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DEO Diageo

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule13a-16 or15d-16

of the Securities Exchange Act of 1934

29 April 2020

Commission File Number1-10691

 

 

DIAGEO plc

(Translation of registrant’s name into English)

 

 

Lakeside Drive, Park Royal,

London NW10 7HQ, England

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form20-F or Form40-F.

Form20-F  ☒                    Form40-F  ☐

Indicate by check mark whether the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(1):  ☐

Indicate by check mark whether the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(7):  ☐

This report onForm 6-K shall be deemed to be filed and incorporated by reference in the registration statement onForm F-3 (FileNo. 333-224340) and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 

 


The Report comprises the following:

 

Exhibit No.

     

Description

  1.1    Underwriting Agreement between Diageo plc, Diageo Capital plc, BofA Securities, Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Barclays Capital Inc., Morgan Stanley & Co. LLC, NatWest Markets Securities Inc., RBC Capital Markets, LLC, Santander Investment Securities Inc. and Standard Chartered Bank, dated as of April 27, 2020.
  1.2    Pricing Agreement between Diageo plc, Diageo Capital plc, BofA Securities, Inc., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Barclays Capital Inc., Morgan Stanley & Co. LLC, NatWest Markets Securities Inc., RBC Capital Markets, LLC, Santander Investment Securities Inc. and Standard Chartered Bank, dated as of April 27, 2020.
  4.1    Officer’s Certificate of Diageo plc and Diageo Capital plc, dated as of April 29, 2020, pursuant to Section 301 of the Indenture, dated as of August  3, 1998, between Diageo plc, Diageo Capital plc and The Bank of New York Mellon, as Trustee.
  4.2    Form of Global Note for the 1.375% Fixed Rate Notes due 2025 (included in Exhibit 4.1 hereof).
  4.3    Form of Global Note for the 2.000% Fixed Rate Notes due 2030 (included in Exhibit 4.1 hereof).
  4.4    Form of Global Note for the 2.125% Fixed Rate Notes due 2032 (included in Exhibit 4.1 hereof).
  5.1    Opinion of Slaughter and May, English solicitors to Diageo plc and Diageo Capital plc, as to the validity of the securities.
  5.2    Opinion of Sullivan & Cromwell LLP, U.S. counsel to Diageo plc and Diageo Capital plc, as to the validity of the securities.
  5.3    Opinion of Morton Fraser Solicitors, Scottish solicitors to Diageo plc and Diageo Capital plc, as to the validity of the securities.
23.1    Consent of Slaughter & May (included in Exhibit 5.1 hereof).
23.2    Consent of Sullivan & Cromwell LLP (included in Exhibit 5.2 hereof).
23.3    Consent of Morton Fraser LLP (included in Exhibit 5.3 hereof).


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 authorised.

Diageo plc

(Registrant)

 

/s/ James Edmunds

Name:James Edmunds
Title: Deputy Company Secretary
April 29, 2020