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 June 2020
Commission File Number: 001-10691
DIAGEO plc
(Translation of registrant’s name into English)
Lakeside Drive, Park Royal, London NW10 7HQ
(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):
List identifying information required to be furnished
by Diageo plc pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act 1934
(1 – 30 June 2020)
Information Public Announcements/Press | Required by/when The Stock Exchange, London |
Announcement Total Voting Rights 01 June 2020 | Announcement Publication of Listing Prospectus 09 June 2020 |
Announcement Director/PDMR Shareholding 10 June 2020 | Announcement Director/PDMR Shareholding 10 June 2020 |
Diageo PLC – Total Voting Rights
Dated 01 June 2020
Diageo plc
LEI: 213800ZVIELEA55JMJ32
Total Voting Rights and Capital
In conformity with Paragraph 5.6.1R of the Disclosure Guidelines and Transparency Rules and Article 15 of the Transparency Directive, Diageo plc (the "Company") would like to notify the market of the following:
The Company's issued capital as at 31 May 2020 consisted of 2,561,988,428 Ordinary Shares of 28 101/108 pence each ("Ordinary Shares"), with voting rights. 224,652,206 Ordinary Shares were held in Treasury, in respect of which, voting rights were not exercised.
Therefore, the total number of voting rights in the Company was 2,337,336,222 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidelines and Transparency Rules.
James Edmunds
Deputy Company Secretary
1 June 2020
Diageo PLC – Publication of Listing Prospectus
Dated 09 June 2020
9 June 2020
PUBLICATION OF LISTING PROSPECTUS
On 29 April 2020, Diageo completed an SEC-registered $2.5 billion bond transaction consisting of $750 million 1.375% fixed rate notes due 2025; $1 billion 2.000% fixed rate notes due 2030; and $750 million 2.125% fixed rate notes due 2032 (the "Issuance"). Diageo announces that it has published a listing prospectus (the "Prospectus") in respect of the Issuance. The issuer of the notes was Diageo Capital plc, with payment of principal and interest fully and unconditionally guaranteed by Diageo plc.
The Prospectus was approved by the Financial Conduct Authority on 9 June 2020 and is available for viewing here:
http://www.rns-pdf.londonstockexchange.com/rns/4299P_1-2020-6-9.pdf
A copy of the Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information please contact:
Investor relations: Andrew Ryan +44 (0) 7803 854 842
Investor.relations@diageo.com
Media relations: Jessica Rouleau +44 (0) 7925 642 561
press@diageo.com
DISCLAIMER
The Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any notes in any jurisdiction to any person to whom it is unlawful to make the offer or solicitation in such jurisdiction. The distribution of the Prospectus and the offer or sale of notes under the Prospectus may be restricted by law in certain jurisdictions.
Persons into whose possession the Prospectus or any notes offered and sold under the Prospectus may come must inform themselves about, and observe, any such restrictions on the distribution of the Prospectus and the offering and sale of notes. In particular, please note that the information contained in this announcement may be addressed to and/or targeted at persons who are residents of particular countries only and is not intended for use and should not be relied upon by any person outside these countries.
Diageo has filed a registration statement with the United States Securities and Exchange Commission (SEC) for the offering of the notes to which this communication relates. The Prospectus shall not constitute an offer to sell or the solicitation of an offer to buy securities either in the United States or any other jurisdiction, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration and qualification under the securities laws of any such jurisdiction. Any public offering of notes in the United States is being made solely by means of a prospectus supplement to the prospectus included in the registration statement filed with the SEC by Diageo plc, Diageo Capital plc and Diageo Investment Corporation. The prospectus in that registration statement (which is different from the Prospectus) and the prospectus supplement and other documents Diageo has filed with the SEC contain information about Diageo and the offering of the Notes. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.
About Diageo
Diageo is a global leader in beverage alcohol with an outstanding collection of brands across spirits and beer. These brands include Johnnie Walker, Crown Royal, JeB, Buchanan's and Windsor whiskies, Smirnoff, Cîroc and Ketel One vodkas, Captain Morgan, Baileys, Don Julio, Tanqueray and Guinness.
Diageo is a global company, and our 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).
Celebrating life, every day, everywhere
Diageo plc
LEI: 213800ZVIELEA55JMJ32
Diageo Capital plc
LEI: 213800L23DJLALFC4O95
Diageo PLC – Director/PDMR Shareholding
Dated 10 June 2020
Diageo plc
LEI: 213800ZVIELEA55JMJ32
Director/PDMR Shareholding
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Javier Ferrán | |
2. | Reason for the notification | ||
a) | Position / status | Chairman | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Share purchase under arrangement with the Company | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.47 | 291 | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
Diageo PLC – Director/PDMR Shareholding
Dated 10 June 2020
Diageo plc
LEI: 213800ZVIELEA55JMJ32
Director/PDMR Shareholding
On 10 June 2020, the following transactions took place in relation to the Diageo 2001 Share Incentive Plan:
1. purchase of partnership shares using deductions from salary; and
2. award of one matching share for every two partnership shares purchased.
The notifications below, which have been made in accordance with the requirement of the EU Market Abuse Regulation, provides further details.
James Edmunds
Deputy Company Secretary
10 June 2020
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Kathryn Mikells | |
2. | Reason for the notification | ||
a) | Position / status | Chief Financial Officer | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 5 partnership shares | ||
Nil | 2 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Ewan Andrew | |
2. | Reason for the notification | ||
a) | Position / status | Member of the Executive Committee | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 4 partnership shares | ||
Nil | 2 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Daniel Mobley | |
2. | Reason for the notification | ||
a) | Position / status | Member of the Executive Committee | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 6 partnership shares | ||
Nil | 3 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Siobhán Moriarty | |
2. | Reason for the notification | ||
a) | Position / status | Member of the Executive Committee | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 5 partnership shares | ||
Nil | 2 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Mairéad Nayager | |
2. | Reason for the notification | ||
a) | Position / status | Member of the Executive Committee | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 5 partnership shares | ||
Nil | 3 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
1. | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Dayalan Nayager | |
2. | Reason for the notification | ||
a) | Position / status | Person closely associated with Mairéad Nayager | |
b) | Initial notification / amendment | Initial notification | |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Diageo plc | |
b) | LEI | 213800ZVIELEA55JMJ32 | |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument Identification code | Ordinary shares of 28 101/108 pence GB0002374006 | |
b) | Nature of the transaction | Purchase of partnership shares and award of matching shares under the Diageo 2001 Share Incentive Plan | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
£28.54 | 6 partnership shares | ||
Nil | 3 matching shares | ||
d) | Aggregated information - Aggregated volume - Price | N/A | |
e) | Date of transaction | 2020-06-10 | |
f) | Place of transaction | London Stock Exchange (XLON) |
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.
Diageo plc | |
(Registrant) | |
Date: 01 July 2020 | |
By:___/s/ James Edmunds | |
James Edmunds | |
Deputy Company Secretary |