the procedure described below.
The Diageo Euronext Paris Shares delivered to Uptevia from 2 May
2023 to 16 May 2023 (inclusive) will be sold by Uptevia on the LSE
beginning on 22 May 2023 by its nominated LSE broker at the market
price prevailing at the time of the sale(s). Uptevia, with the
assistance of its broker, will calculate the average sale price of
Diageo Euronext Paris Shares sold pursuant to the voluntary sales
facility and will transfer the sale proceeds (which will be
converted into Euros from Sterling by Uptevia) to the participating
shareholders' financial intermediaries once Uptevia receives the
funds from its nominated LSE broker.
Diageo will pay the centralisation and brokerage fees and any
applicable foreign exchange commission in connection with the sale
on the LSE of the Diageo Euronext Paris Shares sold pursuant to the
voluntary sales facility.
The voluntary sales facility procedure is also described in the
Euronext notice expected to be published today.
No guarantee can be given by Diageo or by Uptevia as to the timing
or the price at which the Diageo Euronext Paris Shares tendered
pursuant to the voluntary sales facility will be sold on the
LSE.
Holders of Diageo Euronext Paris Shares may decide not to
participate in the voluntary sales facility or may decide not to
take any action, in which case no guarantee can be given to them
regarding the terms, including costs, that may be applied by their
financial intermediary in connection with or after the Paris
Delisting. Holders of Diageo Euronext Paris Shares are urged to
consult their investment adviser before deciding whether to
participate in the voluntary sales facility procedure.
The indicative timetable for the voluntary sales facility and the
Paris Delisting is set out below. All dates are indicative only,
are based on Diageo's current expectations and are subject to
change. If any of the dates in this indicative timetable change,
the revised dates will be announced.
|
Event
|
Date
|
|
Beginning
of the voluntary sales facility participation window
|
2 May
2023
|
|
End of
the voluntary sales facility participation window
|
16 May
2023
|
|
End of
centralisation by Uptevia
|
22 May
2023
|
|
Sale on
the LSE of the Diageo Euronext Paris Shares tendered pursuant to
the voluntary sales facility
|
From 22 May 2023
|
|
Last
day of trading of Diageo Euronext Paris Shares on Euronext
Paris
|
25 May
2023
|
|
Delisting
of Diageo Euronext Paris Shares from Euronext Paris
|
26 May
2023
|
|
Settlement
of the average sale proceeds of the voluntary sales facility to the
relevant financial intermediaries
|
As soon
as possible after receipt by Uptevia of the proceeds of the
voluntary sales facility
|
Diageo shareholders participating in the voluntary sales facility
acknowledge and accept the risks related to the potential changes
in the Diageo share price and/or applicable foreign exchange rates
between the time when their Diageo Euronext Paris Shares are
delivered to Uptevia for participation in the voluntary sales
facility and the receipt of the applicable sale
proceeds.
Any instructions to tender Diageo Euronext Paris Shares to the
voluntary sales facility are irrevocable, as is the subsequent sale
of such Diageo Euronext Paris Shares on the LSE, and such
instructions must be transmitted to the holder's financial
intermediary prior to the deadline provided in the notice that each
Diageo shareholder will receive from its custodian.
Shareholders who would like additional information about the
voluntary sales facility or the delisting of Diageo Euronext Paris
Shares from Euronext Paris should contact their custodian and usual
financial intermediary.
Additional information can also be found in the FAQs published
here:
https://www.diageo.com/en/investors/shareholder-centre/euronext-paris-and-euronext-dublin
Enquiries:
|
Media relations
Diageo
Global Press Office
|
+44 (0) 7803 856 200
press@diageo.com
|
|
Investor relations
Durga
Doraisamy
Andrew
Ryan
|
Investor.relations@diageo.com
+44 (0) 7803 854842
+44 (0)
7803 854842
|
About Diageo
Diageo is a global leader in beverage alcohol with an outstanding
collection of brands including Johnnie Walker, Crown Royal, J&B
and Buchanan's whiskies, Smirnoff, Cîroc and Ketel One vodkas,
Captain Morgan, Baileys, Don Julio, Tanqueray and
Guinness.
Diageo is a global company whose products are sold in more than 180
countries around the world. The company is listed on both the
London Stock Exchange (DGE) and the New York Stock Exchange (DEO).
For more information about Diageo, our people, our brands, and
performance, visit us at www.diageo.com. Visit Diageo's global responsible drinking
resource, www.DRINKiQ.com, for information, initiatives, and ways to share
best practice.
LEI Number: 213800ZVIELEA55JMJ32
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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Diageo plc
|
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|
(Registrant)
|
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Date:
25 April 2023
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By:___/s/
James Edmunds
|
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James Edmunds
|
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Deputy Company Secretary
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