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Unilever PLC (ULVR)

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Monday 02 October, 2000

Unilever PLC

Bestfoods Acquisition

Unilever PLC
Unilever NV
2 October 2000

UNILEVER SHAREHOLDERS GIVE GREEN LIGHT 

TO BESTFOODS ACQUISITION

 
Unilever shareholders today voted in favour of the acquisition of Bestfoods
at separate meetings in London and Rotterdam.
 
Following the approval of the merger by the EU last Thursday, the closing
remains subject to certain conditions set out in the merger agreement,
including receipt of approval of Bestfoods shareholders who are meeting this
afternoon in the US.
 
The Unilever shareholders voted strongly in support of the offer of $73 per
share which values Bestfoods' equity at $21.3 billion. Unilever also expects
to assume Bestfoods' net debt which stood at $3.1 billion at June 30, 2000.
 
Chairman Niall FitzGerald/Antony Burgmans told the Unilever PLC/NV
shareholders meeting in the company's London/Rotterdam head office that the
acquisition represented an outstanding strategic fit, strengthening
Unilever's Foods business and enhancing its Path to Growth strategy.
 
'The acquisition of Bestfoods will enable us to create one of the world's
leading foods companies, delivering strong top-line growth and enhancing
operating margins by realising the potential for significant synergy.'
 
He said: 'Our combined knowledge of consumers, our focussed expertise behind
leading brands, the strength of our technology base and our track record of
increasing operational efficiency will all contribute to sustainable value
creation.'
 
Mr FitzGerald/Burgmans concluded: 'We are excited by the Bestfoods
acquisition. It is fully aligned with our Path to Growth strategy, with its
focus on strong global brands complemented by a stable of vibrant local
brands. As I said earlier the combination with Bestfoods makes a good plan
better.
 
Unilever/2 
 
'The acquisition of Bestfoods will also enable us to accelerate the
rationalisation of our existing brand portfolio by exiting a number of
smaller brands, again fully consistent with our Path to Growth strategy.'

For full text of Chairman's address access www.unilever.com
October 2,2000  
 
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:
This press release contains certain 'forward-looking' statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements are based on management's current expectations and are naturally
subject to uncertainty and changes in circumstances. Actual results may vary
materially from the expectations contained herein. The forward-looking
statements contained herein include statements about completion of the
pending acquisition of Bestfoods by Unilever. Factors that could cause actual
results to differ materially from those described herein include the
inability to obtain necessary antitrust approvals and actions of the U.S.,
foreign and local governments. More detailed information about these factors
is set forth in the reports filed by Bestfoods and furnished by Unilever with
the Securities and Exchange Commission. Neither Unilever nor Bestfoods is
under any obligation to (and expressly disclaims any such obligation to)
update or alter its forward-looking statements, whether as a result of new
information, future events or otherwise

In connection with the merger, Bestfoods has filed a definitive proxy
statement with the Securities and Exchange Commission and mailed copies of
this definitive proxy statement to Bestfoods security holders. SECURITY
HOLDERS OF BESTFOODS ARE URGED TO READ THE PROXY STATEMENT BECAUSE IT
CONTAINS IMPORTANT INFORMATION REGARDING THE MERGER. Investors and security
holders may obtain a free copy of the proxy statement and other documents
filed by Bestfoods with, and furnished by Unilever to, the Securities and
Exchange Commission in connection with the merger at the Securities and
Exchange Commission's web-site at www.sec.gov. Security holders of Bestfoods
may also obtain for free a copy of the proxy statement and other documents
filed with the Securities and Exchange Commission by Bestfoods in connection
with the merger by contacting Rainer H. Mimberg, Investor Relations, +1 201
894 2837. Security holders of Bestfoods may also obtain for free copies of
documents furnished to the Securities and Exchange Commission by Unilever in
connection with the merger by contacting Howard Green, Investor Relations,
+44 207 822 6824.


                                                                                
                                                               

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